For purposes of this Agreement, the following terms have the meanings set forth below:
| Term | Definition |
|---|---|
| "Agreement" | This End User License Agreement, including all schedules, exhibits, and amendments hereto. |
| "Authorized User" | Any individual employee, contractor, agent, or representative authorized by Licensee to access and use the Platform on Licensee's behalf. |
| "Confidential Information" | Any non-public information disclosed by either party, including financial data, business processes, source code, technical specifications, and customer data. |
| "External Records" | Financial records, transaction data, invoices, bills, payroll data, and related attachments originating from systems outside of QuickBooks Online that are processed and recorded into the QBO Environment by the Platform. |
| "Financial Data" | Any data relating to financial transactions, accounts, balances, payroll, vendors, customers, or accounting records accessed, processed, or stored through the Platform. |
| "Intuit" | Intuit Inc., the owner and operator of QuickBooks Online. |
| "Licensee" / "you" | The individual or legal entity that has accepted this Agreement and is authorized to use the Platform. |
| "Licensor" / "we" / "us" | Real Simple Finance, Inc., a corporation organized under the laws of the United States. |
| "Platform" | The Real Simple Finance QuickBooks Integration software, APIs, automation services, and related tools, including all updates, upgrades, and enhancements thereto. |
| "QBO Account" | Licensee's QuickBooks Online account(s) to which the Platform is authorized to connect via Intuit's OAuth 2.0 authorization framework. |
| "QBO Environment" | The QuickBooks Online platform, data, settings, configurations, and associated records of the Licensee. |
| "Third-Party Cloud Storage" | Third-party infrastructure and cloud services utilized by Licensor to store, process, and transmit data in connection with the Platform. |
| "Subscription Plan" | The applicable tier of service (Free or paid) under which the Licensee accesses the Platform. |
Subject to the terms and conditions of this Agreement and payment of all applicable fees, Licensor hereby grants Licensee a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for Licensee's internal business purposes in connection with Licensee's authorized QBO Account(s).
Under this license, Licensee is authorized to use the Platform to perform the following functions within the QBO Environment:
The Platform is offered under a freemium model. The Free Tier provides access to limited features as described in the applicable product documentation at no charge. Paid Tier(s) provide access to full or enhanced functionality upon payment of applicable subscription fees; features, pricing, and terms are set forth in the applicable Order Form or product page. Licensor reserves the right to modify features available in each tier upon reasonable notice to Licensee.
All rights not expressly granted in this Agreement are reserved by Licensor. No implied licenses are granted. Nothing in this Agreement transfers ownership of the Platform or any intellectual property therein to Licensee.
Licensee shall not, and shall ensure Authorized Users do not:
Licensee must authorize the Platform to access the QBO Account using Intuit's secure OAuth 2.0 protocol. By granting authorization, Licensee explicitly consents to the Platform performing all functions described in Section 2.2 on Licensee's behalf within the QBO Environment.
The Platform will access only the data and functionality necessary to perform the services selected by Licensee. Licensor will request only the minimum permissions required for authorized operations.
Licensee acknowledges and agrees that the Platform is designed to perform certain operations automatically and without requiring manual approval for each individual transaction, including but not limited to:
Licensee is solely responsible for configuring, reviewing, and monitoring automated operations to ensure accuracy and compliance with applicable accounting standards.
Licensee may revoke the Platform's access to the QBO Account at any time through QuickBooks Online account settings or by contacting Licensor. Revocation will terminate the Platform's ability to perform operations but will not affect data already recorded in the QBO Environment.
Licensee acknowledges that use of the Platform is subject to Intuit's QuickBooks Online Terms of Service and that Licensor is an independent third-party developer. Any changes to Intuit's API, policies, or services may affect Platform functionality without notice or liability to Licensor.
In connection with providing the Platform services, Licensor will access, process, and temporarily store Licensee's Financial Data and External Records, including attachments. Data is stored on Third-Party Cloud Storage infrastructure. Licensor maintains appropriate contractual agreements with cloud storage providers to ensure data security and confidentiality.
Licensee retains all ownership of its Financial Data and QBO Account data. Licensor does not claim any ownership rights over Licensee's data. Licensor's access to Licensee's data is limited to what is necessary to provide the Platform services.
Licensor implements commercially reasonable technical and organizational security measures to protect Licensee's Financial Data, including:
Licensor will retain Licensee's Financial Data only as long as necessary to provide the Platform services or as required by applicable law. Upon termination, Licensor will, upon written request, delete or return Licensee's data within thirty (30) days, subject to retention obligations under applicable law.
Licensor's collection, use, and disclosure of personal information is governed by its Privacy Policy, which is incorporated herein by reference.
Attachments transmitted through the Platform in connection with External Records are stored on Third-Party Cloud Storage. Licensee is solely responsible for ensuring that attachments do not contain sensitive personal information beyond what is required for accounting purposes, and that transmission complies with applicable law.
The Free Tier of the Platform is provided at no charge. Licensor reserves the right to modify, limit, or discontinue free tier features at any time upon reasonable notice.
Access to paid tier features requires payment of subscription fees as set forth in the applicable Order Form, pricing page, or subscription agreement. All fees are in U.S. Dollars unless otherwise specified.
Paid subscriptions are billed on a recurring basis (monthly or annually, as selected) and automatically renew unless cancelled prior to the renewal date. Licensor will provide reasonable advance notice of upcoming renewals and any fee changes.
Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. Licensee is responsible for all applicable taxes associated with use of the Platform.
Except as required by applicable law, all fees paid are non-refundable. Licensor may, in its sole discretion, provide credits or refunds in exceptional circumstances.
The Platform, including all software, algorithms, interfaces, processes, methodologies, documentation, and all related intellectual property rights, are and remain the exclusive property of Real Simple Finance, Inc. This Agreement does not convey any ownership interest in the Platform to Licensee.
Licensee retains all intellectual property rights in Licensee's Financial Data, External Records, attachments, and any other data submitted to the Platform. Licensee grants Licensor a limited, non-exclusive license to access, process, and store Licensee's data solely to provide the Platform services.
If Licensee provides any feedback, suggestions, or recommendations regarding the Platform, Licensor may use such feedback without restriction or obligation to Licensee.
Licensor warrants that: (a) it has the right to grant the license set forth in this Agreement; (b) the Platform will perform materially in accordance with applicable documentation during the subscription term; and (c) Licensor will implement commercially reasonable security measures to protect Licensee's Financial Data.
Licensee acknowledges that the Platform is a technology tool and does not constitute accounting, tax, or financial advice. Licensee is solely responsible for reviewing all transactions recorded in the QBO Environment and ensuring compliance with applicable accounting standards. Licensor strongly recommends that Licensee employ qualified accounting professionals to review Platform-processed records.
Licensee acknowledges that the limitations of liability in this Section reflect a reasonable allocation of risk and are an essential element of the basis of the bargain between the parties.
Licensee agrees to indemnify, defend, and hold harmless Real Simple Finance, Inc. and its officers, directors, employees, agents, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
This Agreement commences on the date Licensee first installs, accesses, or uses the Platform and continues until terminated in accordance with this Section.
Licensee may terminate this Agreement at any time by: (a) discontinuing use of the Platform; (b) revoking QBO Account authorization; and (c) providing written notice to Licensor at legal@realsimplefinance.com.
Licensor may terminate or suspend this Agreement immediately upon notice if:
Upon termination: (a) all licenses granted hereunder immediately terminate; (b) Licensee shall cease all use of the Platform; (c) Licensor shall provide Licensee's data upon written request within thirty (30) days; and (d) provisions that by their nature should survive shall survive, including Sections 7, 8, 9, 10, 12, and 13.
Arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. The arbitration shall be conducted by a single arbitrator with experience in commercial technology disputes. The arbitration may be held virtually or in-person at a mutually agreed location.
Notwithstanding Section 12.1, either party may seek: (a) injunctive or equitable relief in a court of competent jurisdiction to prevent infringement of intellectual property rights or breach of confidentiality obligations; or (b) relief in small claims court for disputes within such court's jurisdiction.
This Agreement is governed by the laws of the United States and, to the extent applicable, the laws of the state in which Licensor is incorporated, without regard to conflict of law principles. The Federal Arbitration Act governs the interpretation and enforcement of Section 12.
Any claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such claim or cause of action arose, or it shall be forever barred.
Each party agrees to: (a) hold the other party's Confidential Information in strict confidence; (b) use Confidential Information only to perform obligations or exercise rights under this Agreement; and (c) not disclose Confidential Information to any third party without prior written consent, except to employees, contractors, or agents with a need to know who are bound by confidentiality obligations no less protective than those set forth herein. These obligations survive termination of this Agreement for a period of five (5) years.
Licensee is solely responsible for ensuring its use of the Platform complies with all applicable federal, state, and local laws and regulations, including but not limited to:
The Platform is developed and maintained in compliance with Intuit's QuickBooks App Developer Program requirements. Licensor maintains necessary certifications and agreements with Intuit for production API access. Changes to Intuit's developer program requirements may affect Platform availability or features.
This Agreement, together with any applicable Order Form, Subscription Agreement, and Privacy Policy, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, and understandings, whether oral or written.
Licensor reserves the right to modify this Agreement at any time. Licensee will be notified of material changes via email or in-platform notification. Continued use of the Platform after the effective date of any modification constitutes acceptance of the updated terms.
If any provision of this Agreement is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.
No waiver of any provision shall be effective unless in writing. No waiver shall be construed as a waiver of any subsequent breach or default.
Licensee may not assign or transfer this Agreement without Licensor's prior written consent. Licensor may assign this Agreement without consent in connection with a merger, acquisition, or sale of substantially all of its assets. Any purported assignment in violation of this Section is void.
Licensor shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, natural disasters, pandemics, government actions, third-party service outages (including Intuit or cloud storage providers), or telecommunications failures.
All notices shall be in writing and delivered via email to legal@realsimplefinance.com (for notices to Licensor) or to the email address associated with Licensee's account (for notices to Licensee). Notices are effective upon confirmed receipt.
The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties.
This Agreement is for the sole benefit of the parties hereto and does not create any rights in any third party, including Intuit.
Licensee agrees to comply with all applicable United States export control laws and regulations in connection with use of the Platform.
Questions about this Agreement?
Real Simple Finance, Inc.
8050 N Palm Ave, STE 300
Fresno, CA 93711
info@realsimplefinance.com