Terms of service

01About these terms

These terms govern use of FairBill, the vendor billing review service at usefairbill.com and app.usefairbill.com, operated by Alpara Inc., 131 Continental Dr, Suite 305, Newark, DE 19713, United States ("FairBill", "we", "us").

FairBill is for businesses only. By using it for an organization, you confirm you may accept these terms for it (the "Customer", "you"). If you and FairBill have signed an agreement, it applies together with these terms. Where the two differ, the signed agreement wins.

02The service

FairBill reviews your past and incoming vendor invoices, checks them for billing mistakes and possible overcharges, and helps you get them corrected. It starts with a free review of past invoices. Ongoing monitoring is a separate service, and its terms are agreed before you enroll.

We create workspaces after an onboarding call. A workspace starts working once we approve it. We may improve or change the service over time. If a change materially reduces what you've signed up for, we will tell you in advance.

03Accounts

You decide who in your organization gets access, and with which role. You are responsible for what happens under your accounts, and for keeping sign-in details safe. Tell us promptly if you suspect unauthorized access.

04Your data

You keep all rights to the invoices, records and emails you give us ("Customer Data"). You allow us to use Customer Data only to provide and support the service, keep it secure, and meet legal obligations.

You confirm you have the right to share Customer Data with us and to connect the accounting software and mailboxes you connect. That includes any personal data in it. Our data processing terms, which form part of our agreement with you, govern how we handle personal data on your behalf. Our privacy notice describes the rest.

We don't use Customer Data to train AI models, and we don't sell it.

05Findings and decisions

FairBill reports potential discrepancies, backed by the evidence it found. A finding is not proof of an error, and AI can be wrong. You decide what to pursue. FairBill does not give legal, tax or accounting advice, and we don't promise any particular savings or recovery.

06Contacting vendors

FairBill contacts a vendor only after you approve the exact message. When you approve one, you authorize us to send it and its approved follow-ups on your behalf, from a FairBill address, with you copied in. You stay responsible for your relationships and agreements with your vendors. FairBill never makes payments or changes your accounting records.

07Fees

The free review is free. Any fees, including a success fee on money actually recovered and fees for monitoring, are set out in our signed agreement with you. Fees exclude taxes, which you pay where they apply.

08Acceptable use

Don't use FairBill to break the law or anyone's rights, upload data you have no right to share, try to access other workspaces, interfere with the service or its security, test its security without our written permission, or copy, resell or reverse engineer it.

We may suspend access to protect the service, other customers or third parties. Where we reasonably can, we tell you first.

09Other services

FairBill connects to services you choose, such as Xero, Zoho Books or Microsoft Outlook, through secure connection providers. Those services have their own terms. We are not responsible for them or for changes they make that affect FairBill.

10Confidentiality

Each side keeps the other's non-public information confidential, and uses it only for this agreement. This doesn't cover information that is public, already known, independently developed, or that must be disclosed by law.

11Ownership

FairBill, including its software and design, belongs to us. If you send us feedback, we may use it without any obligation to you.

12Availability

We work to keep FairBill available and secure, but it is provided as available, without a guaranteed uptime unless we agree one in writing. To the extent the law allows, we exclude all warranties not stated in these terms or our signed agreement, including implied warranties of merchantability and fitness for a particular purpose.

13Liability

To the extent the law allows, neither side is liable for indirect, incidental, special or consequential damages, or for lost profits, revenue or data, even if warned of them.

Each side's total liability under these terms is limited to the fees you paid us in the 12 months before the claim, or US$100 if you paid nothing.

These limits don't apply to a breach of confidentiality, your payment obligations, your indemnity below, or liability that cannot be limited by law.

14Indemnity

You will defend and compensate us against third-party claims arising from Customer Data you had no right to share, or from your breach of the acceptable use rules.

15Ending the agreement

You can stop using FairBill at any time, and your signed agreement sets out any notice period for paid services. We may end these terms if you materially breach them and don't fix it within 30 days of notice.

When the agreement ends, we delete your workspace, files and connections within 30 days, unless the law requires us to keep something. Before that, you can ask for a copy of your findings and documents. Sections that by their nature should continue, such as confidentiality, liability and fees owed, continue.

16General

These terms are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws rules. Disputes go to the state or federal courts located in Delaware, and both sides accept their jurisdiction.

We may update these terms. For material changes, we tell you at least 30 days before they apply. Neither side may transfer this agreement without the other's consent, except to a successor in a merger or sale of the business. If a term can't be enforced, the rest still applies. Not enforcing a term is not a waiver.

Notices to us go to hello@usefairbill.com. We send notices to the email address of your workspace owner.