Terms and Conditions
Last Updated: MAY 1, 2024
Welcome to the Terms and Conditions agreement (“Terms”) for the EZMCA System. Terms govern your access to and use of System, which is operated by EZMCA LLC, a Wyoming-based limited liability company, including its directors, officers, employees, contractors, owners, agents, licensors, or licensees (collectively, “Company”). Company requests You carefully review Terms before using System. By accessing or using any aspect of System, You agree to be bound by Terms. If You do not agree to all of Terms, then You may not use System.
For the purpose of Terms, the term “System” encompasses all websites, devices or applications Company operates, and any pages associated with each such website, device, or application. The System includes any equivalent, mirror, replacement, substitute or backup website, device or application that Company operates. This means that when You access or use the System, You are agreeing to be bound by these Terms regardless of the specific website, device or application that You are using.
It is important to note that Terms is between You and Company. By accessing or using System, You are agreeing to comply with all applicable laws and regulations, as well as Terms. If You do not agree to Terms, You are not authorized to access or use System.
1 ACCEPTANCE OF TERMS
By accessing and using System, You agree to each of the terms and conditions set forth herein Terms. Additional terms and conditions applicable to the specific areas of System are posted throughout the System and, together with Terms, govern Your use of these areas, content and/or transactions. Company reserves the right to update the content of System, including Terms, at any time without prior notice. Your use of System constitutes Your agreement to follow and be bound by the terms and conditions of System, as well as Terms, as modified. You are encouraged to review the website and Terms periodically for updates and modifications. If You do not agree with anything contained in Terms, please do not submit information to, access information from, or otherwise utilize System. The term “You”(or “Your”) is defined as the owner of Company completing the application on behalf of Company seeking financing or other related or unrelated products and Service including merchant cash advances or other services offered by System. Company offers various tools and functions through System including when You register, apply for merchant cash advances, receive advances, access or use System, or when You otherwise interact with Company (collectively, the “Service”).
In addition to Terms, You may enter into other agreements with Company or others that will govern Your use of Service offered by Company or others. including, without limitation, the purchase and sale of future business receivables, as applicable, if executed (“Merchant Cash Advance Agreement”). Your submission of an electronic financing application through System shall have the same force and effect as if the application bore an inked original signature. You certify that Your Merchant Cash Advance Agreement will be used solely for business and commercial purposes.
2 PRIVACY AND YOUR PERSONAL INFORMATION
For information about Company’s data protection practices, please read Company’s Privacy Policy, which is available by visiting System. The Privacy Policy explains how Company treats Your personal information when You use Service.
For information about Company’s data protection practices, please read Company’s Privacy Policy, which is available by visiting System. The Privacy Policy explains how Company treats Your personal information when You use Service.
3 ACCURACY OF AND CHANGES TO YOUR INFORMATION
You agree to provide true, accurate and complete profile, banking and business information, including such other information as may be prompted by any registration forms on System or otherwise requested by Company, including with respect to accounts maintained at third-party sites, and You further agree to provide such materials as Company may request to establish and/or verify Your or any other person’s identity or authority to enter into binding agreements on behalf of the business or entity, or to establish and/or verify the business or entity’s legal existence, good standing in any jurisdiction and eligibility to use System or Service, or to establish and/or verify Your eligibility (collectively, “Account Information and Supporting Materials”). You further agree to promptly update all Your Account Information and Supporting Materials whenever the information provided to Company is no longer accurate. If You do not do this, the accuracy and effectiveness of Service provided to You will be affected. If You need help in changing Your information, please contact us. Company is not responsible for any payment processing errors or fees or other Service-related issues arising from Your failure to keep Your Account Information and Supporting Materials current. You represent that You are a legal owner of, and that You are authorized to provide Company with, all Account Information and Supporting Materials and other information necessary to facilitate Your use of Service and System.
In addition, in consideration of Your use of System and Service on behalf of a business or other entity member, You, individually and on behalf of such business or entity, agree to promptly notify Company regarding any material changes to information or circumstances impacting the business or entity’s legal existence, good standing in any jurisdiction in which the business or entity is authorized to conduct business, or eligibility for continued use of System or Service.
You agree to provide true, accurate and complete profile, banking and business information, including such other information as may be prompted by any registration forms on System or otherwise requested by Company, including with respect to accounts maintained at third-party sites, and You further agree to provide such materials as Company may request to establish and/or verify Your or any other person’s identity or authority to enter into binding agreements on behalf of the business or entity, or to establish and/or verify the business or entity’s legal existence, good standing in any jurisdiction and eligibility to use System or Service, or to establish and/or verify Your eligibility (collectively, “Account Information and Supporting Materials”). You further agree to promptly update all Your Account Information and Supporting Materials whenever the information provided to Company is no longer accurate. If You do not do this, the accuracy and effectiveness of Service provided to You will be affected. If You need help in changing Your information, please contact us. Company is not responsible for any payment processing errors or fees or other Service-related issues arising from Your failure to keep Your Account Information and Supporting Materials current. You represent that You are a legal owner of, and that You are authorized to provide Company with, all Account Information and Supporting Materials and other information necessary to facilitate Your use of Service and System.
In addition, in consideration of Your use of System and Service on behalf of a business or other entity member, You, individually and on behalf of such business or entity, agree to promptly notify Company regarding any material changes to information or circumstances impacting the business or entity’s legal existence, good standing in any jurisdiction in which the business or entity is authorized to conduct business, or eligibility for continued use of System or Service.
4 AUTHORIZATION
Applicant authorizes Company, its agents and representatives and any credit reporting agency engaged, to (i) investigate any references given or any other statements or data obtained from or about You or any of its Owners for the purpose of Term, and (ii) pull and/or obtain the individual credit report of You, from any of the major credit reporting agencies so long as a relationship exists between the Applicant and Company. Such a report may include the consumer credit report for the individual Applicant.
Applicant authorizes Company, its agents and representatives and any third-party data or investigative agency engaged, to investigate any references given or any other statements or data obtained from or about Applicant or any of its Owners for the purpose of this Agreement.
Applicant authorizes Company, its agents and representatives and any credit reporting agency engaged, to (i) investigate any references given or any other statements or data obtained from or about You or any of its Owners for the purpose of Term, and (ii) pull and/or obtain the individual credit report of You, from any of the major credit reporting agencies so long as a relationship exists between the Applicant and Company. Such a report may include the consumer credit report for the individual Applicant.
Applicant authorizes Company, its agents and representatives and any third-party data or investigative agency engaged, to investigate any references given or any other statements or data obtained from or about Applicant or any of its Owners for the purpose of this Agreement.
5 DISCLOSURE AND CONSENT TO ELECTRONIC COMMUNICATIONS
You understand and agree that You are entering into Terms electronically and that certain categories of information (“Communication”) may be provided by Company to You by electronic means (i.e., via email, through Service by displaying links to notices generally on System, or to Your mobile device), unless and until You withdraw Your consent as described below. The categories of Communication that may be provided by electronic means include:
- Terms and any amendments, modifications, or supplements;
- Records of any payment and other transactions You handle through System or Service, including payment histories and transaction confirmations;
- Disclosures or notices provided in connection with Service, including any required by federal, state or city/county/region law (including initial disclosures, periodic statements, periodic and annual error resolution notices, initial and annual privacy notices, opt-out notices, and change-in-terms notices);
- Any customer service communications, including communications with respect to claims of error or unauthorized use of System or Service; and
- Any other communication related to System or Service.
6 COMMUNICATION
By using System, you agree to allow Company to contact you by phone, including automated dialers, text, or email, using the number(s) and email address(es) provided by you. You also agree that you own the email address(es) and telephone number(s) you provided. Using System applies even if the phone number(s) you provided is currently listed on any state, federal, or corporate Do-Not-Call registry. You have the option to decline receiving communications from EZMCA as detailed in our Privacy Policy.
7
7 FEES
There may be cost to maintain Company account. Service offered may require the payment of fees and other amounts. Service is subject to separate agreements into which You must enter prior to participating in such Service.
7 YOUR USE OF SERVICE
Your right to access and use System and use Service is personal to You and is not transferable by You to any other person or entity, and You may only access and use System and Service for lawful purposes. In order to allow You to use certain Service, Company may be required to verify Your identity. You authorize Company to make any inquiries Company considers necessary to validate Your identity. These inquiries may include asking You for further information, requiring You to provide a taxpayer identification number, requiring You to take steps to confirm ownership of Your email address, telephone number, or financial instruments, or verifying information You provide against third-party databases or through other sources. If You do not provide this information, including Account Information and Supporting Materials or any other information requested, if Company cannot verify Your identity or if Company is not satisfied with the results, in Company’s sole and absolute discretion, Company can refuse to allow You to use Service or System. Your access and use of System or Service may be interrupted from time to time for any of several reasons, including the malfunction of equipment, periodic updating, maintenance or repair of Service, events beyond Company’s control, or other actions that Company, in its sole discretion, may elect to take. In no event will Company be liable to any party for any loss, cost, or damage that results from any period of downtime of System or Service. The provisions of this paragraph are in addition to, and not intended to limit or modify, the limitation of liability language otherwise contained in Terms.
Your right to access and use System and use Service is personal to You and is not transferable by You to any other person or entity, and You may only access and use System and Service for lawful purposes. In order to allow You to use certain Service, Company may be required to verify Your identity. You authorize Company to make any inquiries Company considers necessary to validate Your identity. These inquiries may include asking You for further information, requiring You to provide a taxpayer identification number, requiring You to take steps to confirm ownership of Your email address, telephone number, or financial instruments, or verifying information You provide against third-party databases or through other sources. If You do not provide this information, including Account Information and Supporting Materials or any other information requested, if Company cannot verify Your identity or if Company is not satisfied with the results, in Company’s sole and absolute discretion, Company can refuse to allow You to use Service or System. Your access and use of System or Service may be interrupted from time to time for any of several reasons, including the malfunction of equipment, periodic updating, maintenance or repair of Service, events beyond Company’s control, or other actions that Company, in its sole discretion, may elect to take. In no event will Company be liable to any party for any loss, cost, or damage that results from any period of downtime of System or Service. The provisions of this paragraph are in addition to, and not intended to limit or modify, the limitation of liability language otherwise contained in Terms.
8 MODIFICATION TO SITE OR SERVICE
Company further reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, System or Service with or without notice. You agree that Company shall not be liable to You or to any third party for any modifications, suspensions, or discontinuance of System or Service. The provisions of this paragraph are in addition to, and not intended to limit or modify, any limitation of liability language otherwise contained in Terms.
Company further reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, System or Service with or without notice. You agree that Company shall not be liable to You or to any third party for any modifications, suspensions, or discontinuance of System or Service. The provisions of this paragraph are in addition to, and not intended to limit or modify, any limitation of liability language otherwise contained in Terms.
9 RIGHTS YOU GRANT TO COMPANY
By submitting information, materials and other content to Company through Service, You are licensing that content to Company solely for the purpose of providing Service. Company may use and store the content for the purpose of providing Service to You. By submitting this content to Company, You represent that You are entitled to submit it to Company for use for this purpose, without any obligation by Company to pay any fees or other limitations.
By using Service, You expressly authorize Company to access Your Account Information and Supporting Materials maintained by identified third parties, on Your behalf as Your agent. You hereby authorize and permit Company to use and store information submitted by You to Service to accomplish the foregoing and to configure Service so that it is compatible with the third-party sites and systems for which You submit Your information. For purposes of Terms, and in connection with the Account Information and Supporting Materials, as part of Service, You grant Company a limited power of attorney, and appoint Company as Your attorney-in-fact and agent, to access third-party sites, retrieve and use Your information with the full power and authority to do and perform each thing necessary in connection with such activities, as You could do in person. You acknowledge and agree that when Company is accessing and retrieving account information and supporting materials from third-party sites, Company is acting as Your agent, and not as the agent of or on behalf of the third party. You understand and agree that Service may be sponsored and/or endorsed by third parties which may or may not be accessible through Service. You expressly relieve Company from any and all liability arising from Your use of any third-party website or service. You agree that third-party account providers shall be entitled to rely on the foregoing authorization, agency and power of attorney granted by You. You understand and agree that Service may be endorsed and/or sponsored by third-party account providers accessible through Service.
By accepting Terms, You expressly consent to be contacted by Company, Company’s agents, representatives, affiliates, or anyone calling on Company’s behalf for any and all purposes, at any telephone number, or physical or electronic address You provide or at which You may be reached. You agree Company may contact You in any way, including SMS messages (including text messages), calls using prerecorded messages or artificial voice, and calls and messages delivered using automated telephone dialing system or an automatic texting system. Automated messages may be played when the telephone is answered, whether by You or someone else. In the event that an agent or representative calls, he or she may also leave a message on Your answering machine, voice mail, or via text. You represent that You are permitted to receive calls at each of the telephone numbers You have provided to Company. You agree to alert Company whenever You stop using a particular telephone number or other methods of communication.
You are solely responsible for all data, information, feedback, suggestions, text, content and other materials that You upload, post, deliver, provide or otherwise transmit or store (hereafter “Post” or “Posting”) in connection with or relating to Service (“Your Content”). Company reserves the right to access Your account in order to respond to Your requests for technical support or other assistance. By Posting Your Content on or through Service, You hereby do and shall grant Company a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform Your Content in connection with Service. Company has the right, but not the obligation, to monitor Service or Your Content.
You understand that the operation of Service, including Your Content, may be unencrypted and may involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to Company’s third-party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain Service. Accordingly, You acknowledge that You bear sole responsibility for adequate security, protection and backup of Your Content. Company will have no liability to You for any unauthorized access or use of any of Your Content, or any corruption, deletion, destruction or loss of any of Your Content.
Company reserves the right to use Your name and/or company name as a reference for marketing or promotional purposes on Company’s website and in other communication with existing or potential Company customers. To decline Company this right You need to contact Company stating that You do not wish to be used as a reference.
By submitting information, materials and other content to Company through Service, You are licensing that content to Company solely for the purpose of providing Service. Company may use and store the content for the purpose of providing Service to You. By submitting this content to Company, You represent that You are entitled to submit it to Company for use for this purpose, without any obligation by Company to pay any fees or other limitations.
By using Service, You expressly authorize Company to access Your Account Information and Supporting Materials maintained by identified third parties, on Your behalf as Your agent. You hereby authorize and permit Company to use and store information submitted by You to Service to accomplish the foregoing and to configure Service so that it is compatible with the third-party sites and systems for which You submit Your information. For purposes of Terms, and in connection with the Account Information and Supporting Materials, as part of Service, You grant Company a limited power of attorney, and appoint Company as Your attorney-in-fact and agent, to access third-party sites, retrieve and use Your information with the full power and authority to do and perform each thing necessary in connection with such activities, as You could do in person. You acknowledge and agree that when Company is accessing and retrieving account information and supporting materials from third-party sites, Company is acting as Your agent, and not as the agent of or on behalf of the third party. You understand and agree that Service may be sponsored and/or endorsed by third parties which may or may not be accessible through Service. You expressly relieve Company from any and all liability arising from Your use of any third-party website or service. You agree that third-party account providers shall be entitled to rely on the foregoing authorization, agency and power of attorney granted by You. You understand and agree that Service may be endorsed and/or sponsored by third-party account providers accessible through Service.
By accepting Terms, You expressly consent to be contacted by Company, Company’s agents, representatives, affiliates, or anyone calling on Company’s behalf for any and all purposes, at any telephone number, or physical or electronic address You provide or at which You may be reached. You agree Company may contact You in any way, including SMS messages (including text messages), calls using prerecorded messages or artificial voice, and calls and messages delivered using automated telephone dialing system or an automatic texting system. Automated messages may be played when the telephone is answered, whether by You or someone else. In the event that an agent or representative calls, he or she may also leave a message on Your answering machine, voice mail, or via text. You represent that You are permitted to receive calls at each of the telephone numbers You have provided to Company. You agree to alert Company whenever You stop using a particular telephone number or other methods of communication.
You are solely responsible for all data, information, feedback, suggestions, text, content and other materials that You upload, post, deliver, provide or otherwise transmit or store (hereafter “Post” or “Posting”) in connection with or relating to Service (“Your Content”). Company reserves the right to access Your account in order to respond to Your requests for technical support or other assistance. By Posting Your Content on or through Service, You hereby do and shall grant Company a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform Your Content in connection with Service. Company has the right, but not the obligation, to monitor Service or Your Content.
You understand that the operation of Service, including Your Content, may be unencrypted and may involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to Company’s third-party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain Service. Accordingly, You acknowledge that You bear sole responsibility for adequate security, protection and backup of Your Content. Company will have no liability to You for any unauthorized access or use of any of Your Content, or any corruption, deletion, destruction or loss of any of Your Content.
Company reserves the right to use Your name and/or company name as a reference for marketing or promotional purposes on Company’s website and in other communication with existing or potential Company customers. To decline Company this right You need to contact Company stating that You do not wish to be used as a reference.
10 NO UNLAWFUL OR PROHIBITED USE
As a condition of Your use of System and Service, You represent and warrant to Company that You will not use System or Service for any purpose that is unlawful or prohibited by Terms. You agree that You will not:
As a condition of Your use of System and Service, You represent and warrant to Company that You will not use System or Service for any purpose that is unlawful or prohibited by Terms. You agree that You will not:
- Sublicense, resell, rent, lease, transfer, assign, time share or otherwise commercially exploit or make Service available to any third party;
- Use System or Service in any manner that could damage, disable, overburden, or impair System or Service;
- Obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through System or Service;
- Use Service in any unlawful manner (including without limitation in violation of any data, privacy or export control laws) or in any manner that interferes with or disrupts the integrity or performance of Service or its components;
- Modify, adapt or hack Service to, or otherwise attempt to gain unauthorized access to Service or its related System or networks;
- Access System by any means other than through the interface that is provided by Company for use in accessing System;
- Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search System or Service or attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of System or Service;
- Frame System, utilize framing techniques to enclose any content or other proprietary information, place pop-up windows over System’s pages, or otherwise affect the display of System’s pages;
- Engage in the practices of “screen scraping,” “database scraping” or any other activity with the purpose of obtaining content or other information;
- Register for multiple accounts on behalf of the same business or entity; or
- Use data provided by Company in any manner whatsoever for any competing uses or purposes.
- Company may close, suspend, or limit Your access to Your account or ability to use System or Service;
- Company may update inaccurate information You provided us;
- Company may refuse to allow You to use System or Service in the future;
- Company may take legal action against You; and
- Company may hold You liable to Company for the amount of Company’s damages caused by Your violation of Terms.
11 Company’s Intellectual Property Rights
All content included or available in connection with System, including any and all materials, information, text, data, software, contents, names, trade names, trademarks, trade dress, service marks, layout, logos, designs, images, graphics, illustrations, artwork, icons, photographs, displays, sound, music, video, animation, organization, assembly, arrangement, interfaces, databases, technology, and all intellectual property of any kind whatsoever (collectively, the “Content”) and the selection and arrangement thereof is owned exclusively by Company or the licensors or suppliers of Company and is protected by U.S. and international copyright and other intellectual property laws. All rights are hereby reserved. Without limiting the foregoing, no Content on System may be copied, reproduced, duplicated, published, or distributed in any form or by any means whatsoever without the express prior written permission of Company or the appropriate licensor or supplier. Any feedback, questions, comments, suggestions, ideas, or the like that You send to Company will be treated as being non-confidential and nonproprietary, and Company will be free to use such information for any purpose whatsoever including developing, manufacturing, and marketing products and Service incorporating the information.
All content included or available in connection with System, including any and all materials, information, text, data, software, contents, names, trade names, trademarks, trade dress, service marks, layout, logos, designs, images, graphics, illustrations, artwork, icons, photographs, displays, sound, music, video, animation, organization, assembly, arrangement, interfaces, databases, technology, and all intellectual property of any kind whatsoever (collectively, the “Content”) and the selection and arrangement thereof is owned exclusively by Company or the licensors or suppliers of Company and is protected by U.S. and international copyright and other intellectual property laws. All rights are hereby reserved. Without limiting the foregoing, no Content on System may be copied, reproduced, duplicated, published, or distributed in any form or by any means whatsoever without the express prior written permission of Company or the appropriate licensor or supplier. Any feedback, questions, comments, suggestions, ideas, or the like that You send to Company will be treated as being non-confidential and nonproprietary, and Company will be free to use such information for any purpose whatsoever including developing, manufacturing, and marketing products and Service incorporating the information.
12 DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
System, Service, information, data, features, and all content is offered and made available on an “as is” and “as available” basis. Company makes no representations or warranties of any kind, express or implied, as to the content or operation of System or Service. You expressly agree that Your use of System and Service is at Your sole risk. Company makes no representations, warranties or guarantees, express or implied, regarding the accuracy, reliability, completeness, or continued availability of the content on System or Service, and expressly disclaims any warranties of merchantability, non-infringement, or fitness for a particular purpose. Company makes no representation, warranty, or guarantee that Content that may be available through System or Service is free of bugs, defects, or errors, or infection from any viruses or other code or computer programming routines that contain contaminating or destructive properties or that are intended to damage, surreptitiously intercept, or expropriate any system, data, or personal information. Service is not intended to provide legal, tax, or financial advice. Company is not a financial planner, broker, or tax advisor. Before making any final decisions or implementing any financial strategy, You should consider obtaining additional information and advice from Your accountant or other financial or legal advisers who are fully aware of Your individual circumstances. Company does not assume any responsibility for the timeliness, accuracy, deletion, non-delivery, or failure to store Account Information and Supporting Materials. Any information made available through Service will only reflect the information that Company most recently accessed, and as such, may not reflect activity that occurred after Company last accessed the applicable third-party site or any pending transactions. You understand and agree that any alerts provided to You through Service may be delayed or prevented by a variety of factors. Company makes commercially reasonable efforts to provide alerts in a timely manner with accurate information, but Company cannot guarantee the delivery, timeliness, or accuracy of the content of any alert. Company shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by You or any third party in reliance on an alert.
System, Service, information, data, features, and all content is offered and made available on an “as is” and “as available” basis. Company makes no representations or warranties of any kind, express or implied, as to the content or operation of System or Service. You expressly agree that Your use of System and Service is at Your sole risk. Company makes no representations, warranties or guarantees, express or implied, regarding the accuracy, reliability, completeness, or continued availability of the content on System or Service, and expressly disclaims any warranties of merchantability, non-infringement, or fitness for a particular purpose. Company makes no representation, warranty, or guarantee that Content that may be available through System or Service is free of bugs, defects, or errors, or infection from any viruses or other code or computer programming routines that contain contaminating or destructive properties or that are intended to damage, surreptitiously intercept, or expropriate any system, data, or personal information. Service is not intended to provide legal, tax, or financial advice. Company is not a financial planner, broker, or tax advisor. Before making any final decisions or implementing any financial strategy, You should consider obtaining additional information and advice from Your accountant or other financial or legal advisers who are fully aware of Your individual circumstances. Company does not assume any responsibility for the timeliness, accuracy, deletion, non-delivery, or failure to store Account Information and Supporting Materials. Any information made available through Service will only reflect the information that Company most recently accessed, and as such, may not reflect activity that occurred after Company last accessed the applicable third-party site or any pending transactions. You understand and agree that any alerts provided to You through Service may be delayed or prevented by a variety of factors. Company makes commercially reasonable efforts to provide alerts in a timely manner with accurate information, but Company cannot guarantee the delivery, timeliness, or accuracy of the content of any alert. Company shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by You or any third party in reliance on an alert.
13 LIMITATIONS OF LIABILITY
In no event will Company be liable to You or any third party for any special, indirect, incidental, punitive, exemplary, liquidated, punitive or consequential damages (including, without limitation, lost profits or business, loss of use, loss of data, business interruption, temporary interruptions in service (including if company are unable to complete a transaction), loss of business reputation, late penalties, late payments to third parties, cancellation of third party contracts or loss of goodwill), or the costs of procuring substitute products, arising out of or in connection with Terms, System, Service, Your use thereof, or any of the user submissions, information, data, or other material transmitted through or residing on System, or any errors, defects, interruptions, deletions, or losses resulting therefrom whether such liability arises from any claim based upon breach of contract, breach of warranty, tort (including negligence), product liability or otherwise, and whether or not it has been advised of the possibility of such damage. Unless otherwise expressly set forth in Terms, Company’s liability to You for any cause whatever and regardless of the form of the action, will at all times be limited to $10.00 USD (ten United States Dollars). You acknowledge that if no fees have been paid to Company in connection with Terms, You will be limited to injunctive relief only, unless otherwise permitted by law, and will not be entitled to damages of any kind from Company, regardless of the cause of action. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. In such states liability is limited to the extent permitted by law. Company does not represent or warrant that any of Company’s System or Service will be uninterrupted or entirely error free. Company does not have any fiduciary or other special relationship to You or any of Your stockholders or affiliates. Company has not assumed an advisory or fiduciary responsibility in Your favor or any of Your stockholders or affiliates. You acknowledge and agree that You have consulted Your own legal, tax and financial advisors to the extent You deem appropriate and that You are responsible for making Your own independent judgment with respect to this transaction and the process leading thereto. You agree that You will not claim that Company has rendered advisory Service of any nature or respect, or owes a fiduciary or similar duty to You.
In no event will Company be liable to You or any third party for any special, indirect, incidental, punitive, exemplary, liquidated, punitive or consequential damages (including, without limitation, lost profits or business, loss of use, loss of data, business interruption, temporary interruptions in service (including if company are unable to complete a transaction), loss of business reputation, late penalties, late payments to third parties, cancellation of third party contracts or loss of goodwill), or the costs of procuring substitute products, arising out of or in connection with Terms, System, Service, Your use thereof, or any of the user submissions, information, data, or other material transmitted through or residing on System, or any errors, defects, interruptions, deletions, or losses resulting therefrom whether such liability arises from any claim based upon breach of contract, breach of warranty, tort (including negligence), product liability or otherwise, and whether or not it has been advised of the possibility of such damage. Unless otherwise expressly set forth in Terms, Company’s liability to You for any cause whatever and regardless of the form of the action, will at all times be limited to $10.00 USD (ten United States Dollars). You acknowledge that if no fees have been paid to Company in connection with Terms, You will be limited to injunctive relief only, unless otherwise permitted by law, and will not be entitled to damages of any kind from Company, regardless of the cause of action. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. In such states liability is limited to the extent permitted by law. Company does not represent or warrant that any of Company’s System or Service will be uninterrupted or entirely error free. Company does not have any fiduciary or other special relationship to You or any of Your stockholders or affiliates. Company has not assumed an advisory or fiduciary responsibility in Your favor or any of Your stockholders or affiliates. You acknowledge and agree that You have consulted Your own legal, tax and financial advisors to the extent You deem appropriate and that You are responsible for making Your own independent judgment with respect to this transaction and the process leading thereto. You agree that You will not claim that Company has rendered advisory Service of any nature or respect, or owes a fiduciary or similar duty to You.
14 INDEMNIFICATION OF COMPANY
You will defend, indemnify and hold Company harmless, including Company’s officers, directors, shareholders, affiliates and employees, from and against all claims, actions, damages, obligations, costs, demands and expenses, including but not limited to attorney’s fees, in whole or in part arising out of or attributable to any breach of Terms by You, any of Your Content, Your violation of any third party right, or Your other access, contribution to, use or misuse of Service. Company will provide notice to You of any such claim, suit or demand. Company reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, You agree to cooperate with any reasonable requests assisting Company’s defense of such matter.
You will defend, indemnify and hold Company harmless, including Company’s officers, directors, shareholders, affiliates and employees, from and against all claims, actions, damages, obligations, costs, demands and expenses, including but not limited to attorney’s fees, in whole or in part arising out of or attributable to any breach of Terms by You, any of Your Content, Your violation of any third party right, or Your other access, contribution to, use or misuse of Service. Company will provide notice to You of any such claim, suit or demand. Company reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, You agree to cooperate with any reasonable requests assisting Company’s defense of such matter.
15 GOVERNING LAW; JURY TRIAL WAIVER; CLASS ACTION WAIVER
Terms, and Your relationship with Company under Terms, is governed by, and will be construed in accordance with, the internal laws of the State of Wyoming without regard to principles of conflict of laws. You agree to submit to the jurisdiction of any state or federal court sitting in Sheridan County, WY for any and all disputes asserting a breach of Terms. You understand that, in return for agreement to these provisions, Company is able to offer Service at the terms designated, and that Your assent to these provisions is an indispensable consideration to Terms. The forum selection provision does not apply to any arbitration proceeding. You waive the right to a trial by jury in any suit, action or proceeding on any matter arising in connection with or in any way related to Terms, the transactions contemplated by Terms, or the enforcement of Terms, except where such waiver is prohibited by law. You acknowledge that You make this waiver knowingly, willingly, voluntarily and without duress, and only after being provided with the opportunity to consider the ramifications of this waiver with Your attorneys. You waive any right to assert any claims against Company, its parent companies, affiliates, subsidiaries, predecessors, successors, assigns, agents, contractors, employees, officers, directors or representatives, as a representative or member of any class or in any other representative action, except where such waiver is prohibited by law. To the extent this provision allows You to proceed with a class or representative action against Company, You agree that the prevailing party will not be entitled to recover attorney’s fees or costs associated with pursuing the class or representative action, notwithstanding any other provision in Terms. You and Company agree that, absent a written agreement between the parties any cause of action arising out of or related to System must be filed within one month after the cause of action accrues. Otherwise, such cause of action shall be permanently barred.
Terms, and Your relationship with Company under Terms, is governed by, and will be construed in accordance with, the internal laws of the State of Wyoming without regard to principles of conflict of laws. You agree to submit to the jurisdiction of any state or federal court sitting in Sheridan County, WY for any and all disputes asserting a breach of Terms. You understand that, in return for agreement to these provisions, Company is able to offer Service at the terms designated, and that Your assent to these provisions is an indispensable consideration to Terms. The forum selection provision does not apply to any arbitration proceeding. You waive the right to a trial by jury in any suit, action or proceeding on any matter arising in connection with or in any way related to Terms, the transactions contemplated by Terms, or the enforcement of Terms, except where such waiver is prohibited by law. You acknowledge that You make this waiver knowingly, willingly, voluntarily and without duress, and only after being provided with the opportunity to consider the ramifications of this waiver with Your attorneys. You waive any right to assert any claims against Company, its parent companies, affiliates, subsidiaries, predecessors, successors, assigns, agents, contractors, employees, officers, directors or representatives, as a representative or member of any class or in any other representative action, except where such waiver is prohibited by law. To the extent this provision allows You to proceed with a class or representative action against Company, You agree that the prevailing party will not be entitled to recover attorney’s fees or costs associated with pursuing the class or representative action, notwithstanding any other provision in Terms. You and Company agree that, absent a written agreement between the parties any cause of action arising out of or related to System must be filed within one month after the cause of action accrues. Otherwise, such cause of action shall be permanently barred.
16 ARBITRATION
At Company’s sole discretion, it may require You to submit any disputes arising from the use of Terms or System, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Wyoming law.
At Company’s sole discretion, it may require You to submit any disputes arising from the use of Terms or System, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Wyoming law.
17 MISCELLANEOUS
If any portion of Terms is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, Terms as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of Terms that is unlawful, void or unenforceable shall be stricken from Terms. You agree that if Company does not exercise or enforce any legal right or remedy which is contained in Terms, or which Company has the benefit of under any applicable law, this will not be taken to be a formal waiver of Company’s rights and that those rights or remedies will still be available to Company. All covenants, agreements, indemnifications, limitations on liability, representations and warranties made in Terms shall survive Your acceptance of Terms and the termination of Terms. Company uses third parties to gather Your data from financial institutions. By using Company’s service, You grant Company’s third-party providers the right, power, and authority to act on Your behalf to access and transmit Your personal and financial information from the relevant financial institution according to terms of Company’s third-party provider’s privacy policy and to order any reports or searches. You may not assign Terms without the prior written consent of Company, but Company may assign or transfer Terms, in whole or in part, without restriction.
If any portion of Terms is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, Terms as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of Terms that is unlawful, void or unenforceable shall be stricken from Terms. You agree that if Company does not exercise or enforce any legal right or remedy which is contained in Terms, or which Company has the benefit of under any applicable law, this will not be taken to be a formal waiver of Company’s rights and that those rights or remedies will still be available to Company. All covenants, agreements, indemnifications, limitations on liability, representations and warranties made in Terms shall survive Your acceptance of Terms and the termination of Terms. Company uses third parties to gather Your data from financial institutions. By using Company’s service, You grant Company’s third-party providers the right, power, and authority to act on Your behalf to access and transmit Your personal and financial information from the relevant financial institution according to terms of Company’s third-party provider’s privacy policy and to order any reports or searches. You may not assign Terms without the prior written consent of Company, but Company may assign or transfer Terms, in whole or in part, without restriction.
18 CONTACT COMPANY
Company’s contact information is available on System entitled “Contact” or “Contact Us” section, and is usually located at the bottom or footer of System.
Company’s contact information is available on System entitled “Contact” or “Contact Us” section, and is usually located at the bottom or footer of System.