NextGen Accounting User Agreement
1.1 NextGen Accounting is a trading name of NextGen Financial Limited, registered in England and Wales no. 11677093. Registered office address: 9 Norville Terrace, Headingley Lane, Leeds, West Yorkshire, LS6 1BS, United Kingdom.
1.2 These Terms and Conditions relate to ‘NextGen Accounting’ only which is a software package offered by the company and does not in any way relate to accountancy services which the company also provides. The company’s accountancy services require a separate registration to which separate Terms and Conditions apply.
3.1 The Customer shall not use NextGen Accounting for any immoral or illegal activities.
3.2 The Customer is responsible for all taxes and duties that are payable to HMRC and any other governmental or regulatory authority, body or organisation. NextGen Accounting is not responsible for any liabilities a Customer’s business may have.
3.3 The Customer shall comply with all instructions given by NextGen Accounting regarding the use of the software.
4.1 It is planned that the software will always have a basic free version (with a more advanced paid for version of the software). However this version may in future feature non-intrusive advertising. NextGen Accounting reserves the right to alter pricing policies by providing users with 30 days or more notice.
4.2 In consideration of the supply of the Service, the Customer agrees to pay NextGen Accounting the fee in accordance with the payment terms advertised on the Website at the relevant time. Unless otherwise expressly stated, all prices are exclusive of value added tax.
4.3 If the Customer fails to pay any amount payable under the Agreement then NextGen Accounting reserves the right to restrict access the software until payment is made.
4.4 No refund of any fees shall be given under any circumstances.
5.1 The Customer acknowledges and agrees that all intellectual property rights, existing or arising in any materials, know-how, specifications, inventions, processes, software, data or information supplied by NextGen Accounting shall at all times belong to and remain vested in NextGen Accounting.
5.2 No proprietary rights or any other rights whatsoever are assigned, granted or shall otherwise pass to the Customer.
6.1 We record all correspondence with Customers, including telephone calls. Recordings of all calls are saved within our CRM system and only accessed in the unlikely event we should need to refer to them. You agree to us recording conversations for training and monitoring purposes.
7.1 Subscription to NextGen Accounting will be deemed to be terminated if the Customer does not elect to subscribe to NextGen Accounting at the end of any trial period and/or the Customer cancels their subscription to NextGen Accounting or fails to pay for a subsequent renewal.
7.2 NextGen Accounting may terminate the Agreement at any time by giving the Customer not less than one month’s prior notice by email.
7.3 Without prejudice to its other rights and remedies, either party may, by written notice to the other, terminate the agreement with immediate effect if the other party: Commits a material breach of the agreement and shall, in the case of any remediable breach, fail to remedy the same within 14 business days of receipt of a written notice from the non-breaching party requiring such remedy. is unable to pay its debts (within the meaning of Section 123 of the Insolvency Act 1986) or otherwise becomes insolvent or an order is made or a resolution passed for the administration, winding-up or dissolution of the other party (other than for the purposes of a solvent amalgamation or reconstruction) or an administrative or other receiver, manager, liquidator, administrator, trustee or similar officer is appointed over all or any substantial part of the other party’s assets or the other party enters into or proposes any composition or arrangement with its creditors generally or anything analogous to the foregoing occurs in any applicable jurisdiction or if it ceases to trade or threatens to cease to trade.
7.4 For the avoidance of doubt, failure by the Customer to pay any fees due to NextGen Accounting in full in cleared funds by the due date shall constitute a material breach of the Agreement.
7.5 Upon termination of the Agreement, NextGen Accounting shall cease to make the Service available to the Customer.
8.1 NextGen Accounting does not warrant that the Service will meet the Customer’s requirements nor that the Services provided through the Website will be error-free or uninterrupted.
8.2 The Services are provided on an “as is” basis. All conditions, representations, warranties, undertakings or terms whether express or implied, statutory or otherwise, including in particular any implied warranty of satisfactory quality or fitness for any particular purpose or use are excluded from the Terms and Conditions to the fullest extent permitted by law.
8.3 The Customer confirms that neither NextGen Accounting nor any of its representatives has made any claims or representations of guaranteed or anticipated profits that may result from the use of the Service and NextGen Accounting expressly disclaims liability for any profit projections which may have been provided to the Customer.
9.1 Save in respect of liability for death or personal injury arising as a result of NextGen Accounting’ negligence, the total aggregate of NextGen Accounting’ liability howsoever arising under or in connection with the Services, whether in respect of a single occurrence or a series of occurrences, shall not exceed in any year the sum of the fees paid by the Customer from the 12 month period preceding the date when the claim arose.
9.2 NextGen Accounting shall not be liable to the Customer for any loss of profits or goodwill or any other type of special, indirect or consequential loss or revenue of any nature whatsoever (including loss or damages suffered as a result of an action brought by a third party) whether arising from negligence, breach of contract or otherwise, even if such loss was reasonably foreseeable or NextGen Accounting had been advised of the possibility of the Customer incurring the same, and such liability is hereby excluded to the fullest extent permitted by law.
9.3 The Customer hereby undertakes and agrees to indemnify NextGen Accounting and keep it fully indemnified from and against any costs, losses, damages, expenses and/or liabilities (including without limitation any legal fees and expenses) which may be suffered or incurred by NextGen Accounting arising out of or in connection with (i) any claims, proceedings, demands or actions by third parties arising out of or in connection with NextGen Accounting’s supply of and/or the Customer’s use of the Service (including without limitation claims under the Data Protection Act 1998) and/or any breach of the Customer’s undertakings or obligations set out in the Agreement, and/or (ii) any breach by the Customer of its obligations under the Agreement, and/or (iii) the Customer’s negligence or wilful misconduct.
9.4 The Customer agrees that all the limitations and exclusions of liability in favour of NextGen Accounting in the Agreement are reasonable in the circumstances under which the Service is to be performed.
10.1 The parties recognise that they may receive each other’s trade secrets and/or confidential or proprietary information. All information belonging to or relating to a party including without limitation, information concerning business plans, customers, supplies, services, intellectual property and/or financial results received by the other party as a result of entering into an Agreement which is designated as confidential by the disclosing party or is otherwise clearly confidential in nature constitutes “confidential information”.
10.2 Each party agrees not to use confidential information for any purpose other than the purpose for which it is supplied under the Agreement and agrees not to divulge confidential information received from the other party to any of its employees who do not need to know it, and to prevent its disclosure to or access by any third party without the prior written consent of the disclosing party except to its professional advisers or as may be required by law or any legal or regulatory authority.
10.3 Each party will use a reasonable degree of care which in any event will not be less than the same degree of care which the receiving party uses to protect its own confidential information to keep and ensure its employees and agents keep any and all such information confidential. This obligation will survive the termination of the Agreement, in respect of a particular item of confidential information, until such earlier time as that item of confidential reaches the public domain other than through the receiving party’s own default.
10.4 As part of the Service, NextGen Accounting may analyse the data that a Customer inputs into the software to compare against the data of other Customers. The purpose of this being to suggest recommendations to Customers that could potentially be financially beneficial. Only after receiving approval from a Customer shall their contact details be passed on to a third party who can assist with the recommendation.
10.5 Although unlikely, NextGen Accounting reserves the right to distribute the Customer’s contact details to carefully selected third parties who may contact them.
10.6 NextGen Accounting make use of carefully chosen affiliates that handle extra services offered to Customers. In some instances NextGen Accounting may be paid referral fees from those affiliates to which you agree to allow NextGen Accounting to keep.
11.1 Neither party will be liable to the other for any delay or non-performance of the other party’s obligations under this Agreement arising from any cause or causes beyond its reasonable control.
13.1 NextGen Accounting may change the Terms and Conditions from time to time at its absolute discretion without prior notice to the Customer. The Customer agrees that such changes will be binding on it. Any changes will be posted on NextGen Accounting’ Website and will amend and form part of this Agreement. The Customer is responsible for reviewing the Terms and Conditions on a regular basis to obtain timely notice of any such changes. The Terms and Conditions and any new Agreement entered into after such changes have been posted will include those changes.
NextGen Accounting will usually notify its Customers if changes have been made but is not required to do so under this Agreement