Last updated on: 2025-03-27
These Terms govern access to and use of the eSignGlobal ("eSignGlobal ", "we", "our" or "us") websites, products, and services (collectively, the "Site") by individuals or entities who are any of the following (collectively, "you" or "your"):
By using the Site, you accept these Terms (whether on behalf of yourself or a legal entity you represent).
If you are a Customer and have a Master Services Agreement or other similar agreement in effect with eSignGlobal (the "Corporate Terms"), then these Terms apply to the extent your use of the Site, including any of the eSignGlobal Services referenced in the Service Schedules below, is not already governed by such Corporate Terms. These Terms are intended to govern agreements with business or corporate Customers. These Terms shall not apply to you if you wish to obtain eSignGlobal Services for personal use as a consumer (as defined by applicable consumer protection laws) and you shall not be entitled to avail yourself to any rights herein.
BY ACCESSING, USING, OR DOWNLOADING ANY MATERIALS FROM THE SITE, YOU AGREE TO FOLLOW AND BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE NOT AUTHORIZED AND MUST CEASE USING THE SITE IMMEDIATELY.
1.1. We may revise these Terms, including changing, deleting, or supplementing with additional terms and conditions from time to time in our sole discretion, including to reflect changes in applicable law. We will post the revised terms on the Site with a "last updated" date. PLEASE REVIEW THIS WEBSITE ON A REGULAR BASIS TO OBTAIN TIMELY NOTICE OF ANY REVISIONS. IF YOU CONTINUE TO USE THE SITE OR THE eSignGlobal SERVICES AFTER THE REVISIONS TAKE EFFECT, YOU AGREE TO BE BOUND BY THE REVISED TERMS. You agree that we shall not be liable to you or to any third party for any revision to the Terms.
1.2. You agree to receive all communications, correspondences, and notices that we provide in connection with our Site, including any eSignGlobal Services , including, but not limited to, marketing and promotional messages related to us or the eSignGlobal Services, correspondence regarding our delivery of the eSignGlobal Services, and providing you information related to your purchase of or subscription to the eSignGlobal Services ("Communications"), via electronic means, including by e-mail, text, in-product notifications, push notifications, or by posting them on or making them otherwise available through the Site. To the fullest extent permitted under applicable laws, you agree that all Communications we provide to you electronically satisfy any legal requirement that such Communications be in writing or be delivered in a particular manner and you agree to the extent you are a Customer to keep your Account contact information current.
2.1. Intellectual Property. The Site contains materials that are proprietary and are protected by copyright, trademarks, service marks, patents, and other intellectual property laws and treaties.
2.1.1. You agree to abide by all applicable copyright and other intellectual property laws, as well as any additional proprietary rights notices or restrictions contained on the Site. You acknowledge that the Site contains valuable intellectual property of eSignGlobal and its licensors. All present and future rights in and to any and all intellectual property or other proprietary rights of any type, including without limitation information, any improvements, design contributions, or derivative works thereto, and any knowledge or process related thereto, including rights in and to all applications and registrations relating to such intellectual property, shall, as between you and eSignGlobal, at all times be and remain the sole and exclusive property of eSignGlobal and its licensors. Any rights not expressly granted in these Terms or otherwise in writing between you and eSignGlobal, are reserved by eSignGlobal, and any unauthorised use of any intellectual property regarding the Site is strictly prohibited.
2.1.2. The trademarks, logos, taglines, and service marks displayed on the Site (collectively, the "Trademarks") are registered and/or unregistered Trademarks of eSignGlobal and its licensors. The Trademarks may not be used in any advertising or publicity, or otherwise to indicate eSignGlobal's sponsorship of or affiliation with any product, service, event, or organization without eSignGlobal's prior express written permission.
2.2. License Restrictions. Information, including software that may be available for downloading through the Site or third-party websites or applications ("Software") is the copyrighted work of eSignGlobal, its licensors, and/or such other respective third-party providers. Use of the Software is governed by these Terms and such license and/or other terms as may be required directly of you by the third-party providers. Unauthorized reproduction or distribution of the Software is expressly prohibited by law, and may result in civil and criminal penalties. Violators may be prosecuted.
2.3. Submissions of User Content.
2.3.1. Submissions. The Site may enable you to submit, post, upload, or otherwise make available (collectively, "Post") content such as questions, public messages, ideas, product feedback, comments, and other content (collectively, "User Content") that may or may not be viewable by other users. If you Post User Content, unless we indicate otherwise, you grant us a nonexclusive, royalty-free, and fully sublicensable right to access, view, use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display such User Content throughout the world in any form, media, or technology now known or hereafter developed. You also permit any other user to view, copy, access, store, or reproduce such User Content for that user's personal use. You grant us the right to use the name and other information about you that you submit in connection with such User Content. You represent and warrant that: (a) you own or otherwise control all of the rights to the User Content that you Post; (b) the User Content you Post is truthful and accurate; and (c) use of the User Content you Post does not violate these Terms or any applicable laws. For the avoidance of doubt, User Content does not include any document or other data a Customer or User uploads for processing by any eSignGlobal Service account environment.
2.3.2. Screening & Removal. You acknowledge and agree that we may or may not, at our discretion, pre-screen User Content before its appearance on the Site, but that we have no obligation to do so. You further acknowledge and agree that we reserve the right (but do not assume any obligation) in our sole discretion to reject, move, edit, or remove any User Content that is Posted to the Site. Without limiting the foregoing, we have the right to remove any User Content that violates these Terms or is otherwise objectionable in our sole discretion. You acknowledge and agree that we do not verify, adopt, ratify, or sanction User Content, and you agree that you must evaluate and bear all risks associated with your use of User Content or your reliance on the accuracy, completeness, or usefulness of User Content.
3.1. By using the Site, you specifically agree not to engage in any activity or transmit any information that, in our sole discretion:
3.1.1. Is illegal, or violates any federal, state, or local law or regulation;
3.1.2. Advocates illegal activity or discusses illegal activities with the intent to commit them;
3.1.3. Violates any third-party right, including, but not limited to, right of privacy, right of publicity, copyright, trademark, patent, trade secret, or any other intellectual property or proprietary rights;
3.1.4. Is harmful, threatening, abusive, harassing, tortious, indecent, defamatory, sexually explicit or pornographic, discriminatory, vulgar, profane, obscene, libelous, hate speech, violent or inciting violence, inflammatory, or otherwise objectionable;
3.1.5. Interferes with any other party's use and enjoyment of the Site;
3.1.6. Attempts to impersonate another person or entity;
3.1.7. Is of a commercial nature in a way that violates these Terms, including but not limited to, using the Site for spam, surveys, contests, pyramid schemes, or other advertising materials;
3.1.8. Falsely states, misrepresents, or conceals your affiliation with another person or entity;
3.1.9. Accesses or uses a eSignGlobal Services account of a Customer without such Customer's permission;
3.1.10. Distributes computer viruses or other code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or electronic communications equipment;
3.1.11. Interferes with, disrupts, disables, overburdens, or destroys the functionality or use of any features of the Site, or the servers or networks connected to the Site;
3.1.12. "Hacks" or accesses without permission our proprietary or confidential records, those of another user, or those of anyone else;
3.1.13. Improperly solicits personal or sensitive information from other users including without limitation address, credit card or financial account information, or passwords;
3.1.14. Decompiles, reverse engineers, disassembles, or otherwise attempts to derive source code from the Site, except as expressly permitted in these Terms or by law, unless and then only to the extent permitted by applicable law without our consent;
3.1.15. Removes, circumvents, disables, damages, or otherwise interferes with security-related features, or features that enforce limitations on use of the Site;
3.1.16. Uses automated or manual means to violate the restrictions in any robot exclusion headers on the Site, if any, or bypasses or circumvents other measures employed to prevent or limit access, for example by engaging in practices such as "screen scraping," "database scraping," or any other activity with the purpose of obtaining lists of users or other information;
3.1.17. Modifies, copies, scrapes or crawls, displays, distributes, publishes, licenses, sells, rents, leases, lends, transfers, or otherwise commercializes any materials or content on the Site;
3.1.18. Downloads (other than through page caching necessary for personal use, or as otherwise expressly permitted by these Terms), distributes, posts, transmits, performs, reproduces, broadcasts, duplicates, uploads, licenses, creates derivative works from, or offers for sale any content or other information contained on or obtained from or through the Site, by any means except as provided for in these Terms or with the prior written consent of eSignGlobal; or
3.1.19. Attempts to do any of the foregoing.
3.2. You may not frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages. You may link to the Site, provided that you acknowledge and agree that you will not link the Site to any website containing any inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful topic, name, material, or information or that violates any intellectual property, proprietary, privacy, or publicity rights. Any violation of this provision may, in our sole discretion, result in termination of your use of and access to the Site effective immediately.
3.3. You acknowledge that we have no obligation to monitor your - or anyone else's - access to or use of the Site for violations of these Terms, or to review or edit any content. However, except as otherwise expressly provided herein, we have the right to do so for the purpose of operating and improving the Site (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes, analytics, and advertising), to ensure your compliance with these Terms and to comply with applicable law or the order or requirement of a court, consent decree, administrative agency or other governmental body.
4.1. Privacy Notice. You acknowledge your understanding and hereby provide consent that, except as described in these Terms or applicable Corporate Terms, the information you provide to us or that we collect will be processed and otherwise handled as described in the Privacy Notice.
4.2. Access & Disclosure. Except as described in these Terms or applicable Corporate Terms: (i) we may access, preserve, or share any of your information when we believe in good faith that such sharing is reasonably necessary to investigate, prevent, or take action regarding possible illegal activities or to comply with legal process (e.g. a subpoena or other legal process); and (ii) we may also share your information in situations involving potential threats to the physical safety of any person, violations of the Privacy Notice, the Terms, the Corporate Terms, or any other of our user agreements or terms in effect; or to respond to the claims of violation of the rights of third parties and/or to protect the rights, property and safety of eSignGlobal, our employees, users, or the public. This may involve the sharing of your information with law enforcement, government agencies, courts, and/or other organizations.
4.3. Data.
4.3.1. Data Generally. You shall be responsible for data that you provide or use in respect of the Site (including eSignGlobal Services). You are solely responsible for determining the suitability of use of the Site for your business or organization and complying with any regulations, laws, or conventions applicable to the data you provide and your use of the Site.
4.3.2. Personal Data. You warrant that collection and use of any personal information or data you provide while using the Site complies with all applicable data protection laws, rules, and regulations. You acknowledge your understanding and hereby provide your consent that we may process such personal data in accordance with the Privacy Notice, except as permitted additionally in these Terms.
4.3.3. Usage Data. We may collect and use data, information, or insights generated or derived from the use of the Site ("Usage Data") for our business purposes, including industry analysis, benchmarking, analytics, marketing, and developing, training and improving its products and services. Before doing so, eSignGlobal will de-identify and anonymize all Usage Data in such a manner that does not allow for the identification of Users, Customer Data, or Customer's Confidential Information, and will disclose such Usage Data in aggregate form only.
4.4. Site Visitor. You hereby represent and warrant to us that: (a) you have all requisite rights and authority to use the Site under these Terms and to grant all applicable rights herein; (b) any information you submit to us (including Posting to the Site) is true, accurate, and correct; and (c) you will not attempt to gain unauthorized access to the Site, computer systems, or networks under the control or responsibility of us through hacking, cracking, password mining, or any other unauthorized means.
5.1. Scope. Our "Confidential Information" means (a) any written information, materials and other documents supplied by us related to the Site which we do not generally disclose publicly, (b) the eSignGlobal Services themselves, excluding any data you upload to the eSignGlobal Services for processing; and (c) any other of our information that we may disclose in writing or orally and is designated as confidential or proprietary at the time of disclosure, or that due to the nature of the information a reasonable person would clearly understand it to be confidential information; and (d) any amendment to the terms and conditions of these Terms between you and us. Confidential Information shall not include any information that: (i) was or becomes generally known to the public through no fault or breach of these Terms you; (ii) was rightfully in your possession at the time of disclosure without restriction on use or disclosure; (iii) was independently developed by you without use of our Confidential Information; or (iv) was rightfully obtained by you from a third party not under a duty of confidentiality and without restriction on use or disclosure.
5.2. Restricted Use and Nondisclosure. During and after the term, with respect to our Confidential Information you will: (a) use our Confidential Information solely for the purpose for which we provided it; (b) not disclose such Confidential Information to a third party, except on a need-to-know basis to your affiliates, attorneys, auditors, consultants, and service providers who are under confidentiality obligations at least as restrictive as those contained herein; and (c) protect such Confidential Information from unauthorized use and disclosure to the same extent (but using no less than a reasonable degree of care) that you protect your own Confidential Information of a similar nature.
5.3. Required Disclosure. If you are required by law to disclose our Confidential Information, you will give us prompt written notice before making the disclosure, unless prohibited from doing so by the legal or administrative process, and assist us to obtain where reasonably available an order protecting our Confidential Information from public disclosure.
5.4. Ownership. Notwithstanding any other provision of these Terms, you acknowledge that, as between you and us, all our Confidential Information you receive from us, including all copies thereof in your possession or control, in any media, is proprietary to and exclusively owned by us. Nothing in these Terms grants you any right, title or interest in or to any of our Confidential Information, except as provided in these Terms. Any incorporation of our Confidential Information into any of your own materials will not render our Confidential Information non-confidential.
6.1. Termination. You may terminate your use of the Site at any time by ceasing further use of the Site. eSignGlobal may terminate your use of the Site as a Website Visitor, including denying you access to the Site at our sole discretion for any reason or no reason, including for violation of these Terms. Termination of Customer's use of the eSignGlobal Services is as set out in the Service Schedules below.
6.2. Effect of Termination. If these Terms expire or are terminated for any reason: (a) any and all of your liabilities to us that have accrued before the effective date of the expiration or termination will survive; (b) licenses and use rights granted to you with respect to the Site, including rights to any intellectual property therein or thereto, will immediately terminate in accordance with these Terms; (c) our obligation to provide any further access to the Site to you under these Terms will immediately terminate, except any such rights that are expressly to be provided following expiration or termination of these Terms; and (d) the provisions of Section 2 (Ownership), Section 3 (Restrictions on Use of the Site), Section 4 (Privacy), Section 5 (Confidentiality), Section 6.2 (Effect of Termination), Section 7 (Warranties and Disclaimers), Section 8 (Indemnification Obligations), Section 9 (Limitations of Liability), Section 10 (General), and Section 11 (Supplemental Terms in Certain Countries) will survive, as well as provisions designated to survive under any Service Schedules and accompanying attachments and Exhibits to these Terms.
7.1. THE SITE AND ANY INFORMATION WE SUPPLY YOU ARE PROVIDED "AS IS" AND "AS AVAILABLE". YOUR USE OF THE SITE AND INFORMATION SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTEND LEGALLY POSSIBLE, eSignGlobal AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, AGENTS, AFFILIATES, SUBSIDIARIES, AND LICENSORS ("eSignGlobal PARTIES"): (a) MAKE NO ADDITIONAL REPRESENTATION OR WARRANTY OF ANY KIND WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, AS TO ANY MATTER WHATSOEVER; (b) EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, AND TITLE; AND (c) DO NOT WARRANT THAT THE SITE OR INFORMATION ARE OR WILL BE ERROR-FREE, WILL MEET YOUR REQUIREMENTS, OR BE TIMELY OR SECURE. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM YOUR USE OF THE SITE AND/OR INFORMATION.
7.2. THE eSignGlobal PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS THAT THE SITE OR INFORMATION HAVE BEEN AND WILL BE PROVIDED WITH DUE SKILL, CARE AND DILIGENCE OR ABOUT THE ACCURACY OR THEREOF, AND ASSUME NO RESPONSIBILITY FOR ANY: (i) ERRORS, MISTAKES, OR INACCURACIES RELATED TO THE SITE OR INFORMATION; (ii) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE OR INFORMATION; (iii) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SITE OR INFORMATION, AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED ON THE SITE; (iv) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE; (v) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SITE THROUGH THE ACTIONS OF ANY THIRD PARTY; (vi) ANY LOSS OF YOUR DATA OR OTHER CONTENT FROM THE SITE; AND/OR (vii) ANY ERRORS OR OMISSIONS IN ANY OF YOUR DATA OR CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. YOU WILL NOT HAVE THE RIGHT TO MAKE OR PASS ON ANY REPRESENTATION OR WARRANTY ON BEHALF OF eSignGlobal TO ANY THIRD PARTY. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN THAT EVENT, SUCH WARRANTIES ARE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY AND FOR THE MINIMUM WARRANTY PERIOD ALLOWED BY THE MANDATORY APPLICABLE LAW.
7.3. THE eSignGlobal PARTIES DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, AND THE eSignGlobal PARTIES WILL NOT BE A PARTY TO OR IN ANY WAY RESPONSIBLE FOR MONITORING ANY ACTIVITIES BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR ACTIVITIES WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE.
7.4. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages such as in this Section 7 or below in Section 9. Accordingly, some of these limitations may not apply to you.
8.1. You will defend, indemnify, and hold us, our Affiliates, officers, directors, employees, suppliers, consultants, and agents harmless from any and all third-party claims, liability, damages, and costs (including, but not limited to, attorneys' fees) arising from or related to, as applicable: (a) your access to and use of the Site (including the eSignGlobal Services); (b) violation of these Terms by you or; (c) infringement of any intellectual property or other right of any person or entity by you; (d) the nature and substance of all documents, data, or other content uploaded by you to the Site (including the eSignGlobal Services); or (e) any products or services purchased or obtained by you in connection with the Site (including the eSignGlobal Services).
8.2. Weretain the exclusive right to settle, compromise, and pay, without your prior consent, any and all claims or causes of action that are brought against us. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter in which we are named as a defendant and/or for which you have indemnity obligations without our prior written consent. We will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
9.1. Disclaimer of Consequential Damages.
9.1.1. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS, eSignGlobal WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY DIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, COVER, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THE USE OF THE SITE OR INFORMATION WE SUPPLY YOU, INCLUDING, BUT NOT LIMITED TO, GOODWILL, WORK STOPPAGE, LOST PROFITS, OR LOSS OF BUSINESS, EVEN IF APPRISED OF THE LIKELIHOOD OF SUCH LOSSES, AND WHETHER SUCH CLAIMS ARE MADE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY.
9.1.2. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE eSignGlobal PARTIES BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY: (a) USE OF THE SITE OR INFORMATION WE SUPPLY YOU; (b) ERRORS, MISTAKES, OR INACCURACIES OF THE SITE OR INFORMATION; (c) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE OR INFORMATION; (d) ANY UNAUTHORIZED ACCESS TO OR USE OF THE SITE OR INFORMATION, AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED ON THE SITE; (e) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVERS; (f) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY; (g) ANY LOSS OF YOUR DATA OR USER CONTENT FROM THE SITE; (h) ANY ERRORS OR OMISSIONS IN ANY OF YOUR DATA OR USER CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE eSignGlobal PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND/OR (i) THE DISCLOSURE OF INFORMATION PURSUANT TO THESE TERMS, OUR PRIVACY NOTICE, OR ANY OTHER COMMUNICATION WE MAKE OR NOTICE WE PROVIDE.
9.1.3. Some countries and jurisdictions do not allow the limitation or exclusion of consequential, direct, indirect, or other damages in contracts with consumers and to the extent you are a consumer the limitations or exclusions in this Section 9.1 may not apply to you.
9.2. Cap on Damages. OUR TOTAL LIABILITY TO YOU FOR ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR TO YOUR USE OF THE SITE OR INFORMATION WE SUPPLY YOU (INCLUDING WITHOUT LIMITATION WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL OR EQUITABLE THEORY, WILL NOT EXCEED USD$10. THE TOTAL AMOUNT PAID BY YOU TO eSignGlobal FOR THE eSignGlobal SERVICE(S) GIVING RISE TO THE CLAIM UNDER THESE TERMS DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE OF THE FIRST EVENT GIVING RISE TO LIABILITY, OR $10, WHICHEVER IS GREATER. THE EXISTENCE OF MORE THAN ONE CLAIM SHALL NOT ENLARGE THIS LIMIT. ADDITIONAL OR DIFFERENT LIABILITY AMOUNTS MAY APPLY AS EXPRESSLY SET FORTH IN THE APPLICABLE SERVICE SCHEDULE BELOW. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE FOREGOING, THIS SECTION 9.2 SHALL (I) APPLY ONLY TO THE EXTENT PERMITTED BY PRODUCT LIABILITY LAW; AND (II) SHALL NOT APPLY IN THE EVENT THAT PERSONAL INJURY OR DEATH HAVE BEEN CAUSED INTENTIONALLY BY eSignGlobal OR BY eSignGlobal'S GROSS NEGLIGENCE.
9.3. Independent Allocations of Risk. Each provision of these Terms that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages represents an agreed allocation of the risks of these Terms between the parties. This allocation is an essential element of the basis of the bargain between the parties. Each of these provisions is severable and independent of all other provisions of these Terms, and each of these provisions will apply even if the warranties in these Terms have failed of their essential purpose.
9.4. Jurisdictional Limitations.
9.4.1. Because some states and jurisdictions do not allow limitation of liability or caps on damages in certain instances, portions of the above limitation may not apply to you. In that event, such exclusions and limitations shall apply to the maximum extent permitted by applicable mandatory law (and our liability shall be limited or excluded as permitted under mandatory applicable law).
10.1. Third Party Content. We may provide, or third parties may provide, links to other third-party websites, services, or resources that are beyond our control. We make no representations as to the quality, suitability, functionality, or legality of any third-party content to which links may be provided, and you hereby waive any claim you might have against us with respect to such services. eSignGlobal IS NOT RESPONSIBLE FOR THE CONTENT ON THE INTERNET OR WEB PAGES THAT ARE LOCATED OUTSIDE THE SITE OR POSTS OF USER CONTENT. Your correspondence or business dealings with, or participation in promotions of, advertisers or partners found on or through the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such advertiser or partner. You agree that we are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or links to third-party websites or resources on the Site.
10.2. Relationship. At all times, you and we are independent contractors, and are not the agents or representatives of the other. These Terms are not intended to create a joint venture, partnership, or franchise relationship between the parties. Non-parties do not benefit from and cannot enforce these Terms. There are no third-party beneficiaries to these Terms. You must not represent to anyone that you are an agent of ours or are otherwise authorized to bind or commit us in any way without our prior written authorization.
10.3. Assignability. Unless such restriction is prohibited under applicable law, you may not assign your rights or obligations under these Terms without our prior written consent. If consent is given, these Terms will bind your successors and assigns. Any attempt by you to transfer your rights, duties, or obligations under these Terms except as expressly provided in these Terms is void. We may freely assign our rights, duties, and obligations under these Terms at any time, with or without notice to you.
10.4. Notices. Except as otherwise permitted by these Terms, any notice required or permitted to be given will be effective only if it is in writing and sent using: (a) eSignGlobal Services; (b) certified or registered mail; or (c) insured courier, to the appropriate party at the address set forth in your registration information or on the Site for eSignGlobal, with a copy, in the case of eSignGlobal, to support@esignglobal.com. You or we may change our address for receipt of notice by notice to the other party in accordance with this Section 10.4. Notices are deemed given upon receipt if delivered using eSignGlobal Services, two (2) business days following the date of mailing, or one (1) business day following delivery to a courier.
10.5. Force Majeure. Except for any payment obligations, neither you nor we will be liable for failure to perform any obligation under these Terms to the extent such failure is caused by a force majeure event (including acts of God, natural disasters, war, civil disturbance, action by governmental entity, strike, and other causes beyond the party's reasonable control). The party affected by the force majeure event will provide notice to the other party within a commercially reasonable time and will use commercially reasonable efforts to resume performance as soon as practicable. Obligations not performed due to a force majeure event will be performed as soon as reasonably possible when the force majeure event concludes.
10.6. Language and Translations. eSignGlobal may provide translations of these Terms or other terms or policies. Translations are provided for informational purposes and if there is an inconsistency or conflict between a translation and the English version, the English version will control.
10.7. Severability. If any part of these Terms is found to be illegal, unenforceable, or invalid, the remaining portions of these Terms will remain in full force and effect. If any material limitation or restriction on the grant of any license to you under these Terms is found to be illegal, unenforceable, or invalid, the license will immediately terminate.
10.8. How to Contact Us. If you have any questions about the Site or Terms, pricing, complaints, or other inquiries, please contact us at support@esignglobal.com.
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ADDITIONAL TERMS FOR eSignGlobal SERVICES
1. DEFINITIONS
a. "Account " means a unique account established by Customer to enable its Authorized Users to access and use a eSignGlobal Service.
b. "Authorized User " mean an individual natural person, who is registered or permitted by Customer to use the eSignGlobal Services pursuant to these Terms and up to any maximum number of users or uses specified at the time of purchase (where relevant).
c. "Documentation " means any and all written materials, user manuals, and other documentation and materials supplied by us and related to the eSignGlobal Services, excluding any software code or other information customarily subject to a commercial licence, that is provided by eSignGlobal regarding the eSignGlobal Services. Documentation includes without limitation eSignGlobal's then-current technical and functional documentation for the eSignGlobal Services.
d. "eSignGlobal eSignature " means the on-demand electronic signature eSignGlobal Service, which provides online display, certified delivery, acknowledgement, electronic signature, and storage services for eDocuments via the Internet.
e. "Envelope " means an electronic record containing one or more eDocuments consisting of a single page or a group of pages of data uploaded to the System.
f. "Signer " means a person designated by an Authorized User to access and/or take action upon the eDocuments sent to such individual via eSignGlobal eSignature.
g. "System " refers to the software systems and programs, the communication and network facilities, and the hardware and equipment used by eSignGlobal or its agents to make available the eSignGlobal eSignature service via the Internet.
h. "Transaction Data " means the metadata associated with an Envelope (such as transaction history, image hash value, method and time of Envelope deletion, sender and recipient names, email addresses, and signature IDs) that eSignGlobal may use to generate and maintain the digital audit trail required by eSignGlobal eSignature.
2. Official website to order the product instructions
If you purchase the corresponding product directly through our official website, you should know the following during this process:
a. You should be aware before purchasing and using our products and services that, according to the specific provisions of the laws and regulations related to electronic signature issued in different countries and regions from time to time, some types of documents are not applicable to the way of electronic signature. We have no responsibility or obligation to confirm whether a particular instrument applies to an electronic signature, whether the type of instrument belongs to the applicable electronic signature law, whether it is subject to specific provisions promulgated by a specific agency, and whether it can be legally formed by electronic signature. You should confirm by yourself in accordance with the relevant laws and regulations on electronic signatures issued by each government agency, and bear all the adverse possible consequences.
b. If we cause you a loss caused by intentional or gross negligence in the provision of services, our liability shall not exceed 100% of the amount of the corresponding single order. You should be aware that the above compensation amount includes all direct and indirect losses caused to you due to our mistakes.
c. You should know that when you place an order for the product online and fill in the relevant information, you can directly download the invoice corresponding to the order amount online on the corresponding page. If the invoice issuance is incorrect due to your error in the information filling process, you will bear the consequences arising therefrom.
d. You shall ensure that all information provided during the registration process is true, accurate, and complete, and that you shall be responsible for all operations performed with your registered account. You shall keep your account number and password information properly. If your account number or password is lost due to your own reasons, you shall bear all the consequences and responsibilities arising therefrom.
e. You shall guarantee that the information of others required to use the purchased services (including commercial transaction information and personal information), and you have obtained a legal and valid authorization for the following purposes:
i. Specify the type and purpose of the information (including personal information) authorized;
ii. agrees to transmit the information to us for the products and services;
iii. agrees to choose the appropriate service provider and to complete the services;
iv. agrees that we select the service provider to return the processing results to us and you.
f. agrees that we select the service provider to return the processing results to us and you. You should especially guarantee that you can process your personal information within the scope of authorization of the personal information subject, and that the unauthorized personal information shall not be provided and entrusted to us. You should properly keep the authorization information of the personal information subject. We can take measures to verify whether the personal information subject has provided the above authorization, and you should provide necessary assistance and cooperation for such inspection. Whether or not we have taken the inspection measures, and what the inspection conclusion is, it will not affect you from assuming the above warranty obligations and responsibilities.If you fail to obtain the valid consent or authorization of the information subject or violate the relevant provisions, we have the right to immediately stop providing services to you, and you shall independently bear the corresponding legal responsibilities.
g. You should ensure the authenticity, legality and integrity of the data and information that you and your users transmit to us through the technical interface. We are not liable for any business risks and losses caused by intentional fraud, falsification of data, provision of wrong data or improper process by you or your users.
h. You agree that we may share certain personal information with our partners in accordance with laws, regulations and agreements. We will sign a strict data processing agreement with the parties that share the data and disclose you to the above partners. You can check the privacy policy of the corresponding services through the official website of our partners.
i. You promise that the service must be used for your own legitimate business use. You are fully aware of the content of eSignGlobal products and services, so you should carefully choose the area where the electronic signature is used to avoid defects in the contract effectiveness due to regional legislation differences. You guarantee that when using the Service, you will comply with the national and local laws and regulations, industry practices and social and public ethics involved in the contract, and will not use the services we provide to store, release or disseminate illegal information.
j. If others question you or complaints, we will inform you, you have the responsibility within the prescribed time to explain and issue documents, if you failed to provide evidence to the contrary or you fail to feedback, we will take including but not limited to immediately delete the corresponding information, suspend service, or terminate service processing measures, the resulting loss and responsibility shall be borne by you. If you fail to contact you due to your delayed contact information or incorrect contact information, you will be deemed to have failed to give feedback later.
k. To meet the exchange involved areas of data protection and data privacy related laws and regulations, you want to make sure that your users know electronic signature service provider is us (for example: in the official page, product page or membership agreement, privacy terms, etc), and agree that the users submit the privacy information to our storage, use.
Regarding the processing and collection of personal information, you can read the Privacy Notice of our official website in detail.
3. eDOCUMENT STORAGE AND DELETION
a. Sending, Storage. During the Term eSignGlobal will send and store eDocuments per these Terms of the Subscription Plan. However, eSignGlobal may set and enforce limits for reasonable use in order to prevent abusive or unduly burdensome use of eSignGlobal eSignature. Customer, through its Account Administrator(s), may retrieve and store copies of its eDocuments for storage outside of the System at any time during the Subscription Term when Customer is in good financial standing under these Terms, and may delete or purge its eDocuments from the System at its own discretion.
b. Uncompleted eDocuments. eSignGlobal may, at its sole discretion, delete uncompleted eDocuments from the System immediately and without notice upon the earlier of: (a) expiration of the Envelope (where Customer has established an expiration for such Envelope, not to exceed 365 days); or (b) expiration of the Subscription Term. eSignGlobal assumes no liability or responsibility for a party's failure or inability to electronically sign any eDocuments within such a period of time.
c. Deletion. eSignGlobal may delete an Account and Customer Data, including without limitation eDocuments (whether complete or not), upon the expiration of the Subscription Term or termination as described in Section 5 of Schedule 1 (Additional Terms for eSignGlobal Services). In addition, eSignGlobal may delete eDocument(s) in a Customer Account at the explicit direction of such Customer and such deletion may also result in the deletion of such eDocument(s) from a Signer Account. Signer hereby acknowledges that any eDocument(s) sent by another Customer to Signer shall be deleted from the Signer's eSignGlobal eSignature Account when such sending Customer initiates a purge of such eDocument(s) from the sending Customer(s) Account. Signer acknowledges its responsibilities regarding Customer Data under Section 4(a) below and hereby agrees that it is solely responsible for maintaining, if desired, backup copies of its eDocuments (including backup copies stored outside of eSignGlobal eSignature) and further agrees that eSignGlobal is not responsible for: a) storing eDocuments in a Signer Account after a sending Customer Account purge of such eDocuments; or b) maintaining backup storage of eDocuments on behalf of Signer.
d. Retention of Transaction Data. eSignGlobal may retain Transaction Data for as long as it has a business purpose (which if required under applicable law, is covered by a legal basis) to do so.
e. Usage Data. With respect to this Service Schedule, Usage Data may include, without limitation, any data models created, extrapolated, derived from, adapted, enhanced, or developed by eSignGlobal using Customer Data and Customer's and/or its Authorized User's use of the eSignGlobal Services, and any underlying data architecture, including, without limitation, the data infrastructure, schema, rules, components, specifications, methods or processes and components that dictate how data interacts and is organized, calculated or translated from various sources into one or more meaningfully defined data models and related security protocols as integrated and applies at each stage of data processing. Without limitation of any term in the Terms, eSignGlobal may analyze Customer Data and Customer usage patterns using techniques such as machine learning in order to improve and develop eSignGlobal's current and future products, services, methods, and processes. Any output from such machine learning techniques, including the resultant machine learning models, is deemed Usage Data that is owned by eSignGlobal retains all right, title, and interest in and to the Usage Data, and any unauthorised use of Usage Data is strictly prohibited.
4. INFORMATION SECURITY AND PERSONAL DATA
a. Customer Responsibilities. eSignGlobal eSignature provides Customer with certain features and functionalities that Customer may elect to use, including the ability to retrieve and delete its eDocuments in the System. Customer is responsible for properly: (a) configuring eSignGlobal eSignature; (b) using and enforcing controls available in connection with eSignGlobal eSignature (including any security controls); and (c) taking such steps, in accordance with the functionality of eSignGlobal eSignature, that Customer deems adequate to maintain appropriate security, protection, deletion, and backup of Customer Data, which include controlling the management of Authorized Users' access and credentials to eSignGlobal eSignature, controlling Customer Data that is Processed by eSignGlobal eSignature, and controlling the archiving or deletion of eDocuments in the System. Customer acknowledges that eSignGlobal has no obligation to protect Customer Data, including Personal Data (defined below), that Customer elects to store or transfer outside of eSignGlobal eSignature (e.g., offline or on-premise storage).
b. Information Security. eSignGlobal will employ commercially reasonable technical and organizational measures that are designed to prevent unlawful or unauthorized access, use, alteration, or disclosure of Customer Data.
5. YOUR CONFIDENTIAL INFORMATION
a. Scope. "Confidential Information" for you as a Customer and your Affiliates (defined below) means (a) data uploaded by you or your Affiliates to the eSignGlobal Services ("Customer Data"); (b) any other information of you, including your Affiliates, that you disclose to us in writing or orally and is designated as confidential or proprietary at the time of disclosure to us; and (c) any amendment to the terms and conditions of these Terms between you and us. Your Confidential Information does not include any information that: (i) was or becomes generally known to the public through no fault or breach of this Section by us; (ii) was rightfully in our possession at the time of disclosure without restriction on use or disclosure; (iii) was independently developed by our without use of your Confidential Information; or (iv) was rightfully obtained by us from a third party not under a duty of confidentiality and without restriction on use or disclosure.
b. Restricted Use and Nondisclosure. During and after the term, we will: (a) use your Confidential Information solely for the purpose for which it is provided to us; (b) not disclose such Confidential Information to a third party, except on a need-to-know basis to our Affiliates, attorneys, auditors, consultants, and service providers who are under confidentiality obligations at least as restrictive as those contained herein; and (c) protect such Confidential Information from unauthorized use and disclosure to the same extent (but using no less than a reasonable degree of care) that we protect our own Confidential Information of a similar nature.
c. Required Disclosure. If we are required by law to disclose your Confidential Information, we will use reasonable efforts to give you prompt written notice before making the disclosure, unless prohibited from doing so by the legal or administrative process, and assist you to obtain where reasonably available an order protecting your Confidential Information from public disclosure.
d. Ownership. Notwithstanding any other provision of these Terms, we acknowledge that, as between you and us, all your Confidential Information we receive from you, including your Customer Data, is owned by you. Nothing in these Terms grants us any right, title or interest in or to any of your Confidential Information except as provided in these Terms. All other data regarding the eSignGlobal Services, as between you and us, at all times are and will remain our sole and exclusive property.
6. RESTRICTIONS ON USE OF THE eSignGlobal SERVICES
a. In addition, Customers shall not, and shall not permit others to, do the following with respect to the eSignGlobal Services:
i. Use the eSignGlobal Services or allow access to them in a manner that circumvents contractual usage restrictions or that exceeds authorized use or usage metrics set forth in these Terms, any applicable Subscription Plan;
ii. License, sub-license, sell, re-sell, rent, lease, transfer, distribute or time share or otherwise make any portion of the eSignGlobal Services or eSignGlobal's then-current Documentation available for access by third parties except as otherwise expressly provided in these Terms; or
iii. Use the eSignGlobal Services for benchmarking or to compile information for a product or service;
iv. Access or use the eSignGlobal Services or Documentation for the purpose of: (i) developing or operating products or services intended to be offered to third parties in competition with the eSignGlobal Services; or (ii) allowing access to your Account by a direct competitor of eSignGlobal.
7. TERMS SPECIFIC TO eSignGlobal SERVICES
a. Right to Use eSignGlobal Services. Subject to these Terms, eSignGlobal will provide the eSignGlobal Services to Customers in accordance with each Customer's Subscription Plan, and eSignGlobal grants to each Customer a limited non-exclusive, non-transferable right and license during the Term, solely for its internal business purposes and in accordance with the Documentation, to: (a) use the eSignGlobal Services; (b) implement, configure, and, through its Account Administrator(s), permit its Authorized Users to access and use the eSignGlobal Services up to any applicable limits or maximums; and (c) access and use the Documentation.
i. Authorized Users. Authorized Users of Customer must be identified by a unique email address and user name and two or more natural persons may not use the eSignGlobal Services as the same Authorized User. If the Authorized User is not an employee of Customer, use of the eSignGlobal Services will be allowed only if the user is under confidentiality and other obligations with Customer at least as restrictive as those in these Terms, and is accessing or using the eSignGlobal Services solely to support Customer's internal business purposes.
ii. Account Administrator. Customer may assign and expressly authorize an Authorized User(s) as its agent to manage Customer's Account, and management of Customer's Account includes, without limitation, configuring administration settings, assigning access and use authorization, requesting different or additional services, providing usage and performance records, managing templates, executing approved campaigns and events, assisting in third-party product integrations, and accepting notices, disclosures, and terms and conditions ("Account Administrator"). Customer may appoint an employee, agent or a third-party business partner or contractor to act as its Account Administrator(s) and may change its designation at any time through its Account.
b. Payment Terms.
i. Subscription Plan. The prices, features, and options of the eSignGlobal Services depend on the Subscription Plan selected as well as any changes instigated by Customer. eSignGlobal does not represent or warrant that a particular Subscription Plan will be offered indefinitely and, to the fullest extent permitted under applicable laws, reserves the right to change the prices for or alter the features and options in a particular Subscription Plan without prior notice.
ii. No Refunds. Customer will timely pay eSignGlobal all fees associated with its Subscription Plan, Account, or use of the eSignGlobal Services, including, but without limitation, by Authorized Users. CUSTOMER'S PAYMENTS ARE NON-REFUNDABLE EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OR AS OTHERWISE AGREED TO BY THE PARTIES. Charges for pre-paid Subscription Plans will be billed to Customer in advance. Charges for per-use purchases and standard Subscription Plan charges will be billed in arrears unless otherwise specified in the Subscription Plan.
iii. Recurring Charges. When you purchase a Subscription Plan, you must provide accurate and complete information for a valid payment method that you are authorized to use. You will be billed for your Subscription Plan either through the payment method you provide, such as a credit card, or through an intermediary provider such as iTunes, Google Play, or a similar app store ("App Store"). Customer must promptly notify eSignGlobal of any change in its invoicing address and must update its Account with any changes related to its payment method. BY COMPLETING REGISTRATION FOR A SUBSCRIPTION PLAN, CUSTOMER AUTHORIZES eSignGlobal OR ITS AGENT TO CHARGE ITS PAYMENT METHOD ON A RECURRING (E.G. MONTHLY OR YEARLY) BASIS ("AUTHORIZATION") FOR: (a) THE APPLICABLE SUBSCRIPTION PLAN CHARGES; (b) ANY AND ALL APPLICABLE TAXES; AND (c) ANY OTHER CHARGES INCURRED IN CONNECTION WITH CUSTOMER'S USE OF THE eSignGlobal SERVICES. The Authorization continues through the applicable Subscription Term and any Renewal Term (each as defined in Section 4(d)(i), below) until Customer cancels as set forth in Section 4 of these Terms.
iv. Late Fees & Collection Costs. If eSignGlobal does not receive payment from Customer's payment method, Customer agrees to pay all amounts due upon demand. Any amount not paid when due will be subject to finance charges equal to 1.5% of the unpaid balance per month or the highest rate permitted by applicable law, whichever is less, determined and compounded daily from the date due until the date paid. Customer will reimburse any costs or expenses (including, but not limited to, reasonable attorneys' fees) incurred by eSignGlobal to collect any amount that is not paid when due. eSignGlobal may accept payment in any amount without prejudice to eSignGlobal's right to recover the balance of the amount due or to pursue any other right or remedy. Amounts due to eSignGlobal may not be withheld or offset by Customer for any reason against amounts due or asserted to be due from eSignGlobal.
v. Invoices. eSignGlobal will provide billing and usage information in a format we choose, which may change from time to time. eSignGlobal reserves the right to correct any errors or mistakes that it identifies even if it has already issued an invoice or received payment. Customer agrees to notify us about any billing problems or discrepancies within thirty (30) days after they first appear on your invoice. If Customer does not bring such problems/discrepancies to our attention within thirty (30) days, it agrees to waive its right to dispute such problems or discrepancies.
vi. Billing Cycles. Billing cycle end dates may change from time to time. When a billing cycle covers less than or more than a full month, we may make reasonable adjustments and/or prorations. Customer agrees that we may (at our option) accumulate charges incurred during a billing cycle and submit them as one or more aggregate charges during or at the end of a cycle, and that we may delay obtaining authorization or payment from Customer's payment card issuer or App Store until submission of the accumulated charge(s).
vii. Benefit Programs. You may receive or be eligible for certain pricing structures, discounts, features, promotions, and other benefits (collectively, "Benefits") through a business or government agreement with us ("Business Terms"). Any and all such Benefits are provided solely as a result of the corresponding Business Terms and to the fullest extent permitted under applicable laws, such Benefits may be modified or terminated without notice. If you use the eSignGlobal Services and a business or government entity pays your charges or is otherwise liable for the charges, you authorize us to share your account information with that entity and/or its authorized agents. If you are enrolled in a Subscription Plan or receive certain Benefits tied to Business Terms with us, but you are liable for your own charges, then you authorize us to share enough account information to verify your continuing eligibility for those Benefits and the Subscription Plan.
viii. Tax Responsibility. All payments required by these Terms are stated exclusive of all taxes, duties, levies, imposts, fines, or similar governmental assessments, including sales and use taxes, value-added taxes ("VAT"), goods and services taxes ("GST"), excise, business, service, and similar transactional taxes imposed by any jurisdiction (collectively, "Taxes"). Customer shall be responsible for and bear Taxes associated with its purchase of, payment for, access to or use of the eSignGlobal Services. If eSignGlobal is required to remit Taxes associated with Customer's purchase of, payment for, access to, or use of the eSignGlobal Services, eSignGlobal will add the amount of those Taxes, itemized where required by law, to the payment due. Taxes may be applied without notice. Taxes shall not be deducted from the payments to eSignGlobal, except as required by law, in which case Customer shall increase the amount payable as necessary so that after making all required deductions and withholdings, eSignGlobal receives and retains (free from any Tax liability) an amount equal to the amount it would have received had no such deductions or withholdings been made. Customer hereby confirms that eSignGlobal can rely on the name and address set forth in its registration for a Subscription Plan as being the place of supply for Tax purposes. If applicable, Customer shall provide to eSignGlobal its VAT, GST, or similar tax identification number(s) to avoid application of taxes, as applicable. Customer shall use the ordered eSignGlobal Services for Customer's business use in the foregoing location(s) in accordance with the provided VAT or GST identification number(s). The parties' obligations under this Section (Tax Responsibility) shall survive the termination or expiration of these Terms.
ix. Intermediary Provider Billing. If your Subscription Plan is based on intermediary provider billing, your intermediary provider will automatically charge your App Store account monthly for the cost of the Subscription Plan and any applicable taxes. If you are not current with your Subscription Plan payments, we reserve the right to terminate your account, suspend your access to your Subscription Plan, or convert your Subscription Plan subscription to a non-subscription account. You will be responsible for paying all past due amounts
x. Termination. If these Terms expire or are terminated for any reason Customer will pay to eSignGlobal any amounts that have accrued before, and remain unpaid as of, the date of the termination or expiration, including those for the billing cycle in which termination occurs.
c. You may elect to receive authentication, notification and/or eDocument delivery messages by text ("SMS Messages") at the mobile number you provide as part of your use of the eSignGlobal Services. You represent that you are the subscriber of the mobile service at the mobile number provided, or that you are otherwise authorized by the subscriber to receive SMS Messages at such mobile number as part of your use of the eSignGlobal Services. By electing to receive and send SMS Messages, you acknowledge that message and data rates may apply under your agreement with your provider of mobile communication services ("Mobile Service Provider"). You further understand and acknowledge that your Mobile Service Provider's network services are outside of eSignGlobal's control and we are not responsible or liable for any issues arising therefrom. eSignGlobal will not be liable for any of the following: a) failure of delivery of any content via SMS Message; b) any delays in transmission of SMS Messages; or c) any service or other changes implemented by your Mobile Service Provider impacting the receipt or sending of SMS Messages as part of your use of the eSignGlobal Services.
8. TERM AND TERMINATION - CUSTOMERS
a. Suspension of Access to eSignGlobal Services. In accordance with these Terms, eSignGlobal may suspend any use of the eSignGlobal Services, remove any content or disable or terminate any Account or Authorized User that eSignGlobal reasonably and in good faith believes violates these Terms. eSignGlobal will use commercially reasonable efforts to notify you prior to any such suspension or disablement, unless eSignGlobal reasonably believes that: (a) it is prohibited from doing so under applicable law or under legal process, such as court or government administrative agency processes, orders, mandates, and the like; or (b) it is necessary to delay notice in order to prevent imminent harm to the eSignGlobal Services or a third party. Under circumstances where notice is delayed, eSignGlobal will provide the notice if and when the related restrictions in the previous sentence no longer apply.
b. Term. The period of effectiveness of these Terms, with respect to eSignGlobal Services, begins on the date the Customer accepts these Terms and continues until the Customer's Subscription Plan expires or its use of the eSignGlobal Services ceases (including as a result of termination in accordance with this Section 6), whichever is later ("Term").
c. Termination by Customer. You may terminate your Account at any time upon Thirty (30) days' advanceplease contact us at support@esignglobal.com.
d. Default; Termination by eSignGlobal. A Customer will be in default of these Terms if: (a) it fails to timely pay any amount owed to us or an Affiliate of ours; (b) it or an Authorized User associated with its Account breaches any provision of these Terms or violates any published policy applicable to the eSignGlobal Services; (c) it is or becomes subject to any proceeding under the Bankruptcy Code or similar laws; or (d) if, in our sole discretion, we believe that continued use of the eSignGlobal Services by the Customer (or its Authorized Users or Signers) creates legal risk for eSignGlobal or presents a threat to the security of the eSignGlobal Services or eSignGlobal's customers. If a Customer is in default, we may, without notice: (i) suspend its Account and use of the eSignGlobal Services; (ii) terminate its Account; (iii) charge reactivation fees in order to reactivate its Account; and (iv) pursue any other remedy available to us. A eSignGlobal "Affiliate" means any legal entity that ESIGN HK HOLDING LIMITED owns, that owns ESIGN HK HOLDING LIMITED or that is under common control with eSignGlobal, Inc. A Customer "Affiliate" means any legal entity that Customer owns, that owns Customer or that is under common control with Customer. "Control" and "own" mean possessing greater than 50% interest in an entity or the right to direct the management of the entity.
e. Effect of Termination. If these Terms expire or are terminated for any reason: (a) any and all of your liabilities to us that have accrued before the effective date of the expiration or termination will survive; (b) licenses and use rights granted to you with respect to the Site, including rights to any intellectual property therein or thereto, will immediately terminate in accordance with these Terms; (c) our obligation to provide any further access to the Site to you under these Terms will immediately terminate, except any such rights that are expressly to be provided following expiration or termination of these Terms; and (d) the provisions of Section 4(b)(ii) (No Refunds), Section 4(b)(vii) (Benefit Programs), Section 4(b)(xiii) (Tax Responsibility), and Section 4(d) (Free Trial and Special Offers for eSignGlobal Services) of this Schedule 1 (Additional Terms for eSignGlobal Services), as well as provisions designated to survive under the Terms, any Service Schedules and accompanying attachments and Exhibits to the Terms.