Terms of use.

Who we are and what these terms cover

These terms are an agreement between you and ObsidianStrategies LLC (“Obsidian Strategies”, “we”, “us”), a Hard Carbon Group company. They apply to obsidianstrategiesagency.com (“the website”) and to the client portal, including its connection to QuickBooks Online (“the portal”; together, “the services”).

By using the services you accept these terms. When you use the portal, you do so on behalf of a company or other organization (“your organization”). You confirm that you are authorized to do so, and “you” includes your organization. If you don't accept these terms, please don't use the services.

Your engagement agreement comes first

Nothing on the website is an offer, a quote, or a promise to do work. Prices on the website are starting points, not quotes. Case studies describe results in specific engagements and do not predict results in yours.

Scope, fees, timelines, warranties, ownership of deliverables, and confidentiality are governed by the agreement signed for each engagement, such as a proposal, statement of work, or services agreement. If these terms and a signed agreement disagree, the signed agreement controls.

Portal accounts

• Portal access is by invitation only. Your organization decides who on its team should have access and tells us when someone should be added or removed.
• You must be at least 18 and authorized by your organization. Keep your account details accurate.
• Keep your password, authenticator, and recovery codes to yourself. Don't share an account; ask us to invite each person instead. You are responsible for activity under your account, and your organization is responsible for the people it gives access to.
• Tell us straight away at privacy@obsidianstrategiesagency.com if you think someone else has used your account. We may sign you out, reset your sign-in, or pause the account to protect it. We will never ask you for your password.

Your license to use the portal

While your organization works with us, we give you a limited, non-exclusive, non-transferable, revocable license to use the portal for your organization's internal business in connection with that work. The portal is a hosted service: no copy of the software is given to you. Everything not expressly granted in these terms is reserved by us.

Acceptable use

When you use the services, don't:

• Access, or try to access, accounts, data, or parts of the services that aren't yours.
• Probe, scan, or test the services for vulnerabilities, or bypass their security, rate limits, or access controls, without our written permission.
• Upload malware, or material that is unlawful or that you have no right to share.
• Use the services to harass anyone, send spam, or mislead people about who you are.
• Scrape, resell, reverse-engineer, or copy the services (your organization's own content and records excepted), except where the law allows it despite this restriction.
• Overload or interfere with the services, or with anyone else's use of them.
• Use the invoice, payment, or QuickBooks information in the portal for anything other than your organization's own records, accounting, and paying its invoices.

If you find a security problem, report it to privacy@obsidianstrategiesagency.com and give us a reasonable chance to fix it before telling anyone else.

What you put in the portal

Your organization keeps ownership of the messages, files, project details, and other material that you add to the portal. You give us permission to store, copy, process, display, and transmit that material as needed to run the portal, do the work, keep backups, and keep the records described in our Privacy Policy.

You confirm that you have the right to share what you add. What you add is visible to our staff working with your organization and to the people your organization has given access, as the portal shows. We may remove material that breaks these terms or the law.

The portal is not a backup service. Keep your own copies of anything you can't afford to lose.

Invoices, payments, and QuickBooks

• We keep our books in QuickBooks Online, made by Intuit. The portal shows invoices, documents, and payments copied from QuickBooks; it only reads from QuickBooks and never changes anything there. It usually updates within minutes, but it can lag.
• If the portal and an invoice issued from QuickBooks disagree, the invoice controls. Tell us promptly if something looks wrong.
• “Pay online” opens Intuit's own payment page. Payments made there are processed by Intuit under Intuit's terms, and the portal never receives your full card or bank account numbers. You can also pay by the other methods shown on the invoice.
• Due dates and payment terms are those on the invoice and in your agreement.

Other companies' services

The services rely on, and link to, services we don't control, such as Intuit's QuickBooks and payment pages. Their own terms govern your use of them, and we are not responsible for them. Intuit is not a party to these terms and is not responsible for the portal. Links to other websites are for convenience and don't mean we endorse them.

Our intellectual property

The website and portal, including their design, text, graphics, logos, and software, belong to us or our licensors and are protected by law. Don't use our name or logo without our written permission. Ownership of what we build for you is set by your signed agreement, not by these terms.

If you send us suggestions or feedback, we may use them without owing you anything.

Confidentiality

We treat what your organization shares in the portal as confidential and handle it as our agreement and Privacy Policy describe. In return, keep confidential anything non-public that you see in the portal about our methods, our pricing, or our other clients. If your signed agreement has its own confidentiality terms, those control.

Availability and changes

We work to keep the services available and secure, but we don't promise they will be uninterrupted or error-free. Maintenance, or outages at our providers, can make them unavailable for a time. We may change, add, or remove features. Any commitment about uptime or response times is made only in a signed support plan or agreement.

Suspension and ending access

We may suspend or end your access if you break these terms, if your access puts the services or other users at risk, as your agreement allows (for example, for unpaid invoices), or when your organization's engagement with us ends. Your organization can ask us to remove anyone's access at any time.

When access ends, your license ends. Before an organization's portal is closed, it can ask us for copies of its files and documents. Sections that by their nature should survive, such as those on content, intellectual property, disclaimers, liability, and disputes, survive.

Disclaimers

To the fullest extent the law allows, the services are provided “as is” and “as available”, without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. The only warranties for work we do are the ones in your signed agreement.

Content on the website is general information. It is not legal, tax, financial, or accounting advice. Some places don't allow these exclusions, in which case they apply only as far as the law permits.

Limitation of liability

To the fullest extent the law allows, we are not liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill, arising from your use of the website or portal, even if we were told they were possible. Our total liability for all claims combined arising from the website or portal is limited to US$100.

This section does not limit our liability under a signed agreement, which sets its own terms for the work, or any liability that cannot be limited by law, such as for fraud, gross negligence, or willful misconduct.

Your responsibility for misuse

If a third party makes a claim against us because of material you added to the portal, or because you broke these terms or the law while using the services, you will cover our reasonable losses and costs, including legal fees, arising from that claim.

Governing law and disputes

Florida law governs these terms, without regard to conflict-of-law rules. Before either of us starts a legal claim, the one bringing it will first give the other written notice and 30 days to try to resolve it informally (our address is privacy@obsidianstrategiesagency.com). Either of us may still ask a court for urgent relief, such as an injunction, at any time.

Any dispute that can't be resolved that way will be decided only by the state or federal courts located in Florida, and both sides consent to those courts' jurisdiction. If your signed agreement has its own dispute terms, those control for disputes about the work.

Changes to these terms

When we change these terms, we update the date at the top. If a change is material, we will tell portal users by email or in the portal before it takes effect. Continuing to use the services after a change takes effect means you accept it.

General

• Together with your signed agreement, these terms are the whole agreement about the services. Our Privacy Policy explains how we handle personal information.
• If part of these terms can't be enforced, the rest still applies. Not enforcing a term right away doesn't waive it.
• We may transfer these terms as part of a merger, acquisition, or sale of our business, including within Hard Carbon Group. You may not transfer them without our written consent.
• We are not responsible for delays or failures caused by events beyond our reasonable control.
• We send notices to the email address on your account. Send notices to us at the address below.
• These terms don't give rights to anyone except you and us.

Contact

Questions about these terms: privacy@obsidianstrategiesagency.com. ObsidianStrategies LLC, Southwest Florida, United States.