01The agreement

By creating a workspace, signing in, or using Vata Assembly, you agree to these terms. If you are agreeing on behalf of a company, you confirm you are authorised to bind it, and "you" means that company. If you do not agree, do not use the service.

Our privacy policy forms part of this agreement.

02What the service does

Vata Assembly connects to a QuickBooks Online company you authorise and, on a schedule you set, creates the accounting documents that record a manufacturing build — an inventory adjustment, a journal entry, a purchase and a clearing entry — together with supporting records such as purchase orders, vendor bills and inventory items where you have specifically authorised them.

It reads from and creates records in QuickBooks Online. It does not edit, void or delete anything that already exists in your company file.

03Early access

The service is in early access. That has real consequences and we would rather state them than bury them:

• Features may change, and some may be withdrawn.
• There is no uptime commitment and no service level agreement.
• Support is best-effort, through the forms on our site, during US business hours.
• We may contact you about how the product is behaving in your workspace.

We will give you at least 30 days' notice before ending early access or introducing charges.

04Accounts, roles and security

You are responsible for the accounts in your workspace: who you invite, the role you give them, and removing them when they leave. Roles are meaningful — Approver, Accountant, Operator, Auditor and Administrator each unlock different actions, and posting a build requires approvals from more than one of them.

Keep credentials confidential, do not share logins, and tell us promptly through the security report form if you believe an account has been compromised. You are responsible for activity under your accounts.

05Your QuickBooks Online connection

You authorise the connection through Intuit, and you can revoke it at any time. Your use of QuickBooks Online is governed by your own agreement with Intuit, not by this one. We are an independent third party: Vata Systems is not affiliated with, endorsed by, or sponsored by Intuit Inc.

You confirm you are entitled to connect the company you connect, and to authorise the creation of transactions in it.

06Your responsibilities

You are responsible for:

• The accuracy of the assemblies, component lists, quantities and unit conversions you enter or import.
• The account, vendor and costing choices captured in the manual build the automation copies.
• Reviewing runs, resolving anything flagged for attention, and reconciling your books.
• Deciding whether an automated posting is appropriate for your accounting period, and turning automation off when it is not.
• Complying with the tax, accounting and record-keeping rules that apply to you.

07Not accounting, tax or legal advice

Vata Systems is not an accounting firm and does not provide accounting, audit, tax or legal advice. Nothing the service produces — including a preflight workpaper, a cost layer reconstruction, an approval record or an evidence file — is an audit, an attestation, or professional advice, and none of it should be relied on as a substitute for a qualified accountant who knows your business.

The service holds no SOC 2 report, ISO 27001 certificate or comparable third-party attestation, and its records are not certified to any accounting standard. They are working records, designed to be complete and hard to alter, so that your accountant has something solid to work from.

08Acceptable use

You agree not to:

• Use the service to create records you know to be false, or to misstate financial position.
• Attempt to bypass approval requirements, role restrictions or the environment gates.
• Probe, scan or test the security of the service without our written permission, or interfere with its operation.
• Reverse engineer, decompile, resell, sublicense or white-label the service.
• Connect a QuickBooks Online company you are not authorised to act for.
• Use the service in breach of any law, or of your agreement with Intuit.

09Fees

Early access is free. Pricing publishes with general availability, and any workspace in early access will receive the terms in writing before it is charged for anything. Fees, when they begin, are exclusive of taxes and are non-refundable except where the law requires otherwise.

10Your data and our software

Your data is yours. You keep all rights in the data you bring to the service and the records it creates for you. You grant us a licence to host, process and transmit that data solely to operate the service for you, and for no other purpose.

We keep all rights in the software, its interfaces and its documentation. Nothing here transfers ownership to you. We may use aggregated, de-identified statistics about how the service performs — never your accounting data, and never anything identifying you or your customers or vendors.

If you send us feedback, we may use it without obligation to you. We are not asking for your ideas in exchange for anything, and you are not required to give us any.

11Confidentiality

Each of us may learn confidential information about the other. Each of us agrees to protect it with at least reasonable care, use it only for this agreement, and disclose it only to people who need it and are bound to keep it confidential. This does not cover information that is public, already known, independently developed, or lawfully received from someone else. Disclosure compelled by law is permitted, with notice where allowed.

12Availability and changes

We aim to keep the service running and to give notice of planned maintenance, but during early access we make no availability commitment. We may modify or discontinue features. If we discontinue the service entirely, we will give you at least 90 days' notice and a means of exporting your data.

13Disclaimers

Except as expressly stated in these terms, the service is provided "as is" and "as available", and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, title and non-infringement. We do not warrant that the service will be uninterrupted or error-free, or that it will produce results that meet your accounting requirements.

We are not responsible for QuickBooks Online, for Intuit's availability or behaviour, or for changes Intuit makes to its interfaces.

14Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if advised of the possibility.

Each party's total aggregate liability arising out of this agreement will not exceed the fees you paid us in the 12 months before the event giving rise to the claim.

Nothing in this agreement excludes liability that cannot lawfully be excluded, including fraud, wilful misconduct, or death or personal injury caused by negligence. These limits do not apply to your payment obligations or to either party's indemnification obligations.

15Indemnification

You will defend and indemnify us against third-party claims arising from your data, your use of the service in breach of these terms, or your violation of law or of a third party's rights. We will defend and indemnify you against third-party claims that the service as provided by us infringes their intellectual property rights. In each case the indemnified party must give prompt notice, allow the other to control the defence, and cooperate reasonably.

16Term and termination

This agreement runs until terminated. You may stop using the service and ask us to delete your workspace at any time. Either party may terminate for material breach that is not cured within 30 days of notice. We may suspend access immediately if we reasonably believe continued use presents a security risk or is unlawful.

On termination, your access ends and your data is deleted on the schedule set out in the privacy policy. Transactions already created in your QuickBooks Online company are unaffected — they are yours, they stay in your books, and only you can change them. Sections 7, 10, 11, 13, 14, 15 and 18 survive termination.

17Changes to these terms

We may update these terms. For material changes we will email workspace administrators at least 30 days before they take effect. Continuing to use the service after that date means you accept the change. If you do not accept it, stop using the service and ask us to delete your workspace.

18Governing law and disputes

This agreement is governed by the laws of the State of Florida, USA, without regard to its conflict-of-laws rules. For any claim that this section allows or requires to be brought in court rather than arbitration, the parties consent to the exclusive jurisdiction of the state and federal courts located in Lee County, Florida, and waive any objection to venue there.

Talk to us first. Before starting anything formal, send us a written description of the dispute and give us 30 days to resolve it — through the support form, or by post to Vata Systems, 5245 Ramsey Way #8, Fort Myers, FL 33907. Most disputes are misunderstandings and are cheaper to fix by talking.

Binding arbitration. If that does not resolve it, any dispute arising out of or relating to this agreement will be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Lee County, Florida. Judgment on the award may be entered by any court with jurisdiction. Each party bears its own costs and an equal share of the arbitrator's fees unless the arbitrator apportions them otherwise.

What arbitration does not cover. Either party may still go to court for an injunction or other equitable relief to protect intellectual property or confidential information, and either party may bring an individual claim in small-claims court if it qualifies.

Individual claims only. Disputes are resolved individually. Neither party may bring a class, collective or representative action, and the arbitrator may not consolidate claims or preside over any form of representative proceeding. If this paragraph is held unenforceable, the arbitration agreement in this section does not apply to that dispute, which will instead be heard by the state or federal courts located in Lee County, Florida.

19General

These terms and the privacy policy are the entire agreement between us on this subject and replace any earlier understanding. If a provision is unenforceable, the rest stands. A failure to enforce a right is not a waiver of it. You may not assign this agreement without our written consent; we may assign it in connection with a merger, acquisition or sale of assets. Nothing here creates a partnership, agency or employment relationship. Neither party is liable for delays caused by events outside its reasonable control.

20Contact

Use the support form for anything about this agreement, or the security report form for a security concern.