Legal
Terms and Conditions
These Terms and Conditions ("Agreement") govern the access to and use of software-as-a-service ("SaaS") products, data services, and professional/support services provided by Simple Business Help LLC ("Company," "we," "us," or "our") to the client ("Customer," "you," or "your"). By paying an invoice, accessing our SaaS platform, or purchasing Tokens, you agree to be bound by this Agreement.
1. SaaS Platform & Tokenized Services
- License Grant: Subject to compliance with this Agreement, the Company grants Customer a non-exclusive, non-transferable, revocable license to access and use our proprietary SaaS platform for internal business operations during an active subscription period.
- Standard Labor Tokens: Support, development, and consulting services (such as third-party platform configuration) are allocated and billed via Standard Labor Tokens. One Standard Labor Token represents one hour of standard labor/service unless otherwise noted in writing.
- Standard Data Tokens: Data processing, integration units, custom exports, or database management usage are allocated and billed via Standard Data Tokens. Specific token usage rates per data task are governed by your active service tier or order form.
- Third-Party Platforms: For services involving third-party platforms (e.g., HubSpot), Customer acknowledges that Company is an independent service provider. Company is not responsible or liable for third-party software outages, API changes, or platform limitations.
2. Token Expiration & Payment Terms
- 90-Day Token Expiration: All purchased Tokens (including Standard Labor Tokens and Standard Data Tokens) must be fully redeemed within ninety (90) calendar days from the invoice date. Unused tokens automatically expire 90 days after purchase and cannot be rolled over, refunded, or credited toward future purchases.
- Payment Terms: Fees are due on the date specified on the invoice. Late payments are subject to a fee of 1.5% per month or the maximum rate permitted by law, whichever is lower.
- Non-Refundability: All payment obligations are non-cancelable, and all fees paid (including pre-purchased tokens and SaaS subscription fees) are strictly non-refundable.
3. Data Security & Privacy
- Security Safeguards: Company maintains commercial, administrative, technical, and physical safeguards designed to protect Customer Data against unauthorized access, loss, or disclosure.
- Data Processing: Company processes Customer Data solely to deliver SaaS functionality, execute tokenized data requests, and maintain service performance. Customer retains full ownership of all uploaded data.
- Customer Credentials: Customer is responsible for maintaining the confidentiality of their account credentials and restricting access to authorized users.
4. Intellectual Property & Confidentiality
- Company Ownership: Company retains all right, title, and interest in its SaaS platform, original code, custom workflows, logos, and proprietary materials.
- Confidentiality: Each party agrees to protect the other party's confidential information with the same degree of care it uses for its own confidential information, but no less than reasonable care.
5. Limitation of Liability & Disclaimer
- Warranty Disclaimer: SERVICES AND SAAS PLATFORMS ARE PROVIDED "AS IS" AND "AS AVAILABLE." COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED.
- Liability Cap: TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO COMPANY IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
6. Governing Law & Jurisdiction
- Governing Law: This Agreement is governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, USA, without regard to conflict of law principles.
- Dispute Resolution: Any legal suit, action, or proceeding arising out of this Agreement shall be instituted exclusively in the state or federal courts located in Bucks County, Pennsylvania, USA, and each party irrevocably submits to the jurisdiction of such courts.