- Thomson Reuters Tax & Accounting software and research solutions
- Product specific terms
Product specific terms
In addition to the terms and conditions set out in the applicable customer agreement(s) with Thomson Reuters – Tax & Accounting Business ("Thomson Reuters"), the following product specific terms apply with respect to these products and services:
All your users are entitled to create the following billing events:
- addition of fieldwork or completion requests for Inflo Collaborate, which will be charged at 1 Credit;
- reconciling fieldwork data within Inflo Ingest, at which point Inflo Ingest will be charged at 2 Credits together with any default modules stipulated within the Order Form at 3 Credits per Software Module; and
- upgraded to Software Modules not included within the default modules stipulated within the Order Form at 4 Credits per Software Module.
Once a billing event has been created by a user, the Credit is deducted in respect of such Room, regardless of the date on which you will start to use the Services in respect of that Room.
For Inflo Starter, no credits will be charged for the Inflo Collaborate module.
For Inflo Pro, no credits will be charged for any modules.
Limitation of Liability
Inflo’s total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the agreement shall be limited as follows:
- where the claim relates to a particular Software Module within a Room, or to a whole Room, the notional amount that have paid for usage, being an amount equal to the Fees divided by total number of Credits purchased;
- for all other claims, to the Fees paid during the 12 months immediately preceding the date on which the claim arose; and
where the claim relates to the indemnity at condition 16.2 of the Conditions of Use, an amount per claim, equal to 10% of the Fees paid by you to us during the 12 months immediately preceding the date on which the claim arose.
User Data License. You hereby agree and acknowledge that Thomson Reuters and its third party providers may collect and store information regarding your use of the Software for purposes of testing, supporting, enhancing, developing or improving the Software or any technology underlying the Software (“User Data”). You hereby grant to Thomson Reuters and its third party providers an irrevocable, non-exclusive, perpetual, transferable, sublicensable and royalty-free right and license to use, collect, process and store User Data for purposes of testing, supporting, enhancing, developing and improving the Software and any technology underlying the Software. This section 3 shall survive termination or expiration of this Agreement.
You accept that dates we give you for delivery are our best estimate, are given in good faith and may be subject to change without notice. We will deliver products ordered to the address supplied on your order form or to an alternate address that we agree in writing. You agree that delivery will be complete when the products are dispatched to your nominated address. Delivery by us to a carrier will be deemed to be delivery to you.
Risk and title
The risk in any products that you order from us will pass to you on delivery, irrespective of when payment is completed. You agree that all products remain our property until you have paid for them in full. Until then, you acknowledge that we remain the equitable and legal owner and that you are in possession of those products only as our bailee until you have completed payment. You are liable to pay in full the price of any products delivered to you. If you fail to pay for products by the due date for payment, we will be entitled, upon reasonable notice, to retake possession of the products, resell them and keep the proceeds of the sale. Any shortfall remaining in the amount owing after resale will remain a debt owed by you.
- ONESOURCE Income Tax
Your ONESOURCE Income Tax license includes up to 1000 users.
- ONESOURCE Transfer Pricing
Your ONESOURCE Transfer Pricing license includes up to 5 users.
- ONESOURCE Tax Provision
Your ONESOURCE Tax Provision license includes up to 2 users.
- ONESOURCE WorkFlow Manager
Your ONESOURCE WorkFlow Manager license includes up to 4 users.
- ONESOURCE Property Tax
Thirty days prior to expiration of the then current term, the parties shall determine if any additional Fees are owed by Client to Thomson Reuters based on the number of personal property tax returns (filed and amended), real and personal property parcels, and property tax data hosting assets* in Client’s database as of the expiration date of the applicable term. Client will be invoiced for any additional Fees which will be due and payable in accordance with the Agreement. (*An asset record will be counted each time an asset appears in Client’s database, regardless of the fact that multiple records may represent the same asset. Different asset records can be created for the same asset in multiple tax years, and in multiple asset listing files, such as a workspace listing, active listing, posted listing, amended listing, or some other listing.)
In the event the digital images and documents storage space used in Client’s database exceed the cumulative amount of one (1) megabyte multiplied by the number of parcels/accounts per tax year, Client may be charged additional Fees per the excess usage clause in the applicable Agreement. Such additional Fees will be mutually agreed to between the parties.
- ONESOURCE Determination
Upgrades. During the term of the applicable Order Form, Thomson Reuters will provide the most current version of the software. In the event of a new release of the software, Client will be provided a minimum of 90 days’ notice of a new production environment release. Thomson Reuters will provide Client a pre-production environment with the new software version for testing a minimum of 30 days prior to the new release. For critical security, stability fixes, or patches that do not introduce any new functionality, Thomson Reuters may immediately update or patch the software and provide reasonable notification to Client.
Load Testing. Load testing will be supported as follows: Client may do load tests only in pre-production environments with prior written notification and agreed upon testing schedule with Thomson Reuters. Load testing in the production environment is not currently supported. Client may be charged hosting and professional services fees to configure and run the load test.
- ONESOURCE Statutory Reporting
If your license of ONESOURCE Statutory Reporting includes the feature variously referred to as “Translation Helper”, “Translate tool”, “Translate”, “Language translation” or “Language translation function” (“the Feature”) then the following terms shall apply in addition:
a) It is agreed that the Feature is a feature in which translation of text is conducted by software without any human intervention. No automated translation is perfect nor is it intended to replace human translators and so translations using the Feature are provided "as is" and no warranty of any kind, either expressed or implied, is made as to the accuracy, reliability, or correctness of any translations made using the Feature. Consequently, the Client agrees that it assumes sole responsibility and entire risk as to the accuracy, suitability and results obtained from use of the Feature. Client understands and agrees that results obtained from use of the Feature do not relieve Client of responsibility, including its responsibility to any third party, for the preparation, content, accuracy and review of, or the appropriate legal, tax and/or accounting treatment of, items reflected on its tax returns or financial statements including but not limited to the accuracy of the translations produced by the Feature. THIS SERVICE (I.E. THE FEATURE) MAY CONTAIN TRANSLATIONS POWERED BY GOOGLE AND GOOGLE TERMS MAY APPLY. GOOGLE DISCLAIMS ALL WARRANTIES RELATED TO THE TRANSLATIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, RELIABILITY, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
b) It is agreed that the Feature may include software and materials (“Third Party Materials”) which are provided by a third party (i.e. other than a party to the applicable agreement and its Affiliates) (“Third Party Provider”). Accordingly, if the Third Party Provider ceases to make the Third Party Materials available to Thomson Reuters or requires Thomson Reuters to suspend or terminate the provision or use of all or any part of the Third Party Materials that are included in the Feature to or by Client or any of its Authorised Users, then Thomson Reuters may suspend or terminate that part of the Feature immediately without notice or further obligation to Client. In the event that the licence to the Feature is terminated Thomson Reuters shall reimburse the Client the pro-rata portion of their fees related to the unused portion of the Feature subscription unless the termination is directed by Third Party Provider as a result of Client’s misuse of that Third Party Materials.
- ONESOURCE Indirect Tax Compliance for UK Making Tax Digital
ONESOURCE Indirect Tax Compliance for UK Making Tax Digital (“OIC for UK MTD”) shall mean the Hosted Application as provided by Thomson Reuters for the purposes of automating the creation of the United Kingdom VAT Return and the United Kingdom EC Sales Listing. This Hosted Application includes the functionality to import configured data from the Client’s source system, to run standard validation checks and to run a set of standard exception reports for further interrogation testing by the Client. OIC for UK MTD will populate the Client’s United Kingdom VAT Return and EC Sales Listing, allow further review, adjustments and approval by the Client and will facilitate (a) the electronic filing by the Client of the Client’s approved United Kingdom VAT Return via the method of electronic filing provided by H.M. Revenue & Customs (“HMRC”); and (b) the uploading to HMRC’s online portal in file format of the Client’s approved EC Sales Listing; in each case subject at all times to the availability of the relevant HMRC electronic filing or online portal, as the case may be.
- ONESOURCE Income Tax
If you have access to ProView, the following additional terms apply:
- Subject to the further provisions below, the licence in respect of eBooks and eSub is a non-exclusive, non-transferable, limited licence permitting you to download and/or access the eBook or eSub online via the ProView Software ("the Software"). You are licensed to use eBook or eSub content solely in the regular course of legal, tax and accounting research related work.
- The licence to use an eBook includes continuing access to the version of the eBook current at the time of your purchase.
- The licence to use an eSub includes continuing access to the eSub for the duration of your subscription period only and includes updates to that eSub issued during your subscription period.
- Where you have purchased access to an eBook, you may annotate the eBook by highlighting, bookmarking, creating notes or using any similar feature made available during the term (“Annotations”). We do not undertake that your access to the Annotations will be perpetual, but we will provide you with access to your Annotations for so long as the version of the eBook and the ProView software are generally available, provided that your licence is not terminated for any other reason.
- Access to an eBook or eSub via an Internet Protocol Range ("IPR") is limited to the IP ranges listed in your order and the IP ranges listed must be unique to your organisation. The IPR access licence only allows users within your organisation to access the eBook or eSub. The user may not share access with anyone outside your organisation or download the content to a device not allocated by you or registered to the user and all devices must be registered with us.
- If you are providing access to an eBook under a library management system that has been approved by us, you may provide access to a member of your library provided that use by the member is subject to the terms of this licence and each copy of the eBook to which you purchase access may only be lent to a single user for the duration of the loan period.
- You may not cancel the purchase of access to an eBook or return a print copy of a publication sold in conjunction with an eBook.
- We may terminate your licence, including access to Annotations if we lose the right to offer the content, discontinue the ProView software, or are otherwise unable to offer content or if you breach the terms of this licence. We may update your version if necessary to maintain access to the content. Upon termination, your right to access, use and retain eBooks or eSubs will terminate and we reserve the right to delete any Annotations that may be attached to terminated eBooks or eSubs.