© 2025 Docyt Inc.
Effective Date: January 14, 2025. These Terms replace and supersede all prior versions
This Software as a Service (SaaS) Agreement governs Your use of or interactions with products, services, or other offerings through Docyt (collectively, the “Service”), including but not limited to Our platform Services and support for Bill Payments, Accounts Receivables, Expense Reports, KPI dashboards, Reconciliations and Financial Reporting,, Data Migration, Data Export, Docyt mobile applications, Your Docyt account and/or any other services, features, functionalities, offers or promotions through Docyt. SaaS Products means our hosted or cloud-based products that are provided by us on a software-as-a-service basis including any Bundled Products needed to operate with Customer Systems. All capitalized terms have the meanings given to them in these Terms, unless otherwise indicated. You should read this Agreement carefully.
Schedule 1: Bill Payment Service
Schedule 2: Docyt Accountant Platform
Communications covered by this Consent include, but are not limited to: (1) agreements, disclosures, policies and notices related to Your Docyt account or Your use of the Service (such as Docyt’s MSA, Privacy Policy, and Order Form and Statement of Work, (2) In app chats & messages (3) transaction records, account statements and history, (4) federal and state tax statements we are required to make available to you; and (5) any disclosure or notice required under applicable federal, state or local law to be provided “in writing”.
This Consent also allows Us to use electronic signatures and obtain them from You. You should print or download for your records a copy of this Consent and any other Communications.
Upon Your timely report, We may, in Our sole discretion, use good faith measures to attempt to reverse and recover any unauthorized or erroneous payments or transfers on Your behalf, but Docyt will have no responsibility, obligation, or liability in relation to such payments or transfers or any reversal or recovery attempts.
Docyt may, for a variety of reasons, add credits to your billing account. Such credits will automatically apply to your next invoice. Credits are not redeemable for cash or refunds, and will expire in 12 months or end of your billing contract (whichever is later).
If we request that you provide your tax identification number and/or a US tax form such as W-9 or W-8, you must provide this information. If you do not provide us the requested information and documentation, you understand and agree that you may be subject to account limitations and federal and state withholding tax at the applicable rates on all US source income payments received. Where Docyt has determined in its reasonable discretion that withholding is applicable, you consent to Docyt withhold tax at the applicable rate from payments to you. We will send all withholding taxes to the appropriate taxing authorities and cannot refund those amounts.
THE SERVICE IS PROVIDED “AS-IS” WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. YOU ASSUME ALL RISK AS TO THE RESULTS AND PERFORMANCE OF THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. DOCYT DOES NOT WARRANT THAT THE SERVICE IS COMPLETELY SECURE OR IS FREE FROM BUGS, INTERRUPTIONS, ERRORS, OR OTHER PROGRAM LIMITATIONS, OR THAT ALL ERRORS WILL BE CORRECTED. DOCYT FURTHER DISCLAIMS ANY AND ALL WARRANTIES ARISING FROM THE COURSE OF DEALING OR USAGE OF TRADE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM DOCYT OR ELSEWHERE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THAT MATERIAL OR CONTENT.
From time to time, the Company may offer new “beta” features or tools with which its users may experiment. Such features or tools are offered solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at the Company’s sole discretion. The provisions of this section apply with full force to such features or tools.
IN NO EVENT SHALL DOCYT OR ITS SERVICE PROVIDERS BE LIABLE TO YOU, YOUR ORGANIZATION OR INDIVIDUAL, ANY USER, OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE, FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES, LOSS OF INCOME, DATA, PROFITS, REVENUE OR BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, OR OTHER ECONOMIC LOSS, WHETHER OR NOT DOCYT OR ITS SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER ANY CLAIM FOR RECOVERY IS BASED ON THEORIES OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE. DOCYT AND ITS SERVICE PROVIDERS WILL NOT BE LIABLE FOR ATTORNEYS’ FEES, EXCEPT AS REQUIRED BY LAW.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DOCYT MAKES NO WARRANTY AND ASSUMES NO RESPONSIBILITY OR LIABILITY FOR ANY DISPUTES, CHARGEBACKS, OVERCHARGES, DELAYED PAYMENTS, INSUFFICIENT FUNDS, EXPIRED CARDS, CIRCUMSTANCES BEYOND OUR CONTROL (INCLUDING WITHOUT LIMITATION POWER OUTAGES, SERVICE INTERRUPTIONS OR OTHERWISE), OR OTHER ISSUES RELATING TO THE TRANSACTIONS MADE THROUGH DOCYT OR OTHER SERVICES OFFERED BY THE RELEVANT THIRD-PARTY SERVICES. DOCYT IS UNDER NO OBLIGATION TO PAY YOU IF THE AMOUNT FUNDED BY YOUR CUSTOMER IS INSUFFICIENT TO COVER THE TOTAL AMOUNT DUE FROM YOUR CUSTOMER.
NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS AGREEMENT, IN NO EVENT SHALL DOCYT’S OR ITS SERVICE PROVIDERS’ AGGREGATE LIABILITY TO YOU, YOUR ORGANIZATION OR INDIVIDUAL, ANY USER, OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE EXCEED THE TOTAL FEES PAID BY YOU OR YOUR ORGANIZATION TO DOCYT IN THE THREE MONTH PERIOD PRECEDING THE EVENT(S) THAT GAVE RISE TO SUCH LIABILITY, OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER, REGARDLESS OF THE FORM OR THEORY OF THE CLAIM OR ACTION. TO RECOVER ANY DAMAGES PERMITTED UNDER THIS AGREEMENT, CUSTOMER AGREES THAT ANY CLAIM AGAINST DOCYT MUST BE PROVIDED WITH NOTICE WITHIN TWELVE (12) MONTHS OF INITIAL OCCURRENCE OF FACTS SUPPORTING SUCH CLAIM.
Each provision of this Agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to and does allocate the risks between the parties under this Agreement. Each of these provisions is severable and independent of all other provisions of this Agreement. All limitations of liability, disclaimers of warranties, and exclusions of consequential damages or other damages or remedies will remain fully valid, effective and enforceable in accordance with their respective terms, even under circumstances that cause an exclusive remedy to fail of its essential purpose. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES, LIABILITY OR CERTAIN WARRANTIES IN CERTAIN CIRCUMSTANCES. ACCORDINGLY, IN THOSE JURISDICTIONS, SOME OF THESE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY.
You agree to full liability and responsibility for Your use of the Service, and You will defend and indemnify Docyt and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (a) Your violation of any portion of this Agreement, or any applicable law or regulation; (b) Your violation of any third-party right, including any intellectual property right, or publicity, confidentiality, other property or privacy right; or (c) any dispute or issue between You and any third party. We reserve the right, at Our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You (without limiting Your indemnification obligations with respect to that matter), and in that case, You agree to cooperate with Our defense of that claim.
Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award (although the arbitrator must abide by the contractual limits on damages in this Agreement) and must enforce applicable statutes of limitation and legal defenses.
Either You or the Docyt Parties can seek to have a Claim resolved in small claims court if all the requirements of small claims court are satisfied. Either You or the Docyt Parties may seek to have a Claim resolved in small claims court in your county of residence or the small claims court in closest proximity to Your residence, and You may also bring a Claim in small claims court in the Superior Court of California, County of Santa Clara.
The arbitrator shall issue a written decision sufficient to explain the essential findings and conclusions on which the award is based. The award shall be binding only among the parties and shall have no preclusive effect in any other arbitration or other proceeding involving a different party. Judgment on any award may be entered in any court having jurisdiction. This Agreement shall not preclude any party to the arbitration from at any time seeking injunctions or other forms of equitable relief in aid of arbitration from a court of appropriate jurisdiction including whether a Demand for Arbitration is filed in violation of this Agreement.
This Agreement and all matters arising out of or relating to this Agreement, including any disputes between You and Docyt, will be governed by the laws of the State of California, without regard to its conflicts of law provisions. To the extent that any dispute or action relating to this Agreement is permitted to be brought in a court of law, You agree that the legal action or proceeding will be brought exclusively in the state courts located in Santa Clara County, California, or the federal courts in the Northern District of California. Subject to the provisions of Section 16, You and Docyt agree to submit to the exclusive jurisdiction of and agree that venue is proper in the state courts located in Santa Clara County, California, or the federal courts in the Northern District of California in any legal action or proceeding.
We may modify or change this Agreement (including adding and deleting any terms), as well as its policies incorporated in this Agreement (collectively for purposes of this paragraph “Agreement”), at any time, in Our sole discretion by posting the updated Agreement on Our Website with such update effective on the new effective date of the Agreement. For material changes, We will provide notice of the change by posting the updated Agreement on Our Website or in any other reasonable manner of notice, 30 days in advance of the effective date (or where required by law or regulations upon shorter notice) of the Agreement. You will be deemed to have accepted and agreed to any revisions or changes to this Agreement at the time of (i) Your electronic acceptance of the revised, changed or new Agreement, or (ii) Your use of the Service after the effective date of the revised, changed or new Agreement. If the revised, changed or new Agreement is not acceptable to You, Your sole and exclusive remedy will be to stop using the Service and/or to cancel Your account as provided in Section 11.
This Schedule 1 sets forth additional Terms that apply to all uses of the accounts payable services, features and functionalities (“Bill Payment Service”) of the Service. This Schedule is supplemental to and incorporated into the Agreement that governs the Service. All capitalized terms used but not defined herein have the meanings given to them in the Terms.
You have the authority to provide and disclose the Payment Account information to Docyt;
You have the authority to and do authorize the initiation of ACH debit or credit entries, as applicable, to the Payment Account in accordance with any payment instructions provided in connection with Your Docyt account or use of the Service, and, as necessary, the initiation of adjustments or reversals as provided under this Agreement, or applicable law, rules or regulations;
You will provide complete and accurate information to Docyt about the Payment Account, including, but not limited to, information on the ownership of the account, and will notify Us promptly if the Payment Account information or ownership changes; and
Each payment that You request through the Service complies with this Agreement and applicable law, regulations and rules.
Setting Up Your Vendors. To use the Bill Payment Service, You will be required to provide information for Your Vendors, including for Vendors that are not part of the Docyt Business Network. For each Vendor, You agree to provide correct and current information as requested by Docyt. By providing, entering, connecting, or uploading any Vendor information to the Service, You represent and warrant that You have obtained all necessary authorizations or consents from the Vendor to share such information. You represent and warrant that the Vendor agrees, or You have the authority to agree on behalf of the Vendor, to be subject to and comply with this Agreement and all applicable laws, rules and regulations. You authorize Us to send emails, text messages and to call Your Vendors as needed to facilitate the Services provided to You and to provide Your Vendors with information regarding other products or Services. You represent and warrant that Your Vendor has agreed to receive such communications from Us. You further represent and warrant that when We send Your Vendor transactional communications that relate to payments that those communications facilitate a previously agreed upon commercial transaction between You and Your Vendor.
You are solely responsible and Docyt is not responsible for verifying the accuracy of any Vendor information provided in connection with Your Docyt account or use of the Service. Docyt will have no liability for losses or damages resulting from the accuracy or inaccuracy of Your Vendor’s information, including bank account information, or Your or Your Vendor’s actions or inactions. If You invite a Vendor to set up a Docyt account, You acknowledge that it may take several business days to set up the Vendor in the Service. Docyt does not guarantee that a Vendor will be set up in the Service.
To use the Bill Payment Service, for each payment transaction, You must choose a payment method to pay Your Vendor. Available payment methods may include electronic ACH payment, check payment, Card payments, or virtual card payment. The payment method selected may be governed by additional Terms, including as set forth in other Schedules to this Agreement. Docyt reserves the right to change or limit the payment method options available to any Payer or Vendor, or to select the method by which a payment transaction will be made, all in Docyt’s sole discretion.
You are solely responsible for the accuracy of the payment information or the payment instructions provided to Docyt. If a payment is refused or returned, Docyt will void the payment, unless Docyt in its sole discretion agrees to take other action on the payment such as crediting or reissuing the payment. If a returned or refused payment is voided, You authorize Docyt to credit the amount of the payment to Your Payment Account, less any Service Fees or other amounts owed by You to Docyt.
You shall bear sole responsibility for any penalties, fees, or other charges arising from failed vendor payments or employee reimbursements caused by insufficient funds or incorrect account information while using Docyt application. While Docyt does not currently impose additional fees for such failures, the Company reserves the right, at its sole discretion, to implement and charge such fees in the future.
You may upload invoices, bills, statements of accounts from Vendors, or other documents (“Bills”) to the Inbox of Your Docyt account. You may also authorize Vendors to send electronic Bills to Your Docyt account, or You can create Bills using the Service. You are solely responsible for the Bills uploaded, created, recorded, processed, approved, paid, and/or synced or shared with third parties through Your Docyt account. Docyt is not responsible for any Bills, including those that are misdirected or not received.
Various modules in Docyt can receive documents like Bills, Receipts, Point of Sale data, etc. via emails sent to unique email ids associated with your Docyt account. If these email IDs are shared with Your Vendors, Employees, or other Individuals, then they can submit documents to Your Docyt account without restriction, and is outside the control of Docyt. As a result, Docyt will not be held liable for, and you accept the risk of loss arising from, any error, delay, failure or inaccuracy of Bills and other data getting processed in Your Docyt account through this process.
Docyt offers, and You may choose to use, an Autopilot setting (“Autopilot”) that can assist You in extracting information from Bills & Invoices, Receipts, Revenue Reports, Bank & Credit Card Transactions, and other similar back-office data, and further processing them for accounting categorization, and eventually automatically entering such information in to your connected accounting software. The accuracy of the Autopilot feature varies based on the quality and volume of data and is available to you only as an additional convenience. Autopilot is not designed to completely replace human oversight, and Docyt will not be held liable for, and you accept the risk of loss arising from, any error, delay, failure or inaccuracy of Docyt Autopilot.
Virtual Card Payments. You understand and agree that Docyt may use a third-party service provider (the “Virtual Card Provider”) to issue or manage the virtual cards used to execute payments requested or initiated through the Virtual Card Service, subject to Docyt’s responsibilities and representations under this Agreement.
You understand and agree that the virtual card payment option will be available only to pay Vendors that have confirmed that they accept virtual cards as a method of payment. You grant to Us, and Docyt reserves, the right to choose, together with the Virtual Card Provider and/or Your Vendor, the manner in which the virtual card payments will be provided or delivered to Your Vendor. You understand and agree that neither Docyt nor the Virtual Card Manager is responsible for any costs incurred by Your Vendor in connection with the use of the Virtual Card Service. The Vendor will be solely responsible for any costs or fees related to the receipt or processing of the virtual card payment.
A Vendor that participates in the Virtual Card Service may opt out of receiving virtual card payments at any time. If a Vendor opts out of the Virtual Card Service and/or virtual card payments from You, Your payments to that Vendor through the Service will be made by check or electronic ACH payment, based on Your account settings and/or as provided under this Agreement. You acknowledge and agree that You are solely responsible for any payment owed by You to a Vendor, and that Docyt has no responsibility or liability related to the acceptance or return of virtual card payments by a Vendor or the Vendor’s participation in or opt out of the Virtual Card Service. You grant Us the right to credit to Your Payment Account the amount(s) of any unprocessed virtual card payments, less any Service Fees or other amounts owed by You to Docyt, as provided in this Agreement.
This Schedule 2 sets forth additional Terms that apply to all uses of the Docyt Accountant Platform features and functionalities (“Accountant Platform”) of the Service, unless otherwise agreed by and between You and Docyt. This Schedule is supplemental to and incorporated into the Agreement that governs the Service. All capitalized terms used but not defined herein have the meanings given to them in the Terms.
The Accountant Platform enables accountants and other financial services professionals (as subscribed to Docyt, each an “Accountant”) to manage and operate Docyt accounts for and/or on behalf of their professional services clients (“Clients”). To gain access to the features and functions of the Accountant Platform, You must subscribe to the Accountant Platform and pay all applicable Service Fees.
Your subscription to the Accountant Platform will enable You to: (a) invite Clients to create a Docyt account that will be linked to Your Accounting Firm’s Docyt account; (b) create a Docyt account on behalf of a Client, which will be linked to Your Accountant Platform; (c) invite Clients to link previously created Docyt accounts to Your Accountant Platform; (d) link previously created Client accounts to Your Accountant Platform; and (e) configure, manage, and/or operate the Service on behalf of Your Clients.
When You create or link a Docyt account on behalf of a Client through Your Accountant Platform account, You represent and warrant to Docyt that: (a) You have obtained all required consents and authorizations to accept this Agreement for the Client; and (b) the Client has agreed to be bound by this Agreement; (c) the Client has authorized You to manage and operate their Docyt account for and/or on the Client’s behalf; and (d) You have an existing business relationship with the Client where You are providing separate professional financial consulting or accounting services for the benefit of such Client. Each Accountant and Client understands and agrees that the Client accepts this Agreement separately from the Accountant. You represent and warrant to Docyt that You have obtained all required rights, consents or authorizations from Your Client to use the Service on the Client’s behalf and will provide proof of such consent upon reasonable request by Us.
Initiating Payments on Behalf of Your Clients. When You initiate a payment transaction or issue payment instructions on behalf of a Client through Your Accountant Platform account, You represent and warrant to Docyt that You have obtained all required rights, consents and authorizations to request or initiate ACH credit(s) or debit(s) to or from the Client’s Payment Account.
With an Accountant Platform Service subscription, You may customize the Client Docyt accounts linked to Your Accountant Platform Account with Your logo or brand. If You choose to use this customization feature, You acknowledge and agree that You have all necessary rights, licenses, and authorizations to do so and the customization does not infringe the rights or licenses of any third party. You acknowledge and agree that You are not an agent of Docyt and You have no authority to provide any representations, warranties or covenants with respect to the Accountant Platform Service or any other Service, and You will not purport to make any such representations, warranties or covenants on behalf of Docyt.
If You subscribe to the Accountant Platform Service, We grant You permission to state publicly that You are a customer of Docyt’s Accountant Platform Service, and a limited, revocable, non-exclusive, non-transferable right and license to use and display the Docyt brand in accordance with our branding policies and guidelines, as updated and available on the Docyt Website or as provided to You. You agree to use commercially reasonable efforts to cooperate with Docyt in monitoring the use of the Docyt brand in relation to Your Accountant Platform account. We reserve the right to revoke or restrict any right or license granted under this subsection if You fail to comply with Docyt’s branding policies and guidance. All goodwill developed from Your use of the Docyt brand will accrue solely to the benefit of Docyt.
From time to time, Docyt may provide You with materials (Accountant Platform Materials”) related to the Accountant Platform Service. You agree to use Accountant Platform Materials only in the form provided and as directed by Docyt, and You will not alter Accountant Platform Materials without the express written permission of Docyt.
We reserve the right to revoke or restrict any right or license granted under this subsection if You fail to comply with Docyt’s branding policies, guidance, or directives.
No agency, partnership, joint venture, employment, or other similar relationship is created between an Accountant and Docyt as a result of this Agreement or the Accountant’s use of the Accountant Platform Service. This Agreement does not grant You the right to resell the Service, in whole or in part, to any person or entity.
© 2025 Docyt Inc.
