Terms of service
Last updated: Apr 2, 2024
These Terms of Use describe the legally binding terms and conditions that govern your use of our site. By accessing or using the site, you are accepting these terms. You represent and warrant that you have the right, authority, and capacity to enter into these terms. If you do not agree with all of the provisions of these terms, do not access and/or use the site.
The website located at https://getcentralhq.com/ and https://central.inc/ and any other website that links to these Terms (each, a “Site”) is a copyrighted work belonging to Central Business Applications Inc (“Central”, “Company”, “us”, “our”, and “we”). Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features. These Terms of Use apply to all customers of Company’s services, including, as applicable, administrators or employees authorized to act on behalf of an entity or other organization (collectively, “Customers”). If you are registering for an account or using Company’s services on behalf of an entity or other organization, references to “you” are to such entity or organization and you are accepting these Terms of Use for that entity or organization and representing to Company that you have the authority to bind that entity or organization to these Terms of Use (the term “Customer” will also refer to that entity or organization).
All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
THESE TERMS OF USE (THESE “TERMS”) SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SITE. BY ACCESSING OR USING THE SITE, YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT), AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT). YOU MAY NOT ACCESS OR USE THE SITE OR ACCEPT THE TERMS IF YOU ARE NOT AT LEAST 18 YEARS OLD. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, DO NOT ACCESS AND/OR USE THE SITE.
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1. Informational Website Only
1.1 Informational Purposes Only; Not an Offer. Neither Site, nor any information on the Site, constitute an offer to buy, sell or solicit securities. All information provided herein is for informational purposes only and should not be relied upon to make an investment decision and does not intend to make an offer or solicitation for the sale or purchase of any specific securities, investments, or investment strategies. Nothing contained herein constitutes investment, legal, tax or other advice nor is it to be relied on in making an investment or other decision.
1.2 Forward-Looking Statements; Investment Risks; Accuracy of Information. The Site may contain forward-looking statements and projections that are based on the Company’s current beliefs and assumptions and on information currently available that we believe to be reasonable. However, such statements necessarily involve risks, uncertainties, and assumptions. Investments involve risk and unless otherwise stated, are not guaranteed. In considering any performance information contained herein, you should bear in mind that past or projected performance is not necessarily indicative of future results, and there can be no assurance that any entity referenced herein will achieve comparable results or that return objectives, if any, will be met. All of the information herein is subject to change without notice. Information is provided as of the dates set forth herein. Current or future characteristics and other information may vary significantly from those provided herein and the Company undertakes no obligation to notify anyone of such variances or update the information herein.
2. Access to the Site
2.1 License. Subject to these Terms, Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Site solely for your own personal, noncommercial use.
(a) Company may make certain additional services available through its Site (e.g., payroll services). In addition, to the extent you purchase third-party services offered, referred, resold or otherwise made available by Company through the Site, you may be subject to the terms of service for that third-party service provider.
(b) You acknowledge that Company is not a lawyer, accountant, or other professional services provider, and accordingly, does not provide legal, financial, benefits, tax, IT, compliance, or other professional advice. Any information provided by Company is intended for your general use only, and does not constitute legal or professional advice. You understand that you are responsible for any actions taken based upon information received from Company, and where professional advice is needed, that you should seek independent professional advice from a person who is licensed or qualified in the applicable area.
(c) Company’s services may only be accessed and used by your individual employees or contractors who are (i) at least 18 years of age, and (ii) authorized by you to use Company’s services. You are responsible for ensuring that any user that you allow to access Company’s services is authorized to do so by law, and that such individual’s use of Company’s services complies with all wage and hour laws, employment laws, and any other applicable laws and regulations.
2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.
(a) You are fully responsible for all activities associated with your account, including all activities of your employees and contractors on the Site associated with their user accounts.
(b) Customer will designate and authorize either itself and/or one or more individuals with authority to (i) act on Customer’s behalf, (ii) provide information on Customer’s behalf, and (iii) bind Customer and/or Customer’s business with respect to Company’s services (each such individual, an “Account Administrator”). Customer is solely responsible for all actions taken under any account to which Customer has access. Any actions taken under such accounts will be deemed authorized by Customer, regardless of Customer’s knowledge of such actions (the “Authorized Actions”). Authorized Actions include but are not limited to actions taken by Customer, an Account Administrator, or an authorized accountant, broker, or HR or IT consulting representative of Customer, or such actions that they direct or instruct Company to take on Customer’s behalf.
(c) Customer agrees that, to the fullest extent permitted by law, the provision of account login or identity verification credentials to Company by or on behalf of Customer, an Account Administrator, or an authorized representative, together with any actions authorized by such foregoing parties via Company’s services, whether by clicking the applicable action button, providing a verbal instruction or otherwise, will have the same effect as providing a written signature authorizing the applicable action.
(d) When you execute documents using the e-signature tools through Company’s Services, you consent to electronically sign such documents and agree that your electronic signature is the legal equivalent of your manual or handwritten signature. By selecting an “I Accept” button or checkbox, or otherwise placing an electronic signature on the document designated by Company, you expressly affirm that: (i) you are able to access and view the relevant documents that you are electronically signing, (ii) you consent to conduct business electronically with respect to the transaction contemplated by the documents, (iii) you agree to the use of an electronic signature for the documents, and (iv) you are authorized to enter into the relevant agreements, and be bound by their terms. You further agree that no certification authority or other third party verification is necessary to validate your electronic signature, and that the lack of such certification or third party verification will not in any way affect the enforceability of your electronic signature or any resulting agreement.
(e) You agree that Company may electronically deliver service-related documents and/or disclosures to you, which may include tax and health insurance notices, as applicable. You also authorize Company to receive such service-related documents and/or disclosures electronically on your behalf, and agree to be notified of such notices electronically. If you are using Company’s services on behalf of a Customer and/or its employees and contractors, you represent that you have affirmative consent from your employees and/or contractors of such company to receive electronic disclosures from Company’s services.
(f) As a Customer, you acknowledge that Company relies on electronic communications as a core component of its services; accordingly, if you are using Company’s services on behalf of a Customer and/or its employees and contractors and withdraw electronic consent for such Customer and/or its employees and contractors, Company may no longer be able to provide Company’s services to you, and may terminate Customer’s use of Company’s services in whole or in part. To the extent any employee or contractor withdraws electronic consent to receive documents (including tax and health insurance documents and notices) from Company, it is your responsibility to ensure that paper copies of the relevant documents are provided to the employee or contractor.
(g) You acknowledge that, under applicable laws, some documents may require a manual or handwritten signature, and that it is your responsibility to determine whether a document requires a manual or handwritten signature. You understand that you are solely responsible with respect to the content, validity, or enforceability of any document, and that Company makes no representations or warranties regarding the validity or enforceability of your documents signed using our e-sign service.
(h) All Company’s services will be based upon information provided to Company by you, by your employees or representatives, or by third party services from which you may elect to import your information (including proof of federal, state and local tax identification numbers, payroll information, benefit information and insurance information, leave policies and other employment practices) (“User Representations”). You must review all User Representations and ensure such information is accurate, complete, and timely. You acknowledge that Company is entitled to rely conclusively on all User Representations and that Company does not have any obligation to verify, correct, or otherwise ensure the accuracy or quality of the User Representations. You further acknowledge that Company bears no responsibility and shall not have any liability for errors, omissions, penalties, fines, missed payments, judgments, incorrect coverage, or any other losses incurred that result from inaccurate, incomplete, or untimely User Representations.
(i) With respect to any information that you provide or make available through Company’s services (collectively, the “Customer Data”), you represent and warrant that you have the necessary rights, licenses, consents, permissions, waivers and releases to use, make available and distribute the Customer Data in connection with your use of Company’s services.
2.3 Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.
2.4 No Support or Maintenance. You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Site.
2.5 Ownership. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and its content are owned by Company or Company’s suppliers. Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Company and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
2.6 Feedback. If you provide Company with any feedback or suggestions regarding the Site (“Feedback”), you hereby assign to Company all rights in such Feedback and agree that Company shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary.
3. Indemnification
You agree to indemnify and hold Company (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Site, (b) your violation of these Terms or (c) your violation of applicable laws or regulations. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
4. Third-Party Links & Ads
The Site may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links & Ads are not under the control of Company, and Company is not responsible for any Third-Party Links & Ads. Company provides access to these Third-Party Links & Ads only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third-Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
(a) Company’s services are designed to work with a number of third party products (“Third Party Products”); however, Third Party Products are not Company’s services. Company does not provide any representations, warranties, indemnities, or support with respect to such Third Party Products. By using Company’s services, you agree to enable Third Party Products, and hereby consent to any use of such Third Party Products and any exchange of data, including Customer Data, between Customer or a User and any such third party provider or Third Party Product. When you enable a Third Party Product, you grant Company permission to allow the Third Party Product and its provider access to Customer Data as required for the interoperation of that Third Party Product with Company’s services. You may be required to grant Company the ability to create, access, delete and/or otherwise modify your account(s) on such Third Party Products. You acknowledge that Company is not responsible for any use, disclosure, modification or deletion of Customer Data that is transmitted to, or accessed by, a Third Party Product, and that the handling of such Customer Data within the Third Party Product will be exclusively governed by the separate terms and agreements, if any, governing such Third Party Product. Customer and Users will comply with all terms and conditions applicable to the use of Third Party Products. Customer acknowledges it has sole responsibility for, and assumes all risks arising from, Customer’s use of any Third Party Products. Company does not guarantee the continued availability, operation, or utility of Third Party Products or Company’s services features integrated with Third Party Products, and may cease providing certain Third Party Products via Company’s services without notice or entitling you to any refund, credit, or other compensation.
(b) To connect Company’s services with Third Party Products, you authorize Company to, as applicable: (1) store relevant account information, (2) access the relevant service, (3) use and apply any signatures or other materials you provide Company in order to provide related services, such as to complete a tax document, (4) gather and export from such Third Party Product any data or other information reasonably necessary to provide related Company’s services to you, such as Customer’s payroll information, bank account information, Customer’s employees’ bank account information, and any additional information, such as the personal information of Customer’s employees, requested by such Third Party Product that Customer has provided or made available to Company in connection with Company’s services, and (5) otherwise take any action in connection with such Third Party Product as reasonably necessary to provide related services to you, including, but not limited to, opening accounts and making changes on your behalf with such third-party institutions. You further designate Company as your agent and limited attorney-in-fact in connection with Third Party Products, if required and only as required to use the Third Party Product (e.g., tax filing systems). You agree that such third party providers are entitled to rely on the foregoing authorization, agency, and power of attorney granted by you in their provision of the Third Party Product via Company’s services.
5. Disclaimers
THE SITE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
6. Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
7. Term and Termination
Subject to this Section, these Terms will remain in full force and effect while you use the Site. We may suspend or terminate your rights to use the Site at any time for any reason at our sole discretion, including for any use of the Site in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Site will terminate immediately. Company will not have any liability whatsoever to you for any termination of your rights under these Terms. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2 through 2.6 and Sections 4 through 8.
8. General
8.1 Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Site. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of our Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
8.2 Governing Law. These Terms, including the interpretation and enforcement thereof, shall be governed by the laws of the State of California, without reference to conflicts of law principles.
8.3 Export. The Site may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Company, or any products utilizing such data, in violation of the United States export laws or regulations.
8.4 Disclosures. Company is located at the address in Section 8.7. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
8.5 Electronic Communications. The communications between you and Company use electronic means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
8.6 Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
8.7 Contact Information. If you have questions or comments, feel free to email us at support@central.inc or write to us at 149 New Montgomery St, Suite 508, 4th Floor, San Francisco, CA 94105
