QuickBooks Data Services Agreement
DATA SERVICES AGREEMENT (“Agreement”) is entered into as of the Effective Date
(defined below) by and between Intuit Inc. ("Intuit"), a
A. Intuit manufactures personal and small business finance software (“Program”) that enables Customers to capture their financial information by electronic means.
B. Customer has captured financial information (“Data”) by use of such Program and the Customer Data has become unusable, inaccessible, or customer desires Intuit to create a new data file. Customer desires to have Intuit and Intuit has agreed, subject to the terms set forth below, to provide certain support and services in regard to the Data.
Now, therefore, in consideration of the obligations set forth herein, the parties agree as follows:
1.1 “Services” means the support provided by Intuit in accordance with the terms of this Agreement. Services include one of the following: Data Recovery; Password Removal; Windows to Macintosh Data Conversion
1.2 “Data Recovery” means support provided by Intuit to recover information from your damaged Data files.
1.3 “Password Removal” means support provided by Intuit to remove a password from Your Data when You are no longer able to access Your Data, generally due to a forgotten password.
1.4 “Windows to Macintosh Data Conversion”, or “Conversion” means support provided by Intuit to change Your Data, created in QuickBooks for Windows, to be readable in QuickBooks for Macintosh.
2. You represent and warrant to Intuit that you have licensed the Program from Intuit, that You own any Data You may make available to Intuit, by disk or electronic transfer, and that You own all Data that may be retrieved by Intuit or made available to You as a result of the Services. You acknowledge sole responsibility for retaining originals of Data delivered to Intuit to perform the Services. You also represent and warrant to Intuit that Your payment information You provide to Intuit is true and accurate. You agree to defend, indemnify and hold harmless Intuit with respect to any breach of your representations and warranties contained in this Agreement. If Intuit has reason to suspect that you may not be the owner of the Data delivered under this Agreement, Intuit is hereby authorized to cease performing the Services and, without liability to You, retain possession of the Data until such ownership of the Data is resolved to Intuit's reasonable satisfaction.
3. Confidentiality. You and Intuit acknowledge and agree that Data You deliver to Intuit in order to enable Intuit to perform Services may contain information you consider confidential ("Confidential Information") and that Intuit will have access to such Confidential Information in connection with the performance of the Services. Confidential Information does not include information that (a) was in Intuit's possession before receipt from you; (b) is or, through no fault of Intuit, becomes a matter of public knowledge; (c) is rightfully received from a third party without a duty of confidentiality; (d) is independently developed by Intuit or a third party; or (e) is required to be disclosed by Intuit pursuant to applicable law or government order.
3.2 To the extent that you provide any health information to Intuit or its affiliates, You certify that You are providing only Your own personal health information or the health information of others which You are authorized to provide on their behalf to third parties.
3.3 You hereby acknowledge and agree that information You may provide to Intuit or its affiliates shall not be considered to be “Protected Health Information” or “Individually Identifiable Health Information” for the purposes the Health Insurance Portability and Accountability Act of 1996 (Pub. L. 104-191).
3.4 All Confidential Information shall remain Your property.
5. Intuit will notify You, by e-mail or phone, when the Services are complete and the Data files are deliverable, if any, and are available for retrieval. You must retrieve any such Data files by downloading them from the Intuit website within 10 days after notice of completion of the Services is given. For Password Removal or Conversion services, if You prefer Intuit send the Data by mail on a CD, please send your request by email to ICU_status@Intuit.com. For Data Conversion services, your converted Data files will be returned to you on a CD. The Data will be sent in accordance with our standard shipping unless you choose and pay for the Express method. Intuit will not be responsible for and may delete any such files after 10 days.
6. LIMITATION OF LIABILITY. Intuit's sole liability, and Your sole remedy, for any claim arising in connection with the Services will be a refund of the fees (less seventy five dollars ($75.00) for data recovery services) Intuit received from you for the Services. Under no circumstances will Intuit be liable to you for Consequential damages.
7. DISCLAIMER OF WARRANTY. Except as provided HEREIN, the Service is provided “as-is,” and to the maximum extent permitted by applicable law, Intuit disclaims all other representationS and warranties, express or implied, written, oral or statutory, including without limitation warranties of merchantability, quality and fitness for a particular purpose, or noninfringement, regarding the Service, disks (if any), and/or any other related materials. Intuit also expressly disclaims any representAtions or warranties that your use of the service will assist with, guarantee or otherwise ensure compliance with any applicable laws or regulations, including but not limited to the health insurance portability and accountability act of 1996 (“HIPAA”). Intuit does not warrant that the Service is free from bugs, viruses, errors, or other program limitations. you acknowledge and agree that some states do not allow the exclusion of implied warranties, so the above exclusions may not apply to You. In that event, any implied warranties are limited in duration to thirty (30) days from the first date of service. However, some states do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to You.