SuperNice Tax Software Agreement

1. Who this agreement is between

This Software Agreement (the Agreement) is between Super Nice Advice Pty Ltd (ABN 37 623 908 118), trading as SuperNice Tax (we, us, our), and the person or entity that creates an account (you, your). If you create an account for a company, partnership or trust, you warrant that you are authorised to bind that entity, and "you" means that entity.

By ticking the acceptance box during signup, or by using the platform, you agree to be bound by this Agreement. If you do not agree, do not create an account or use the platform.

2. What the platform is, and what it is not

The platform means the SuperNice Tax software available at supernicetax.com, including invoicing, payment collection, tax set-aside calculations, bank feeds, bookkeeping, reports, messaging, and any related applications, APIs and services we make available.

Tax agent services are separate. Tax agent services (BAS and tax return preparation, lodgement, and tax advice) are provided by Super Nice Advice Pty Ltd, registered tax agent no. 26087928, under a separate engagement you accept in the app. That engagement, and the information at supernicetax.com/tpb, governs those services. This Agreement governs the software.

We are not a bank. We are not an authorised deposit-taking institution. Payments made through the platform are processed by Stripe (see clause 7). Amounts the platform "sets aside" for tax are calculations and account balances maintained within the payment flow; they are not deposits with us, are not held on trust by us, and do not discharge any tax debt until actually paid to the ATO.

No financial product advice. Nothing in the platform is personal financial product advice, and we do not consider your objectives, financial situation or needs when the software generates figures.

3. Eligibility and your account

• You must be at least 18 years old, hold a valid Australian Business Number, and use the platform for business purposes, not as a consumer for personal or household purposes.
• All information you give us at signup and afterwards (name, ABN, ACN, entity type, GST registration, bank details) must be accurate, complete and kept up to date. We rely on it to calculate figures, route payments, and meet our own legal obligations.
• You are responsible for everything done through your account. Keep your login email secure: anyone who controls that mailbox can access your account. Tell us immediately at [email protected] if you suspect unauthorised access.
• If you invite team members or advisers into your account, you are responsible for their use of it, and you confirm they are entitled to see the data they will see.
• We may refuse, suspend or close an account where we reasonably believe the information given is false, the account is being used unlawfully, or continuing creates legal, security or fraud risk for us, for you, or for others.

4. Your licence to use the platform

We grant you a non-exclusive, non-transferable, revocable licence to use the platform for your own business while this Agreement is on foot. You must not, and must not permit anyone else to:

• copy, modify, translate, or create derivative works of the platform;
• reverse engineer, decompile, or otherwise attempt to extract source code, except to the extent a law permits it despite this clause;
• resell, sublicense, rent, or provide the platform to third parties as a service;
• access the platform to build a competing product, or scrape or bulk-extract data from it other than your own data through features we provide;
• probe, scan, or test the vulnerability of the platform, bypass or attempt to bypass any security or authentication measure, or access accounts or data that are not yours;
• use the platform to send spam, host malware, or store or transmit material that is unlawful or infringes anyone's rights;
• use the platform in connection with money laundering, terrorism financing, fraud, tax evasion, or the proceeds of crime, or to collect payments for goods or services that are unlawful to supply;
• interfere with the platform's operation or impose an unreasonable load on our infrastructure.

We monitor the platform for security and fraud, and unauthorised access attempts are logged and may be reported to relevant authorities.

5. Fees

• Sole traders: we charge a platform fee of 1% of each payment collected through the platform, deducted from the payment or billed to your nominated card, as displayed to you in the app. Card processing costs charged by our payment processor are separate and are disclosed in the app.
• Companies, partnerships and trusts: access is by subscription at the price displayed to you at signup or agreed with you, with any free period we offer applied first. When your free period ends we will tell you before charging begins.
• Promo codes apply as described when you redeem them. We may withdraw a code for future signups at any time, but a benefit already applied to your account will be honoured for its stated period.
• Where you give us a card billing authority in the app, you authorise us to charge accrued platform fees or subscription amounts to that card as described when you give the authority.
• Fees may change. We will give you at least 30 days notice of any fee increase by email or in the app, and you may close your account before it takes effect. Fees are in Australian dollars. Unless stated otherwise, fees are inclusive of GST where GST applies.
• You are responsible for fees accrued up to the date your account closes. Except where the Australian Consumer Law requires otherwise, fees already charged are not refundable.

6. Payments, set-asides and your tax money

• Payments from your customers are processed by Stripe through a Stripe connected account in your name. By connecting payments you also agree to the Stripe Connected Account Agreement and Stripe's terms. Stripe, not us, holds and settles the funds.
• The platform calculates suggested set-asides for GST and income tax from the rates and answers you provide. These are estimates only. Your actual tax liability is determined by the tax law and the ATO, and may be more or less than the amounts set aside.
• You remain solely responsible for your tax obligations, including registering for GST when required, lodging on time, and paying the ATO the amounts actually due. Money "set aside" does not discharge any tax debt until it is actually paid to the ATO.
• Payouts depend on Stripe's settlement timing, your bank, and checks required by law (including anti-money-laundering and sanctions screening). Payouts may be delayed or reversed where a payment is disputed, charged back, fraudulent, or made in error, and you authorise adjustments needed to correct such events.
• You are responsible for chargebacks and disputes on payments you collect, including Stripe's dispute fees, and for honouring whatever you sold to your customer.

7. Bank feeds and connected services

• Bank transaction feeds are provided through Basiq, an accredited data recipient. You choose whether to connect a bank account, the connection is read-only, and we never see or store your internet banking password. Your use of the feed is also subject to Basiq's terms and consent flow, which are shown to you when you connect.
• The platform depends on third-party services (including Stripe, Basiq, our email provider, and Cloudflare's hosting network). We choose these providers carefully, but we do not control them and are not responsible for their outages, errors or acts, except as the Australian Consumer Law requires.
• Data from connected services (bank feeds, the Australian Business Register, payment records) is displayed as received. You must review it: banks and other sources sometimes supply incomplete or delayed data.

8. Automatic categorisation and AI features

• The platform uses automated systems, including artificial intelligence, to suggest transaction categories, extract data from documents, and draft other bookkeeping outputs. These are suggestions to save you time, not conclusions. They can be wrong, and you must review and correct them.
• Responsibility for the accuracy of your books and lodgements stays with you and, where engaged, with the reviewing accountant, never with the automated system.
• We do not use your data to train third-party AI models. Where AI processing is performed by a third party it is under contracts that prohibit the provider using your data for its own purposes, as described in our Privacy Policy.

9. Your data and our intellectual property

• Your data stays yours. You own the data you enter and the data imported on your behalf (invoices, contacts, transactions, documents). You grant us a licence to host, process, transmit, back up and display that data as needed to provide the platform, comply with law, and maintain security.
• You warrant that you have the right to give us the data you provide, including any personal information about your customers and contacts, and that doing so does not breach anyone's rights.
• The platform stays ours. We and our licensors own the platform and everything in it other than your data, including software, design, text, calculations and know-how. No rights are transferred to you except the licence in clause 4.
• If you give us feedback or suggestions, we may use them without restriction or payment.
• We may use data in aggregated and de-identified form (so that neither you nor any individual can be identified) to operate, secure and improve the platform.

10. Privacy

Our collection and handling of personal information is governed by our Privacy Policy, which forms part of this Agreement. It covers what we collect, the third parties we share it with (including Stripe, Basiq and our hosting and email providers), how long we keep it, and how to access or correct it.

11. Availability, changes and support

• We aim to keep the platform available at all times, but we do not promise uninterrupted or error-free operation. The platform may be unavailable during maintenance, upgrades, or events outside our reasonable control.
• We may add, change or remove features. If a change materially reduces the core functionality you pay for, we will tell you in advance and you may close your account.
• We back up platform data as part of normal operations, but you should download and keep your own copies of records you are required to keep by law. Export features are provided in the app.
• Support is provided through the in-app messaging and [email protected] during Australian business hours.

12. Suspension and termination

• You may stop using the platform and close your account at any time by asking us in the app or by email.
• We may suspend or terminate your access, with notice where practicable, if you materially breach this Agreement, fees are unpaid after reminder, we reasonably suspect fraud, unlawful activity or a security risk, we are required to by law or by a payment or data partner, or we discontinue the platform (in which case we will give at least 60 days notice).
• On closure we will make your data available for export for at least 90 days, after which we may delete it, except records we must keep by law (which are retained and then deleted or de-identified as described in the Privacy Policy). Funds in your Stripe account are handled under Stripe's terms and settled to your bank in the normal way.
• Clauses that by their nature survive termination (including fees accrued, intellectual property, liability, indemnity and general clauses) survive.

13. Australian Consumer Law

Our services come with guarantees that cannot be excluded under the Australian Consumer Law. Nothing in this Agreement excludes, restricts or modifies any guarantee, right or remedy that cannot lawfully be excluded, restricted or modified, including your rights in relation to services being provided with due care and skill and being fit for purpose.

14. Limitation of liability

Subject to clause 13, and to the maximum extent the law permits:

• the platform is provided "as is", and all conditions, warranties and guarantees that can be excluded are excluded;
• where a non-excludable guarantee applies and the law allows us to limit our liability for its breach, our liability is limited, at our option, to resupplying the services or paying the cost of having them resupplied;
• neither party is liable to the other for loss of profits, revenue, goodwill or anticipated savings, loss or corruption of data, or any indirect or consequential loss, however arising;
• we are not liable for loss to the extent it arises from inaccurate or incomplete information you provided, your failure to review draft figures or automated suggestions, your breach of this Agreement, unauthorised access caused by your failure to secure your email or devices, acts or omissions of third-party services (including banks, Stripe and Basiq), or your failure to meet a tax obligation, including where the amount set aside proved insufficient;
• our total aggregate liability to you under or in connection with this Agreement is capped at the greater of the platform fees you paid us in the 12 months before the event giving rise to the claim, and AUD $100;
• each party must take reasonable steps to mitigate its loss.

Liability of Super Nice Advice Pty Ltd for tax agent services is addressed under your engagement, and the firm's liability is limited by a scheme approved under Professional Standards Legislation.

15. Your indemnity to us

You indemnify us against loss, damage, cost (including reasonable legal costs) and expense we suffer arising from: your breach of this Agreement; your unlawful use of the platform; a claim by your customer, contractor or any third party relating to goods or services you supplied or payments you collected; or a claim that data you provided infringes someone's rights or was provided without authority. Your liability under this indemnity is reduced to the extent our own negligence or breach caused the loss.

16. Changes to this Agreement

We may update this Agreement from time to time. For material changes we will give you at least 30 days notice by email or a prominent notice in the app, and the change takes effect at the end of that notice period. For minor changes (such as clarifications, new features, or changes required by law) we may update the Agreement by posting the new version on this page. Each version carries a version ID and effective date. If you keep using the platform after a change takes effect, you accept it; if you do not agree, close your account before the change takes effect and clause 12 applies.

17. General

• Notices: we send notices to your account email address, and they are taken to be received when sent. Notices to us go to [email protected].
• Assignment: you may not assign this Agreement without our written consent. We may assign it to a related body corporate or as part of a sale or restructure of the business, and will notify you if we do.
• Severance: if part of this Agreement is unenforceable, it is severed and the rest continues.
• No waiver: a failure to enforce a right is not a waiver of it.
• Entire agreement: this Agreement, the Privacy Policy, and any terms presented in the app when you enable a specific feature (such as the card billing authority and the tax agent engagement) form the entire agreement about the platform, and replace prior discussions.
• Relationship: nothing in this Agreement creates a partnership, agency, employment or fiduciary relationship between us.
• Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control, except for your obligation to pay accrued fees.
• Governing law: this Agreement is governed by the laws of Queensland, Australia, and both parties submit to the non-exclusive jurisdiction of the courts of Queensland and the Commonwealth of Australia.

18. Contact and complaints

Questions or complaints about the platform: message us in the app or email [email protected]. We acknowledge complaints promptly and work to resolve them with you. Complaints about tax agent services can also be made to the Tax Practitioners Board; see supernicetax.com/tpb.