Fintesk Terms of Service

Last Updated: 27-11-2025

Important Notice: The original version of this document was written in Spanish. Any other version available in other languages should be considered a translation. In case of discrepancy, the provisions of the Spanish version shall prevail.

Fintesk Terms of Service

Fintesk Services are offered to the Client subject to their acceptance, without modification, of these Terms of Service and any future modifications thereof, and the procedures that may be published periodically or made available to the Client on or through Fintesk Services. When a Client uses Fintesk Services, these Terms form a legally binding contract between the Client and Fintesk. If you are entering into these Terms on behalf of an entity, such as your employer or the company you work for, you represent and warrant that you have the legal authority to represent and bind such Client, in which case the terms “you,” “your,” “client,” or a related capitalized term herein shall refer to such Client.

IF YOU ARE USING YOUR EMPLOYER'S OR AN ENTITY'S EMAIL ADDRESS TO REGISTER FOR FINTESK SERVICES, PLEASE NOTE THAT YOU ARE CONSIDERED AN AUTHORIZED REPRESENTATIVE OR AGENT OF YOUR EMPLOYER OR AN ENTITY (AS APPLICABLE).

These Terms are a contract governing the use of Fintesk Services by Clients and consist of the following:

Master Terms
Supplemental Terms
Privacy Notice

If you register for a Free Trial of the Platform, the applicable provisions of the Terms will govern that Free Trial.

PLEASE READ THESE TERMS CAREFULLY. BY REGISTERING, ACCESSING, BROWSING, AND OTHERWISE USING FINTESK SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, DO NOT ACCESS, BROWSE, OR OTHERWISE USE FINTESK SERVICES.

1. MASTER TERMS

1.1 Definitions

“Account” refers to the primary means for accessing and using Fintesk Services, subject to payment of a designated Fee in the selected Subscription.

“Administrator” means a User(s) of an Account to whom the Client has granted special authorization to manage the Client's Account.

“Affiliates” refers to any legal entity that controls or owns more than 50% of the outstanding shares or securities of such entity, which is controlled by or under common control of a party.

“Beta Service” refers to any functionality of Fintesk Services that is in development or has not been commercially released as a final product and that Fintesk has made available to the Client for testing and evaluation.

“Client” refers to a natural or legal person or entity that has accepted these Terms with Fintesk through the use of Fintesk Services.

“Client Data” refers to data and documents of any kind (images, spreadsheets, text files, etc.) and any other digital data and information, which is subject to the Platform, or that the Client has otherwise inserted into the Platform and for which Fintesk is a “processor” (as defined in the Privacy Notice). Client Data excludes Fintesk Materials. Client Data is expected not to contain Sensitive Information. The Client is solely responsible for ensuring that Sensitive Information is not uploaded to the Platform.

“Content” refers to any data and information available through Fintesk Services or contained within the structure of Fintesk Services, including, but not limited to, articles, documents, brochures, presentations, photographs, images, audiovisual works, other informational materials, and any comments.

“Credentials” refers to all usernames, passwords, and other access credentials created or assigned to the Client and each of its designated Users for the use of Fintesk Services.

“Feature” refers to a function or set of functions providing a particular capability within Fintesk Services as determined by Fintesk and as governed by applicable Supplemental Terms.

“Comments or Feedback” refers to any comment, bug report, feedback, suggestion, or modification of Fintesk Services that the Client or a User provides to Fintesk.

“Free Trial” refers to temporary access for the purpose of testing any part of Fintesk Services or Features in accordance with any selected Subscription without paying a Fee.

“Master Terms” refers to these basic legal and commercial terms that apply to the Client's use of Fintesk Services.

“Non-Fintesk Application” refers to a web-based, mobile, offline, or other software application functionality that interacts with Fintesk Services, which is provided by the Client or a third party. Non-Fintesk Applications, other than those obtained or provided by the Client, will be identifiable as such.

“Fintesk” means, as the context requires, LibroContable SpA or any other of its Affiliates.

“Fintesk Data” means the following: (i) data that Fintesk provides to you in or through Fintesk Services, (ii) non-personally identifiable data resulting from the Client's use of Fintesk Services, and (iii) aggregated or anonymized data created by Fintesk as authorized by these Terms.

“Fintesk Materials” refers to visual interfaces, graphics, design, systems, methods, information, computer code, software, services, “look and feel,” organization, compilation of Content, code, data, and all other elements of Fintesk Services, including Fintesk Data.

“Fintesk Services” refers to the Website, Content, Fintesk Materials, the Platform, and all other content, services, and/or products, and Features, available on or through the Platform.

“Subscription” refers to the usage rights and functionality and associated fees, selected by the Client for any of the Fintesk Services.

“Subscription Term” refers to the period during which the Client is permitted to use Fintesk Services, beginning on the date of Subscription purchase and ending on the Subscription expiration date. The Subscription Term includes the initial Subscription Term and all successive renewals.

“Subscription Fee” refers to the regular subscription fees and any additional fees due for the use of Fintesk Services.

“Platform” refers to Fintesk's application for Client Relationship Management, including associated Functions or Features.

“Privacy Notice” refers to the notice, as set forth in privacy notice, describing how Fintesk collects, receives, uses, stores, shares, transfers, and processes “Client Data” in relation to how the Client uses Fintesk Services. It also describes the Client's choices regarding use, as well as the Client's rights of access and correction of their “Client Data.”

“Renewal Date” means the date on which the Client's Subscription will automatically renew on an annual or monthly basis, depending on the Client's Subscription.

“Reseller” refers to a third-party entity that (i) purchases Fintesk Services from Fintesk and resells such Fintesk Services to Clients, (ii) bills such Clients directly, and (iii) provides such Clients with customer service related to Fintesk Services.

“Sensitive Information” means credit or debit card numbers; financial account numbers or wire transfer instructions; government-issued identification numbers (such as Social Security numbers, passport numbers), biometric information, personal health information (or other information protected under any applicable health data protection law), personal information of children protected under any child data protection law, genetic data, any data revealing racial or ethnic origin, political opinions, religious beliefs, trade union membership, sexual orientation, or criminal history. It also covers unencrypted passwords and any other information or combinations of information falling within the definition of 'special categories of data' under any applicable law related to privacy and data protection.

“Sub-processor” refers to any third party, as set forth herein, that Fintesk uses in the provision of Fintesk Services.

“Supplemental Terms” means the terms, as set forth herein, applicable to the Client's use of a particular Feature or any third-party service and which form part of the Terms.

“Terms” means these Terms of Service and consist of the Master Terms, applicable Supplemental Terms, and the Privacy Notice.

“User” refers to an entity or person granted authorized rights and privileges to use the Account on behalf of a Client.

“Website” refers to the compilation of all web documents (including images, php, and html files) available through Fintesk.com, its subdomains, or identically named domains under other top-level domains owned by Fintesk.

“Intellectual Property Rights” refers to worldwide legal rights or interests in any idea, design, architecture, concept, method, process, technique, apparatus, invention, discovery, improvement, technology, know-how, computer programs, databases, and works of authorship, including the following and all rights arising from or associated with them: (i) All United States and foreign patents and utility models and applications thereof; (ii) All trade secrets, know-how, and confidential or proprietary information; (iii) All copyrights, whether registered or not, and applications thereof, all common law rights, moral rights; (iv) Trademarks, service marks, and trade dress; (v) Mask work rights; and (vi) Any similar, corresponding, or equivalent rights to any of the foregoing anywhere in the world.

2. MODIFICATIONS TO TERMS

Fintesk reserves the right, at its sole discretion, to change, modify, add, or remove any portion of these Terms from time to time. Notice of such modifications will be provided clearly and prominently on or through the Platform or Fintesk Services, or via direct email notice.

The Client has the right not to accept any modification to the Terms and must notify Fintesk of their objection prior to the effective date of the modification, in which case the Client's use of the Services will terminate pursuant to the termination provisions.

The Client's continued use of Fintesk Services after the effective date of any modification constitutes their unconditional acceptance of the modified Terms.

3. FINTESK SERVICES

3.1 Use of Fintesk Services

Subject to these Terms and applicable Supplemental Terms, and payment of the applicable Fee for the selected Subscription, Fintesk grants the Client and its Users a non-exclusive, non-transferable, and non-sublicensable license to use Fintesk Services to:

collect, store, and organize Client Data;
modify and delete Client Data; and
customize standard Features or functionality of Fintesk Services.

3.2 Modifications to Fintesk Services

Fintesk reserves the right to modify Fintesk Services or any part or element thereof from time to time without prior notice, including, but not limited to:

Rebranding, repackaging, or changing the price (including adjustments to current Fees that will apply on the next subscription renewal date) of Fintesk Services at its sole discretion;
Ceasing to provide or discontinuing the development of any particular Service, Feature, or part or element of the Fintesk Platform, temporarily or permanently;
Taking necessary measures to preserve Fintesk's rights regarding any use of Fintesk Services that may reasonably be interpreted as a violation of Fintesk's intellectual property rights, distribution of Internet viruses, worms, Trojan horses, malware, and other destructive activities or illegal activities.

As applicable, the Client may be notified of such modifications upon logging into the Account.

If the Client does not accept a modification, the Client must notify Fintesk or the Reseller (if the Client purchased access to Fintesk Services from a Reseller) prior to the effective date of the modification, and the Client's Account will terminate on the effective date of the modification. However, the Client's continued use of Fintesk Services, or any part or element thereof, after the effective date of a modification will indicate their consent to the modifications. Fintesk shall not be liable to the Client or any third party for any modification, suspension, or discontinuation of Fintesk Services, or any part or element thereof.

3.3 Credentials

The Client is responsible for maintaining the confidentiality of all Credentials and is solely responsible for all activities that occur under such Credentials. These Credentials must not be shared or used by multiple individuals but may be reassigned to a new User replacing a former User who has ceased working (or changed job roles) and no longer uses Fintesk Services. Fintesk reserves the right to terminate any User Credentials that Fintesk reasonably determines may have been used by an unauthorized third party or in an unauthorized manner, as determined solely by Fintesk, and will strictly notify the Client of such termination.

The Client must immediately notify Fintesk:

of any actual or suspected unauthorized disclosure, loss, or use of any Credentials;
of a User's departure from the Client's organization;
of a change in a User's role within the Client's organization; or
of any termination of a User's right for any reason.

3.4 Changing Subscriptions

The Client may upgrade or downgrade a current subscription at any time by selecting a new subscription from the collection of subscriptions defined by Fintesk. In such case, the Client's credit card on file with Fintesk will automatically be charged a Fee for the next payment interval at the rate stipulated in the new subscription. If the Client chooses to upgrade their Subscription, the unused portion of any prepaid Fee will be applied to the upgraded Subscription Fee. If, after the commencement of a Subscription Term, the Client chooses to downgrade their Subscription, this may cause the loss of Features, functionality, Account capacity, as well as the loss of Client Data. The Client will not be refunded any prepaid or outstanding Fee for the price difference between Subscriptions in the event the Client decides to downgrade after the commencement of the Subscription Term.

3.5 Client Account Management

The Client acknowledges that they retain administrative control over whom they grant access to Client Data hosted on Fintesk Services. The Client may specify a User to be the billing owner and, depending on the Subscription, one or more Users to be Administrators to manage their account, and Fintesk is entitled to rely on communications from an Administrator when servicing the Client's Account. Client Administrators may have the ability to access, monitor, use, and/or export Client Data.

3.6 Technical Support

Fintesk will provide reasonable technical support to the Client and its Users through the following options, as described below, as soon as reasonably possible.

Chat: available to all users via their Fintesk account
Phone: users of certain Subscriptions may request a support callback via their Fintesk account

If you have trouble logging in or do not have a Fintesk account, you can contact us at contacto@fintesk.com.

Notwithstanding the foregoing, for any Fintesk Service purchased from a Reseller, first-line technical support will be provided by the Reseller and not by Fintesk.

3.7 User Verification

The Client understands and agrees that we may require them to provide information that may be used to confirm their identity and help ensure the security of their Account and/or User. In the event the Client loses access to an Account or requests information about an Account, we reserve the right to request any verification from the Client we deem necessary before restoring access or providing information about such Account.

3.8 Features

Fintesk may, from time to time, make Features available through Fintesk Services, which may be subject to Supplemental Terms. The Client's use of any such Features is subject to the applicable Supplemental Terms.

3.9 Free Trial

A new Client may be entitled to a Free Trial and is not required to provide any credit card or payment information during the Free Trial period. Upon expiration of the Free Trial period, the account will be automatically deactivated. To avoid deactivation or reactivate the Account, the Client must select a Subscription and pay the Fee for the first payment interval of the Subscription. If the Client does not pay the Fee for the first payment interval within 2 weeks after the expiration of the Free Trial period, Fintesk has the right to permanently delete the Account, including all Client Data. In addition to the current collection of Subscriptions, Fintesk may offer special discounts and promotions from time to time at Fintesk's sole discretion, which may be subject to additional terms and conditions.

3.10 Beta Services

Fintesk may offer Clients certain Features for testing and evaluation purposes referred to as Beta Services. Fintesk reserves the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services, with or without prior notice to the Client. NOTWITHSTANDING ANY PROVISION TO THE CONTRARY IN THESE TERMS, THE CLIENT AGREES THAT FINTESK SHALL NOT BE LIABLE TO THE CLIENT OR ANY THIRD PARTY FOR ANY DAMAGES RELATED TO, ARISING FROM THE CLIENT'S USE OF BETA SERVICES, OR CAUSED BY THE MODIFICATION, SUSPENSION, OR DISCONTINUATION OF ANY OF THE BETA SERVICES, FOR ANY REASON.

3.11 Non-Fintesk Applications

Fintesk or third parties may make available third-party applications that are not Fintesk applications (including a potential "Marketplace" directory) and offer a listing of certain external providers ("External Providers") that the Client engages for integration services, software development, or other services in connection with the use of Fintesk. If the Client chooses to acquire a Non-Fintesk Application or engage an External Provider, the terms and conditions regarding their use or receipt of the Non-Fintesk Application or External Provider services are between the Client and the provider of those Non-Fintesk Applications or the External Provider, and any data exchange between the Client and such external provider is solely between the Client and the relevant provider. Any questions, concerns, or disputes arising based on the Client's use of Non-Fintesk Applications or External Provider services must be addressed with the provider of such Non-Fintesk Application or External Provider and not with Fintesk.

Fintesk does not warrant, support, or maintain Non-Fintesk Applications or services or materials provided by External Providers, whether designated by Fintesk as “certified” or not. Fintesk does not recommend any particular External Provider, and the existence of a directory or search functionality should not be construed as Fintesk recommending an Application or External Provider. Fintesk is not responsible for any disclosure, modification, or deletion of Client Data resulting from access by such Non-Fintesk Application or its provider. The Client should be aware that Non-Fintesk Applications may allow users to have access to Client Data normally reserved for Administrators.

Integration with Non-Fintesk Applications. Fintesk Services may contain Features and functions designed to interoperate with Non-Fintesk Applications. However, Fintesk cannot guarantee the continued availability of such Features or functionalities, and may cease providing them without prior notice and without entitling the Client to any refund, credit, or other compensation, if, for example and without limitation, the provider of a non-Fintesk service ceases to make the Non-Fintesk Application available to interoperate with the corresponding Features or functionalities in a manner acceptable to Fintesk.

FINTESK SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY CLAIMS ARISING FROM OR RELATING TO NON-FINTESK APPLICATIONS OR EXTERNAL PROVIDERS.

4. RESTRICTIONS

4.1 Prohibited Activities

The Client and its Users may use Fintesk Services, and any part or element thereof, only within the scope, with the means, and for the purposes identified in these Terms and applicable law. By way of example, neither the Client nor any User may:

Use Fintesk Services or any part or element thereof to commit a crime, infringe any applicable law, or entice or invite others to carry out such illegal actions;
Copy, duplicate, distribute, modify, adapt, hack, create derivative works, reverse engineer, or decompile Fintesk Services or any part or element thereof, or attempt to extract the source code thereof, or decipher, circumvent, override, violate, or disable any security feature or other technological features or measures of Fintesk Services or Fintesk Materials, unless (i) expressly permitted by applicable law and (ii) to the extent Fintesk is not authorized by applicable law to exclude or limit the foregoing rights;
Access or attempt to access or use Fintesk Services for purposes of competitive analysis or the development, provision, or use of a competing software service or product;
Conduct any security testing or penetration testing of Fintesk Services or Fintesk Materials;
Provide false, inaccurate, or misleading information;
Act in a defamatory, slanderous, threatening, or harassing manner towards Fintesk; or
Use Fintesk Services or any part or element thereof in any way that is in violation of applicable law or unless you have agreed to be bound by these Terms.

The Client or any User may not, without Fintesk's prior express written consent:

sell, resell, lease, license, sublicense, distribute, provide, reveal, disclose, exploit, or otherwise grant access or make Fintesk Services available to third parties, in whole or in part, unless such third parties are Users of the same Client; or
use Fintesk Services, or any part or element thereof, in a scope, with means, or for purposes other than those for which its functionality was designed.

4.3 Trade Control Compliance

The Client, any User, Reseller, or agent (“Third Party”) represents, warrants, agrees, and accepts that, with respect to Fintesk Services:

The Third Party has complied and will comply, and will cause its directors, officers, employees, and agents to comply with economic, trade, and financial sanctions laws and regulations.
The Third Party will not take any action, directly or indirectly, that could cause Fintesk or any of its Affiliates, or any of their respective officers, directors, employees, or representatives, to violate any Sanctions or Trade Controls.
Fintesk, at its sole discretion, shall have the right to immediately terminate access to or use of Fintesk Services without prior notice or liability to the Third Party, if the Third Party, or any person employed by or affiliated with a Third Party, takes any action in violation of the provisions outlined in this Section 4 or if Fintesk determines, at its sole discretion, that the Third Party's continued use of Fintesk Services could violate Sanctions or Trade Controls.

5. FINTESK RESPONSIBILITIES

5.1. Provision of Fintesk Services

Fintesk (a) will make Fintesk Services, Content, and Client Data available to the Client pursuant to these Terms, (b) will provide support as described in Section 3.6 for Fintesk Services to the Client in accordance with the Client's Subscription, (c) will make commercially reasonable efforts to make Fintesk Services available 24 hours a day, 7 days a week, except for: (i) planned downtime (of which Fintesk will provide advance electronic notice), and (ii) any unavailability caused by circumstances beyond Fintesk's reasonable control, including, for example, an act of Force Majeure, act of government, flood, fire, earthquake, civil unrest, act of terror, pandemic, strike or other labor problem, Internet service provider failure or delay, or denial of service attack. Fintesk may use Sub-processors to provide Fintesk Services. Fintesk will make all commercially reasonable efforts to ensure that data transfers to Sub-processors comply with requirements applicable to the processing of Client Data by Clients and will provide information regarding such data transfers in these Terms for the Client's consideration. For additional information regarding such transfers with Sub-processors, please refer to Fintesk's Privacy Notice and the current list of Sub-processors.

5.2. Protection of Client Data

Fintesk will maintain administrative, physical, and technical safeguards to protect the security, confidentiality, and integrity of Client Data. Those safeguards will include, but are not limited to, measures to prevent unauthorized access, use, modification, or disclosure of Client Data. Furthermore, Fintesk will only access, use, modify, or otherwise disclose Client Data: (a) to provide Fintesk Services and prevent or address technical or service issues, (b) as required by law in accordance with Section 7.6 (Mandatory Disclosure) below, (c) as permitted by these Terms, (d) as expressly permitted by the Client or User in writing.

6. FEES/PAYMENT

The provisions of this Section 6 are applicable only if the Client accesses Fintesk Services directly from Fintesk. If the Client purchases access to Fintesk Services through a Reseller, payment conditions will be established in the Client's agreement with such Reseller.

Use of Fintesk Services, other than through a Free Trial, is subject to a Fee. Upon registering for an Account, the Client must select a Subscription. Different fees apply to different subscriptions. The applicable Fee is charged in advance on a monthly or annual basis. Fintesk reserves the right to modify the Fees of any Subscription, at its reasonable discretion, at any time after the commencement of the Subscription Term, with at least one month's prior notice to the Client; such modification will not take effect until the commencement of any Subscription immediately following the Subscription Term in which Fintesk notified the Client of the modification.

The Client authorizes Fintesk to automatically charge the Client the applicable Fees starting on the Renewal Date, unless the Subscription has been terminated or canceled in accordance with these Terms. If a Client wishes to reduce the number of Users, they must do so before the Renewal Date. Clients may cancel their Subscription at any time as described below; however, they must do so before the Renewal Date to avoid billing of Fees for the next Subscription Term. If the Client chooses to cancel their Subscription during the Subscription Term, the Client may use the Service until the end of the Client's then-current Subscription Term, but will not be refunded the most recently charged Fees (or previous ones).

All fees are non-refundable. For clarity, there are no refunds or credits for periods where the Client did not use an activated Account, used it only partially, deactivated the Account, or canceled these Terms during an ongoing payment interval, or when an Account is terminated or suspended by Fintesk in accordance with Section 13.

All Fees exclude all taxes, levies, or duties applicable under any applicable law, unless otherwise stated herein. The Client is solely responsible for payment of such taxes, levies, or duties.

In the event the Client fails to pay all Fees due within 29 days of the invoice date, Fintesk will suspend all access to the Client's Account. The Client will have 180 days to provide an authorized payment method to reactivate a subscription and their Account; otherwise, Fintesk has the right to permanently delete the Account, including all Client Data contained therein.

6.1 Payment Card Authorization

Fintesk (LibroContable SpA) and its Affiliates may request pre-authorization of the Client's payment card account prior to the purchase of Fintesk Services to verify that the payment card is valid and has the necessary funds or available credit to cover any purchase. The Client agrees to approve such card pre-authorization and to pay the Subscription amounts described on the Website, and authorizes Fintesk to charge all Fees to such card account. The Client agrees to provide Fintesk with updated information regarding their payment card account upon Fintesk's request and at any time the previously provided information is no longer valid.

6.2 Direct Debit Payments

If the Client agrees, Fintesk may choose for the Client to complete a bank debit mandate to enable bank debit payments. In such cases, Fintesk will comply with all applicable national rules and regulations related to direct debit payments.

6.3 Payment Service Providers

Fintesk uses Flow to process Client bank debit payments. More information on how Flow processes Client personal data and Client data protection rights, including the Client's right to object, is available at https://www.flow.cl/faq.php

6.4 Payment Service Providers

The Client acknowledges and agrees that Fintesk may use a third-party payment service provider (e.g., Adyen, Stripe, or similar) to process Subscription Fee payments. The Client is responsible for complying with the terms and conditions of such payment service provider. Fintesk is not responsible for errors, failures, or additional charges imposed by the payment service provider or the Client's financial institution, and the Client shall indemnify Fintesk for any payment dispute or chargeback. Fintesk assumes no liability in connection with the security of the Client's payment information or information the Client provides to the payment service provider.

6.5 Taxes

Unless otherwise stated, Subscription Fees do not include any taxes, levies, duties, assessments, or similar charges (including, but not limited to, value-added taxes, sales taxes, goods and services taxes, transaction taxes, consumption taxes, or excise taxes, collectively known as 'Taxes') imposed by any tax authority. The Client is responsible for paying all Taxes associated with Client purchases pursuant to these Terms, with the exception of taxes based solely on Fintesk's income.

6.6 Electronic Invoice

If Fintesk has not requested pre-authorization of the Client's payment card, then, before the end of each payment interval, an electronic invoice will be issued to the Client for payment of the Fee for the next payment interval. The Client must pay the invoice before the due date indicated on the invoice.

6.7 Late Payment Charges

In the event of delay in any payment, Fintesk may require the Client to pay interest on the delay (late payment penalty) for the period such payment is overdue. The late payment interest rate shall be 3% per month or the maximum permitted by local law, whichever is greater.

6.8 Right of Set-off

In addition to other rights and remedies Fintesk may have, if legally permitted, Fintesk may set off any payment obligation to the Client that Fintesk may incur under the Terms against any fees owed to Fintesk and which the Client has not yet paid under the Terms, or any other agreement between the Client and Fintesk.

6.9 No Refund

The Client agrees that, with the exception of any refund expressly permitted in these Terms, all paid Fees are non-refundable. Fintesk is not obligated to issue a refund or credit for unused Subscription time, loss of features or functionality due to Subscription downgrade, or for any early termination or cancellation by the Client.

7. CLIENT DATA/SENSITIVE INFORMATION

7.1 Rights to Client Data

In relation to Client Data, the Client affirms, represents, and warrants that:

(i) the Client owns their Client Data or has the necessary licenses, rights, consents, and permissions to use and authorize Fintesk to display or use Client Data under all patents, trademarks, copyrights, trade secrets, or other proprietary rights in their Client Data in a manner consistent with the intended Features of Fintesk Services and these Terms, and to grant the rights and license set forth in these Terms, and

(ii) Client Data, or Fintesk's or any Fintesk licensee's use of such Client Data pursuant to these Terms, does not:

(a) infringe, violate, or misappropriate any third-party rights, including copyrights, trademarks, patents, trade secrets, moral rights, rights of privacy, rights of publicity, or any other intellectual property or proprietary right;
(b) violate any applicable law or regulation anywhere in the world; or
(c) require obtaining a license or payment of fees and/or royalties by Fintesk to a third party for the provision of any Fintesk Service the Client has chosen for Fintesk to perform or for the exercise of any right granted in these Terms, unless the Client and Fintesk agree otherwise.

7.2 Uploading Client Data to Fintesk Services

The Client is solely responsible for the accuracy, quality, legality, reliability, integrity, and correctness of all Client Data. The Client represents and warrants that they have the authority and necessary rights to use Fintesk Services and upload Client Data as contemplated by this Agreement, without violating third-party rights or applicable laws.

If the Client uploads Client Data to Fintesk Services, such Client Data and any processing of such Client Data must comply with these Terms and applicable law.

All rights, title, and interest in Client Data belong to the Client or their respective owners (including Users, individuals, and organizations), whether posted and/or uploaded by the Client or made available on or through Fintesk Services.

By uploading Client Data to Fintesk Services, the Client grants Fintesk a worldwide, non-exclusive, royalty-free, fully paid right and license to use, reproduce, modify, adapt, display, and distribute Client Data (i) as necessary to provide Fintesk Services and its functionalities to the Client, (ii) as required by law, and (iii) as otherwise permitted by this Agreement (including to generate aggregated or anonymized Fintesk Data, if permitted in Section 1.1).

The Client is responsible for ensuring that:

The Client and any Users associated with the Account do not create, transmit, display, or otherwise make available Client Data that infringes these Terms, the rights of Fintesk, other clients or users of Fintesk Services, or individuals or organizations;
Client Data is not harmful (for example, viruses, worms, malware, and other destructive codes), offensive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, invasive of another's privacy, hateful, or illegal; and
The Client and all Users associated with the Account have the necessary rights to use Client Data, including to insert it into Fintesk Services and process it through the Account.

7.3 No Liability for Client Data

Fintesk does not guarantee any accuracy with respect to information contained in Client Data and recommends that the Client carefully consider what they transmit, send, or post through Fintesk Services. The Client understands that all information contained in Client Data is the sole responsibility of the person from whom such Client Data originated. The Client is solely responsible for the accuracy, quality, legality, reliability, integrity, and correctness of all Client Data. The Client represents and warrants that they have the authority and necessary rights to use Fintesk Services and upload Client Data as contemplated by this Agreement, without violating third-party rights or applicable laws.

7.4 Sensitive Information and Illicit Client Data

The Client shall not use the Fintesk Service in any way to process:

(a) Sensitive Information or
(b) Client Data that is, in any way, prohibited by law or violates these Terms.

Fintesk is not obligated to pre-screen, monitor, or filter Client Data, or its processing by the Client, to determine if it is Sensitive Information or of an illegal nature.

However, if Fintesk, at its sole discretion, has reason to believe that the Client is processing any illegal Client Data or Sensitive Information, or if the action of its processing is of an illegal nature, Fintesk has the right to:

(a) notify the Client of such illegal Client Data or Sensitive Information;
(b) deny its use in Fintesk Services;
(c) require the Client to bring their use of Fintesk Services into compliance with these Terms and applicable law;
(d) temporarily or permanently remove illegal Client Data or Sensitive Information from Fintesk Services, restrict access to it, or delete it.

If Fintesk is presented with convincing evidence that Client Data is not Sensitive Information or illegal, Fintesk may, at its sole discretion, restore such Client Data or Sensitive Information, which was previously removed from Fintesk Services or the Account or access to which was restricted.

Fintesk Services are not designed to comply with industry-specific regulations, such as the Health Insurance Portability and Accountability Act (HIPAA) or the Federal Information Security Management Act (FISMA). As such, the Client may not use Fintesk Services where their communications would be subject to such laws. Furthermore, the Client may not use Fintesk Services in a manner that violates the Gramm-Leach-Bliley Act (GLBA).

THE CLIENT ACKNOWLEDGES THAT FINTESK SERVICES HAVE NOT BEEN DESIGNED TO PROCESS OR MANAGE SENSITIVE INFORMATION AND, ACCORDINGLY, THE CLIENT AGREES NOT TO USE FINTESK SERVICES TO COLLECT, MANAGE, OR PROCESS SENSITIVE INFORMATION. FINTESK SHALL NOT HAVE, AND FINTESK SPECIFICALLY DISCLAIMS, ANY LIABILITY THAT MAY RESULT FROM THE CLIENT'S USE OF FINTESK SERVICES TO COLLECT, PROCESS, OR MANAGE SENSITIVE INFORMATION.

To the extent Fintesk processes Personal Data (as defined in the DPA) on behalf of the Client, the parties agree to be bound by the current version of Fintesk's Data Processing Addendum. The DPA describes Fintesk's obligations as a 'processor' (or its equivalent) in relation to Client Data containing Personal Data.

7.5 Fintesk Rights to Client Data

Fintesk may use Client Data in an aggregated or anonymous format for research, educational, and other similar purposes. Fintesk cannot publicly use or display Client Data without the Client's written consent and respects the Client's right to exclusive ownership of Client Data.

Unless specifically permitted by the Client and otherwise set forth herein, the Client's use of Fintesk Services does not grant Fintesk the license to use, reproduce, adapt, modify, publish, or distribute Client Data created by the Client or stored in the Client's Account for commercial, marketing, or any similar purpose.

The Client expressly grants Fintesk the right to use and analyze aggregated system activity data associated with the Client's and its Users' use of Fintesk Services for the purpose of optimizing, improving, or enhancing how Fintesk Services operate, and to create new Features and functions in connection with Fintesk Services at Fintesk's sole discretion.

7.6 Mandatory Disclosures

Fintesk will endeavor, unless prohibited by law or a court order exists, to notify the Client before disclosing Client Data to a third party as a result of a legal requirement or government or court order. The Client is responsible for legally objecting to or contesting such disclosure request.

8. PRIVACY

Fintesk's Privacy Notice is available at Security and Privacy

9. INTELLECTUAL PROPERTY RIGHTS

9.1 Fintesk Intellectual Property Rights

Fintesk Services, the Platform, Fintesk Materials (including Fintesk Data), Fintesk trade names and trademarks, and any associated Intellectual Property Rights are solely and exclusively owned and operated by Fintesk, its Affiliates, or their respective third-party providers and hosting partners.

Fintesk Materials are protected by copyright, trade dress, patent, trade secret, and trademark laws, international conventions and treaties, and all other intellectual property and proprietary rights laws.

Except for the limited license granted in Section 3 and as set forth in these Terms, the Client's use of Fintesk Services and Fintesk Materials, and any part or element, does not grant the Client any ownership right or Intellectual Property Rights therein.

Any commercial or promotional distribution, publication, or exploitation of Fintesk Materials is strictly prohibited unless the Client has received prior express written permission from Fintesk or the applicable rights holder.

The Client may not use Fintesk trade names and trademarks in any manner that disparages Fintesk or its products or services, or portrays Fintesk in a false, competitively adverse, or deficient manner.

Fintesk reserves all rights to Fintesk Services, the Platform, Fintesk Materials, and Fintesk trade names and trademarks not expressly granted in the Terms.

9.2 Client Intellectual Property Rights to Their Data

Subject to these Terms and payment of the applicable Fee, Fintesk grants the Client and its Users a non-exclusive, non-transferable, and non-sublicensable license to download a single copy of any part of the Content solely for their personal, non-commercial use.

The Client shall not remove copyright and proprietary notices contained in any part of the Content.

The Client expressly acknowledges that they do not acquire any ownership rights by downloading any copyrighted material from or through the Platform or Fintesk Services.

The Client shall not copy, distribute, or publish any Content or any information obtained or derived therefrom, except as expressly permitted by Fintesk.

The Client shall retain ownership of all Intellectual Property Rights in Client Data. Subject to the license grant to Fintesk in Section 7.2 (License of Use for Fintesk), Fintesk acquires no right, title, or interest, express or implied, in Client Data, except as provided in these Terms.

9.3 Feedback

If a Client or User provides Feedback to Fintesk, Fintesk shall have the right to use such Feedback at its discretion, including, but not limited to, incorporating such suggested changes into Fintesk Services.

The Client hereby irrevocably assigns and transfers to Fintesk all rights, title, and interest in any Comment or Feedback provided to Fintesk. Fintesk shall have the right to use and exploit such Feedback indefinitely without any obligation of compensation, consideration, or attribution to the Client or User.

Fintesk shall have the right to modify or delete any Comment provided in public areas of the Website that Fintesk considers, at its sole discretion, harmful, offensive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, invasive of another's privacy, hateful, or illegal.

9.4 Third-Party Rights

The Client agrees that Fintesk Services may contain or incorporate software, content, data, or materials from third parties protected by copyright, patents, trademarks, or other intellectual property rights owned by or licensed to such third parties. The Client agrees to comply with all license or usage terms associated with such third-party materials. Fintesk shall have no liability whatsoever for claims arising from or relating to third-party intellectual property rights.

10. DISCLAIMERS; NO WARRANTY

UNLESS FINTESK EXPRESSLY STATES OTHERWISE, FINTESK SERVICES, FINTESK MATERIAL, THE PLATFORM, AND ANY CONTENT OR FEATURES AVAILABLE ALONG WITH OR THROUGH FINTESK SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED PURSUANT TO APPLICABLE LAW, FINTESK AND ITS AFFILIATES DISCLAIM ALL LEGAL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, ACCURACY, PRECISION, AND RELIABILITY.

UNLESS FINTESK EXPRESSLY STATES OTHERWISE, FINTESK AND ITS AFFILIATES DO NOT WARRANT THAT FINTESK SERVICES AND ANY CONTENT OR FEATURES AVAILABLE ALONG WITH OR THROUGH FINTESK SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT FINTESK SERVICES AND ANY CONTENT OR FEATURES AVAILABLE ALONG WITH FINTESK SERVICES OR THROUGH FINTESK SERVICES OR THE PLATFORM THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

UNLESS FINTESK EXPRESSLY STATES OTHERWISE, FINTESK AND ITS AFFILIATES DO NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR RESULTS OF THE USE OF THE PLATFORM, FINTESK SERVICES, FINTESK MATERIALS, OR ANY WEBSITE, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

ALL PROFESSIONAL SERVICES, INCLUDING BUT NOT LIMITED TO IMPLEMENTATION, DATA IMPORT, TRAINING, CONSULTING, AND SUPPORT SERVICES, ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE CLIENT ACKNOWLEDGES THAT THE RESULTS OF PROFESSIONAL SERVICES MAY VARY AND THAT FINTESK DOES NOT GUARANTEE ANY SPECIFIC RESULT OR OUTCOMES FROM SUCH SERVICES. BY PROVIDING FINTESK OR ITS REPRESENTATIVES ACCESS TO CLIENT ACCOUNTS, WHETHER DIRECTLY OR THROUGH A THIRD-PARTY APPLICATION, THE CLIENT CONSENTS TO SUCH ACCESS AND AGREES THAT FINTESK SHALL NOT BE LIABLE FOR ANY ISSUE, ERROR, OR DAMAGE ARISING FROM SUCH ACCESS OR RELATED ACTIONS.

IF THE LAWS OF CERTAIN COUNTRIES AND STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS, SET FORTH IN THIS SECTION 10, MAY NOT APPLY TO FINTESK, AND THE CLIENT MAY HAVE ADDITIONAL RIGHTS AS ESTABLISHED BY LAW.

11. INDEMNIFICATION

11.1 Indemnification by the Client

The Client will defend, indemnify, and hold harmless Fintesk, its Affiliates, and their respective directors, officers, employees, and agents (collectively, the "Fintesk Parties"), against any claim, loss, damage, liability, or expense, including attorney's fees ("Claim") arising from or related to:

The use or misuse of Fintesk Services or Materials by the Client or its Users.
The breach by the Client or its Users of these Terms or any applicable law.
Any Claim by a third party alleging that Client Data infringes the intellectual property rights of such third party.
Any breach or inaccuracy of the Client's representations or warranties under these Terms.

Fintesk reserves the right, at its expense, to assume the exclusive defense and control of any matter subject to indemnification by the Client, and the Client agrees to cooperate with Fintesk in such defense.

11.2 Indemnification by Fintesk

Fintesk will defend, indemnify, and hold harmless the Client, its Affiliates, and their respective directors, officers, employees, and agents against any Claim by a third party alleging that Fintesk Services (excluding Non-Fintesk Applications and Client Data) directly infringe the Intellectual Property Rights of such third party.

Fintesk shall have no indemnification obligation under this section if the Claim arises from: (i) the Client's use of the Services contrary to these Terms; (ii) use of the Services in combination with software or data not provided by Fintesk; (iii) any Client Data; or (iv) Non-Fintesk Applications.

If Fintesk reasonably believes that an infringement claim related to Fintesk Services may arise, Fintesk may, without limiting Fintesk's indemnification obligations herein, procure the right for the Client to continue using Fintesk Services or modify Fintesk Services in a functionally equivalent manner to avoid such infringement claim. If the foregoing options are not available on commercially reasonable terms and conditions (as determined by Fintesk), Fintesk may immediately terminate these Terms and refund the Client a pro-rated amount of prepaid Subscription Fees for access to Services actually paid by the Client for the remainder of the Subscription Term.

The Client Parties receiving notice, or becoming aware, of a claim that Fintesk has agreed to defend under this Section must give Fintesk immediate written notice of such claim or allegation, setting forth in reasonable detail the facts and circumstances surrounding the claim. The Client Parties shall not make any payment or incur costs or expenses regarding such claim, except as requested by Fintesk or necessary to comply with this procedure. The Client Parties shall not make any admission of liability or take any other action that limits Fintesk's ability to defend the claim. Fintesk shall have the right to assume full and complete control of the defense or settlement of such claim or allegation. The Client Parties shall cooperate fully in the defense or settlement of the claim as reasonably requested by Fintesk.

12. LIMITATION OF LIABILITY

12.1 No Liability

Fintesk shall not be liable to the Client or User for consequences arising from:

any modification of these Terms, modification of Fintesk Services, Fintesk Material, use of the Account by the Client or any part or element thereof, including, but not limited to, any error, permanent or temporary interruption, disruption, suspension, or other type of unavailability of Fintesk Services or Fintesk Materials;
deletion, corruption, or failure to store Client Data;
use of Client Data by the Client or any Users associated with the Account;
upgrade or downgrade of a current Subscription by the Client;
any disclosure, loss, or unauthorized use of the Client's or any User's login credentials due to the Client failing to keep them confidential;
the Client's use of the Account or Fintesk Services through web browsers other than those accepted or supported by Fintesk;
the application of any remedy against the Client or Users by Fintesk; for example, if the Client or User has committed a crime or infringed applicable law when using Fintesk Services or any part or element thereof;
differences between technologies and platforms used for access; for example, if certain Features, functions, parts, or elements of Fintesk Services are designed for use on a personal or laptop computer and do not function on a mobile or tablet platform;
Fintesk's application of remedies described in these Terms, even if the reasonable grounds or legal basis for the application of these remedies subsequently prove unfounded or invalid.

Furthermore, Fintesk and its Affiliates shall not be liable to the Client for any claim by any user, person, organization, or third parties against the Client arising from the fact that the Client fails to:

provide Fintesk with accurate information regarding the Client, Users, or the Account;
notify Fintesk of any reason why a User is not entitled to use the Account on behalf of the Client;
provide any Fintesk Service or Feature they have agreed to provide to any person or organization (whether such failure arises as a result of Fintesk's negligence, breach of these Terms, or otherwise);
ensure the legality of Client Data;
obtain necessary rights to use Client Data; or
comply with any of the restrictions described in these Terms.

12.2 Limitation of Liability

IN NO EVENT SHALL THE TOTAL LIABILITY OF FINTESK AND ITS AFFILIATES ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER RESPECTING A SINGLE OCCURRENCE OR A SERIES OF OCCURRENCES, EXCEED THE TOTAL AMOUNT PAID BY THE CLIENT HEREUNDER FOR THE SPECIFIC FINTESK SERVICES GIVING RISE TO THE LIABILITY IN THE TWELVE (12) MONTHS PRECEDING THE FIRST INCIDENT FROM WHICH THE LIABILITY AROSE. THE FOREGOING LIMITATION WILL APPLY WHETHER AN ACTION IS FOR NEGLIGENCE, CONTRACT OR TORT, MISREPRESENTATION, OR OTHERWISE, AND REGARDLESS OF THE THEORY OF LIABILITY, BUT WILL NOT LIMIT THE CLIENT'S PAYMENT OBLIGATIONS SET FORTH IN SECTION 5 “FEES/PAYMENT.”

EXCEPT FOR THE CLIENT'S INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 11 “INDEMNIFICATION,” IN NO EVENT SHALL EITHER PARTY OR ITS AFFILIATES HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS FOR LOSS OF PROFITS, REVENUE, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES, WHETHER AN ACTION IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF A PARTY OR ITS AFFILIATES' REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER SHALL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.

12.4 Applicability of Limitations

THE LIMITATIONS OF LIABILITY AND EXCLUSIONS OF DAMAGES IN SECTIONS 12.2 AND 12.3 SHALL APPLY: (i) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS OR ELSEWHERE; (ii) TO ALL CLAIMS IN AGGREGATE ARISING UNDER OR RELATED TO THESE TERMS OR THE SUBJECT MATTER OF THESE TERMS; (iii) REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UNDER WHICH THE CLAIM ARISES, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), INDEMNIFICATION, STRICT LIABILITY, OR OTHERWISE; (iv) REGARDLESS OF WHETHER FINTESK HAS BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY OF SUCH DAMAGES; AND (v) REGARDLESS OF WHETHER REMEDIES AVAILABLE UNDER THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE.

12.5 Acknowledgement of Risk Allocation

THE DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITY CONTAINED IN THESE TERMS ARE FUNDAMENTAL PARTS OF THE BASIS OF FINTESK'S AGREEMENT HEREUNDER, AND THE CLIENT ACKNOWLEDGES THAT SUCH PROVISIONS REPRESENT A REASONABLE ALLOCATION OF RISK. Since some jurisdictions do not allow certain limitations or exclusions of warranties or liability, some or all of the limitations and exclusions set forth in this Section 12 may be considered inapplicable as applied to the Client Parties. In such cases, FINTESK's liability will be limited to the greatest extent permitted by applicable law.

13. TERMINATION / SUSPENSION

13.1 For Convenience

These Terms and the Client's access to Fintesk Services may be terminated for convenience in the following situations:

by the Client at any time: (i) by clicking the cancellation link in Fintesk Services, (ii) by revoking the billing agreement in their PayPal profile, if the Client is paying for the Fintesk Service with a PayPal account; or (iii) by means of an agreement between the Client and the Reseller, if the Client is paying for the Fintesk Service through a Reseller; provided, however, that such termination shall not be effective until the next Renewal Date;
by Fintesk effective on the next Renewal Date;
by Fintesk at any stage and for any reason, provided that Fintesk provides a pro-rated refund of any unused prepaid Subscription Fee for the remainder of the Subscription Term; or
immediately by either party, if proceedings are initiated for the liquidation or insolvency of the other party or a negotiated agreement is concluded with the other party's creditors or an assignment is made on behalf of the other party for the benefit of creditors.

13.2 For Cause

These Terms and the Client's access to Fintesk Services may be terminated for cause upon written notice to the other party in accordance with Section

$$ASSUME NOTICE SECTION NUMBER$$
("Notice"):

by either party if the other party breaches these Terms and fails to cure the breach within 30 days after receipt of notice specifying the breach in reasonable detail;
immediately by Fintesk if the Client breaches its obligations under Section 4 "Restrictions", 7 "Client Data/Sensitive Information", 9 "Intellectual Property Rights" or 11 "Indemnification"; or
by Fintesk with immediate effect if: (i) it is suspected, at Fintesk's sole discretion, that the Client's use of Fintesk Services is illegal activity, (ii) requests made by law enforcement, court order, or other government agencies for such termination, or (iii) if the Client's use of Fintesk Services endangers the property of others, the website, or the Platform.

13.3 Effect of Termination

Upon termination of these Terms for any reason:

Fintesk will deactivate and permanently delete the Account and all Client Data in Fintesk Services within 180 days after the effective date of termination of these Terms and/or the Client's access to Fintesk Services. If the Client specifically requests an earlier deletion of the Account and all Client Data, Fintesk will comply with the request within 1 month of its receipt.
The Client must:
- cease using and avoid further use of Fintesk Services;
- pay any amount owed to Fintesk under these Terms; and
- discharge any liability incurred by the Client under these Terms prior to termination.
Except as otherwise set forth herein, in no event shall the Client receive a refund of any prepaid Subscription Fee hereunder.
The following provisions shall survive the termination of these Terms: Sections 1, 4, 6, 7, 8, 9, 10, 11, 12, and the subsequent General Provisions sections.

13.4 Suspension

Fintesk has the right to suspend access to all or part of the Fintesk Service or an Account, including removal of content, at any time, with or without notice, and for any period of time, if: Fintesk determines that (i) there is a threat or attack on any of the Fintesk Services; (ii) the use of Fintesk Services by the Client or any User disrupts or poses a security risk to Fintesk Services or to any other customer or supplier of Fintesk; (iii) the Client or any User is using Fintesk Services for fraudulent or illegal activities; (iv) subject to applicable law, the Client has ceased to continue their business in the ordinary course, has made an assignment for the benefit of creditors or similar disposition of their assets, or has become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; (v) the provision of Fintesk Services by Fintesk to the Client or any User is prohibited by applicable law; (vi) the Client is, or Fintesk reasonably suspects that they are, breaching these Terms; or (vii) the Client's or their Users' use of the Fintesk Service is excessive in relation to other users of the Fintesk Service, (viii) to protect the integrity, operability, and security of the Fintesk Service (collectively, a "Service Suspension"). Unless prohibited by law or legal process or to prevent imminent harm to the Fintesk Service or any third party, Fintesk generally provides notice of a Service Suspension in the form of a banner or email on or before such suspension. Fintesk, at its discretion and in good faith, will tailor any suspension as necessary to preserve the integrity, operability, and security of Fintesk Services. Fintesk shall have no obligation to provide the Client with any credit or refund of prepaid Subscription Fees due to suspension in accordance with these Terms. Fintesk shall have no liability for damages, liabilities, losses (including any loss of data or profits), or any other consequence that the Client or any User may incur as a result of a Service Suspension.

14. FINTESK CONTRACTING ENTITY/ARBITRATION/GOVERNING LAW AND JURISDICTION

14.1 Fintesk Contracting Entity

The Fintesk entity with which the Client contracts under these Terms depends on the Client's domicile. Fintesk determines the Client's domicile based on the country indicated in the Client's billing address. For Free Trials, Fintesk determines the Client's domicile based on the location indicated by the Client's IP address.

By accepting these Terms or using Fintesk Services, the Client is contracting with the Fintesk entity indicated:

LibroContable SpA (Fintesk)
Email: contacto@fintesk.com
Address: Dr Manuel Barros Borgoño 71, office 1105.
Providencia, Santiago, Chile.

14.2 Arbitration/Governing Law and Jurisdiction

In the event of a dispute, controversy, or claim arising out of or in relation to these Terms, including, without limitation, the formation, validity, breach, or termination thereof, the parties will attempt to resolve the matter amicably in mutual negotiations. In the event that a mutually acceptable resolution cannot be reached within a reasonable time, either party shall have the right to seek all available remedies, including legal remedies subject to the terms and conditions set forth below.

Notwithstanding the foregoing and subject to the terms and conditions set forth below, either party may seek injunctive relief regarding any disputed matter to the extent possible under applicable law.

In the event that an amicable settlement between the parties is not possible, the dispute shall be finally resolved by arbitration as designated herein, subject to the terms and conditions set forth below.

Any issue related to these Terms that is not expressly or implicitly resolved by the provisions contained in these Terms shall be governed and interpreted in accordance with the following:

For Clients not specifically referred to in these Terms, all disputes or controversies arising out of or in relation to the Terms, including any question regarding their existence, validity, or termination, shall be resolved under the common domicile of the City of Santiago and where both the Client and Fintesk agree to submit to the judicial authorities that the law determines as competent to resolve the controversy presented between the parties, in the manner and under the parameters established in the corresponding legislation.

Arbitration shall be initiated by a request for arbitration by either party, delivered to the other party.

The request for arbitration must state the nature of the claim(s) and the relief sought.

Unless specifically limited otherwise in these Terms, the arbitral tribunal shall have the power to grant any remedy or relief it deems appropriate, whether provisional or final, including, without limitation, injunctive relief and any measure ordered by the arbitral tribunal, to the extent permitted by applicable law, shall be considered a final award on the subject of the measures and shall be enforceable as such.

Each party retains the right to apply to any court of competent jurisdiction for provisional and/or interim measures, including attachments or injunctions prior to arbitration, and such request shall not be deemed incompatible with the arbitration agreement or a waiver of the right to arbitrate.

The parties and the members of the arbitral tribunal shall maintain the confidentiality of the existence and content of the arbitration proceedings and any ruling or award, except

(i) to the extent disclosure is required of a party to comply with a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings before a state court or other judicial authority,
(ii) with the consent of all parties,
(iii) when necessary for the preparation or presentation of a claim or defense in this arbitration,
(iv) when such information is already in the public domain except as a result of a breach of this clause, or
(v) by order of the arbitral tribunal at the request of one of the parties.

The arbitral tribunal may include in its award an allocation to either party of costs and expenses, including attorney's fees, that the arbitral tribunal considers reasonable.

Any award of the arbitral tribunal shall be final and binding on the parties. Enforcement of any award may be sought in any court of competent jurisdiction.

For all purposes of these Terms, the parties agree to

(a) exclusive jurisdiction and venue in the county of Santiago, Chile and
(b) the laws of Chile as governing law, without giving effect to any conflict of laws principles.

Use of Fintesk Services is not authorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

Notwithstanding the foregoing, the Client and Fintesk agree that nothing contained herein shall be construed as a waiver, exclusion, or limitation of either party's right to (i) pursue enforcement actions through appropriate federal, state, or local agencies where such actions are available, (ii) seek injunctive relief in a court of law, or (iii) file suit in a court of law to address intellectual property infringement claims.

15. GENERAL

15.1 Relationship of the Parties

The parties will act solely as independent contractors. These Terms shall not be construed as creating an agency, partnership, joint venture, fiduciary duty, or any other form of legal association between the Client and Fintesk, and the Client shall not represent otherwise, whether expressly, implicitly, apparently, or otherwise. These Terms are not for the benefit of third parties.

15.2 Severability

If any term, condition, or provision of these Terms is held to be invalid, unenforceable, or illegal in whole or in part for any reason, that provision shall apply to the maximum extent permitted to achieve the intent of the parties. The validity and enforceability of the remaining terms, conditions, or provisions, or parts thereof, shall not be affected.

15.3 Entire Agreement

These Terms constitute the entire agreement between the Client and Fintesk regarding the Client's use of Fintesk Services, Fintesk Materials, and the Platform and supersede all prior and contemporary agreements, proposals, or representations, written or oral, regarding their subject matter.

Except as otherwise provided herein, no modification, amendment, or waiver of any provision of these Terms shall be effective unless made in writing and signed by the party against whom the modification, amendment, or waiver is asserted.

15.4 Modifications

Modifications to these Terms will take effect as soon as possible between (i) the next Renewal Date following publication, or (ii) thirty (30) days after publication (the "Modified Date").

If the Client does not wish to be bound by the modifications, then the Client must cancel before the Modified Date in accordance with Section 13 (TERMINATION/SUSPENSION).

The Client's continued use of Fintesk Services after the Modified Date constitutes their unconditional acceptance of the modified Terms.

15.5 Assignment

The Client may not, directly or indirectly, in whole or in part, by operation of law or otherwise, assign or transfer these Terms or delegate any of their rights and/or obligations under these Terms without Fintesk's prior written consent.

Any attempt at assignment, transfer, or delegation without such prior written consent shall be void and unenforceable.

Notwithstanding the foregoing, the Client, or their permitted successors or assigns, may assign or transfer these Terms or delegate any right or obligation hereunder without consent:

(1) to any entity controlled by, or under common control with the Client, or their permitted successors or assigns; or
(2) in connection with a merger, reorganization, transfer, sale of assets or product lines, or change of control or ownership of the Client, or their permitted successors or assigns.

Fintesk may freely assign or transfer these Terms or delegate any of its rights and/or obligations under these Terms without restrictions.

15.6 No Waiver

The failure of either party to exercise or enforce any provision or any of its rights under these Terms shall not be deemed a waiver of future application of that or any other provision or right.

15.7 Notices

Except as otherwise specified in the Terms, all notices related to the Terms shall be in writing and shall be effective as of

(a) personal delivery,
(b) the second business day after mailing, or
(c), except for notices of termination or an indemnifiable claim, which shall be clearly identifiable as “Legal Notices,” the day of sending via email.

Notices related to billing the Client will be sent to the corresponding billing contact designated by the Client via email.

All other notices to the Client will be addressed to the corresponding Client system administrator designated by the Client.

15.8 Force Majeure

In no event shall Fintesk be liable, or be deemed to have breached these Terms, for any failure or delay in performing its obligations under these Terms, if and to the extent such failure or delay is caused by any circumstance beyond Fintesk's reasonable control, including, but not limited to, acts of God, floods, fires, earthquakes, explosions, wars, terrorism, invasions, cyberattacks, riots or other civil unrest, strikes, work stoppages or slowdowns or other industrial disturbances, or passage of laws or any action taken by a government or public authority, including the imposition of an embargo.

Last Updated: 27-11-2025​