Terms of Service

These Terms of Service ("Terms") govern your access to and use of ERPCA, including the ERPCA web application, mobile apps, client portal, application programming interfaces, the website at www.erpca.com and related services (together, the "Services"). The Services are provided by Woodapple Software Solutions Pvt. Ltd., a company incorporated in India ("ERPCA", "we", "us" or "our").

By creating an account, starting a free trial, signing an order form or using the Services, you agree to these Terms on behalf of yourself and the firm or organisation you represent ("you" or "Customer"). If you do not agree, do not use the Services. These Terms should be read with our Privacy Policy and our Cancellation & Refund Policy.

1. The Services

ERPCA is practice management software for chartered accountants, company secretaries, tax practitioners and similar professional firms. It is offered as:

• SaaS: hosted and maintained by us and accessed over the internet.
• On-Premise: installed on infrastructure you control, under a separate licence agreement, for your own practice only.

We may also provide add-on services such as websites, online marketing, office hardware and the Assisted Deployment programme. Add-ons may be governed by an order form or proposal in addition to these Terms. We improve the Services continually and may add, change or remove features. We will not materially reduce the core functionality of a paid subscription during its current term.

2. Accounts and users

• You must provide accurate information when you register and keep it up to date.
• Each user login is for one named person. You are responsible for every activity under your account, for the users you invite (partners, staff, article trainees and client-portal users), and for keeping passwords and one-time codes confidential.
• Tell us promptly at support@erpca.com if you suspect unauthorised access.
• You must be at least 18 years old and able to enter into a binding contract.

3. Free trial

We may offer a free trial of the SaaS Services for a limited period. Trials are provided as they are, may be ended at any time, and data entered during a trial may be deleted if you do not subscribe before the trial ends.

4. Plans, fees and payment

• Fees are as shown on our pricing page or in your order form. SaaS is priced per user and billed annually in advance unless your order form says otherwise, and minimum user numbers apply.
• Indian prices exclude GST and other applicable taxes, which you will pay in addition. International prices are in US dollars.
• Invoices are payable by the due date shown on them. If an invoice remains unpaid after reminders, we may suspend access to the Services until it is paid. We will give you notice before doing so.
• We may change our prices with at least 30 days' notice. Changes apply from your next renewal, not to a term you have already paid for.
• Cancellations and refunds are governed by our Cancellation & Refund Policy.

5. Your data

Information you or your users enter into the Services, including client records, documents, working papers, timesheets and communications ("Customer Data"), belongs to you. You give us permission to host, store, process, transmit and display Customer Data only as needed to provide, secure, support and improve the Services for you, and as described in our Privacy Policy. We do not sell Customer Data.

You are responsible for the accuracy and lawfulness of Customer Data, and for having the rights, consents and notices required to place your clients' information in the Services, including under the Digital Personal Data Protection Act, 2023 and your professional obligations of confidentiality. You can export your Customer Data at any time while your subscription is active and, after it ends, within the period set out in the Cancellation & Refund Policy. After that period we may delete it, except where the law requires us to keep it.

6. Third-party services and integrations

The Services can connect to services provided by others, such as the GST system and e-invoicing portals, Google (including Google Drive and Gmail), Microsoft OneDrive, Dropbox, WhatsApp, Razorpay, PayPal and Tally. When you enable an integration, you authorise us to exchange data with that service on your behalf, and your use of it is also governed by its provider's terms. We are not responsible for services we do not control, and an integration may change or stop working if its provider changes it.

Where the Services access information from Google accounts, our use and transfer of that information follows the Google API Services User Data Policy, including its Limited Use requirements. You can revoke ERPCA's access at any time from your Google account settings.

7. Acceptable use

You must not, and must not allow others to:

• use the Services in breach of any law, or to store or send unlawful, infringing or malicious content;
• try to gain unauthorised access to the Services or other customers' data, or probe, scan or test their vulnerability without our written permission;
• interfere with or overload the Services, or send unsolicited bulk messages through them;
• copy, modify, reverse-engineer or create derivative works of the Services, except as the law expressly allows;
• resell, sublicense or provide the Services to third parties as a service bureau. An On-Premise licence is for your own practice only;
• share a single user login between several people.

8. Professional responsibility

ERPCA is a tool that helps your firm organise its work. It does not provide legal, tax, accounting or other professional advice. You remain responsible for your professional work, filings, deadlines and compliance with the rules of your professional body. Reminders, calendars, calculations and reports in the Services are aids and do not replace your own judgement and verification.

Content on our website, including blog articles, news, the Practice Health Index and answers published under "Ask an expert", is general information, not professional advice, and is provided without warranty. Speak to a qualified professional about your own situation.

9. Intellectual property

We and our licensors own the Services, including the software, design, documentation, trademarks and content we provide. These Terms give you a limited, non-exclusive, non-transferable right to use the Services for your internal business purposes during your subscription. They do not transfer any of our intellectual property to you. If you send us suggestions or feedback, we may use them without any obligation to you.

10. Availability and support

We work to keep the SaaS Services available and to restore them quickly when they are not. Planned maintenance is scheduled outside Indian business hours where possible. Support is available by chat, phone and email during our published support hours. Specific service levels apply only where agreed in a signed order form.

11. Confidentiality and security

Each party will keep the other's confidential information confidential and use it only for the purposes of these Terms. We maintain technical and organisational measures to protect Customer Data, as described in our Privacy Policy. You are responsible for securing your own devices, networks and user accounts, and, for On-Premise deployments, the infrastructure the Services run on.

12. Suspension and termination

• You may stop using the Services at any time. Subscriptions renew for a further term unless cancelled as set out in the Cancellation & Refund Policy.
• We may suspend or terminate access if you materially breach these Terms and do not remedy the breach within 15 days of notice, if fees remain unpaid as described in section 4, or immediately if your use threatens the security, integrity or availability of the Services or breaks the law.
• On termination your right to use the Services ends, and section 5 applies to your Customer Data. Sections that by their nature should continue, including fees owed, intellectual property, disclaimers, limitation of liability and governing law, survive termination.

13. Disclaimers

Except as expressly stated in these Terms, the Services are provided "as is" and "as available". To the extent permitted by law, we disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Services will be uninterrupted or error-free, or that data from government portals or other third-party services will be accurate or available.

14. Limitation of liability

To the extent permitted by law, neither party is liable to the other for any indirect, incidental, special or consequential loss, or for loss of profits, revenue, goodwill or data, arising out of or in connection with these Terms. Our total liability arising out of or in connection with these Terms is limited to the fees you paid us for the Services in the 12 months before the event giving rise to the claim. These limits do not apply to liability that cannot be limited by law, or to your obligation to pay fees.

15. Indemnity

You will indemnify us against claims by third parties arising from Customer Data, from your use of the Services in breach of these Terms or the law, or from professional services you provide to your clients.

16. Changes to these Terms

We may update these Terms from time to time. We will post the updated version on this page with a new "Last updated" date and, for material changes, notify account administrators by email or in the Services at least 30 days before they take effect. Continuing to use the Services after the changes take effect means you accept them.

17. Governing law and disputes

These Terms are governed by the laws of India. The parties will first try to resolve any dispute in good faith. Subject to that, the courts at Thane, Maharashtra have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

18. General

These Terms, together with any order form and the policies they refer to, are the entire agreement between you and us about the Services. If an order form conflicts with these Terms, the order form prevails for that order. If any provision is found unenforceable, the rest remain in effect. Neither party is liable for delays caused by events beyond its reasonable control. You may not assign these Terms without our consent. Failure to enforce a provision is not a waiver of it.

19. Contact

Woodapple Software Solutions Pvt. Ltd. (ERPCA)
Near Bari Hotel, Vikas Naka, Kalyan / Dombivli, Maharashtra, India
Email: support@erpca.com · Phone: +91 845 105 1084