2Shakes Terms of Use

Last updated on 28 February 2017.

About 2Shakes

2Shakes provides its account holders with a digital sign up and authority form, that allows bookkeepers and (in the future) other professionals to easily get set up to act on behalf of their clients.

About these terms

By signing up to 2Shakes and/or using the 2Shakes services, you accept these terms of use, and also the privacy policy (see opposite).  Please read these terms carefully.  They make a legally binding contract between you (the person or organisation signing up as an account holder and/or using the 2Shakes services) and us (2Shakes Limited, New Zealand company number 5691928, NZBN 9429041732267).

These terms apply to all persons and/or organisations using 2Shakes (including 2Shakes account holders, and anyone who accepts an invitation from a 2Shakes account holder to use the 2Shakes service), except where expressly stated below.

Changes to these terms

We may change these terms from time to time, including as we change or update 2Shakes.  We will publish these changes on the 2Shakes website, and (if you have a 2Shakes account) may also choose to notify you at the contact email address for your account.  The changes will take effect 14 days after we publish them on the 2Shakes website, or any later date that we specify on the website.  By continuing to use 2Shakes, you’ll be taken to have accepted the latest version of these terms, and it’s up to you to check for any changes.

If have a 2Shakes account and you’re not happy with changes to these terms, you can close your account at any time.  In that case, if you ask us when you’re closing your account, we’ll refund you a fair and reasonable proportion of any 2Shakes package or subscription you’ve paid for in advance but were unable to use up before the changes took effect.  We are not required to provide a refund where we have given at least 90 days’ notice of the change through the 2Shakes website.  Also note that this refund does not include any amounts you’ve paid us to create custom features or integrations for you.

Terms that apply to 2Shakes account holders
Signing up

To use 2Shakes for the purpose of easily getting set up to act on behalf of your clients, you must complete the sign-up process. If you are signing up in the name of an organisation, the individual completing the sign-up process personally undertakes that they have the authority to accept these terms on behalf of the organisation.

You promise that all information you provide will be true, accurate and correct and you agree to update us promptly if any of that information becomes outdated or is otherwise inaccurate or misleading.  You must not use 2Shakes if you are an individual under the age of 18.

Using your account

You are responsible for protecting your passwords and other login information.  You are responsible for any usage of your account using your login credentials.  If you are an organisation, this includes your primary administrator account and any subsidiary accounts created for other users in your organisation.  You must notify us immediately on becoming aware of any actual or suspected unauthorised use of your account.

Before using 2Shakes to seek authority to act on behalf of your client with Inland Revenue, you must ensure you have first met that person face-to-face and, during that face-to-face meeting, satisfied yourself of that person’s identity.

Pricing and payment

Check out the 2Shakes website for pricing and payment details.  You agree to pay for the packages and subscriptions you choose, in line with our published pricing and payment details.

We may change our pricing and payment details from time to time.  We will post a notice on the 2Shakes website at least 14 days before the change takes effect.

Changes to 2Shakes

We can modify, suspend or discontinue all or part of 2Shakes at any time, with or without notice.  If you have paid for a package or subscription in advance, and we make a change of this kind that substantially deprives you of the benefits of the plan or subscription, we’ll refund you a fair and reasonable portion of the package or subscription.  To be eligible for this refund, you must ask us within 90 days of the change.  We are not required to provide a refund where we have given at least 90 days’ notice of the change through the 2Shakes website.

Closing your account

You can close your account at any time by following the instructions provided in the ‘Support Resources’ section of the 2Shakes website.  Closing your account does not entitle you to any refund for unused packages or subscriptions, except where these terms specifically state otherwise.

We can close your account at any time, with or without a reason, by giving 14 days’ notice to the contact email address listed in your account.  If we do this, and you ask us during the notice period for a refund, we’ll refund you a fair and reasonable proportion of any 2Shakes package or subscription you’ve paid for in advance but were unable to use up before your account was closed.  We are not required to provide a refund where we have given at least 90 days’ notice of the change through the 2Shakes website.

We can close your account any time with or without giving you notice, if you breach these terms and we reasonably consider that the breach (alone or together with any past breaches) exposes us to a cost or risk of some kind, or may have a negative impact on us or our products, services or systems.  If we do this we’re not obliged to provide a refund.

Closure of your account will end the contract between you and us based on these terms.  However, all the remaining provisions of these terms set out below will survive and continue indefinitely.

Terms that apply to all 2Shakes users and account holders
User Content

Where you upload any information or material to 2Shakes (referred to in these terms as User Content), you give us and our contractors and agents permission to store, copy, modify and distribute that User Content as required to operate 2Shakes and to supply 2Shakes services to you and/or your clients.

Where User Content is uploaded to your account, you promise that:

  • the User Content does not infringe any third party intellectual property rights;
  • we do not need to obtain any further licence, right or permission from a third party to deal with the User Content as permitted above;
  • the User Content complies with any applicable laws;
  • where the User Content that relates or belongs to another person, you have obtained all necessary consents and authorisations from that person to use and upload that User Content.

Where another account holder uploads User Content that includes personal information about you, you acknowledge that although the information is stored in our systems, it is held by and under the control of the account holder. If you wish to exercise your rights to access that personal information under the Privacy Act 1993, please contact the account holder.

We may choose to delete or block User Content at any time, with or without giving any reason, where we consider it necessary to comply with law, or to protect ourselves or others from harm or loss.  We may also disclose User Content to others where we reasonably consider it necessary to comply with law.

Interruptions and errors

Like any online service, we cannot guarantee that 2Shakes will be uninterrupted or error free. It is up to you to take any precautions necessary to ensure you do not incur losses or costs in the event that 2Shakes is affected by an interruption or error.  We are not liable for any loss or corruption of data.  You must maintain your own backups of your client agreements and authorities created using 2Shakes.

We will use reasonable efforts to ensure that information provided through 2Shakes is accurate and up-to-date. To the extent permitted by law, we exclude all other express and implied warranties and representations about that information.

However, we do not review or control User Content, and are not responsible for its accuracy or completeness.  You are solely responsible for and assume all risk associated with any use or reliance placed on User Content by you and any third parties.

Also, the 2Shakes website may identify particular content or functionality as being provided by a third party provider.  Where this appears, we are only passing-on that content and functionality, and unless clearly stated otherwise, we are not responsible for its accuracy or completeness.  You are solely responsible for and assume all risk associated with any use or reliance placed on that third party content and functionality by you and any third parties.

Intellectual property rights

We own or hold rights to use all intellectual property rights in 2Shakes, including all components of the website, and all content made available through 2Shakes from time to time, other than User Content.   You may use 2Shakes as made available by us from time to time, subject to these terms.  This does not give you any rights in the website, or any of its components or content, and you must not copy, modify, adapt, reproduce or republish any of them.

You retain all ownership rights in your User Content.  Where you provide us with feedback or suggestions about 2Shakes, you promise us that this information is not confidential to you or any other person, and you agree that we can use it as we see fit, without any obligation to you.

Restrictions on using 2Shakes

You must not engage in any commercial exploitation of 2Shakes, although you may use 2Shakes in connection with the provision of your professional services to clients.  Unless we specifically agree otherwise in writing, you must not say or do anything that may lead others to believe that you are endorsed by or associated with us.

You must not use 2Shakes in a way that infringes intellectual property, defames someone, breaks the law, or violates the privacy or other rights of any person.

You must not use 2Shakes to:

  • upload, transmit, or distribute any malware or spyware;
  • interfere with or disrupt any servers or networks connected to 2Shakes;
  • attempt to gain unauthorised access to 2Shakes or another person’s account;
  • misrepresent yourself as another person or entity;
  • misrepresent to Inland Revenue, ACC or the Companies Office, the extent of any authority you have given to, or been given by, any other person; or
  • do anything that would expose us to any liability or cause us to be in breach of any law or regulation of New Zealand or any other jurisdiction.
You must indemnify us

As far as permitted by law, and without limiting any other rights we may have under these terms or at law, you agree to indemnify us against all costs, losses, expenses and liabilities that we suffer or reasonably incur in connection with any third party claim made or brought against us, where the claim is wholly or partly attributable to your breach of these terms. However, you will not be liable to the extent that we have caused or contributed to such losses through our own negligence, breach of these terms or unlawful conduct.

If you are a 2Shakes account holder, then where we are required to give evidence or otherwise be involved in any proceedings relating to a dispute between you and one or more of your clients, you must pay our reasonable costs, except to the extent that we have caused or contributed to those costs through our own negligence, breach of these terms or unlawful conduct.

Limitations on our liability

As far as permitted by law, we are not responsible for any loss or damage that you may suffer in connection with your use of 2Shakes, except to the extent that we cause or contribute to the loss or damage through our breach of these terms or our unlawful conduct.

As far as permitted by law, we will not be liable to you for any loss of profits, opportunity, business or contract, any indirect or consequential loss, or any exemplary, incidental, special or punitive damages, arising from or in connection with 2Shakes or these terms.

To the extent that our liability cannot be excluded, our total liability for any loss or damage you suffer in connection with 2Shakes or these terms will not in any circumstance exceed the greater of: (i) the total amount you paid us in the 12 months before the events giving rise to your claim, less any liability we may have to you for other events arising during that 12 month period; or (ii) fifty New Zealand dollars (NZD$50).

The limitations and exclusions above apply to all liability (including for negligence), regardless of the legal basis of the claim.

Consumer Guarantees Act and Fair Trading Act

To the extent that you are in trade, and are using 2Shakes’ service in trade, you agree that the Consumer Guarantees Act 1993 does not apply to the supply of these services.  We do not provide any express guarantees in respect of the 2Shakes website or services, other than those expressly set out in these Terms of Use.

To the extent that you are in trade, and are using 2Shakes’ service in trade, you agree that: (i) in accepting these Terms of Use you have not relied on any representations or other conduct of ours, whether prior to accepting these Terms of Use or at any subsequent time; (ii) along with our privacy policy, these terms are the entire agreement between you and us regarding your use of the 2Shakes website and services; and (iii) to the extent necessary to give effect to (i) and (ii) above, you agree to contract out of section 9, 12A, and 13 of the Fair Trading Act 1986.

The two paragraphs above will apply only if and to the extent that it is legally permitted to contract out of the Consumer Guarantees Act 1993 and Fair Trading Act 1986.  In all other respects, your rights under those Acts remain unchanged.

Governing law

These terms are governed by New Zealand law.  You submit to the non-exclusive jurisdiction of the courts of New Zealand in relation to all disputes arising out of or in connection with these terms and/or the 2Shakes.

General

Our failure or delay in exercising or enforcing any right or provision of these terms will not operate as a waiver. A finding that any provision of these terms is invalid or unenforceable will not affect any other part of these terms.  You cannot assign your rights under these terms to any third party, except with our prior written consent.

2Shakes Privacy Policy

Last updated on 21 December 2016.

This privacy policy sets out how we (2Shakes Limited) will handle personal information we collect about you through the 2Shakes website.  We can change this privacy policy at any time by publishing an updated version on the 2Shakes website.

In this privacy policy, “personal information” has the same meaning as in the Privacy Act 1993 (information about an identifiable individual).

About 2Shakes

2Shakes provides its account holders with a digital sign up and authority form, that allows bookkeepers and (in the future) other professionals to easily get set up to act on behalf of their clients.

If you’re an account holder who enters or uploads information about others to 2Shakes, you must comply with your privacy law obligations to them.  If you have a query concerning information about you that an account holder has entered or uploaded to 2Shakes, please contact the account holder in the first instance.

What we collect

We collect personal information from you:

  • when you sign up for an account on the 2Shakes website
  • when you enter or upload information as part of using the 2Shakes website
  • as you use the 2Shakes website, in the form of statistics about how you use the website.
Why we collect it, and what we use it for

We collect and use your personal information for various purposes:

  • to set up your account on the 2Shakes website
  • to provide you with digital sign-up and authority forms, for your (or your clients’) acceptance via 2Shakes
  • as instructed by you, to provide electronically-signed authority forms on your (or your clients’) behalf to Inland Revenue, ACC, the Companies Office and other organizations (as applicable)
  • to feed in to other services that are integrated with 2Shakes (for example, Xero)
  • to develop our understanding of our users’ preferences and interests
  • to assist with resolution of technical support issues or other issues relating to the 2Shakes website
  • for internal research, development and optimization of the 2Shakes website and services
  • targeting our advertising, and letting you know about surveys and 2Shakes promotions (you can opt out at any time)
  • complying with laws in New Zealand and overseas, where they apply, and
  • managing our relationship with you, and exercising and enforcing our rights under our Terms of Use for the website.
Sharing your personal information

We may provide your personal information to our employees, contractors, advisors, agents and third party service providers, where we believe this is appropriate to help us with any of the purposes outlined above.  We will take reasonable steps to ensure that those recipients do not use that personal information for any other purpose.

We may also release personal information when we believe this is appropriate for legal compliance and law enforcement (including to government agencies with statutory law enforcement responsibilities), or to facilitate court proceedings, enforce or apply our Terms of Use, or protect our company, our users, or others. Without limiting the above, we may release personal information to Inland Revenue where requested by Inland Revenue in connection with an enquiry, audit or investigation by Inland Revenue relating to authority forms provided to Inland Revenue via 2Shakes.

We can also release personal information to third parties as instructed by you and in other ways permitted by the Privacy Act 1993.

How we store your personal information

We will store any personal information we collect from you in accordance with our obligations under the Privacy Act 1993, and will take reasonable steps to ensure the security of your personal information.  Your personal information may be stored on servers owned by our computing infrastructure service provider (currently Microsoft), under an account that we control.

Right to access your information

You have rights under the Privacy Act 1993 to find out what personal information we hold about you, to get a copy of that information, and/or to request corrections to that information. If you would like to do any of these things or for further information about our privacy policy, please contact us at privacy@2shakes.co.nz.

Where we receive information about others from you

If you provide us with personal information about someone else (for example, if you are a bookkeeper providing us with information about your clients), you must ensure that you are authorised to disclose that information to us, so that, without us taking any further steps required by applicable data protection or privacy laws, we may collect, use and disclose such information for the purposes described in this privacy policy.

This means that you must take reasonable steps to ensure the individual concerned is aware of and/or consents to the various matters detailed in this policy, including the fact that their personal information is being collected, the purposes for which that information is being collected, the intended recipients of that information, the individual’s right to obtain access to that information, our identity, and how to contact us.

Cookies

We may use cookies when you are on the 2Shakes website. Cookies are small blocks of text stored on your device. They allow us to recognise you (or rather, your internet browser) as you move around our site, and if you return to our site later. Cookies cannot read your hard drive or command your computer to perform any action. Cookies may be used for security to help us identify you, to provide you with personalised features and for tracking traffic on our site.  Any information we collect and share with third parties through cookies is aggregated and therefore anonymous (when shared with third parties, it does not include personal information which is likely to identify you).

You can prevent new cookies from being installed and delete existing cookies. The procedure depends on which browser you are using. For information on how to remove cookies check your internet browser. You may be unable to make full use of the 2Shakes website unless you accept cookies.

Analytics

To improve the 2Shakes website and our advertising, we may use patterns and other meaningful information gathered from website analytics tools. This may include the timing and frequency of your use of the 2Shakes website, your IP address, page requests, form requests, mouse click activity and other information that you voluntarily enter into the website.

In addition, 2Shakes may use third party cookies from Google Analytics or Microsoft Application Insights. These services give us insight into behavioural information relating to visitor age, gender and interests on an anonymous and aggregate level, and who has viewed our advertising on other websites. This helps us to understand browsing behaviour to give a better experience whilst visiting our website, and to optimise our advertising, including on and outside our website.

You can access Google’s Privacy Policy here and Microsoft’s Privacy Policy here.