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TERMS OF USE

These Terms of Use are intended to explain our obligations as a service provider and Your obligations as a customer. Please read them carefully.

These Terms are binding on any use of the Service and apply to You from the time that Vinca provides You with access to the Service.

Vinca will evolve over time based on user feedback. These Terms are not intended to answer every question or address every issue raised by the use of the Vinca Service. Vinca reserves the right to change these terms at any time, effective upon the posting of modified terms and Vinca will make every effort to communicate these changes to You via email or notification via the Website. It is likely the terms of use will change over time. It is Your obligation to ensure that You have read, understood and agree to the most recent terms available on the Website.

By registering to use the Service you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person for whom You are using the Service. You are deemed to have agreed to these Terms on behalf of any entity for whom you use the Service.

1. DEFINITIONS 

Unless the context otherwise requires, any word, term or expression used in these Terms of Use shall be construed according to its ordinary meaning. This shall be without prejudice to the following:

“Agreement”

means these Terms of Use.

Access Fee”

means the monthly fee (excluding any taxes and duties) payable by You in accordance with the Fee Schedule.

“Confidential Information”

includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.

“Data”

means any data inputted by You or with Your authority into the Website.

“Services”

shall mean the provision of any services provided by the Company.

“User” or “Users”

shall mean anyone making use of the Services provided by the Company and/or anyone accessing the Website of the Company for whatever purpose

“Vinca”

means WebApp which is designed to reduce the variety and frequency of bookkeeping input errors that may be difficult to detect, enabling even relatively inexperienced data-entry personnel to efficiently create records your accountants can trust

“Vinca Scan App”

means MobileApp, user can use to upload receipts and create vouchers easily by just taking photos using a smartphone and it automatically uploads to a specific voucher.

“You”

means the Subscriber, and where the context permits, an Invited User.

2. USE OF SOFTWARE

Vinca will grant you access and use the service via the website with some particular user roles available to you according to your subscription type. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement. You acknowledge and agree that, subject to any applicable written agreement between the Subscriber and the Invited Users, or any other applicable laws:

  1. Approver will know who is sending a voucher for approval
  2. Approver controls each invited user’s level of access.
  3. Approver is responsible for all invited User’s use of the service
  4. If there is any dispute between Approver and an Invited user regarding access to any organization or service, the approver shall decide what access or level of access to the relevant data or service that Invited User shall have, if any.
    1. You acknowledge that you have been informed that in every receipt you upload or scan by using Vinca Scan App it will be directly uploaded to the disbursement or reimbursable as a Jpeg file or an image.
  5. Use of the Services provided by the Company shall be conditional on having access to the World Wide Web, either directly or indirectly.
  1. Obligations
    1. Payment obligations:
      A SOA (statement of account) for the Access Fee will be issued each month after a month you added your first organization to your Vinca account. All invoices will include the Access Fee for the preceding period one month of use. Vinca will continue invoicing you monthly until the agreement or contract is terminated.
      All Vinca billings will be sent to you or to a billing contact whose details are provided by you, it can be through email. Vinca access will be revoked for nonpayment of subscription fees.
  2. General Obligations
    1. You should only use the service and website for your own lawful internal business purposes, in accordance with the terms given and provided by Vinca or conditions that are posted on the website. You may also use the service and website on behalf of others if they will grant you access or authorized to do so as long as you can comply and accept all the terms of this agreement or contract.
    2. Impersonate any person or entity, falsely state or otherwise misrepresent affiliation with a person or entity; make use of the Services so as to cause other Users or third parties to receive unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation
    3. Make use of the Services to knowingly or negligently transmit any electronic material that may be detrimental or/and cause any sort of damage or malfunction to the computer system of the Company or of any other User or third party; and collect or store Personal Data about other Users or third parties
  3. Diclaimer of Warranties
    1. The Company does not offer any warranty as to the accuracy, content, completeness, legality, reliability or operability or availability of information or material made available to and/or by Users. Nor does the Company offer any warranty as to the correct communication, presentation or display of the information made available to and/or by Users.
    2. In particular, with respect to any immovable property that may be advertised on the Website, the Company disclaims any responsibility as to its peaceful possession, title thereto, structural integrity, general conditions and surroundings, and any other condition that may attract liability.
    3. The Company refuse to acknowledge any responsibility for any damages whatsoever which may be incurred by any User when making use of the Services. The Company disclaims responsibility for any improper use of Users’ Personal Data.
  4. Conditions
    1. The Approvers must ensure that all accounts and passwords required to access or use the service are secure and confidential. The approvers must notify Vinca Support if unauthorized user breach the security of Vinca system and will use it without permit of an approver. You also, as a user must take other actions that you think will be deemed reasonable to help in maintaining and enhancing the security of Vinca system and your access to the services.
  5. And as a condition to these terms, when accessing the service you must:
    1. Do not use or misuse the services or website in anyway which may damage the functionality of the service offered and can bring inconvenience to those who are using the service
    2. Do not try to gain unauthorized access to any materials other than those to which you have been given express permission to access
    3. Do not transfer any files that can impair any other persons computing devices or software. Or any data that has data violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use)
    4. No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.
  6. Usage Limitations
    1. Uploading files in Vinca for attachment, file must be only 3MB
    2. Vinca Scan App only works for Android phones
    3. Vinca check printing only works with Google Chrome and Firefox
    4. Vinca only allow Exclusive because Non-Tax is rejected by the Xero
  7. Indemnity
    1. You indemnify Vinca against: all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to include (but not limited to) any costs relating to the recovery of any Access Fees that are due but have not been paid by You.
  8. Confidentiality and Privacy
    1. Confidentiality:
      Unless the relevant party has the prior written consent of the other or unless required to do so by law:
      1. The Developer shall not disclose to any third party the business of the Client, details regarding the Software, including, without limitation any information regarding the Software’s code, the Specifications, or the Client’s business (the “Confidential Information”),
      2. Make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or
      3. Use Confidential Information other than solely for the benefit of the Client.
    2. Privacy:
      1. Vinca maintains a privacy policy that sets out the parties’ obligations in respect of personal information . You should read that policy and You will be taken to have accepted that policy when You accept these Terms.
      2. The Privacy Policy of the Company as stated hereunder shall not apply vis-à-vis such data and/or information as a User may disclose to another User.
  9. Limitation of Liability
    1. To the maximum extent permitted by law, Vinca excludes all liability and responsibility to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Service or Website.
    2. If You are not satisfied with the Service, Your sole and exclusive remedy is to terminate these Terms.
    3. Under no circumstances shall the Company be held liable in damages of any kind whatsoever to any User.
  10. Termination
    1. Trial policy
      There is a 30 day free trial for each new subscriber. The 30 day period, the subscriber will be notified to put his or her credit card information and shall be billed accordingly
  11. Developer Warranties
    1. The Developer represents and warrants to the Client the following:
      1. Development and delivery of the Software under this Agreement are not in violation of any other agreement that the Developer has with another party.
      2. The Software will not violate the intellectual property rights of any other party.
      3. For a period of [Time frame] after the Delivery Date, the Software shall operate according to the Specifications. If the Software malfunctions or in any way does not operate according to the Specifications within that time, then the Developer shall take any reasonably necessary steps to fix the issue and ensure the Software operates according to the Specifications.
  12. Help Desk
    1. Technical Problems:
      In the case of technical problems You must make all reasonable efforts to investigate and diagnose problems before contacting Vinca. If You still need technical help, please check the support provided online by Vinca on the Website or failing that email us at support@vinca.ph
    2. Service availability:
      Whilst Vinca intends that the Services should be available 24 hours a day, seven days a week, it is possible that on occasions the Services or Website may be unavailable to permit maintenance or other development activity to take place.
      If for any reason Vinca has to interrupt the Services for longer periods than Vinca would normally expect, Vinca will use reasonable endeavors to publish in advance details of such activity on the Website.
  13. General
    1. Entire agreement:
      These Terms, together with the Vinca Privacy Policy and the terms of any other notices or instructions given to You under these Terms of Use, supersede and extinguish all prior agreements, representations (whether oral or written), and understandings and constitute the entire agreement between You and Vinca relating to the Services and the other matters dealt with in these Terms.
    2. Waiver:
      If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
    3. Delays:
      Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.
    4. No Assignment:
      You may not assign or transfer any rights to any other person without Vinca’s prior written consent.
    5. Governing law and jurisdiction
      This Agreement shall be governed by and construed in accordance with the laws of the Philippines. Any dispute or controversy between the subscriber and Vinca which may arise out of or in relation to this subscription shall first be settled by friendly discussions. If there is a failure to amicably settle such dispute or controversy, any party may institute an action in the proper court in the City of Muntinlupa. The subscriber irrevocably and unconditionally waives any objection he/she may now or hereafter have to the laying of venue of any action, suit, or proceeding, and further waives any claim that any such action, suit, or proceeding brought in the courts of the Philippines has been brought in an inconvenient forum. The foregoing, however, shall not limit or be construed to limit the rights of Vinca to commence proceedings against the subscriber in any other venue where assets of the subscriber may be found.
    6. Severability
      If any part or provision of these Terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
    7. Notices
      Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to Vinca must be sent to support@vinca.ph or to any other email address notified by email to You by Vinca. Notices to You will be sent to the email address which You provided when setting up Your access to the Service.
    8. Rights of Third Parties
      A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
  14. Violation of Terms of Use
    1. Violations of these Terms of Use or any other rights of the Company entitle the Company to pursue any and all legal and equitable remedies against the responsible User including, without limitation, termination of the Services.
    2. Failure by the Company to enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision or of any other rights or provisions present in these Terms of Use.
    3. In the event that a court decides, decrees, judges or in any other way considers that one or more rights or provisions set forth in these Terms of Use are invalid, the remainder of the Terms of Use shall be enforceable and, to the extent permitted by law, the court shall give effect to the parties’ intentions, as reflected in any such right or provision that has been declared invalid or unenforceable.

Subscriber certifies that he/she read this document and fully understand its content. Subscriber is aware that this is a release of liability and a contract and he/she agrees to it of his/her own free will.

These terms were last updated on September 23, 2019.