Terms Of Use

Welcome to iParaV TM ERP, an online ERP service designed especially for small and medium businesses.

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 7Seals.com Pty Ltd provides You with access to the Service.
The iParaV TM ERP Service will evolve over time based on user feedback and 7Seals.com Pty Ltd's vision.
These Terms are not intended to answer every question or address every issue raised by the use of the iParaV TM ERP Service.
It is likely that the terms of use will change over time and 7Seals.com Pty Ltd reserves the right to change these terms at any time, effective upon the posting of modified terms.
7Seals.com Pty Ltd will make every effort to communicate these changes to You via email or notification via the Website.
It is Your obligation to ensure that You have read, understood and agree to the most recent terms available on the Website.
By subscribing 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 iParaV TM ERP Service. top

General Terms

  • Agreement - means these Terms of Use.
  • You - means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service, and any person or organisation that uses the Service with the authorisation of that person or entity. For example, "You" also extends to your employees or whoever you create the additional user account for. "Your" has a corresponding meaning.
  • iParaV - means 7Seals.com Pty Ltd's iParaV Service Department.
  • iParaV TM ERP - means the iParaV Online ERP Service provided by 7Seals.com Pty Ltd.
  • Website - means the Internet site at the domain *.iParaV.com and or any other site operated by 7Seals.com Pty Ltd.
  • Service - means the iParaV TM ERP services made available (as may be changed or updated from time to time by 7Seals.com Pty Ltd) via the Website.
  • Service Fee - means the monthly fee, including any technical and setup fees, taxes and duties payable by You in accordance with the fee schedule set out on the Website (which 7Seals.com Pty Ltd may change from time to time on notice to You).
  • 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 entered by You or with Your authority into the Website.
  • Intellectual Property Right - means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered. top

Use Of Software as a Service

iParaV grants You the right to access and use the Service via the Website with the 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. top

Your Obligations

1. Payment obligations: All Service Fees need to be paid by you when you subscribe to any pay plan before you can access iParaV TM ERP Service.
GST payable is determined by the country you select upon registration. It is your sole responsibility to pay the taxes required by your government.
We will not be liable if you are not truthful about the country of your account as to avoid paying GST.
An invoice for the Service Fee will be issued each month 14 days before your current subscription expires.
All invoices will include the Service Fee for the preceding period one month of use.
iParaV will continue invoicing You until this Agreement is terminated in accordance with the Termination clause.
All iParaV TM ERP invoices will be available online in account management.
It is your duty to pay or arrange payment of all amounts specified in any invoice by the due date for payment, including any taxes and duties in addition to the Service Fee. top

2. Preferential pricing or discounts: At iParaV's sole discretion, You may from time to time be offered preferential pricing or discounts for the Service Fees.
Eligibility for such preferential pricing or discounts is conditional upon Your acceptance of Your responsibility to pay for any Service Fees in relation to all of Your Organisations.
Without prejudice to any other rights that iParaV may have under these Terms or at law, iParaV reserves the right to render invoices for the full (non-discounted) Service Fees due at its discretion.
iParaV will terminate Your use of the Service if you fail to pay the Service Fee by the due date. top

3. General obligations: You must only use the Service and Website for Your own lawful internal business purposes, in accordance with these Terms and any notice sent by iParaV or any condition posted on the Website.
If You use the Service and Website on behalf of others or to provide services to others, you must ensure that You are authorised to do so and that all persons for whom or to whom services are provided comply with and accept all the terms of this Agreement that apply to You. top

4. Access conditions:

  1. You will be responsible for ensuring that all usernames and passwords are kept secure and confidential.
    You must immediately notify iParaV of any unauthorised use of Your password. iParaV will then reset your password.
    You must take all other actions that iParaV reasonably deems necessary to maintain or enhance the security of iParaV's computing systems and networks and Your access to the Services.
  2. As a condition of these Terms, when accessing and using the Services, You must not:
    1. attempt to undermine the security or integrity of iParaV's computing systems or networks or, where the Services are hosted by a third party, that third party's computing systems and networks;
    2. use, or misuse, the Services in any way which may impair the functionality of the Services or Website or other systems used to deliver the Services, or impair the ability of any other user to use the Services or Website;
    3. attempt to gain unauthorised access to any materials other than those to which You have been given express permission to access or to the computer system on which the Services are hosted;
    4. transmit or input into the Website, any: files that may damage any other person's computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use);
    5. use these service to promote illegal activity; and
    6. attempt to modify, copy, adapt, reproduce, disassemble or reverse engineer any computer programs used to deliver the Services or to operate the Website.
  3. Multi-currency: iParaV TM ERP provides multi-currency functionality within the Services.
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5. Multi-Organisation and Multi-user: iParaV TM ERP allows you to subscribe multiple organisations under one account. iParaV TM ERP also allows You to create more than one user account in every organisation. It is Your obligation to manage all the organisations and users under Your account. top

6. Usage Limitations: Use of the Service may be subject to limitations, including but not limited to monthly transaction volumes and the number of calls You are permitted to make against iParaV's application programming interface.
Any such limitations will be specified within the Service. top

7. Communication Conditions: As a condition of these Terms, if You use any communication tools available through the Website (such as any forum or message centre), You agree only to use such communication tools for lawful and legitimate purposes.
You must not use any such communication tool for posting or disseminating any material unrelated to the use of the Services, including (but not limited to): offers of goods or services for sale, unsolicited commercial e-mail, files that may damage any other person's computing devices or software, content that may be offensive to any other users of the Service or the Website, or material in violation of any law (including material that is protected by copyright or trade secrets which You do not have the right to use). top

When You make any communication on the Website, You indicate that You are permitted to make such communication. iParaV is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Services. As with any other web-based forum, You must exercise caution when using the communication tools available on the Website. However, iParaV does reserve the right to remove any communication at any time in its sole discretion. top

8. Data entry: Where reasonable, the Service will attempt to provide default values to simplify data entry for You. However, it is Your sole responsibility to ensure that the figures You have entered are correct. 7Seals.com Pty Ltd bears no responsibility for any loss arising from inaccurate data.

9. Indemnity: You indemnify iParaV against: all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to indemnify iParaV, including (but not limited to) any costs relating to the recovery of any Service Fees that are due but have not been paid by You. top

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. Each party will preserve the confidentiality of all Confidential Information of the other party obtained in connection with these Terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person or organisation, or use the same for its own benefit, other than as contemplated by these Terms.
  2. Each party's obligations under this clause will survive termination of these Terms.
  3. The above provisions shall not apply to any information which:
    1. is or becomes public knowledge other than by a breach of this clause;
    2. is received from a third party who lawfully acquired it and who is under no obligation in restricting its disclosure;
    3. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
    4. is independently developed without access to the Confidential Information.

2. Privacy: iParaV maintains a privacy policy that sets out the parties' obligations in respect to personal information. You can read that here. You will be taken to have accepted that policy when You accept these Terms. top

Intellectual Property

1. General: Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of iParaV (or its licensors).

2. Ownership of Data: Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the iParaV TM ERP Service Fee when due. You grant iParaV licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of services to You.

3. Backup of Data: You must maintain copies of all Data entered into the Service. iParaV adheres to its best practice policies and procedures to prevent data loss, including a minimum daily system data back-up regime, but cannot guarantee that there will be no loss of Data. iParaV expressly excludes liability for any loss of Data no matter the cause.

4. Third-party applications and your Data: If You enable third-party applications for use in conjunction with the Services, You acknowledge that iParaV may allow the providers of those third-party applications to access Your Data as required for the inter-operation of such third-party applications with the Services. iParaV is not responsible for any disclosure, modification or deletion of Your Data resulting from any such access by third-party application providers.

5. Your external accountant and your Data: If You enable your external accountant to be used in conjunction with the Services, You acknowledge that iParaV will allow your external accountant to access Your Data. iParaV is not responsible for any disclosure, modification or deletion of Your Data resulting from any such access by your external accountant.

6. Display: You agree not to use or display any iParaV trademarks, logos, product and services names or other iParaV material of any form without our written approval. top

Warranties And Acknowledgements

1. Authority: When You subscribe to use the Service on behalf of another person, You vouch that You have the authority to agree to these Terms on behalf of that person. You also agree that by subscribing to use the Service, You bind the person on whose behalf You act to the performance of any and all obligations that You become subject to by virtue of these Terms, without limiting Your own personal obligations under these Terms.

2. Acknowledgement: You acknowledge that:

  1. You are authorised to use the Services and the Website and to access the information and Data that You input into the Website, including any information or Data input into the Website by any person you have authorised to use the Service. You are also authorised to access the processed information and Data that is made available to You through Your use of the Website and the Services (whether that information and Data is Your own or that of anyone else).
  2. iParaV bears no responsibility to any person other than You and nothing in this Agreement confers, or purports to confer, a benefit on any person other than You. If You use the Services or access the Website on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
    1. You are responsible for ensuring that You have the right to do so;
    2. You are responsible for authorising any person who is given access to information or Data, and you agree that iParaV has no obligation to provide any person access to such information or Data without Your authorisation and may refer any requests for information to Your address; and
    3. You will indemnify iParaV against any claims or loss relating to:
      • iParaV's refusal to provide any person access to Your information or Data in accordance with these Terms,
      • iParaV's making available information or Data to any person with Your authorisation.

3. No warranties: iParaV gives no warranty about the Services. Without limiting the foregoing, iParaV does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.

4. Consumer guarantees: You warrant and represent that You are acquiring the right to access and use the Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services, the Website or these Terms. top

Limitation Of Liability

  1. To the maximum extent permitted by law, iParaV 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 in accordance with the Termination clause.
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Termination

1. Trial policy: When You first sign up for access to the Services You can evaluate the Services under the defined trial usage conditions with no obligation to continue to use the Services. If You choose to continue using the Services thereafter, You will be billed from the day You first subscribe to other plan(s). If You choose not to continue using the Services, you may terminate your subscription simply by not renewing at your next Expiry Date. Subscribers who terminate can apply for a refund but this will incur administrative charges.

2. Prepaid Subscriptions: On request, iParaV will provide a refund for any remaining prepaid period, excluding the current period, in a prepaid Service Fee subscription. However, this will incur administrative charges.

3. Accrued Rights: Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement You will:
  1. remain liable for any accrued charges and amounts which become due for payment before or after termination; and
  2. immediately cease to use the Services and the Website.
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Technical Help

1. Technical Problems: In the case of technical problems You must make all reasonable efforts to investigate and diagnose problems before contacting iParaV. If You still need technical help, please check the support provided online by iParaV on the Website or, failing that, email us at support@iParaV.com.

2. Forum help: 7Seals.com Pty Ltd provides the forum facility for user discussions. While the iParaV staff will make every effort to answer any technical queries on the forum, iParaV cannot guarantee that all queries will be satisfactorily answered. Other users on the forum may also contribute to discussions but iParaV does not endorse nor concur with the views and opinions expressed in the forum.

3. Service availability: Whilst iParaV intends that the Services should be available 24 hours a day, seven days a week, it is possible that on occasion the Services or Website may be unavailable due to maintenance or other development activities. If for any reason iParaV has to interrupt the Services for longer periods than was reasonably foreseeable by iParaV, iParaV will use reasonable endeavours to publish, in advance, details of such activity on the Website. top

General

1. Entire agreement: These Terms, together with the iParaV 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 iParaV 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 iParaV's prior written consent.

5. Governing law and jurisdiction: If the information or Data You are accessing using the Services and the Website is solely that of a person who is tax resident in Australia at the time that You accept these terms, then Australian law governs this Agreement and You submit to the exclusive jurisdiction of the courts of Australia for all disputes arising out of or in connection with this Agreement.

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 iParaV must be sent to support@iParaV.com or to any other email address notified by email to You by iParaV. 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. top

Service Disclaimer

The provision of, access to, and use of, the Services is on an "as is" basis and at Your own risk. iParaV does not warrant that the use of the Service will be uninterrupted or error free. The operation and availability of the systems used for accessing the Service, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Services. iParaV is not in any way responsible for any such interference or prevention of Your access or use of the Services.

iParaV is not Your accountant and use of the Services does not constitute the receipt of accounting advice. If You have any accounting questions, please contact an accountant. It is Your sole responsibility to determine that the Services meet the needs of Your business and are suitable for the purposes for which they are used. You remain solely responsible for complying with all applicable accounting, tax and other laws. It is Your responsibility to check that storage of and access to your Data via the Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).

The iParaV TM ERP Service may contain technical errors and information inaccuracies. iParaV assumes no responsibility and disclaims all liability for any inaccuracies, errors and omissions in the Service. top