1. Parties
This EULA is a legal agreement between you ("User" or "Client") and Telperion LLC, doing business as ConsciousCPAs ("ConsciousCPAs," "Licensor," "we," or "us"), a limited liability company organized under the laws of the State of New Jersey.
2. License Grant
Subject to the terms and conditions of this EULA and your active engagement agreement with ConsciousCPAs, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the ConsciousCPAs client dashboard and any related software tools (the "Platform") solely for your internal business purposes in connection with the services we provide to you.
3. Restrictions
You agree that you will not:
- Share your login credentials with any unauthorized third party
- Copy, modify, distribute, or create derivative works of the Platform or any content therein
- Reverse engineer, decompile, or attempt to derive the source code of the Platform
- Use the Platform for any unlawful purpose or in violation of any applicable law or regulation
- Attempt to gain unauthorized access to any other user's account or data
- Use the Platform in any manner that could damage, disable, or impair its functionality
- Sublicense, sell, resell, or otherwise transfer your access to the Platform to any third party
4. Ownership and Intellectual Property
The Platform, including all software, dashboards, templates, reports, and tools made available through it, is and remains the exclusive property of Telperion LLC DBA ConsciousCPAs. This EULA does not convey any ownership interest in the Platform. All rights not expressly granted herein are reserved by ConsciousCPAs.
Your financial data and business information remain your property. We do not claim any ownership over data you provide or that is generated on your behalf through our services.
5. Confidentiality
You acknowledge that access to the Platform may provide you with access to confidential information, including proprietary workflows, reporting frameworks, and financial models developed by ConsciousCPAs. You agree to maintain the confidentiality of such information and not to disclose it to any third party without our prior written consent.
6. Data and Privacy
Your use of the Platform is also governed by our Privacy Policy, which is incorporated into this EULA by reference. By using the Platform, you consent to the collection and use of your information as described therein.
7. Disclaimer of Warranties
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, CONSCIOUSCPAS DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CONSCIOUSCPAS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL CUMULATIVE LIABILITY TO YOU SHALL NOT EXCEED THE FEES PAID BY YOU TO CONSCIOUSCPAS IN THE THREE (3) MONTHS PRECEDING THE CLAIM.
Nothing in this EULA limits liability that cannot be excluded under applicable New Jersey or federal law.
9. Term and Termination
This EULA is effective from the date you first access the Platform and continues until terminated. Either party may terminate this EULA upon written notice. ConsciousCPAs may also suspend or terminate your access immediately if you breach any term of this EULA or your engagement agreement.
Upon termination, your license to use the Platform ceases immediately. Sections 4, 5, 7, 8, and 11 survive termination.
10. Updates and Modifications
We may update or modify the Platform at any time without prior notice. We may also update this EULA from time to time. Continued use of the Platform after any such changes constitutes your acceptance of the updated terms. We will update the "Last Updated" date above when changes are made.
11. Governing Law and Dispute Resolution
This EULA is governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of law principles. Any dispute arising out of or relating to this EULA shall be subject to the exclusive jurisdiction of the state and federal courts located in New Jersey, and you consent to personal jurisdiction in such courts.
12. Entire Agreement
This EULA, together with your engagement agreement and our Privacy Policy, constitutes the entire agreement between you and ConsciousCPAs with respect to your use of the Platform and supersedes all prior or contemporaneous understandings regarding the same subject matter.
13. Contact
If you have questions about this EULA, please contact us:
Email: info@consciouscpas.com