Terms of Service Agreement
Please carefully read this Terms of Service Agreement (“Agreement” or “Terms of Service”), which is made and entered into between you and Resteasiest.com, a Delaware corporation, doing business as The Postage® (the “Company”). This Agreement contains the terms and conditions upon which the Company will provide to you certain access and/or other services, whether through any of our websites (“Sites”), software platform or otherwise (collectively, the “Services” and individually, a “Service”).
“Services” shall mean and include, without limitation, any Site, any service, software tool or packages or bundles of services and software tools, plans, support features and personnel, resources, forms, templates, and informational materials or articles offered or provided from time to time by the Company, with or without fees or charges, and any websites, applications or other platforms from which same are provided, accessed or used. The terms “you” and “your” shall mean and refer to each person, entity, and/or organization using, accessing, or being provided any Service, software, or Site of the Company. The terms “we”, “us” and “our” shall mean and refer to the Company and its affiliated persons and entities, including its officers, employees, directors, agents, advisers, and representatives. You and the Company may be individually referred to as a “Party”.
This Agreement is applicable to all persons who are provided with, use or access any Service, whether in their individual capacity or as a representative of a business organization. If you are agreeing to these terms on behalf of a business organization, you represent and warrant that you have authority to bind that business organization to this Agreement, and your agreement to these terms and conditions will be treated as the agreement of the business organization. In that event, “you” and “your” refer to that business organization.
You acknowledge and agree that any claim or dispute arising from any Services, Sites, software, or your use of any materials or resources contained therein will be resolved in binding arbitration in accordance with the terms and conditions set forth under the section heading “Binding Arbitration For Dispute Resolution” below. In no event shall any claims or disputes be submitted to or resolved by any court, trial by jury, or class action, other than as set forth in this Agreement unless exceptions shall apply.
You are required to indicate your acceptance of the terms and conditions contained in this Agreement in order to access and/or use any Service. Your use or continued use of any Site, Service or software, or your registration for any Services or software made available by the Company, constitutes your agreement to be legally bound by this Agreement. YOU MUST BE 18 YEARS OLD AND LEGALLY PERMITTED TO ENTER INTO A CONTRACT IN ORDER TO PURCHASE ANY SERVICES.
The Company may offer or provide certain Services, such as attorney support or other legal service plans available in certain areas, that are subject to separate or additional terms or agreements specifically relating to those Services, and your use of any such Services constitutes your agreement to be legally bound by such separate or additional terms and agreements in addition to this Terms of Service.
Except as otherwise provided by the Company, the term with respect to any Service for which registration is required shall begin upon confirmation that your subscription to such Service has been accepted by the Company and shall continue indefinitely until canceled by you or the Company, or otherwise terminated. Except as otherwise provided by the Company, cancellations of a Service shall be effective as of the last day of the month immediately following the month in which the cancellation notice is given.
All applicable fees, rates, charges, and payment and other terms with respect to each Service to which you subscribe, whether recurring, non-recurring, conditional, and/or based on a rate schedule, shall be indicated at or about the time you subscribe for or otherwise agree to such Service. You agree to pay all Service fees and charges when due, together with all applicable state, federal and local taxes, surcharges, and other similar charges relating to the Service to which you have subscribed. You agree that the Company may update, change or modify fees, rates, terms, and/or charges applicable to any Service, including, without limitation, any Service provided on a non-paid basis, at any time with or without notice. Unless otherwise provided by the Company, fees, and charges for a monthly Service shall be due on the first day of the month in which Service is being provided.
SPECIFIC DISCLAIMERS – THE COMPANY DOES NOT PRACTICE LAW OR PROVIDE LEGAL ADVICE
THE COMPANY IS NOT A LAW FIRM, DOES NOT PRACTICE LAW, AND DOES NOT PROVIDE ANY LEGAL ADVICE WHATSOEVER. THE COMPANY MAY OFFER AND PROVIDE FORMS AND TEMPLATES, WHICH MAY INCLUDE, WITHOUT LIMITATION, WILLS, POWERS OF ATTORNEY, AND OTHER SUCH DOCUMENTS, AND THE COMPANY MAY FURTHER PROVIDE AUTOMATED SERVICES TO ENABLE YOU TO FILL IN AND COMPLETE SUCH FORMS AND TEMPLATES – THIS IS NOT LEGAL ADVICE. PLEASE BE AWARE THAT NO SERVICES, SOFTWARE TOOLS, OR MATERIALS CONTAINED IN ANY SITE ARE SUBSTITUTES FOR LEGAL ADVICE AND WE ENCOURAGE YOU TO SEEK LEGAL COUNSEL FROM A LICENSED ATTORNEY PRIOR TO ENTERING INTO ANY LEGAL DOCUMENT. ACCORDINGLY, THERE IS NO ATTORNEY-CLIENT PRIVILEGE BETWEEN YOU AND THE COMPANY IN CONNECTION WITH YOUR USE OF ANY SITES OR SERVICES, OR OTHERWISE.
EVEN IF THE COMPANY OFFERS OR PROVIDES AN ATTORNEY SUPPORT SERVICE OR OTHER LEGAL SERVICE PLANS IN CERTAIN AREAS, THE COMPANY IS NONETHELESS NOT A LAW FIRM, DOES NOT PRACTICE LAW, AND DOES NOT PROVIDE ANY LEGAL ADVICE – IN SUCH EVENT ALL LEGAL ADVICE WOULD BE PROVIDED BY INDEPENDENT LICENSED ATTORNEYS (NOT THE COMPANY), SUBJECT TO THE TERMS AND CONDITIONS OF A SEPARATE TERMS OF SERVICE AGREEMENT BETWEEN YOU AND THE COMPANY, AND FURTHER SUBJECT TO ANY ENGAGEMENT AGREEMENT BETWEEN YOU AND THE ATTORNEY OR LAW FIRM THAT IS PROVIDING YOU WITH LEGAL ADVICE.
PLEASE CAREFULLY READ THE FOLLOWING SECTION REGARDING FORMS, TEMPLATES, AND DOCUMENTS PREPARED BY YOU WITH THE ASSISTANCE OF ANY OF OUR SITES AND/OR SERVICES. YOU EXPRESSLY HEREBY REPRESENT, WARRANT AND COVENANT THAT YOU WILL PRIOR TO SIGNING CAREFULLY REVIEW ALL DOCUMENTS PREPARED BY YOU THROUGH OUR SITES AND SERVICES, AND YOU EXPRESSLY AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR (AND THAT THE COMPANY IS NOT RESPONSIBLE FOR) THE FINAL DOCUMENTS SIGNED BY YOU. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT ALL SUCH DOCUMENTS ARE SIGNED BY YOU AT YOUR OWN RISK AND THAT YOU SHOULD CONSULT WITH A LICENSED ATTORNEY PRIOR TO SIGNING ANY LEGAL DOCUMENTS.
Forms, Templates, and Documents
Pursuant to certain of our Services, the Company may offer or provide forms and/or templates for you to fill in and complete, including through software tools available within a particular Service. As stated in the preceding Specific Disclaimer section, the Company is not a law firm, does not practice law, and does not provide any legal advice whatsoever. You expressly agree that your use of any of our forms, templates, articles, resources, materials, Sites, non-attorney support personnel (such as chat or phone support), or any of our Services that enable you to fill in or complete forms, templates or documents such as wills or powers of attorney, does not constitute the practice of law and is not a substitute for the advice of an attorney. Accordingly, under no circumstances will an attorney-client privilege be created between you and the Company, and no information provided by you to the Company shall be protected by the attorney-client privilege or as a privileged work product. If you at any time feel that you should obtain or need legal advice on any matter, including, without limitation, the use of any of our forms, templates, or Services, you are strongly encouraged to consult with an attorney duly licensed to practice law in your jurisdiction.
The Company offers and provides among its Services online software tools, functionality, and features that enable you to create and securely store your own legal documents and other documents as you deem appropriate, none of which shall be considered legal advice or the practice of law, and none of which are insured or guaranteed to be up-to-date, accurate, complete, free of errors or legally binding or enforceable. There can be no assurances whatsoever that any legal documents that you prepare or created using the Services will be suitable for you or fit your particular situation or needs unless you obtain legal advice from an attorney who has reviewed such legal documents. Forms and templates available through the Services may be too general in nature for your specific needs (which may be too complex for you to adequately address with our tools and Services), and such documents may not be capable of being customized sufficiently to meet your particular needs or address your specific problems or issues, in which event you consult with an attorney licensed in your jurisdiction.
IMPORTANT – If you at any time believe that the Company has given you any legal advice of any kind or nature pertaining to any documents, then please do not use such documents for any purpose. Your use of any documents created or prepared by you with the assistance or use of any of our Sites or Services is done so at your own risk.
As a condition to using a particular Service, you may be required to register with the Company by selecting the Service you wish to subscribe to, providing requisite information regarding you, your business and your designated users of the Service, establishing an account and selecting user names and passwords (“User IDs”), and agreeing to all terms and conditions applicable to such Service. In such event, you must provide the Company with accurate, complete, and current Registration information. “Registration” means the process by which a person, entity or organization provides information to the Company as may be required to potentially become a subscriber of a Service. Failure to do so shall constitute a breach of this Agreement and may in the Company’s sole discretion result in the suspension or termination of your access to and use of the Service. The Company reserves the right to decline Registration of any person, entity or organization, and to cancel, suspend or terminate any User ID or registered account in its sole discretion. You are solely responsible for activity that occurs in connection with your account and shall be responsible for maintaining the confidentiality of your passwords and other User ID information and managing your authorized users and their respective rights and levels of access to your account information and Service. You shall not at any time access or use any subscriber’s account without such subscriber’s express permission. Natural persons must be of legal age to subscribe to any Service. You agree to immediately notify Company in writing of any unauthorized use of your account, or other account-related security breaches of which you become aware.
All users having access to any Service or Account Data under any Service account must be registered as a user with such Service. The Company reserves the right to decline or reject access to any Service with respect to any person. Without limiting and in addition to any other rights of the Company, the Company reserves the right at any time to in its sole discretion to temporarily or permanently suspend your access to or use of any or all of the Services, or any module or component thereof, without notice, as it deems necessary or advisable in its sole and absolute discretion to: (i) prevent or mitigate actual or potential damage, harm or interruption to the Company’s services, service platform, data, business, reputation or other tangible or intangible property or assets, or to those of its customers or other parties, whether actual, threatened or perceived; (ii) comply with any applicable law, rule, regulation, court order, or other governmental request or order; (iii) maintain the operation, integrity or security of the Services or the protection of any information; or (iv) prevent or limit the Company from any type of loss or liability of any kind, type or nature. The Company shall not be liable or responsible to you or any other person or entity as a result of any termination or suspension of access to or use of any Service.
You, as the registered subscriber to any Service, shall retain its right to any and all information, records, documents, files, and other data (“Account Data”) that you and your authorized representatives and agents provide to such account. You hereby grant to the Company a non-exclusive, world-wide, sub-licensable, royalty-free, fully paid-up, perpetual, and irrevocable license to use, modify, and create derivative works relating to or utilized or derived from Account Data in connection with the Company’s performance of any Services, records compliance, other business purposes, and/or the provision, development, and enhancement of any Service.
You expressly agree that you provide data and information to the Company at your own risk. You shall have sole responsibility for the accuracy, completeness, and all other aspects of all of your Account Data. You agree that the Company shall have no responsibility or liability whatsoever relating to the content, nature, quality, or reliability of any Account Data or the use or misuse of any Account Data by you or your agents, representatives, or other parties. You must maintain copies of all Account Data input into the Services. The Company cannot guarantee that there will not be any loss, disclosure, or unauthorized use of your Account Data, whether resulting from accidental loss or from unauthorized access to your Account. Accordingly, you expressly agree that the Company shall not be liable for any such loss, unauthorized use, or disclosure of Account Data irrespective of the cause and that you provide personal information and other data to the Company at your own risk.
With respect to any Site, software, or Service of the Company, you agree not to enter, upload or transmit any Account Data or other data: (i) that you do not have the lawful right to copy, transmit, distribute, and display (including any information that would violate any confidentiality or fiduciary obligations that you might have); (ii) for which you are not authorized; (iii) that infringes upon or otherwise violates any intellectual property or other proprietary rights of any party; (iv) that is defamatory, obscene, or offensive; (v) that violates, or encourages any conduct that would violate, any applicable law, rule or regulation or would give rise to civil or criminal liability; or (vi) that contains any viruses, Trojan horses, spyware, malware, worms, time bombs, bots, or other disabling devices or other harmful component intended to damage, interfere with, intercept, divert or take any system, data or information.
Sharing Documents and Granting Access to Accounts
If you are the recipient of shared documents or access to the accounts of another person, this has been done solely at the discretion of the person choosing to do so, which sharing or access may be limited, incomplete, temporary, or later revoked without notice, and no such actions shall convey upon you any legal rights whatsoever or any duties or obligations whatsoever upon the Company. The Company is not liable for or responsible for the content of any such documents, the decisions made with regard to any such documents, or any decisions whether or not to share or cease sharing any such documents. If you are a recipient of shared documents, please adhere to any and all confidentiality obligations associated therewith.
Account Information from Third Parties
Pursuant to your use of any Service, you may authorize and direct the Company to retrieve, access, integrate with, or link to certain information maintained online or otherwise by third-party financial institutions, service providers, or other parties with whom you have a relationship, maintain accounts, or engage in financial transactions (“Outside Information”). If you authorize and request the Company to retrieve, access, integrate with, or link to any Outside Information (subject in all cases to the Company’s determination, in its sole discretion, to at any time decline, cease or suspend any and all such requests), then (1) you shall fully cooperate with the Company in connection therewith, including without limitation, by providing applicable usernames, passwords, PINs and other information and credentials necessary to access such accounts, (2) you expressly authorize the Company to access, retrieve and use Outside Information for the purposes contemplated by this Agreement, and (3) you expressly authorize the Company to access, store and use Outside Information maintained by identified third parties and further acknowledge and agree that the Company is acting as your agent when the Company accesses and retrieves account information from third parties. You acknowledge and agree that the foregoing does not in any way mean or imply that the Company sponsors or endorses any such third party or service, or that any such third party or service sponsors or endorses the Company. You represent and warrant that neither the Company’s access nor retrieval of Outside Information nor your use of any Service will violate any agreement or terms to which you are subject, including without limitation, those with respect to any third-party site or service. The Company reserves the right to pass on any charges related to the provision of Outside Information and/or integrations with third-party applications, on a case-by-case basis at the Company’s sole discretion.
Intellectual Property Rights
Notwithstanding any other provision of this Agreement or any other agreement between the Company and you, the Company shall retain all right, title, and interest in and to each and every Service, Site, and software of the Company, including without limitation, any and all copyrights, trademarks, service marks, trade secrets, inventions, patents, designs and other intellectual property and all rights in connection therewith or relating thereto, whether registered or unregistered and including any application for registration for any of the foregoing (“Intellectual Property Rights”). If and to the extent that you offer or provide, whether verbal or in writing, irrespective of the media, any ideas, thoughts, criticisms, suggested improvements, or other feedback related to any Service (“Feedback”), you acknowledge and agree that the Company may use and utilize any and all Feedback in any manner it shall in its sole discretion determine, including without limitation to modify or improve any Service or to create or develop new Services, software or tools, and that you will not have any rights of any kind or nature whatsoever with respect thereto nor will you be due any compensation of any kind or nature. You hereby grant the Company a worldwide, royalty-free, fully paid, perpetual, irrevocable license to use, reproduce, modify, translate, distribute, perform, display, import, sell, offer for sale, make, have made, and otherwise exploit the Feedback in any form, media, or technology, whether now known or hereafter developed, and to allow others to do the same.
You agree that the Company’s Sites, software, and each Service contain content that is protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. You must abide by all copyright notices, information, and restrictions contained in any content made available in connection with the Company’s websites or through its software or any Service. You shall not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, create derivative works from, or otherwise exploit any content or other proprietary rights not owned by you without express permission. You and others may have the ability to post content such as blog comments through the Company’s websites. No information you consider confidential should be posted. Such posted content represents the opinions of the authors, is not endorsed by the Company, and is provided for informational and entertainment purposes only. The Company assumes no responsibility or liability for any blogs, opinions, or other commentary posted on its websites, Services, or any website linked to its websites, and makes no express or implied warranty or guarantee regarding the accuracy, completeness, copyright compliance, legality, or any other aspect of such content. You agree that Company may reveal your identity and any other information about you to any law enforcement agent or official in the event of legal investigation or action arising from any postings, information entries or other activities conducted by you in connection with the Company’s websites or Services and you hereby irrevocably release the Company from all liability in connection therewith. The Company reserves the right to remove without liability any content from its websites or Services at any time, for any reason, or for no reason at all.
The Company’s Sites, software, and any Service you are provided are for your individual use only and may not be used for any purpose other than lawful purposes that are expressly permitted by this Agreement. Without limiting the generality of the foregoing prohibitions, you expressly agree that you will not, and will not permit or acquiesce in any other person or entity to, with respect to the websites, software or any Service: (i) permit any party to access or use any Service other than persons authorized by you and provided access credentials in accordance with his Agreement; (ii) infringe any intellectual property or other rights of another; (iii) post or provide any content, including without limitation creating or using any User ID, that is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene or offensive; (iv) use, copy, modify, adapt, alter or translate any software underlying any Service without proper authorization, or otherwise create or attempt to create derivative works of any part of any Service; (v) sublicense, lease, rent, loan, distribute, or otherwise transfer any Service or website content to any third party; (vi) reverse engineer, decipher, decompile, disassemble, or otherwise derive or attempt to derive the source code or underlying ideas, concepts, algorithms, structure or organization of any software underlying any Service or any part thereof; (vii) use any automatic, electronic or manual process to access, search or harvest information from any Service, software or website (including without limitation robots, spiders or scripts); (viii) bypass any measures used by the Company prevent or restrict access to any Service or accounts, computer systems or networks utilized by any Service; (ix) interfere in any way with the proper functioning of any Service or interfere with or disrupt any servers or networks connected to any Service, or breach any requirements, procedures, policies or regulations of networks utilized by any Service; (x) attempt to gain access to secured portions of any Service, software or websites to which you do not possess access rights; (xi) enter, upload or in any way transmit any form of virus, worm, Trojan horse, or other malicious code; (xii) use any robot, spider, other automatic device, or manual process to extract, screen scrape, monitor, mine, or otherwise copy any pages or information on any Service or the content contained therein for purposes other than expressly permitted in this Agreement; (xiii) use or access any software or Service in order to build a competitive product or service; or (xiv) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity. You shall abide by all applicable local, state, Federal and international laws, rules, and regulations in connection with your use of any Service, software, or website. The Company reserves the right to cooperate with local, state, and Federal authorities in investigations of improper or unlawful activities, and this may require the disclosure of your personal information. The Company may also report to other organizations about improper or unlawful user activities and this reporting may include disclosure of personal information relating to those persons conducting such improper or unlawful activities. You agree that a breach or violation of this Section will cause the Company irrevocable damage for which adequate remedy at law will not be available and, accordingly, the Company shall be entitled to obtain immediate temporary and/or permanent injunctive relief in order to or attempt to prevent or mitigate damages or losses from actual, threatened or potential breaches or violations of this Section by you or any other person or entity. Such rights shall not limit in any manner the Company’s rights to seek other and/or additional remedies, at law or in equity.
Third Party Links
The Company’s website, software, or any Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Company’s websites, software, or any Service. When you access third-party websites, you do so at your own risk. These other websites are not under Company’s control, and you acknowledge that Company is not responsible or liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of such websites or resources. The inclusion of any such link does not mean that the Company endorses or has a relationship with the owners or operators of the linked site. You should independently verify all content that you access through the Company’s websites or any Service. By using the Company’s websites, software, or any Service, you agree that the Company shall not be responsible for any person’s reliance on any content or the consequences of any action that you or any other person takes or fails to take based on any content or otherwise as a result of your use of any Service, software or website. Your use of or reliance on any content is at your own risk.
If you enable third-party applications for use in conjunction with the Services, you acknowledge and agree that the Company may without any authorization or consent allow such third-party applications to access your Account Data as required for the interoperation of such third-party applications with the Services. In no event will the Company be responsible for any disclosure, modification, or deletion of your Account Data in connection with any such access by third-party applications or the providers thereof.
Billing and Payment
You agree that all fees, taxes, and charges owed or payable by you shall be paid by automatic debit to your bank account, credit card, or other payment method accepted by the Company, and you shall provide to the Company and at all times ensure that the Company has accurate, updated and complete information and authorizations as necessary to enable the Company to automatically collect all sums as and when due by you on a recurring basis. The Company shall not be responsible for any payment or other refunds of any kind to you. You must notify the Company in writing of any billing or payment discrepancies within sixty (60) days from the applicable due date in order to be eligible to receive an adjustment or credit. Without limiting any of the foregoing, you agree that you will be responsible for all fees, charges, duties, taxes and assessments arising out of Services that you subscribe for and any products you purchase from the Company or through this site.
Termination of Service
You or the Company may at any time terminate any Service pursuant to notice to the other (unless otherwise mutually agreed or specifically set forth with respect to a particular Service), which termination shall be effective as of the last day of the month immediately following the month in which such notice is given. The Company reserves the right, with or without notice, to terminate any Service, or at its sole discretion to temporarily or permanently suspend performance of any Service or to suspend access to any Service, in the event that you shall be delinquent in payment of any sums due or shall otherwise be in breach or default under this Agreement.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, NOR ANY OF ITS DIRECTORS, OFFICERS, STOCKHOLDERS, EMPLOYEES, AGENTS, AFFILIATES OR REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION FOR LOSS OF USE, PROFIT OR DATA, OR FOR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE COMPANY’S SITES ANY SERVICES, SOFTWARE, PRODUCTS OR TOOLS OFFERED OR PROVIDED BY THE COMPANY, ANY PERFORMANCE OR NON-PERFORMANCE UNDER THIS AGREEMENT, OR FOR ANY OTHER REASON WHATSOEVER, REGARDLESS OF THE FORM OF ACTION, WHETHER UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OF EQUITY THEORY OR OTHERWISE, AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEN OR YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR THE PROVISION OR COSTS OF SUBSTITUTE PRODUCTS OR SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU FOR ANY DIRECT OR COMPENSATORY DAMAGES, OR ANY OTHER DAMAGES OR COSTS, IN EXCESS OF (X) THE AMOUNT YOU PAID TO THE COMPANY FOR THOSE SERVICES ALLEGED TO HAVE GIVEN RISE TO SUCH DAMAGES OR COSTS, OR (Y) ONE THOUSAND U.S. DOLLARS (IN THE AGGREGATE FOR ALL CLAIMS), WHICHEVER IS LESS. IF AND TO THE EXTENT THAT APPLICABLE LAWS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, THEN THE EXTENT OF LIABILITY WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW. YOU ACKNOWLEDGE THAT THE PROVISIONS UNDER THIS HEADING “LIMITATION OF LIABILITY” REFLECTS A FAIR ALLOCATION OF RISK AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY. THE COMPANY’S PAYMENT TO YOU UP TO THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT OR IN ANY WAY RELATING TO THE SERVICE. YOU AGREE THAT, REGARDLESS OF THE FAILURE OF YOUR SOLE AND EXCLUSIVE REMEDY, THE COMPANY WILL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER OF ANY KIND OR NATURE. YOUR AND THE COMPANY INTEND THE EXCLUSION OF SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY AND CONSEQUENTIAL DAMAGES AS AN INDEPENDENT AGREEMENT APART FROM THE SOLE AND EXCLUSIVE REMEDY HEREIN. THE LIMITATIONS OF LIABILITY UNDER THIS SECTION SHALL APPLY TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW IN YOUR JURISDICTION.
THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND CONTENT MADE AVAILABLE BY THE COMPANY ON OR THROUGH ITS WEBSITES, SOFTWARE, SERVICE OR OTHERWISE ARE PROVIDED TO YOU “AS IS” AND WITHOUT WARRANTY OF ANY KIND OR NATURE AND ARE SUBJECT TO CHANGE AT ANY TIME WITHOUT PRIOR NOTICE. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY, USEFULNESS OR COMPLETENESS OF ANY CONTENT, INFORMATION, SERVICES, PRODUCTS OR SOFTWARE CONTAINED ON OR AVAILABLE THROUGH ITS WEBSITES, SOFTWARE, ANY SERVICES, OR OTHERWISE. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES, RESPONSIBILITIES, CONDITIONS AND/OR LIABILITIES WITH REGARD TO ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND CONTENT AVAILABLE ON OR ACCESSIBLE THROUGH THE COMPANY’S WEBSITES, SOFTWARE, ANY SERVICES, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, RELIABILITY, COMPLETENESS, ACCURACY, QUALITY, OR INTEGRATION. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER THAT (A) ITS WEBSITES, ANY SERVICE, SOFTWARE, OR PRODUCTS WILL MEET YOUR NEEDS OR REQUIREMENTS; (B) ITS WEBSITES OR ANY SERVICE, SOFTWARE OR PRODUCTS WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR OPERATE IN COMBINATION WITH OR INTEGRATE WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA; (C) THE CONTENT, INFORMATION OR RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE COMPANY’S WEBSITES, ANY SERVICE, SOFTWARE, OR PRODUCTS WILL BE ACCURATE, RELIABLE OR SUITABLE TO YOUR NEEDS; OR (D) ANY ERRORS OR OMISSIONS IN ANY SOFTWARE, SERVICE, PRODUCTS OR WEBSITES WILL BE CORRECTED; (E) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH ANY SERVICE OR SOFTWARE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (F) ANY SERVICE OR SOFTWARE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION. TO THE EXTENT THAT ANY APPLICABLE LAW IN A JURISDICTION DOES NOT ALLOW THE COMPANY TO DISCLAIM OR LIMIT ANY IMPLIED WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY IN SUCH JURISDICTION WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW.
INDEMNIFICATION BY YOU
YOU HEREBY AGREE TO INDEMNIFY AND HOLD HARMLESS THE COMPANY AND ITS DIRECTORS, OFFICERS, STOCKHOLDERS, EMPLOYEES, AGENTS, ATTORNEYS, AFFILIATES, CUSTOMERS, AND REPRESENTATIVES FROM AND AGAINST ALL CLAIMS, DEMANDS, LOSSES, COSTS, EXPENSES, OBLIGATIONS, LIABILITIES, DAMAGES, RECOVERIES, AND DEFICIENCIES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS) ARISING FROM OR IN CONNECTION WITH: (I) YOUR USE OR MISUSE OF, OR ACCESS TO, ANY SERVICE, SOFTWARE, CONTENT OR WEBSITE OF THE COMPANY; (II) YOUR BREACH OR VIOLATION OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION THE BREACH OF ANY REPRESENTATION, WARRANTY, COVENANT OR OBLIGATION HEREUNDER; AND/OR (III) INFRINGEMENT BY YOU, OR ANY THIRD PARTY USING THE YOUR ACCOUNT, OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR ENTITY. THE COMPANY RESERVES THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL ASSIST AND COOPERATE WITH THE COMPANY IN ASSERTING ANY AVAILABLE DEFENSES. THE INDEMNIFICATION OBLIGATIONS SET FORTH IN THIS AGREEMENT SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THIS AGREEMENT.
All provisions of this Agreement which by their nature should reasonably survive the termination shall survive such termination for any reason. Without limiting the foregoing, the provisions of this Agreement under the following headings shall survive termination of this Agreement: Access; Account Data; Special Disclaimers; Forms, Templates, and Documents; Sharing Documents and Granting Access to Accounts; Intellectual Property Rights; Content; Prohibited Conduct; Limitations of Liability; Warranty Disclaimers; Indemnification By You; Survival; Governing Law and Venue; Binding Arbitration For Dispute Resolution; Notices; Proprietary Rights and Trademarks; Modifications; and General.
The Company shall not be liable, penalized, or deemed delinquent for and to the extent of any delay or failure to perform its obligations hereunder resulting from any cause beyond its reasonable control, including without limitation acts of God or nature, war, weather, fire, explosion, epidemic, pandemic, flood, strike, work stoppage, slowdown or other industrial dispute, accident, riot or civil disturbance, act of government, forced, mandated or prevalent business closure or suspension, inability to obtain any license or consent necessary in respect of any third-party software, delay by suppliers or material shortages, design defects, flaws or errors in third-party equipment or software, and dangerous conditions that pose a threat to personnel or others.
Any notices or other communications in connection with you, your account, or this Agreement shall be deemed validly given as of the date sent to you if sent by email to any email address set forth in your account or otherwise provided by you to the Company through the Company’s website. It is solely your responsibility to update your account information with the Company.
Governing Law and Venue
This Terms of Service and other agreements between you and the Company shall be governed by the laws of the State of Texas without regard to the conflict of law provisions of any jurisdiction. Exclusive venue with regard to any claims or disputes between you and the Company shall lie in the Federal, state, or local courts having jurisdiction and residing in the State of Texas, Harris County unless submitted for arbitration as set forth in the following section. A printed version of this Terms of Service and of any other agreements or notices given in electronic form shall be admissible in arbitration, judicial, or administrative proceedings based upon or relating to this Terms of Service or any other agreements between you and the Company to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Binding Arbitration For Dispute Resolution
(A) You and the Company agree that any controversy or claim arising out of or relating to this Terms of Service or any other agreement between you and the Company, or the breach, termination, validity, cancellation, or enforcement of this Terms of Service or other agreements between you and the Company, or your use of any of our Sites or Services, shall be resolved by binding arbitration administered by the American Arbitration Association in Houston, Texas, before a single arbitrator under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
(B) Except to the extent that arbitration is required in subsection (A) of this section, and except as to the enforcement of any arbitration decision or award, any action or proceeding relating to any dispute arising under this Agreement or any other agreement between you and the Company, or any other matter, may only be instituted in state or Federal court in Harris County, Texas. Accordingly, you and the Company consent to the exclusive personal jurisdiction and venue of such courts for such matters.
(C) The provisions of subsections (A) and (B) of this section will not apply to any legal action taken by the Company to seek an injunction or other equitable relief in connection with any loss, cost, or damage (or any potential or threatened loss, cost, or damage) relating to any Site, Services, software or the Company’s intellectual property rights (including such that we may claim that may be in dispute), or the Company’s operations.
(D) YOU AND THE COMPANY AGREE THAT A PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. NEITHER YOU NOR THE COMPANY WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR OTHER PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
Personal and Noncommercial Use Limitation
The Sites, software, and Services of the Company are for your personal use only. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell for any commercial purposes any portion of any website, software or Service of the Company or otherwise access or use of any such website, Software or Service other than for your personal business.
Proprietary Rights and Trademarks
The Postage®, the Company’s logos, and our product and service names are the exclusive trademarks of and are exclusively owned by, the Company. You may not use or display any of our trademarks in any manner without our prior written permission. Any third-party trademarks or service marks displayed on the site from time to time are the property of their respective owners.
You may contact us at email@example.com.
Last Updated June 30, 2021