PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE CREATING AN ACCOUNT OR USING THE
SERVICE. BY CLICKING "I AGREE," CREATING AN ACCOUNT, OR ACCESSING OR USING THE
SERVICE IN ANY MANNER, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE
BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT
CREATE AN ACCOUNT OR USE THE SERVICE.
These Terms and Conditions (the "Terms" or this "Agreement") constitute a
legally binding agreement between Sypram Software LLC, a New Jersey limited liability company
("Sypram," the "Company," "we," "us," or "our"),
and the individual or entity that registers for or uses the Service ("you,"
"your," "User," or "Customer"). These Terms govern your access to and
use of the AdvEntERP software-as-a-service platform, the website located at AdvEntERP.com (the
"Website"), and all related applications, features, content, tools, and services
(collectively, the "Service").
IMPORTANT NOTICE: THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER
(SECTION 19), A DISCLAIMER OF WARRANTIES (SECTION 12), AN ASSUMPTION OF RISK PROVISION
(SECTION 13), AND A LIMITATION OF LIABILITY (SECTION 14) THAT AFFECT YOUR LEGAL RIGHTS. THEY
ALSO PROHIBIT STORING SENSITIVE FINANCIAL IDENTIFIERS SUCH AS FULL BANK ACCOUNT NUMBERS AND
CREDIT CARD NUMBERS IN THE SERVICE (SECTION 8). PLEASE REVIEW THEM CAREFULLY.
1. Definitions
"Service" means the AdvEntERP cloud-based financial accounting and bookkeeping
software platform, including without limitation features for recording income and expense
transactions, bank deposit and withdrawal entries, general ledger entries, account reconciliation,
financial analytics and reporting, and any other functionality, updates, or enhancements made
available by the Company through the Website.
"User Data" means all data, information, records, transactions, financial entries,
documents, and other content that you or your Authorized Users input, upload, transmit, or store
through the Service.
"Authorized User" means any employee, contractor, accountant, or agent whom you
permit to access the Service under your account.
"Subscription" means the paid or trial plan under which you are granted access to
the Service.
2. Eligibility and Authority
The Service is intended for use by businesses and business users located in the United States. By
creating an account, you represent and warrant that: (a) you are at least eighteen (18) years of age;
(b) you have the legal capacity and authority to enter into this Agreement; (c) if you are registering
on behalf of a company or other legal entity, you have the authority to bind that entity to these
Terms, and "you" refers to that entity; and (d) your use of the Service does not violate any
applicable law, regulation, or contractual obligation.
3. Description of the Service
AdvEntERP is a software-as-a-service application designed to assist small and medium-sized businesses
with financial accounting and bookkeeping tasks, including recording income and expense transactions,
entering bank deposits and withdrawals, maintaining general ledger entries, performing account
reconciliation, and generating financial analytics and reports. The Service is a tool to assist with
recordkeeping; it does not replace professional judgment, and the accuracy of its output depends on
the accuracy and completeness of the data you enter.
The Company reserves the right to modify, enhance, suspend, or discontinue any feature or component of
the Service at any time, with or without notice, and shall not be liable to you or any third party for
any such modification, suspension, or discontinuance.
4. No Accounting, Tax, Legal, or Financial Advice
THE SERVICE IS A SOFTWARE TOOL ONLY. THE COMPANY IS NOT AN ACCOUNTING FIRM, CERTIFIED PUBLIC
ACCOUNTANT, TAX ADVISOR, FINANCIAL ADVISOR, AUDITOR, OR LAW FIRM, AND NOTHING IN THE SERVICE –
INCLUDING ANY REPORTS, ANALYTICS, CALCULATIONS, CATEGORIZATIONS, RECONCILIATIONS, OR OTHER OUTPUT –
CONSTITUTES ACCOUNTING, TAX, LEGAL, INVESTMENT, OR OTHER PROFESSIONAL ADVICE.
You are solely responsible for: (a) verifying the accuracy, completeness, and correctness of all
entries, reports, and outputs generated by the Service; (b) ensuring that your books, records, filings,
and financial statements comply with applicable accounting standards (including GAAP where applicable),
tax laws, and regulatory requirements; and (c) consulting a qualified professional (such as a CPA,
attorney, or tax advisor) before relying on any output of the Service for tax filings, audits, financing
decisions, regulatory submissions, or other consequential matters.
5. Account Registration and Security
To use the Service, you must create an account and provide accurate, current, and complete registration
information, and keep it updated. You are responsible for maintaining the confidentiality of your login
credentials and for all activities that occur under your account, whether or not authorized by you. You
agree to: (a) use strong passwords and safeguard your credentials; (b) not share your credentials with
any person other than Authorized Users under your control; and (c) notify the Company immediately at
office@SypramSoftware.com of any unauthorized access to
or use of your account. The Company is not liable for any loss or damage arising from unauthorized use
of your account or your failure to safeguard your credentials.
6. Subscriptions, Fees, and Payment
Access to the Service may require payment of subscription fees as described on the Website at the time
of purchase. Unless otherwise stated: (a) fees are billed in advance on a recurring basis (monthly or
annually, per your selected plan) and are non-refundable except as required by law; (b) your
Subscription will automatically renew at the end of each billing period unless you cancel before the
renewal date; (c) you authorize the Company or its payment processor to charge your designated payment
method for all applicable fees and taxes; and (d) the Company may change its fees upon notice, with
changes taking effect at your next renewal. If any payment fails or is past due, the Company may suspend
or terminate your access to the Service after notice. Any free trial converts to a paid Subscription at
the end of the trial period unless cancelled.
7. License Grant and Restrictions
Subject to your compliance with these Terms and payment of applicable fees, the Company grants you a
limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the
Service for your internal business purposes during the term of your Subscription.
You shall not, and shall not permit any third party to:
- copy, modify, translate, adapt, or create derivative works of the Service or any part thereof;
- reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or algorithms of the Service;
- rent, lease, lend, sell, sublicense, resell, distribute, or otherwise commercially exploit the Service, or use it to provide service-bureau, outsourcing, or timesharing services to third parties;
- interfere with or disrupt the integrity, security, or performance of the Service, or attempt to gain unauthorized access to the Service, other accounts, or related systems or networks;
- use any robot, spider, scraper, or other automated means to access the Service, or probe, scan, or test the vulnerability of the Service;
- upload or transmit any viruses, malware, or other harmful code, or any data that is unlawful, infringing, or that you do not have the right to use;
- use the Service for any unlawful, fraudulent, or deceptive purpose, including money laundering, concealment of assets, or falsification of financial records; or
- remove, alter, or obscure any proprietary notices on the Service.
8. User Data; Prohibited Sensitive Data; Your Responsibilities; Backups
8.1 Ownership and License. As between you and the Company, you retain all right, title, and
interest in and to your User Data. You grant the Company a limited, non-exclusive, worldwide,
royalty-free license to host, store, process, transmit, display, and reproduce User Data solely as
necessary to provide, maintain, secure, and improve the Service and to comply with applicable law.
8.2 Your Responsibility for User Data. You are solely responsible for the accuracy, quality,
legality, and completeness of your User Data and for the means by which you acquired it. You represent
that you have all rights and consents necessary to submit your User Data to the Service.
8.3 Prohibited Sensitive Data. The Service is designed for bookkeeping and accounting records
and is NOT designed, intended, or certified for the storage of sensitive financial or personal
identifiers. You agree NOT to input, upload, or store in the Service any of the following (collectively,
"Prohibited Sensitive Data"): full bank account numbers; full bank routing numbers in
combination with account numbers; credit card or debit card numbers; card verification codes (CVV/CVC);
card PINs or expiration dates in combination with card numbers; online banking usernames, passwords, or
security answers; Social Security numbers or other government-issued identification numbers; or any
similar sensitive authentication or payment credentials. Where the Service requires reference to a bank
or card account (for example, for reconciliation or transaction entries), you agree to use only masked
or truncated identifiers (such as the last four digits) or account nicknames.
8.4 NO LIABILITY FOR PROHIBITED SENSITIVE DATA. IF YOU NEVERTHELESS INPUT, UPLOAD, OR STORE ANY
PROHIBITED SENSITIVE DATA IN THE SERVICE, WHETHER INTENTIONALLY, INADVERTENTLY, OR BY MISTAKE, YOU DO SO
ENTIRELY AT YOUR OWN RISK AND IN BREACH OF THESE TERMS. THE COMPANY HAS NO OBLIGATION TO MONITOR FOR,
DETECT, ENCRYPT, PROTECT, OR SAFEGUARD PROHIBITED SENSITIVE DATA BEYOND ITS STANDARD SECURITY MEASURES,
AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS MEMBERS, MANAGERS, OFFICERS,
EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY LOSS, THEFT,
UNAUTHORIZED ACCESS, DISCLOSURE, MISUSE, OR COMPROMISE OF PROHIBITED SENSITIVE DATA, OR FOR ANY FRAUD,
IDENTITY THEFT, UNAUTHORIZED TRANSACTIONS, FINANCIAL LOSS, OR OTHER CONSEQUENCES ARISING THEREFROM. YOU
ARE SOLELY RESPONSIBLE FOR PROMPTLY IDENTIFYING AND REMOVING ANY PROHIBITED SENSITIVE DATA STORED IN THE
SERVICE, AND THE COMPANY MAY (BUT IS NOT OBLIGATED TO) DELETE, REDACT, OR MASK SUCH DATA UPON DISCOVERY,
WITHOUT NOTICE AND WITHOUT LIABILITY. YOUR STORAGE OF PROHIBITED SENSITIVE DATA IS SUBJECT TO YOUR
INDEMNIFICATION OBLIGATIONS UNDER SECTION 15.
8.5 BACKUPS. YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING INDEPENDENT BACKUP COPIES OF YOUR USER DATA
AND FINANCIAL RECORDS OUTSIDE THE SERVICE. While the Company employs commercially reasonable
measures to protect and back up data, the Company does not guarantee that User Data will never be lost,
corrupted, or unavailable, and the Company shall have no liability for any loss, corruption, or
unavailability of User Data. You are encouraged to regularly export and retain copies of your records.
9. Privacy
The Company's collection and use of personal information in connection with the Service is described in
the Privacy Policy, which is incorporated into these Terms by reference. By using
the Service, you consent to such collection and use.
10. Third-Party Services and Integrations
The Service may interoperate with or contain links to third-party services, such as banking institutions,
payment processors, data feeds, or other software integrations ("Third-Party Services").
Third-Party Services are governed by their own terms and privacy policies. The Company does not control
and is not responsible for Third-Party Services, including their availability, accuracy, security, or
content, and disclaims all liability arising from your use of them. Any bank or financial account data
retrieved through integrations is provided "as is," and you are responsible for verifying it
against your official bank records.
11. Intellectual Property; Feedback
The Service, including all software, source code, databases, designs, text, graphics, logos, trademarks,
and all intellectual property rights therein, is and shall remain the exclusive property of the Company
and its licensors. Except for the limited license expressly granted in Section 7, no rights are granted
to you under these Terms. "AdvEntERP," "Sypram Software," and associated logos are
trademarks of Sypram Software LLC and may not be used without prior written permission.
If you provide suggestions, ideas, or feedback regarding the Service, you grant the Company a perpetual,
irrevocable, worldwide, royalty-free license to use and incorporate such feedback without restriction or
compensation.
12. Disclaimer of Warranties
THE SERVICE, THE WEBSITE, AND ALL RELATED CONTENT, REPORTS, ANALYTICS, AND OUTPUT ARE PROVIDED STRICTLY
ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY
KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS MEMBERS, MANAGERS,
OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER
EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT,
AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT WARRANT OR REPRESENT THAT: (A) THE SERVICE WILL BE
UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE SERVICE WILL BE FREE OF BUGS, GLITCHES, DEFECTS,
ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, OR THAT ANY SUCH DEFECTS WILL BE CORRECTED; (C) ANY
CALCULATIONS, RECONCILIATIONS, REPORTS, ANALYTICS, OR OTHER OUTPUT OF THE SERVICE WILL BE ACCURATE,
COMPLETE, CURRENT, OR RELIABLE; (D) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS OR ACHIEVE
ANY PARTICULAR RESULT; OR (E) USER DATA WILL BE PRESERVED WITHOUT LOSS OR CORRUPTION.
YOU ACKNOWLEDGE THAT SOFTWARE IS INHERENTLY COMPLEX AND MAY CONTAIN BUGS, GLITCHES, ERRORS, AND OTHER
DEFECTS, AND THAT THE SERVICE MAY EXPERIENCE OUTAGES, DOWNTIME, DATA-PROCESSING ERRORS, OR
INTERRUPTIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE COMPANY OR THROUGH
THE SERVICE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT
ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU; IN THAT
EVENT, SUCH WARRANTIES ARE LIMITED TO THE MINIMUM SCOPE AND DURATION PERMITTED BY LAW.
13. Assumption of Risk
YOUR USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND ALL RISK FOR
YOUR USE OF THE SERVICE AND FOR ANY DECISIONS MADE OR ACTIONS TAKEN – INCLUDING FINANCIAL, ACCOUNTING,
TAX, AND BUSINESS DECISIONS – BASED ON THE SERVICE OR ANY OUTPUT GENERATED BY IT. YOU ARE SOLELY
RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEMS, LOSS OF DATA, LOSS OF BUSINESS, OR OTHER HARM THAT
RESULTS FROM YOUR USE OF THE SERVICE.
14. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY OR ITS MEMBERS,
MANAGERS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR
ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING
WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS, BUSINESS INTERRUPTION
OR DISRUPTION, LOSS OF GOODWILL, LOSS, CORRUPTION, OR INACCURACY OF DATA, COST OF SUBSTITUTE SERVICES,
ACCOUNTING OR BOOKKEEPING ERRORS, TAX PENALTIES, INTEREST, FINES, AUDIT COSTS, OR REGULATORY SANCTIONS,
ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF (OR INABILITY TO USE) THE SERVICE,
WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL
THEORY, AND WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE COMPANY AND ITS
MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS FOR ALL CLAIMS ARISING OUT OF OR
RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES ACTUALLY PAID
BY YOU TO THE COMPANY FOR THE SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT
GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US $100.00).
THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE
PARTIES ACKNOWLEDGE THAT THE FEES FOR THE SERVICE REFLECT THIS ALLOCATION OF RISK AND THAT THE COMPANY
WOULD NOT PROVIDE THE SERVICE ON THESE ECONOMIC TERMS WITHOUT THESE LIMITATIONS. SOME JURISDICTIONS DO
NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY
TO YOU; IN SUCH JURISDICTIONS, THE COMPANY'S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
15. Indemnification
You agree to defend, indemnify, and hold harmless the Company and its members, managers, officers,
employees, agents, licensors, and suppliers from and against any and all claims, demands, actions,
damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of
or relating to: (a) your use or misuse of the Service; (b) your User Data, including any claim that it
infringes or violates the rights of a third party or applicable law; (c) your storage of Prohibited
Sensitive Data in the Service in violation of Section 8.3, including any claim arising from the loss,
disclosure, or misuse of such data; (d) your violation of these Terms; (e) your violation of any law,
regulation, or third-party right; or (f) any act or omission of your Authorized Users. The Company
reserves the right, at your expense, to assume the exclusive defense and control of any matter subject
to indemnification by you, in which case you agree to cooperate with the Company's defense.
16. Term, Suspension, and Termination
These Terms take effect when you first accept them and continue until your account and Subscription are
terminated. You may cancel your Subscription at any time through your account settings or by contacting
support; cancellation takes effect at the end of the then-current billing period, and fees already paid
are non-refundable except as required by law.
The Company may suspend or terminate your account or access to the Service, in whole or in part, at any
time: (a) for breach of these Terms (including storage of Prohibited Sensitive Data); (b) for
non-payment; (c) if required by law or by a governmental request; (d) if your use poses a security risk
or could harm the Service or other users; or (e) upon discontinuation of the Service. Where practicable,
the Company will provide reasonable notice.
Upon termination: (i) your license to use the Service ends immediately; (ii) you should promptly export
your User Data, as the Company may make User Data available for export for a period of thirty (30) days
following termination (except in cases of termination for serious breach or unlawful use), after which
the Company may delete it without liability; and (iii) Sections 4, 8, 11, 12, 13, 14, 15, 17, 18, 19, and
20 survive termination.
17. Changes to the Service and to These Terms
The Company may revise these Terms from time to time. If we make material changes, we will provide notice
by posting the updated Terms on the Website, updating the "Last Updated" date, and/or notifying
you by email or through the Service. Changes take effect upon posting unless otherwise stated. Your
continued use of the Service after the effective date of any revised Terms constitutes your acceptance of
the changes. If you do not agree with the revised Terms, you must stop using the Service and cancel your
Subscription.
18. Governing Law and Venue
These Terms and any dispute, claim, or controversy arising out of or relating to them or the Service
shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard
to its conflict-of-laws principles. Subject to the arbitration provision in Section 19, the state and
federal courts located in Middlesex County, New Jersey shall have exclusive jurisdiction over any dispute
not subject to arbitration, and each party irrevocably consents to the personal jurisdiction and venue of
such courts and waives any objection based on inconvenient forum. The United Nations Convention on
Contracts for the International Sale of Goods does not apply to these Terms.
19. Dispute Resolution; Binding Arbitration; Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH THE COMPANY ON AN
INDIVIDUAL BASIS AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.
Informal Resolution. Before initiating any arbitration or court proceeding, you agree to first
contact the Company at office@SypramSoftware.com with a
written description of the dispute and to attempt in good faith to resolve it informally for at least
thirty (30) days.
Binding Arbitration. Except as provided below, any dispute, claim, or controversy arising out of
or relating to these Terms or the Service, including their formation, interpretation, breach, or
termination, shall be finally resolved by binding arbitration administered by the American Arbitration
Association ("AAA") under its Commercial Arbitration Rules then in effect, before a single
arbitrator. The seat and place of arbitration shall be Middlesex County, New Jersey, provided that either
party may elect to appear by video conference where permitted by the AAA rules. Judgment on the award may
be entered in any court of competent jurisdiction. The Federal Arbitration Act governs the interpretation
and enforcement of this Section.
Exceptions. Either party may (a) bring an individual claim in small claims court of competent
jurisdiction, and (b) seek injunctive or other equitable relief in the courts identified in Section 18 to
protect its intellectual property rights or confidential information.
CLASS ACTION WAIVER. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A
PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.
THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT PRESIDE OVER ANY FORM OF
REPRESENTATIVE OR CLASS PROCEEDING. YOU AND THE COMPANY EACH WAIVE ANY RIGHT TO A JURY TRIAL TO THE
FULLEST EXTENT PERMITTED BY LAW.
Fees. Each party shall bear its own attorneys' fees and costs, and the parties shall share the
arbitrator's and administrative fees as provided in the AAA rules, unless the arbitrator determines
otherwise or applicable law requires a different allocation.
Time Limit. To the extent permitted by law, any claim arising out of or relating to these Terms or
the Service must be commenced within one (1) year after the cause of action accrues; otherwise, the claim
is permanently barred.
20. General Provisions
Force Majeure. The Company shall not be liable for any delay or failure to perform resulting from
causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor
disputes, governmental actions, epidemics, power or internet failures, denial-of-service attacks, or
failures of third-party hosting or telecommunications providers.
Electronic Communications and Signature. You consent to receive communications from the Company
electronically, and you agree that clicking "I Agree" (or similar) constitutes your electronic
signature and has the same legal effect as a handwritten signature under the U.S. E-SIGN Act and
applicable state law.
Entire Agreement. These Terms, together with the Privacy Policy and any order or subscription
documents you accept, constitute the entire agreement between you and the Company regarding the Service
and supersede all prior or contemporaneous agreements, communications, and understandings, whether
written or oral.
Severability. If any provision of these Terms is held invalid or unenforceable, that provision
shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full
force and effect.
Waiver. The Company's failure to enforce any right or provision of these Terms shall not
constitute a waiver of that right or provision.
Assignment. You may not assign or transfer these Terms or your account without the Company's prior
written consent. The Company may assign these Terms without restriction, including in connection with a
merger, acquisition, or sale of assets.
No Third-Party Beneficiaries. These Terms do not confer any rights or remedies on any person other
than the parties, except that the Company's members, managers, officers, employees, agents, licensors,
and suppliers are intended beneficiaries of Sections 12 through 15.
Relationship. The parties are independent contractors. Nothing in these Terms creates any
partnership, joint venture, agency, or employment relationship.
Export and Government Use. You shall comply with all applicable U.S. export control laws. The
Service is "commercial computer software," and any government use is subject to these
commercial terms.
Headings. Section headings are for convenience only and do not affect interpretation.
21. Contact Information
If you have questions about these Terms or the Service, please contact:
Sypram Software LLC
5 Clyde Road, Somerset, New Jersey 08873
Email: office@SypramSoftware.com •
Website: AdvEntERP.com
Acknowledgment and Acceptance
BY CLICKING "I AGREE" OR CREATING AN ACCOUNT, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD
THESE TERMS AND CONDITIONS, INCLUDING THE PROHIBITION ON STORING SENSITIVE FINANCIAL DATA, THE DISCLAIMER
OF WARRANTIES, ASSUMPTION OF RISK, LIMITATION OF LIABILITY, AND BINDING ARBITRATION AND CLASS ACTION
WAIVER PROVISIONS, AND THAT YOU AGREE TO BE BOUND BY THEM.