Agreement licensing software

The Subscription for the applicable Payroll for Desktop Service you purchased will begin after it is activated within the Software and after we receive and process all the information requested during sign up, including your credit card or bank account information.

Any Subscription for Payroll for Desktop Service purchased at a physical retail store location will begin after you activate the Payroll for Desktop Service Subscription online, which activation must occur no later than 60 days from purchase or the date indicated on the exterior of the Software packaging, whichever is earlier.

Unless you purchased a desktop Software bundle or Subscription with payroll Services already included i. If you are using one of the aforementioned versions of the Software, you will need only one Subscription to the applicable Payroll for Desktop Service. For every Payroll for Desktop Service Subscription, Intuit may impose a limit on the number of employer identification numbers EINs for or with which you can use the Payroll for Desktop Service and if you exceed this limit, you may be required to pay additional fees.

Updates to payroll tax tables may be provided, when-and-if they are made available by Intuit in its sole discretion, to active subscribers to the Payroll for Desktop Service. We strongly recommend that you connect to your applicable Payroll for Desktop Service regularly to validate your Subscription and to be sure you have the most currently available Payroll for Desktop Service Updates, including the most current rates and calculations for supported tax tables.

Failure to connect to your Payroll for Desktop Service regularly may result in inaccurate withholding from payroll and you hereby assume any and all liability resulting from any such inaccurate withholding, or resulting in any way from your failure to regularly connect and update your Payroll for Desktop Service.

Also, as a safety measure, and due to the nature and frequency of changes in payroll tax rates, if your Payroll for Desktop Service Subscription expires, you will be unable to continue to process payroll using Payroll for Desktop Service tax tables or tax forms, and if this occurs, you must connect to your Payroll for Desktop Service, bring your Subscription account current if necessary, and get the latest Payroll for Desktop Service Updates in order to again be able to process payroll.

The Payroll for Desktop Services may contain dated information. In using the Payroll for Desktop Service, you understand that it may not include all the information or the most current information relevant to your particular needs or situation.

Payroll for Desktop Services may include the option to track certain year-end or other payroll taxes and liabilities to aid your completion of forms, records, slips, or other reports for you to file with relevant governmental taxing and revenue authorities.

You understand, however, that regardless of the features or options available with the Payroll for Desktop Services, you alone are responsible for timely preparation and remittance of all required payroll liabilities and taxes filings, including verifying that any Payroll Transaction defined below has been sent, received, and accepted by the relevant taxing authority, and if necessary, you are also responsible for manually delivering any filings and payments to the relevant taxing authority in the event that any online Payroll Transaction is rejected, in order to ensure timely receipt of such filing s or payment s by the taxing authority before the required due date.

Except to the extent required by applicable law, Intuit has no obligation to store, maintain, or provide to you any information you provide to Intuit, and you agree to print and save a copy of each Payroll Transaction for your records.

By using the Electronic Filing Services system to prepare and submit Payroll Transaction filings, you consent to the disclosure to the IRS and any other applicable taxing and revenue authority of all information pertaining to your use of the Electronic Filing Services.

Use of the Electronic Filing Services system to prepare and submit Payroll Transactions with applicable governmental taxing authorities is subject to availability. If Intuit tells you that information concerning your Payroll Transactions has changed, you must use this corrected information in the future to initiate Payroll Transactions.

You warrant to Intuit everything that Intuit must warrant as an ACH originator, and you accept any liability you or Intuit may incur which is caused by your Payroll Transactions. If you are located in a country or region and if the version of the Software you are using has capability allowing for the filing of Payroll Transactions directly with a governmental taxing and revenue authority, then by using the Electronic Filing Services for Payroll Transactions, you authorize Intuit to send Payroll Transactions, electronically or by any other commercially accepted method, to the applicable financial institution or governmental taxing and revenue authority.

You authorize Intuit and its agents if applicable to take steps necessary for enrolling you with the appropriate taxing authorities for the purposes of e-filing and e-payment of Payroll Transactions at our discretion. The authorizations in this Section remain in effect until you notify Intuit the authorization is revoked. Satisfaction Guarantee. For terms and conditions relating to the Payroll for Desktop Service satisfaction guarantee, see Section 15 below.

Termination and Amendment. For terms and conditions relating to Payroll for Desktop Service or Subscription termination, see Section 14 below. Certain Payroll for Desktop Service Subscription Plans may have restrictions on the number of Employees for whom payroll can be processed. When you purchase an Employee-limited Payroll for Desktop Service or Subscription, you may only be allowed to process payroll up to a certain number of Employees and you may be required to choose a higher Payroll for Desktop Service level or pay an additional fee if you wish to process payroll for more or additional Employees.

If you wish to process payroll for fewer Employees, you must choose a lower Payroll for Desktop Service level. Other Payroll for Desktop Services or Subscription Plans may be subject to a per-Employee pricing model, and you may have to pay additional fees for each Employee you add.

We may collect and make use of information about how many Employees you pay and may suggest or recommend an alternate Payroll for Desktop Service level for you based on that information. If you subscribed to a paid Basic or Enhanced Payroll for Desktop Service Subscription Plan under a pricing option which charges a per Employee fee at the end of each month, you are required to connect to your Payroll for Desktop Service at least once every 30 days to allow Intuit to send your payroll data to the Intuit online servers for purposes of calculating your per Employee fee.

Using Assisted Payroll for Desktop Services. To be able to subscribe to Assisted Payroll for Desktop Services and in order for you to calculate federal and state payroll taxes, you must have an internet connection and a valid licence for a compatible, currently supported, and registered version of the Software.

You agree that Intuit is not and shall not be responsible for the accuracy of any forms W For purposes of this Agreement, the Assisted Payroll for Desktop Service does not include or apply to Software and Trial versions that do not include access to the Assisted Payroll for Desktop Service. For terms and conditions relating to Assisted Payroll for Desktop Service satisfaction guarantee, see Section 15 below. For terms and conditions relating to Assisted Payroll for Desktop Service termination, see Section 14 below.

Service availability and additional terms and conditions of Assisted Payroll are provided within the QuickBooks Assisted Payroll for Desktop Services agreement. Activating the Direct Deposit Service. In order for you to access, sign up, and activate the Direct Deposit Service option you must have an internet connection and a valid i licence for a compatible and currently supported version of the Software; ii active Subscription for Payroll for Desktop Services; iii EIN; and iv banking account capable of processing Automated Clearing House or ACH transactions.

The Direct Deposit Service will begin after it is activated within the Software and after we receive and process all the information requested during sign up, including any credit card or bank account information. We may also receive and review credit or similar reports on your business and its principals provided by such third parties.

Therefore the information you provide Intuit must be accurate and complete or direct deposits may not be made, and we will be unable to perform the Direct Deposit Service for you. For purposes of this Agreement, the Direct Deposit Service does not include or apply to Software and Trial versions that do not include access to the Direct Deposit Service. You may identify other financial institutions in the future to fund the direct deposit payments to your Payees. Debits will also be initiated to pay fees for the Direct Deposit Service and any adjustments to those fees.

At the end of your Payment Transaction, we will confirm that we have received it. Your Payment Transaction will not be processed if you do not receive our confirmation before the Payments Transaction is over.

However, a confirmation does not mean that your Payment Transaction is error-free, and if errors are detected later we may be unable to complete your Payment Transaction. We will make reasonable efforts to tell you if we cannot complete your Payment Transaction. Payment Transactions taking place after certain processing deadlines may be considered to occur on the next business day.

Optional special processing requests may be available as part of the Direct Deposit Service for an additional charge. Special processing fees may apply to some Payments Transactions. We may establish certain security limits on Payment Transactions we process, such as a maximum number or dollar amount of Payment Transactions. We may change these limits from time to time and may choose not to disclose them. Licencee Responsibilities.

You must send us your Payment Transaction prior to the applicable processing lead time stated within the Direct Deposit Service or your Payment Transaction may not be processed. Typically, Payments must be submitted at least two business banking days before the due date. Intuit reserves the right to change these applicable processing lead times from time to time, and you should refer to the lead times stated within the Direct Deposit Service for the most up to date information.

Debits will be charged to Your Account one business banking day before the pay date of the applicable Payment and you must have sufficient funds in Your Account to fulfill your Transaction on that date. After that, no interest or earnings will accrue to you and Intuit will hold the money until the Payments are made.

Once your Payments are complete and submitted you may recall and resubmit them until we send them to the Automated Clearing House or ACH network. You are solely responsible for verifying that all Payments have been received and are accurate. You must keep any payroll, vendor, tax or other records you need for reference, even though we may have information about the Payments in our files.

If Intuit tells you that an account number or other information concerning your Payment Transactions has changed, you must use this corrected information to initiate future Payment Transactions. You authorize Intuit to initiate debit entries to Your Account and to debit the same to such account, and to send Payment Transactions electronically or by any other commercially accepted method to Your Account. You authorize and direct the depository financial institution that holds Your Account to charge each debit to Your Account and pay that amount to Intuit, and to respond to inquiries from Intuit regarding your information and Your Account.

This authorization will remain in full force and effect until Intuit has received written notification from you of its termination in such time and in such manner as to afford Intuit and the depository financial institution that holds Your Account a reasonable opportunity to act on it. Representations and Warranties.

You represent and warrant to Intuit that i each person or entity to whom you send Payments has authorized the Payments and any necessary adjustments to be applied to his, her or its account; ii at the time any Payment is made you have no actual knowledge that the authorization has been revoked or terminated; iii your Payments comply with the laws that apply to them; iv that you have authorization to make withdrawals to Your Account; and v that all the information you provided to enter into the Agreement is true and correct.

Password Security. If your password is compromised, you must change your password and notify Intuit immediately to prevent unauthorized use of your account. Your Account. Intuit may refuse to process your Payment Transaction if it reasonably believes that Your Account balance is insufficient to cover the dollar amount of the Payment Transaction or for any other reason Intuit deems reasonable.

Intuit may assess and collect interest on any amounts due and unpaid 10 days after demand. This section shall, to the extent applicable, survive the termination of this Agreement. If applicable, any sales, use or other taxes payable on the Direct Deposit Service that we must pay will be collected in the same way your fees are paid.

Intuit may terminate your participation in the Direct Deposit Service after such a review. For terms and conditions relating to Direct Deposit Service termination, see Section 14, below. Other Intuit Offerings. Active Payroll for Desktop Services subscribers may or may not have access to additional Intuit offerings during the term of their Subscription on a when-and-if available basis.

Any additional Intuit offerings provided during the active Subscription cease immediately when the active Subscription terminates. Authorized Users. You agree that granting Authorized Users access to your Software data is voluntary and that you are responsible for revoking any permissions to access your Software and Software data from such Authorized Users.

Online Communication and Collaboration. You agree that from time to time you and your Authorized Users may opt to use certain tools available from within the software that facilitates online communication and collaboration. Separate fees, terms and conditions may apply. You agree that if you and your Authorized Users choose to use these online tools, certain of your Software data may be uploaded to Intuit servers in order to provide the online tool functionality to you.

Client Collaborator Tool. If you and your accountant are using the Client Collaborator, you agree that the accountant owns all the data in the Client Collaborator, and that Intuit will not make the data contained in Client Collaborator available to you unless your accountant agrees.

Beta Features. From time to time, Intuit in its sole discretion, may extend or otherwise include in or with the Software the opportunity for you to use or try new or updated Beta Features and to provide feedback fees may apply. You understand and agree that your use of the Beta Features is voluntary and Intuit is not obligated to provide you with any Beta Features. You understand that once you use the Beta Features, you may be unable to revert back to the earlier non-beta version of the same or similar feature.

Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Feature back to the earlier non-beta version. You acknowledge and agree that all use of the Beta Features is at your sole risk. Beta Features may not be available to all users, or with or in all software editions or countries.

Custom Form Designs. If you obtain any images from Intuit to be used as background imagery for forms in the Software forms customization feature additional fees may apply , you understand and agree that such designs may only be used with your QuickBooks forms. For example, you are authorized to use these images on QuickBooks forms that you print or email. You may also order matching business cards and other promotional print items that Intuit offers. You may also customize QuickBooks forms with these images on behalf of your clients who use QuickBooks.

However, you may not resell these images or use them for any other purposes, including use on third party generated materials such as forms, web-based materials, or other custom printed business identity products. If available, you may have the option for a limited transfer of data files from select versions of the Software to select versions of QBO see materials and documentation accompanying the Software for details.

Using Applications and the Data Transfer Feature. You may have the option to acquire or use Applications and to authorize use of certain Data Transfer features, including via the Software, for which additional fees may apply.

Intuit Applications which may be made available to you are subject to the terms and conditions that accompany that Intuit Application. Some Applications require the use of or access to certain of your Software data. For purposes of this Agreement, the Data Transfer does not apply to Software and Trial versions that do not include access to the Data Transfer feature.

Intuit may use and provide to third parties a service for Data Transfer in order to, among other things, facilitate certain interoperability, data integration, and data access between the Software and the applicable Application.

You grant Intuit all rights to use your Software data as reasonably necessary to facilitate the Data Transfer to Third Party Application providers and you acknowledge that Third Party Application providers may be located in a country that does not have adequate security controls to protect your Software data.

Please carefully review the Third Party Application terms and conditions. If you do not agree with the terms and conditions of any Third Party Application, including Data Transfer, you should not use or access the Third Party Application or permit it to have access to your Software data.

If you want to revoke your authorization to provide your Software data to a Third Party Application, Intuit may provide a feature within the Software or on a website for the Software to allow you to disable such third party access. You agree and acknowledge that i Intuit has no control over any Third Party Applications; and ii Intuit does not endorse or recommend Third Party Applications even if they are marketed or distributed via our Software, Services, or other products or websites, or otherwise associated with Intuit.

Intuit will not be liable for any damages, claims or liabilities arising from the third parties or Third Party Applications.

You agree that you will i comply with all applicable laws, regulation and ordinances; ii not use any Application in any manner that would infringe or violate the rights of Intuit, any Third Party Application provider, or other third party; and iii not use the Applications in any way in furtherance of criminal, fraudulent or other unlawful activity. To determine your eligibility to participate in this add-on service, Intuit may share a limited amount of your information, such as FEIN, with participating third parties, if you agree.

No employee or payroll information will be shared with the third party, until you register for this add-on service or provide us or the third party your authorization to share your data. Additional fees and terms may apply to the add-on service.

The Software is designed to allow you to access participating FI Services if and to the extent provided by your financial institutions to set up banking information and allow the Software to access your account s and download transactions into the Software.

You acknowledge and agree that Intuit i has no control over the FI Services or access to the FI Services as may be permitted by your financial institution s ; ii does not guarantee that you will be able to use the Software with the FI Services; and iii will have no liability whatsoever for any actions or inactions on the part of the financial institutions resulting in your inability to use the Software to access your accounts, obtain data, download transactions, or otherwise use or access the FI Services.

Collection of Financial Institution Account Data. You hereby represent that you are the legal owner of your FI Account Data and that you have the authority to appoint, and hereby expressly do appoint Intuit as your agent with limited power of attorney to access and retrieve your FI Account Data on your behalf.

You acknowledge and agree that i some financial institutions may not allow the Software to access the FI Services; ii financial institutions may make changes to their websites, with or without notice to us, that may affect overall performance of the FI Services and prevent or delay the FI Services from such websites; and iii the Software refreshes the Software account data by collecting the FI Account Data automatically or manually depending on your financial institution or any changes by you that may require updating , so your most recent transactions may not always be reflected in any account balances or other account information presented to you in the Software.

If you see a discrepancy in the Software account data, and in any case before making any transactions or decisions based on such account information presented in the Software, you should check the last refresh date for the account and confirm the FI Account Data and manually updating such data as necessary. Social Media Sites. As described above in Section A. Any content or materials you post, such as pictures, information, opinions, or any personal information that you make available to other participants on these social platforms, is subject to the Terms of Use and Privacy Policies of those platforms.

Please refer to those social media platforms to better understand your rights and obligations with regard to such content. From time to time Intuit may update these Terms of Service. As part of the Payroll for Desktop Services, you may have the option of enabling your employees to access Intuit ViewMyPaycheck additional fees may apply.

You will also be able to access ViewMyPaycheck to view the paycheck information of each of your employees. You may elect to turn off this functionality within the Software, but if you do, you and your employees will no longer have access to ViewMyPaycheck.

In order for you and your employees to use the ViewMyPaycheck Service, you will need to have an active, paid Subscription in good standing to Intuit Payroll for Desktop Services.

Common copyrighted materials include music, film, video, and artwork. While a licensing agreement doesn't give you ownership over another entity's property, it does allow you to use it as long as you are following the parameters the agreement outlines. In order to use another entity's property, you normally have to pay some kind of royalty. You may be able to pay this in an upfront lump sum or come up with a plan to pay based on the sales of the property.

There are many uses for licensing agreements. A common one is for the commercialization of technologies, for example, if your small business wanted to use software in your business operations. The software company may require you to sign a licensing agreement in order to use its software. Another example is when franchises have licensing agreements with the headquarters of a restaurant. The licensing allows the franchisee to use the company's branding and marketing materials.

Both licensees and licensors like to be thorough in their agreements to ensure nothing is overlooked. Both parties need to know what rights they have regarding this relationship. Licensing agreements cover many factors , including the following:. This section outlines how the licensee will pay the licensor for use of their property. As stated before, there are many different ways to negotiate royalties.

When deciding which method is ideal for both parties, you must consider exchange rates and inflation. This section restricts when and where the licensor can sell their property. It makes it so the licensee can be the only entity selling this product or service in a set territory. For example, a Burger King franchisee would want to be the only Burger King within a certain area. Without this agreement, the licensor could allow another Burger King franchise to pop up next door.

With subsidiary licensing, the licensee could be granted permission to allow another entity to use the licensed work. For instance, if you're a film producer and license a song, you could still need permission to allow another entity to use the section of your film where the song is playing.

When a party licenses something, they want to ensure it's being used in the right way. This section of the agreement describes how the licensee will ensure that this happens. This may include periodic quality assurance checks or giving the licensor the right to monitor sales. These are anything else the two parties want to add. For instance, some licensing agreements include non-disclosure agreements within them. This clause would prevent the licensee from disclosing any proprietary information or processes.

In order to protect yourself and your business, it's important to be thorough when creating a licensing agreement. Both the licensee and the licensor need to fully understand what they are agreeing to. Consider the following advice before you get started:. Having a well-written licensing agreement is important for both licensees and licensors. If your business needs help at any point throughout the process, our team of contract lawyers can help.

Whether it be drafting up the entire agreement or reading over your own template, we have the expertise to make sure it's done right. My Legal career hasfocused on representing businesses corporations and limited liability companies as general outside counsel. In this capacity, I have drafted a broad range of legal documents as well as analyzed proposed agreements drafted by the other party's attorney to the agreement for the pupose of determining the risks to which my client would be exposed.

I maintained the client's minute book if no one in-house was available for that task. Enterprise-level software providers will generally present complex license templates based on corporate standards. Open-source software providers may offer considerably more flexibility in license terms and conditions. Most businesses will typically have various software licenses to cover different application vendors and types of software.

Managing the terms of each license and adhering to all compliance issues can be challenging, with considerable financial implications when terms are not adhered to — whether intentional or not. It is one of the most simple open source license agreements.

The intent was for the text to be understandable by average users and to avoid extensive litigation, which may arise from other similar Free and Open Source Software FOSS licenses. Open-source software licensing became required in the s. Before then, most programmers readily shared Open Source Licenses In this section.

Top questions answered Copyleft: The rise of open-source software licensing Node. Want to try it for yourself? Book a demo. What Is a Software License? How Does Software Licensing Work? What Are the Types of Software Licenses? What Is a Software License Agreement? What Are Software Licenses Used for?

Sign up for free. What is the best type of software license? Can a business have multiple types of software licenses? What is the MIT License? Top 10 questions answered It is one of the most simple open source license agreements.

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