TERMS AND CONDITIONS Effective as of the date of last revision

These Terms and Conditions (these “Terms”) constitute a legally binding agreement between Digital Accountants, a corporation duly organized and existing under the laws of the State of Delaware, United States of America, with its principal place of business and physical operations located in India (hereinafter referred to as the “Company,” “we,” “us,” or “our”), and you, the individual or legal entity accessing or using the Company’s website located at https://digitalaccountants.com (the “Website”) or any of the Services (as defined below) (hereinafter referred to as “you,” “your,” or the “User”).

By accessing or using the Website or any Services, you represent and warrant that you have read, understood, and expressly agree to be bound by these Terms in their entirety. If you do not agree to any provision of these Terms, you must immediately cease all access to and use of the Website and Services.

1. Definitions

For purposes of these Terms:

• “Company,” “we,” “us,” or “our” means Digital Accountants, a Delaware corporation.
• “User,” “you,” or “your” means the individual or entity accessing the Website or engaging the Services.
• “Services” means all accounting, bookkeeping, financial advisory, consulting, digital transformation, compliance, and related professional services offered by the Company, whether delivered through the Website, via separate engagement, or otherwise.
• “Website” means https://digitalaccountants.com, including all subdomains, content, functionality, and services made available thereon.

2. Acceptance and Scope

These Terms govern your access to and use of the Website and any Services. Certain Services may be further governed by a separate written Service Agreement, proposal, statement of work, or engagement letter (each, a “Service Agreement”) executed by the parties. In the event of any conflict between these Terms and a Service Agreement, the Service Agreement shall control with respect to the subject matter thereof.

3. Permitted Use; Prohibited Conduct

You may use the Website and Services solely for lawful purposes and in accordance with these Terms. You shall not, and shall not permit any third party to: (a) use the Website or Services for any fraudulent, abusive, unlawful, or unauthorized purpose; (b) violate any applicable local, state, federal, or international law, rule, or regulation; (c) interfere with or disrupt the security, integrity, or performance of the Website, Services, or any related systems or networks; or (d) engage in any conduct that restricts or inhibits any other person’s use or enjoyment of the Website or Services.

The Company reserves the right, in its sole discretion, to suspend, terminate, or restrict your access to the Website or Services at any time and without prior notice for any violation of these Terms or for any other reason.

4. Service Engagements

All paid or project-based Services are governed exclusively by a separate Service Agreement. No engagement shall commence unless and until: (i) a Service Agreement has been executed or officially accepted by both parties; (ii) the scope of work has been mutually confirmed; and (iii) any applicable setup fees, retainers, or initial payments have been received in cleared funds. The Company reserves the absolute right to refuse any engagement or prospective client for any reason, including without limitation prior non-compliance, credit risk, or regulatory concerns.

5. Intellectual Property Rights

The Website and all original content, features, functionality, methodologies, templates, reports, software tools, dashboards, designs, graphics created by the Company, and other materials originated and provided by the Company (collectively, the “Company IP”) are the exclusive property of the Company or its licensors and are protected by United States and international copyright, trademark, patent, trade-secret, and other intellectual property laws.

All trademarks, service marks, logos, brand names, certification marks, and other intellectual property belonging to third parties—including, without limitation, accounting software providers, technology platforms, and professional certification bodies—that appear on the Website are the sole property of their respective owners. The Company’s display of such third-party marks is for identification, informational, and/or partner-reference purposes only and does not constitute or imply any affiliation with, endorsement by, sponsorship of, or partnership with the Company unless expressly stated otherwise. The Company claims no ownership rights whatsoever in any third-party intellectual property.

You are granted a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Company IP solely for your internal business purposes during the term of any applicable Service Agreement or while using the Website in accordance with these Terms. No license is granted to you with respect to any third-party trademarks, logos, or other intellectual property displayed on the Website. Any unauthorized reproduction, modification, distribution, public display, or commercial exploitation of the Company IP (or any attempt to use third-party marks beyond fair use or nominative reference) is strictly prohibited.

You acknowledge and agree that you acquire no right, title, or interest in or to the Company IP or any third-party intellectual property except as expressly set forth in these Terms.

6. Client Data License

7. Confidentiality

Each party agrees to maintain the confidentiality of all non-public information disclosed by the other party in connection with the Services or the Website, including without limitation financial data, business plans, client information, methodologies, and trade secrets (collectively, “Confidential Information”). The Company shall maintain your Confidential Information in accordance with applicable professional standards and all relevant data-protection laws. Confidentiality obligations shall survive termination or expiration of any Service Agreement or these Terms.

8. Payment Terms

Unless otherwise expressly stated in a Service Agreement: (a) all invoices are due and payable within thirty (30) days of issuance; (b) late payments shall accrue interest at the rate of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law, whichever is lower; and (c) the Company may, without liability, suspend or terminate Services for any account that remains unpaid after the due date until all outstanding amounts (including interest) are paid in full.

All fees are quoted exclusive of applicable taxes, duties, or governmental charges, which shall be your responsibility unless expressly stated otherwise.

9. Disclaimers; No Warranties

THE WEBSITE AND ALL SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. THE COMPANY DOES NOT WARRANT THAT THE WEBSITE OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, NOR DOES IT GUARANTEE ANY SPECIFIC FINANCIAL, TAX, OR BUSINESS OUTCOME.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE WEBSITE, OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE COMPANY’S AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS, THE WEBSITE, OR THE SERVICES SHALL IN NO EVENT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO THE COMPANY FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM IN THE SIX (6) MONTHS PRECEDING THE CLAIM, OR $15,000, WHICHEVER IS LOWER.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, THE COMPANY SHALL HAVE NO LIABILITY FOR ANY INTEREST, PENALTIES, LATE FEES, ADDITIONAL TAX ASSESSMENTS, OR OTHER CHARGES IMPOSED BY THE INTERNAL REVENUE SERVICE (IRS), ANY STATE OR LOCAL TAX AUTHORITY, THE INDIAN INCOME TAX DEPARTMENT, OR ANY OTHER TAXING OR GOVERNMENTAL AUTHORITY, TO THE EXTENT SUCH AMOUNTS RESULT FROM OR ARE ATTRIBUTABLE TO YOUR DELAYED, MISSING, INACCURATE, INCOMPLETE, OR OTHERWISE DEFICIENT PROVISION OF FINANCIAL DATA, RECORDS, OR OTHER INFORMATION TO THE COMPANY.

11. Termination

The Company may terminate or suspend your access to the Website or any Services at any time, with or without cause and without prior notice. Upon termination, all accrued payment obligations and the provisions of Sections 5 (Intellectual Property), 6 (Confidentiality), 8 (Disclaimers), 9 (Limitation of Liability), 10 (Indemnification), and 12 (Governing Law) shall survive.

12. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, affiliates, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your use of the Website or Services; (b) your breach of these Terms or any Service Agreement; or (c) your violation of any applicable law or third-party rights.

13. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict-of-laws principles.

Any dispute, claim, or controversy arising out of or relating to these Terms, the Services, the Privacy Policy, the Disclaimer, or any Service Agreement, or the breach, termination, enforcement, interpretation, or validity thereof (collectively, “Disputes”), shall be resolved exclusively by binding arbitration. The arbitration shall be administered, at the Company’s sole discretion, by either (i) the American Arbitration Association (AAA) under its Commercial Arbitration Rules (or International Arbitration Rules if the dispute involves international parties) or (ii) the Singapore International Arbitration Centre (SIAC) under the SIAC Arbitration Rules then in effect. The place of arbitration shall be conducted virtually by videoconference or at a neutral location to be mutually agreed upon by the parties or determined by the arbitral institution. The language of the arbitration shall be English. The arbitral award shall be final and binding on the parties and may be entered and enforced in any court having jurisdiction thereof.

Each party shall bear its own costs and expenses in connection with the arbitration, unless the arbitrator(s) award otherwise. You agree to waive any right to participate in a class action lawsuit or class-wide arbitration. Nothing in this Section shall prevent the Company from seeking injunctive or other equitable relief in any court of competent jurisdiction for the protection of its intellectual property rights, confidential information, or to enforce any payment obligations.

By using the Website or Services, you irrevocably agree to the foregoing arbitration provisions and waive any right to litigate any Dispute in court (including any right to a jury trial).

14. Miscellaneous

• Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• Entire Agreement. These Terms, together with any Service Agreement, constitute the entire agreement between the parties and supersede all prior understandings.
• No Waiver. No waiver by the Company of any breach shall constitute a waiver of any subsequent breach.
• Changes to Terms. The Company reserves the right to modify these Terms at any time. Revised Terms become effective upon posting on the Website. Your continued use of the Website or Services after such posting constitutes acceptance of the revised Terms.

15. Contact Information

If you have any questions regarding these Terms, please contact the Company at:

📧 Email: info@digitalaccountants.com
🌐 Website: www.digitalaccountants.com

By using the Website or Services, you acknowledge that you have had the opportunity to seek independent legal counsel and that you have read and agree to be bound by these Terms.