IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND WAIVER OF JURY TRIALS AND CLASS ACTIONS. PLEASE READ SECTION 14 CAREFULLY.
Acceptance of This Agreement
This Terms of Service Agreement ("Agreement") is entered into by and between Finnovation Pty Ltd ("BookWell," "we," "us," or "our") and you, and is made effective as of the date of your first use of our website or services. Our registered address is Level 17, International Tower Three, 300 Barangaroo Ave, NSW 2000.
By accessing or using the website https://bookwell.ai (the "Site") and the AI-powered financial workforce platform (the "Services"), you signify that you have read, understand, and agree to be bound by this Agreement. If you are entering into this Agreement on behalf of a company, you represent that you have the legal authority to bind such entity.
Nature of Services (The "AI Workforce")
2.1 AI Agents, Not Humans. You acknowledge that BookWell provides an automated artificial intelligence workforce (including but not limited to "AI Bookkeeper," "AI Guardian," "AI Manager," and "AI Analyst"). While we strive for accuracy, the Services are based on probabilistic models and may produce errors, "hallucinations," or inaccuracies.
2.2 No Professional Advice. While BookWell aids in financial workflows, we are not a registered public accounting firm, tax agent, or financial planner in the traditional sense. The output provided by the "AI Analyst" or other agents constitutes information, not financial product advice or tax advice(). You should consult with a qualified CPA or Tax Agent for definitive professional advice.
2.3 Human-in-the-Loop Responsibility. You agree that you are the final approver of all actions taken by the Services. Specifically:
Payments: You are responsible for reviewing any payment blocks or releases suggested by the "AI Guardian".
Communications: You are responsible for reviewing any emails or correspondence drafted or sent by the "AI Manager"().
Tax Lodgements: You are solely responsible for verifying the accuracy of any data prior to lodgement with the ATO.
User Accounts & Security
To access the Services, you must create an account. You are responsible for maintaining the confidentiality of your credentials. You agree to notify us immediately of any unauthorized use.
Data, Bank Feeds & Permissions
4.1 License to Process. By connecting your financial data (including bank feeds, invoices, and accounting files), you grant BookWell a worldwide, royalty-free license to access, use, process, copy, and display such data solely for the purpose of providing the Services (e.g., categorizing transactions, detecting risks).
4.2 Third-Party Data Feeds. The Services may rely on third-party providers (e.g., for Bank Feeds). We are not responsible for the accuracy, availability, or timeliness of data provided by third-party financial institutions.
Rules of Conduct & Prohibited Uses
You agree not to use the Services to:
Facilitate money laundering, tax evasion, or terrorist financing.
Process data that violates the privacy rights of third parties without consent.
Harass or threaten any person (including through automated emails sent via the "AI Manager").
Reverse engineer or attempt to discover the source code or underlying algorithms of the AI Agents.
Fees, Payment, and "Gifted" Services
6.1 Subscription Fees. Paid Services are provided according to our pricing page. We reserve the right to amend fees at any time, effective upon the next billing cycle.
6.2 Gratuitous & Bonus Services (The "No Compensation" Clause). From time to time, BookWell may offer "Beta," "Bonus," "Gifted," or "Free Tier" services (collectively, "Gratuitous Services") as part of a marketing campaign or loyalty program. YOU EXPRESSLY AGREE THAT:
No Cash Value: Gratuitous Services have no cash value and do not constitute a prepaid credit.
Automatic Termination: In the event that BookWell ceases operations, dissolves, enters liquidation, or discontinues a specific product line, all Gratuitous Services will terminate immediately.
No Compensation: You are not entitled to any refund, compensation, credit, or conversion to cash for any unused portion of Gratuitous Services upon such termination. This applies regardless of any prior marketing representations suggesting "Lifetime Access" or similar terms for these specific free components.
Intellectual Property
7.1 BookWell IP. The AI models, "Context Graph," algorithms, and platform interface are the exclusive property of BookWell.
7.2 User IP. You retain ownership of your financial data and specific business documents uploaded to the platform.
Disclaimer of Warranties
THE SERVICES ARE PROVIDED "AS IS." TO THE FULLEST EXTENT PERMITTED BY AUSTRALIAN CONSUMER LAW, BOOKWELL DISCLAIMS ALL WARRANTIES. SPECIFICALLY, WE DO NOT WARRANT THAT:
THE "AI GUARDIAN" WILL CATCH EVERY FRAUDULENT TRANSACTION OR DUPLICATE BILL.
THE "AI ANALYST" PREDICTIONS (SUCH AS CASH FLOW SCENARIOS) WILL COME TRUE.
THE SERVICES WILL BE ERROR-FREE OR COMPLIANT WITH ALL TAX LAWS WITHOUT HUMAN REVIEW.
Limitation of Liability
9.1 Cap on Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, BOOKWELL'S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY YOU IN THE SIX (6) MONTHS PRECEDING THE CLAIM.
9.2 Exclusion of Consequential Damages. WE SHALL NOT BE LIABLE FOR INDIRECT DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, TAX PENALTIES INCURRED, OR BUSINESS INTERRUPTION, EVEN IF CAUSED BY AN ERROR IN OUR AI WORKFORCE.
Indemnification
You agree to indemnify BookWell against all claims, damages, and legal fees arising from:
(i) your use of the Services;
(ii) any financial data you submit;
or (iii) any email or communication sent by the Services on your behalf (e.g., via AI Manager).
Termination
11.1 By You. You may terminate your account at any time.
11.2 By Us. We may terminate or suspend your access immediately, without prior notice or liability, for any reason, including breach of Terms.
11.3 Effect of Termination. Upon termination, your right to use the Services ceases. As stated in Section 6.2, no compensation is owed for any terminated Gratuitous Services.
Dispute Resolution & Arbitration
Any dispute shall be resolved by binding arbitration administered by the Australian Centre for International Commercial Arbitration (ACICA) in Sydney, Australia. You waive any right to a jury trial or to participate in a class action.
Governing Law
This Agreement is governed by the laws of New South Wales, Australia.