Terms of service

These terms are the agreement between NORTHLIGHT MEDIA LTD, trading as VexLedger, registered in England and Wales, company no. 16897842, registered office 86-90 Paul Street, London EC2A 4NE (“we”, “us”), and the business that uses VexLedger (“you”). By accepting an invitation, signing in, or otherwise using VexLedger, you agree to them on behalf of your business, and confirm you have authority to do so.

1. The service

VexLedger is online accounting software for UK businesses. It includes invoicing, bills, bank reconciliation, ledgers, reports, VAT, corporation tax computations, statutory year-end accounts, and connections to other services. Accounts are currently opened by invitation. We may improve and change the service. If we make a change that significantly reduces what you can do, we will give you reasonable notice.

2. VexLedger is a tool, not professional advice

VexLedger helps you keep and report your books. It is not accountancy, tax, legal or audit advice, we are not a professional services firm, and VexLedger does not replace a qualified professional.

• You are responsible for the accuracy of what is entered, for your accounting treatment, and for checking the results.
• You are responsible for your legal, tax and compliance obligations and deadlines, including VAT returns, Company Tax Returns, accounts and confirmation statements. Where VexLedger prepares a computation, return or accounts, you must review it. Statutory accounts must be approved and signed by your directors.
• We keep thresholds, deadlines and wording up to date as the rules change, but you should confirm anything important with a qualified adviser.

3. Your account and your users

You must give accurate details, keep your sign-in details secure, and use two-step sign-in where available (we strongly recommend it for owners and admins). You are responsible for everything done through your account and by people you give access to, and for giving each person only the access they need. Tell us promptly if you suspect unauthorised access.

4. Your data

• It is yours. You own the information you put into VexLedger. You give us permission to host, copy, back up and process it for as long as needed to provide the service to you, and for no other purpose.
• You are responsible for it. You must be allowed to enter it, keep it accurate, and give any notices to people it is about.
• Personal data. Where VexLedger handles personal data for you, our data processing addendum applies and forms part of these terms.
• What not to enter. Do not enter payment card numbers or special categories of personal data (such as health information) unless we have agreed otherwise in writing.

5. Acceptable use

You must not:

• use VexLedger unlawfully, including for tax evasion, fraud, money laundering or any other financial crime;
• enter false or misleading information;
• undermine the security or integrity of VexLedger, access any system without permission, or probe or test it for weaknesses;
• use VexLedger in a way that could impair it or interfere with other people’s use of it, including by overloading it;
• upload viruses or other malicious code, or send spam or harmful material;
• copy, modify, reverse engineer or extract the source code of VexLedger except where the law allows;
• resell or sublicense VexLedger or share access outside your business without our written agreement;
• abuse our staff, partners or other customers.

If we think you have broken these rules we will usually ask you to stop and give you 14 days to do so before we suspend your access. We may suspend access immediately where there is a serious risk, such as fraud or a threat to security.

6. Fees

Fees are those agreed with you in writing or shown for your plan, and exclude VAT. Subscriptions renew automatically for the same period unless you cancel before the renewal date. Fees you have paid are not refundable except where the law requires. We will give you at least 60 days’ notice before a change to fees applies to you, and you can cancel before it takes effect. Changes do not apply retrospectively.

7. Other services you connect

You may connect services such as Stripe, GoCardless, a bank-data provider, HMRC and Companies House. They are governed by their own terms. When you connect one you instruct us to exchange the necessary information with it on your behalf. We are not responsible for those services or for what they do.

8. Availability, maintenance and support

We work to keep VexLedger available and secure, and to keep disruption to a minimum, but we do not promise it will be uninterrupted or error free. We may suspend it briefly for maintenance. You can contact us through our contact form.

9. Intellectual property

We and our licensors own VexLedger and everything in it, other than your data. We give you a right, for the duration of these terms, to use it for your business in line with these terms. This right is not transferable.

10. Confidentiality

Each of us will keep the other’s confidential information confidential and use it only for these terms, except where the law requires disclosure. Your data is your confidential information.

11. Liability

Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or wilful misconduct, or for anything else that cannot lawfully be limited or excluded.

Subject to that:

• we are not liable for loss of revenue, profit, goodwill, customers or anticipated savings, for business interruption, for loss of reputation, or for indirect, consequential or punitive loss;
• we are not liable for legal, tax or accounting compliance issues, including penalties, interest or surcharges arising from inaccurate information, late filing, or your failure to review the output of VexLedger;
• if data is lost or corrupted, our liability is limited to taking reasonable steps to recover it from our available backups; and
• our total liability to you arising out of or in connection with these terms is limited to the amount you paid us for your subscription in the 12 months immediately before the claim arose.

You will compensate us for losses we suffer because you broke the acceptable use rules or because of a third party’s claim that the data you entered, or your use of it, is unlawful.

12. Suspension and ending the agreement

You can close your account at any time by telling us. You pay the fees due up to the end of the period you have paid for.

We may end the agreement by giving you one month’s written notice. We may suspend or end it immediately, by notice, if you break these terms and do not put it right within 14 days of being told (or the breach cannot be put right), if you become insolvent, if we have to by law, or where there is a serious risk of fraud or to the security of the service. If fees are overdue we may suspend your access after seven days and end the agreement after 14 days.

Your data. You can export reports and records using the export features while your account is active. When the agreement ends we keep your data for 12 months, so you can reopen your account or ask us for a copy, and then delete it, as set out in the data processing addendum. You can ask for earlier deletion at any time. We will not delete data we are required by law to keep.

13. Changes to these terms

We may update these terms. We will give you at least 60 days’ notice of material changes, by email or in the service, and changes do not apply retrospectively. If you do not accept a change you may close your account before it takes effect.

14. Complaints

If you are unhappy with our service, tell us through the contact form. We acknowledge complaints promptly and aim to reply in full within 30 days.

15. General

• Entire agreement. These terms, together with the data processing addendum, are the whole agreement between us about VexLedger.
• Events outside our control. Neither of us is liable for failing to perform because of events beyond our reasonable control.
• If part cannot be enforced, the rest still applies.
• Transfers. You may not transfer your rights under these terms without our written consent. We may transfer ours to a successor to our business.
• Third parties. Nobody other than you and us has any right to enforce these terms under the Contracts (Rights of Third Parties) Act 1999.
• Notices. We may give you notices by email or in the service. You can give us notice through the contact form.
• Governing law. These terms and any dispute about them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.