The terms and conditions (this “Agreement”) set forth herein constitute the full and complete agreement between you and Right Networks, LLC (“Right Networks”). By using Right Networks hosted accounting cloud services (the “Services”), you agree (i) you have read and understand this Agreement; (ii) you are bound by this Agreement; (iii) this Agreement is valid and enforceable against you; and (iv) to the extent you are using the Services on behalf of a business entity as the Account Owner, you have the power and authority to bind that business entity to this Agreement. We use the term “you” to refer to you as an individual and to any business entity for which you are acting as an agent or representative. The terms contained herein supersede and replace any other agreement or negotiation between you and Right Networks, whether oral, written or otherwise, including any statements made to you by any representative of Right Networks at any time with the sole exception of agreements physically signed by an authorized officer of Right Networks and delivered by hand, mail, email, or FAX.
(a) “Account” means, with respect to a Customer, the details of the Services currently purchased by such Customer for its benefit and/or the benefit of one or more particular Subscriber(s).
(b) “Account Owner” means the Person deemed to have complete control over the Account.
(c) “Affiliate” means, as applied to any Person, any other Person Controlled by, Controlling, or under common Control with that Person.
(d) “Available” means, as to a Service ordered by a Customer, that such Service is accessible and available for use by or on behalf of such Customer, notwithstanding any inaccessibility or unavailability caused by (i) Suspension, (ii) nonpayment, (iii) scheduled downtime, (iv) de minimis service interruptions, (v) interruptions outside of Right Networks’ reasonable control, or (vi) a Customer’s or Subscriber’s own connectivity issues.
(e) “Billing Period” means, with respect to an Account, a one-month period beginning on the date on which Right Networks first makes Services Available and recurring monthly until Customer Cancellation.
(f) “Control” means either the direct or indirect (i) control of more than 50% of the shares or other equity interests of the subject entity entitled to vote in the election of directors (or, in the case of an entity that is not a corporation, for the election or appointment of the corresponding managing authority), or (ii) power to manage, direct or cause the direction of the management and policies of such entity.
(g) “Customer Cancellation” means, with respect to an Account, the cancellation by a Customer of all of its and its Subscribers’ use of the Services.
(h) “Customer” means the Person obligated to make payments to Right Networks or its Affiliate with respect to Services purchased for use by one or more Subscribers.
(i) “Discounts” means a discount to the Service Fees that is (i) set forth in a Quotation or on the Web Portal, (ii) applicable only to the particular Service identified in the Quotation or on the Web Portal, and (iii) effective only for the period specified in the Quotation or on the Web Portal.
(j) “Hosted Data” means the data Customer or its Subscribers store on the Right Networks application servers.
(k) “Person” includes any individual, firm, company, corporation, government, state or agency of a state or any association, trust, joint venture, consortium or partnership (whether or not having separate legal personality).
(l) “Processor” means an entity that processes personal data for a customer or business without having ownership of the data.
(m) “QuickBooks® Products” means Intuit’s QuickBooks® Enterprise Solutions desktop software product and all other QuickBooks® Desktop products for Windows sold by Intuit in connection with the Services, any replacement product provided by Intuit, and all add-on products, services and features provided by Intuit, including updates, upgrades, enhancements, plug-ins, and other related components, as Intuit may release from time to time.
(n) “Quotation” means, with respect to a Customer, a writing executed by such Customer and an authorized representative of Right Networks setting forth the description of the Services purchased, the Service Fees, and any additional terms and conditions applicable to the Services, as amended by the parties from time to time.
(o) “Service Fees” means the fees corresponding to a particular Service set forth in a Quotation or on the Web Portal, as discounted by any Discounts.
(p) “Sub-processor” means any subcontracted third party provider engaged by the Processor or service provider who processes customer personal data on behalf of the Processor or service provider.
(q) “Subscriber” means the Person designated by a Customer and permitted to use one or more Services.
(r) “Suspension” or “Suspend” means the denial of access to Services, which shall include the disabling of Customer’s and its Subscribers’ access to Services or any access to information or data stored on the servers.
(s) “Third Party Leased Software” means any and all third party software that you license through Right Networks pursuant to a Quotation or the Web Portal, such as Foxit software, Microsoft Office and Windows Desktop.
(t) “Web Portal” means the Right Networks web portal located at myaccount.rightnetworks.com through which Customers can manage their Account, add and discontinue Services, and review billing details.
<a href="https://www.rightnetworks.com/"><img src="https://www.rightnetworks.com/wp-content/uploads/2021/03/powered_by_right_networks-1-1.png" alt="Powered by Right Networks(R)"></a>If you use Right Networks as a sub-vendor to provide services to your customers, your user agreements must include the following text, with appropriate substitutions for the italicized text:
Last Update July 10th, 2020
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