Terms of service

These terms are the agreement between your firm and Neperian Inc. for the use of Firmdesk. By setting up your firm in Firmdesk, or choosing a plan for it, you accept them for your firm.

1. The service

Firmdesk is practice software for accounting, bookkeeping and tax firms, with a portal where a firm and its clients exchange documents and requests, sign and pay. We improve it over time, and what it includes may change. If we remove something firms rely on, we tell them ahead of time.

2. Accounts

• Whoever sets up your firm in Firmdesk is its first owner and accepts these terms for the firm. They must have the authority to.
• Each person signs in with their own account. Accounts aren't shared.
• You are responsible for who you give access to, and how much: your team, and your clients' contacts.
• Keep sign-in details safe, and tell us at [email protected] if you think an account was used by someone else.

3. Your data

Everything your firm and its clients put in Firmdesk belongs to your firm, or to your clients. You give us permission to keep it and process it only as needed to provide the service to you. We claim no rights over it.

You are responsible for having the right to put it there: for your clients' information, that means your agreement with them and the privacy laws that apply to your firm. The privacy policy says how we handle it.

You can export everything from Settings, Export and delete, at any time and at no charge.

4. A tool, not advice

Firmdesk works out filing and payment deadlines from the settings you give it and from the rules of the Canada Revenue Agency and Revenu Québec as we understand them, and it gives every firm templates to start from: engagement letters, requests, reminders and automations. Rules change, a client's situation can differ from its settings, and a template may not fit your practice, your province, your professional body's standards or a particular client.

Your firm remains responsible for the deadlines it meets, the returns it files, the documents it sends and the advice it gives. Firmdesk doesn't give tax, accounting or legal advice, its templates are not legal, tax, accounting or other professional advice, and it doesn't file anything with any authority. If a deadline looks wrong, tell us at [email protected].

5. Acceptable use

You agree not to:

• use Firmdesk for anything unlawful, or to keep information you have no right to keep;
• try to get into another firm's account, or test the service's security without our written agreement;
• upload malware or files meant to harm someone;
• send commercial messages through Firmdesk to people who haven't agreed to get them, or anything else Canada's anti-spam law forbids;
• resell the service, or copy it to build a competing one;
• overload or disrupt the service on purpose.

We may suspend an account that does any of these. Unless the harm is urgent, we write to the firm's owners first.

6. Fees

• Plans are billed monthly or yearly, in advance, in Canadian dollars, plus the sales tax that applies. What each plan includes, and its limits, such as the number of people and storage, are shown on the Firmdesk plan page.
• You give your card when you choose a plan. A first plan may start with free days, shown before you pay; nothing is charged during them. Then the plan renews by itself until you cancel it.
• Offers, referrals and other promotions follow the conditions shown where they're offered. They have no cash value and may end at any time, without affecting one already applied to your plan.
• When you change plans, the price is adjusted for the rest of the period, and you see it before anything changes.
• If a price changes, you are told at least 30 days before it applies to you.
• If a payment fails, we tell you and try again. If it stays unpaid, we may limit your firm's account, then suspend it until it is paid. You can still export your data.

7. Refunds

If you cancel a yearly plan within 30 days of paying for it, we refund that payment in full. Otherwise a plan you cancel runs to the end of the period you paid for, and that period isn't refunded.

8. Cancelling, and what happens to your data

You can cancel at any time, on Settings, Firmdesk plan, or pause your plan for a few months instead: nothing is charged while it's paused, and your firm's account is read-only. An owner can also ask for your firm to be deleted, on Settings, Export and delete.

• A plan you cancel keeps working to the end of the period you paid for. After that, or once a trial ends without a plan, your firm's account is read-only, and you can still export everything, for 90 days. Then your firm's data is deleted. A firm that never chooses a plan is deleted 90 days after it was set up.
• If an owner asks for your firm to be deleted, your data stays available for 30 days, and an owner can change their mind during that time. Asking also cancels your plan from the end of the period you paid for. Then your firm's data is deleted. Its plan ends then, if it hasn't already.
• Deleted data disappears from our backups within 30 days.

We may end the agreement with 30 days' notice, or at once if these terms are seriously broken. In either case you get 30 days to export your data.

9. Availability and support

We work to keep Firmdesk available, and we say so publicly when it isn't: status.firmdesk.ca. It may sometimes need to stop for maintenance. Support is by email, at [email protected].

10. Confidentiality

We treat everything in your firm's account as confidential. Our staff look at a firm's data only to keep the service running or when the firm asks for help, and as little as the task needs.

11. Your clients' online payments

If your firm turns online payments on, your clients can pay its invoices in the portal through Stripe, under the agreement your firm accepts with Stripe when it connects its Stripe account. We aren't a party to that agreement.

• The money goes into your firm's Stripe account. Neperian Inc. never holds it and charges no fee on it; Stripe charges your firm its own fees.
• Refunds, disputes and chargebacks are your firm's to handle, in Stripe, and so are the records and taxes that go with the money you receive.
• By turning online payments on, you agree that Firmdesk and Stripe exchange the information each payment needs.

12. E-signatures

Your clients can sign documents and engagement letters in the portal, and Firmdesk adds a record of the signing to the signed copy. Firmdesk confirms the signer has access to the portal account and email address you gave them; it doesn't check who the person is. Your firm remains responsible for:

• checking the identity of the people it asks to sign, as the Canada Revenue Agency expects before it accepts an electronic signature on a form such as the T183;
• choosing what it has signed electronically, and making sure an electronic signature is accepted for it;
• keeping signed documents as long as the law requires. Firmdesk won't let a signed document be deleted from the documents pages for six years after the year it was signed, but deleting the client or your firm still removes it: export what you must keep.

13. What your firm sends through Firmdesk

Firmdesk sends emails, requests, reminders, invoices, signature requests and engagement letters in your firm's name, when someone at your firm or one of its automations sends them. Your firm is their sender: what they say, who gets them and when are its choice and its responsibility, including the consent Canada's anti-spam law asks for. An engagement letter is between your firm and its client: Firmdesk isn't a party to it.

14. What we don't promise

We provide Firmdesk with care, and we fix what breaks. Beyond what these terms say, the service is provided as it is: we don't promise that it will never be interrupted or free of errors, or that it fits a particular purpose. Nothing here takes away rights the law gives you that can't be waived.

15. Limit of liability

To the extent the law allows, neither of us is liable to the other for indirect losses: lost profits, lost business, penalties or interest charged by a tax authority. Our total liability to your firm for anything arising from the service is limited to the fees your firm paid in the 12 months before the claim.

This limit doesn't apply to harm we cause on purpose or through gross negligence, or to anything the law doesn't allow us to limit.

16. The law that applies

These terms are governed by the laws of Ontario and the laws of Canada that apply there. Disputes go to the courts of Ontario, unless the law where your firm is gives you the right to another court.

17. Changes to these terms

When these terms change in a way that matters, the owners of every firm are told by email at least 30 days before the change takes effect. If you don't agree, you can cancel before then and export your data.

18. Contact

Neperian Inc., 1001-403 Bank St, Ottawa, ON K2P 1Y6
[email protected]