TERMS AND CONDITIONS
IMPORTANT NOTICE: THESE TERMS AND CONDITIONS CONTAIN A BINDING ARBITRATION PROVISION AND WAIVER OF JURY TRIALS AND CLASS ACTIONS GOVERNING DISPUTES ARISING FROM USE OF THE MoreYeahs SERVICES. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE MANDATORY ARBITRATION AND WAIVER OF CLASS ACTION SECTION BELOW. PLEASE READ CAREFULLY.
These MoreYeahs Services Terms and Conditions (“Terms”) govern access to and use of the MoreYeahs (“MoreYeahs,” “we” or “us”) websites and services (collectively, the “Site”) by site visitors (“Site Visitors”) and by individuals or entities who purchase services (“MoreYeahs Services”) or create an account (“Account”) and their Authorized Users (collectively, “Customers”) or otherwise access or use the Site or MoreYeahs Services. By using the Site or any MoreYeahs Services, you as a Site Visitor or Customer accept these Terms (whether on behalf of yourself or a legal entity you represent). An “Authorized User” of a Customer is each an individual natural person, whether an employee, business partner, contractor, or agent of a Customer, who is registered or permitted by Customer to use the MoreYeahs Services subject to these Terms and up to any maximum number of users or uses specified at the time of purchase. Customers and Site Visitors may be referred to in these Terms as “you” and “your” as applicable.
If you are a Customer and you or your organization are bound by a Master Services Agreement with MoreYeahs (“Corporate Terms”), then these Terms will apply, if at all, only to use of the Site or any MoreYeahs Services to the extent such use is not already governed by such Corporate Terms. For the avoidance of doubt, all references to the “Site” in these Terms also include the MoreYeahs Services. As used herein “MoreYeahs Services” refers to the product and services offerings of MoreYeahs made available for access and use from the Site, including and not limited to MoreYeahs Signature, Early Access Programs, and MoreYeahs Notary, as referenced in section 2 below.
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. UPDATES AND COMMUNICATIONS
1.1 We may revise these Terms or any additional terms and conditions that are relevant to a particular MoreYeahs Service from time to time to reflect changes in the law or to the MoreYeahs Services. We will post the revised terms on the Site with a “last updated” date. PLEASE REVIEW THE SITE ON A REGULAR BASIS TO OBTAIN TIMELY NOTICE OF ANY REVISIONS. IF YOU CONTINUE TO USE THE MoreYeahs 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 modification of the Terms.
1.2 You agree to receive all communications, agreements, and notices that we provide in connection with any MoreYeahs Services (“Communications”), including, but not limited to, Communications related to our delivery of the MoreYeahs Services, marketing messages related to the MoreYeahs Services, and Communications related to your purchase of or subscription to the MoreYeahs Services, via electronic means, including by e-mail, text, in-product notifications, push notifications, or by posting them on the Site or through any MoreYeahs Services. 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 keep your Account contact information current.
2. ADDITIONAL TERMS FOR MoreYeahs SERVICES
2.1 MoreYeahs Signature. If you use MoreYeahs Signature, you accept the Terms of the MoreYeahs Signature Service Schedule below.
2.2 Early Access Program(s). If you participate in an Early Access Program(s), you accept the Terms of the Early Access Program(s) Service Schedule below.
2.3 MoreYeahs Notary. If you use MoreYeahs Notary as a Signer or Notary (as defined in the Service Terms for MoreYeahs Notary), you accept the Service Terms for MoreYeahs Notary as set forth below.
3. USAGE AND ACCESS RIGHTS
3.1 Eligibility to Use.
You represent and warrant that you are:
(a) of legal age (18 years of age or older or otherwise of legal age in your resident jurisdiction) and competent to agree to these Terms
(b)If MoreYeahs has previously prohibited you from accessing the Site or using the MoreYeahs Services, you are not permitted to access the Site or use the MoreYeahs Services. If you are agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, also refer to that organization or entity).
3.2 Limited License.
Upon your acceptance of these Terms, we grant you a limited, non-exclusive and non-transferable license to access and use the Site for your internal business purposes and only as expressly permitted in these Terms and any applicable paid Customer plan that enables registration of an Account for the use of a MoreYeahs Service (“Subscription Plan”) when applicable. You shall not use or permit use of the Site for any illegal purpose or in any manner inconsistent with the provisions of these Terms. If you are or become a direct competitor of MoreYeahs, you may not access or use the MoreYeahs Services without MoreYeahs’s explicit, advance, written consent, and then only for the purposes authorized in writing. Except as otherwise restricted by these Terms, MoreYeahs grants you permission on a non-exclusive, non-transferable, limited basis to display, copy, and download content and materials on the Site provided that you:
(a) retain all copyright and other proprietary notices on the content and materials
(b) use them solely for personal or internal, non-commercial use or in accordance with any applicable Subscription Plan
(c) do not modify them in any way. Each discrete Subscription Plan includes restrictions and requirements that outline the features that Customer will be able to access. Any violation by you of the license provisions contained in this Section 3 may result in the immediate termination of your right to use the Site, as well as potential liability for copyright infringement or other claims depending on the circumstances.
4.1 Intellectual Property. The Site contains materials that are proprietary and are protected by copyright laws, international treaty provisions, trademarks, service marks, and other intellectual property laws and treaties.
4.1.1 The Site is also protected as a collective work or compilation under copyright and other laws and treaties. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained on the Site. You acknowledge that the Site contains original works that have been developed, compiled, prepared, revised, selected, and arranged by MoreYeahs and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and which constitute valuable intellectual property of MoreYeahs and such others. All present and future rights in and to trade secrets, patents, designs, copyrights, trademarks, database rights, service marks, know-how, and other intellectual property or other proprietary rights of any type, Documentation, 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 the Site, shall, as between you and MoreYeahs, at all times be and remain the sole and exclusive property of MoreYeahs.
4.1.2 The trademarks, logos, taglines, and service marks displayed on the Site (collectively, the “Trademarks”) are registered and unregistered Trademarks of MoreYeahs and others. The Trademarks may not generally be used in any advertising or publicity, or otherwise to indicate MoreYeahs’s sponsorship of or affiliation with any product, service, event, or organization without MoreYeahs’s prior express written permission. MoreYeahs acknowledges the Trademarks of other organizations for their respective products or services mentioned on the Site. Any rights not expressly granted in these Terms or on the IP Pages are reserved by MoreYeahs, Inc. Other than as provided in these Terms (https://www.moreyeahs.com/privacy-policy/) incorporated herein by reference, your use of the Trademarks, or any other MoreYeahs content, is strictly prohibited.
MoreYeahs respects copyright law and expects its users to do the same. If you believe that any content or material on the Site infringes copyrights you own, please notify us in accordance with our Copyright Policy (https://www.moreyeahs.com/privacy-policy/).
4.2 Software Use Restrictions. Software available for downloading through the Site or third-party websites or applications (the “Software”) is the copyrighted work of MoreYeahs and third-party providers. Use of the Software is governed by these Terms. Unauthorized reproduction or distribution of the Software is expressly prohibited by law, and may result in civil and criminal penalties. Violators may be prosecuted.
4.3 Non-eDocument Content and Submissions/User Content.
The Site or MoreYeahs Services 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
(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 personal information of any Authorized User or Signer, or any document, such as a contract, disclosure, or notice deposited into any MoreYeahs Service for processing (“eDocuments”), or any information submitted for inclusion in or in connection with such eDocuments.
4.3.2 Screening & Removal
You acknowledge and agree that MoreYeahs and its designees may or may not, at MoreYeahs’s discretion, pre-screen User Content before its appearance on the Site or MoreYeahs Services, but that MoreYeahs has no obligation to do so. You further acknowledge and agree that MoreYeahs reserves the right (but does not assume the obligation) in its sole discretion to reject, move, edit, or remove any User Content that is contributed to the Site or MoreYeahs Services. Without limiting the foregoing, MoreYeahs and its designees shall have the right to remove any User Content that violates these Terms or is otherwise objectionable in MoreYeahs’s sole discretion. You acknowledge and agree that MoreYeahs does 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.
5. RESTRICTIONS ON USE OF THE SITE
5.1 By using the Site, including any MoreYeahs Service, you specifically agree not to engage in any activity or transmit any information that, in our sole discretion:
5.1.1 Is illegal, or violates any federal, state, or local law or regulation;
5.1.2 Advocates illegal activity or discusses illegal activities with the intent to commit them;
5.1.3 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;
5.1.4 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;
5.1.5 Interferes with any other party’s use and enjoyment of the Services;
5.1.6 Attempts to impersonate another person or entity;
5.1.7 Is commercial 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;
5.1.8 Falsely states, misrepresents, or conceals your affiliation with another person or entity;
5.1.9 Accesses or uses the Account of another user without permission;
5.1.10 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;
5.1.11 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, or any of the MoreYeahs Services;
5.1.12 “Hacks” or accesses without permission our proprietary or confidential records, those of another user, or those of anyone else;
5.1.13 Improperly solicits personal or sensitive information from other users including without limitation address, credit card or financial account information, or passwords;
5.1.14 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 consent;
5.1.15 Removes, circumvents, disables, damages, or otherwise interferes with security-related features, or features that enforce limitations on use of the Site;
5.1.16 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;
5.1.17 Modifies, copies, scrapes or crawls, displays, distributes, publishes, licenses, sells, rents, leases, lends, transfers, or otherwise commercializes any materials or content on the Site;
5.1.18 Uses the MoreYeahs Services for benchmarking, or to compile information for a product or service;
5.1.19 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 or MoreYeahs Services, by any means except as provided for in these Terms or with the prior written consent of MoreYeahs; or
5.1.20 Attempts to do any of the foregoing.
If you believe content on the Site violates the above restrictions, please contact us here: (https://www.moreyeahs.com/contact/).
5.2 In addition, Customers shall not, and shall not permit others to, do the following with respect to the MoreYeahs Services:
5.2.1 Use the MoreYeahs 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 or MoreYeahs’s Reasonable Use Policy (https://www.moreyeahs.com/privacy-policy/) incorporated herein by reference;
5.2.2 License, sub-license, sell, re-sell, rent, lease, transfer, distribute or time share or otherwise make any portion of the MoreYeahs Services or MoreYeahs’s then-current technical and functional documentation for the MoreYeahs Services (“Documentation”) available for access by third parties except as otherwise expressly provided in these Terms; or
5.2.3 Access or use the MoreYeahs 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 MoreYeahs Services or
(ii) allowing access to your Account by a direct competitor of MoreYeahs.
5.3 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.
5.4 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.
6.2 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)
7. TERMS SPECIFIC TO MoreYeahs SERVICES
7.1 Right to Use MoreYeahs Services
Subject to these Terms, MoreYeahs will provide the MoreYeahs Services to Customers in accordance with each Customer’s Subscription Plan, and MoreYeahs 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 MoreYeahs Services
(b) implement, configure, and, through its Account Administrator(s), permit its Authorized Users to access and use the MoreYeahs Services up to any applicable limits or maximums
(c) access and use the Documentation.
7.1.1 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 MoreYeahs Services as the same Authorized User. If the Authorized User is not an employee of Customer, use of the MoreYeahs 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 MoreYeahs Services solely to support Customer’s internal business purposes.
7.1.2 Account Administrator
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.
7.2 Payment Terms.
7.2.1 Subscription Plan
The prices, features, and options of the MoreYeahs Services depend on the Subscription Plan selected as well as any changes instigated by Customer. MoreYeahs does not represent or warrant that a particular Subscription Plan will be offered indefinitely and reserves the right to change the prices for or alter the features and options in a particular Subscription Plan without prior notice.
7.2.2 No Refunds
Customer will timely pay MoreYeahs all fees associated with its Subscription Plan, Account, or use of the MoreYeahs Services, including, but without limitation, by Authorized Users. CUSTOMER’S PAYMENTS ARE NON-REFUNDABLE EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS. 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.
7.2.3 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 MoreYeahs 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 MoreYeahs 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
(c) ANY OTHER CHARGES INCURRED IN CONNECTION WITH CUSTOMER’S USE OF THE MoreYeahs SERVICES. The Authorization continues through the applicable Subscription Term and any Renewal Term (each as defined in Section 8.2.3, below) until Customer cancels as set forth in Section 8.2 of these Terms.
7.2.4 Late Fees & Collection Costs
If MoreYeahs 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 MoreYeahs to collect any amount that is not paid when due. MoreYeahs may accept payment in any amount without prejudice to MoreYeahs’s right to recover the balance of the amount due or to pursue any other right or remedy. Amounts due to MoreYeahs may not be withheld or offset by Customer for any reason against amounts due or asserted to be due from MoreYeahs.
MoreYeahs will provide billing and usage information in a format we choose, which may change from time to time. MoreYeahs 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.
7.2.6 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).
7.2.7 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 such Benefits may be modified or terminated without notice. If you use the MoreYeahs 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.
7.2.8 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 MoreYeahs Services. If MoreYeahs is required to remit Taxes associated with Customer’s purchase of, payment for, access to, or use of the MoreYeahs Services, MoreYeahs 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 MoreYeahs, 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, MoreYeahs 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 MoreYeahs 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 MoreYeahs its VAT, GST, or similar tax identification number(s) to avoid application of taxes, as applicable. Customer shall use the ordered MoreYeahs 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 7.2.8 (Tax Responsibility) shall survive the termination or expiration of these Terms.
7.2.9 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.
7.3 Free Trial and Special Offers for MoreYeahs Services; Early Access Programs
7.3.1 Free Trial and Special Offers for MoreYeahs Services.
If you register for a free trial, promotional offer, or other type of limited offer for use of MoreYeahs Services (“Free Trial”), you may be presented with additional terms and conditions when registering for a Free Trial, and any such additional terms and conditions are hereby incorporated into these Terms by reference and are legally binding. This Section 7.3 (Free Trial and Special Offers for MoreYeahs Services; Early Access Programs) supersedes and applies notwithstanding any conflicting provisions with regard to access and use of a Free Trial.
MoreYeahs reserves the right to reduce the term of a trial period or end it altogether without prior notice.
The version of the MoreYeahs Services that is available for a Free Trial may not include or allow access to all features or functions. ANY DATA THAT A CUSTOMER ENTERS INTO THE MoreYeahs SERVICES, AND ANY CONFIGURATIONS MADE BY OR FOR A CUSTOMER, DURING THE FREE TRIAL WILL BE PERMANENTLY LOST AT THE END OF THE TRIAL PERIOD UNLESS THE CUSTOMER: (a) PURCHASES A SUBSCRIPTION PLAN TO MoreYeahs SERVICES THAT IS EQUIVALENT TO OR GREATER THAN THOSE COVERED BY THE TRIAL; OR (b) EXPORTS SUCH DATA BEFORE THE END OF THE TRIAL PERIOD.
Notwithstanding any other provision of these Terms, including without limitation the warranties described in Section 9 (Warranties and Disclaimers) or any service-specific terms and conditions applicable to a particular MoreYeahs Service, including exhibits and attachments accompanying such schedule (“Service Schedule”), during a Free Trial the MoreYeahs Services are provided “AS IS” and “as available” without any warranty that may be set forth in these Terms, and MoreYeahs DISCLAIMS ANY IMPLIED WARRANTIES INCLUDING WITHOUT LIMITATION MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND MoreYeahs’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO CUSTOMER’S USE OF THE FREE TRIAL IS $100.
7.3.2 Early Access Programs.
From time to time, MoreYeahs may offer certain Early Access Services (defined below) to you. By accessing such Early Access Services, you indicate that you have read, understood, and expressly agree to the EAP terms contained in the Service Schedule for Early Access Program(s) below.
7.4.1 Data Generally
You shall be responsible for data that you provide or use in MoreYeahs Services. You are solely responsible for determining the suitability of the MoreYeahs Services for your business or organization and complying with any regulations, laws, or conventions applicable to the data you provide and your use of the MoreYeahs Services and Site.
7.4.2 Personal Data
7.5 Customer Warranties
Customer hereby represents and warrants to MoreYeahs that: (a) it has all requisite rights and authority to use the MoreYeahs Services under these Terms and to grant all applicable rights herein; (b) it is responsible for all use of the MoreYeahs Services associated with its Account; (c) it is solely responsible for maintaining the confidentiality of its Account names and password(s); (d) it agrees to immediately notify MoreYeahs of any unauthorized use of Customer’s Account of which it becomes aware; (e) it agrees that MoreYeahs will not be liable for any losses incurred as a result of a third party’s use of its Account, regardless of whether such use is with or without its knowledge and consent; (f) it will use the MoreYeahs Services for lawful purposes only and subject to these Terms; (g) any information it submits to MoreYeahs is true, accurate, and correct; and (h) it will not attempt to gain unauthorized access to the System or the MoreYeahs Services, other accounts, computer systems, or networks under the control or responsibility of MoreYeahs through hacking, cracking, password mining, or any other unauthorized means.
7.6.1 Confidential Information
“Confidential Information” means
(a) for MoreYeahs and its Affiliates (defined in 8.2.5 below), the MoreYeahs Services, EAP Services (if applicable) and Documentation
(b) for MoreYeahs and its Affiliates, any information disclosed to Recipient (defined below and, for purposes of Sections 7.6.1(a) and (b), includes Customers and Site Visitors), either directly or indirectly, that is designated as “confidential” or “proprietary” at the time of disclosure, or that, due to the nature of the information, Recipient would reasonably understand it to be confidential whether or not marked, designated, or otherwise identified as “confidential”
(c) for Customer and its Affiliates (defined in 8.2.5 below), Customer Data
(d) any other information of a party, including its Affiliates, that is disclosed in writing or orally and is designated as confidential or proprietary at the time of disclosure (and, in the case of oral disclosures, summarized in writing within thirty (30) days of the initial disclosure and delivered to the Recipient), or that due to the nature of the information the Recipient would clearly understand it to be confidential information of the disclosing party
(e) any amendment to the specific terms and conditions of these Terms between the parties. For MoreYeahs and its Affiliates, “Confidential Information” includes any know-how, trade secrets, or information related to MoreYeahs’s business (including pricing), technology, products and services, finances, employees, strategies, and plans. “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 by the Recipient
(ii) was rightfully in the Recipient’s possession at the time of disclosure without restriction on use or disclosure
(iii) was independently developed by the Recipient without use of the disclosing party’s Confidential Information
(iv) was rightfully obtained by the Recipient from a third party not under a duty of confidentiality and without restriction on use or disclosure.
7.6.2 Restricted Use and Nondisclosure
During and after the Subscription Term (defined in Section 8.2.3 below), the party receiving Confidential Information (“Recipient”) will:
(a) use the Confidential Information of the other party solely for the purpose for which it is provided
(b) not disclose such Confidential Information to a third party, except on a need-to-know basis to its Affiliates, attorneys, auditors, consultants, and service providers who are under confidentiality obligations at least as restrictive as those contained herein
(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 it protects its own Confidential Information of a similar nature.
7.6.3 Required Disclosure
If MoreYeahs is required by law to disclose Confidential Information, MoreYeahs will give prompt written notice to Customer before making the disclosure, unless prohibited from doing so by the legal or administrative process, and assist Customer to obtain where reasonably available an order protecting the Confidential Information from public disclosure.
Notwithstanding any other provision of these Terms, MoreYeahs acknowledges that, as between the parties, all Confidential Information it receives from Customer, including all copies thereof in Recipient’s possession or control, in any media, is proprietary to and exclusively owned by Customer. Nothing in these Terms grants MoreYeahs any right, title or interest in or to any of the Customer’s Confidential Information. MoreYeahs’s incorporation of the disclosing party’s Confidential Information into any of its own materials will not render Confidential Information non-confidential.
8. TERM AND TERMINATION
8.1 Termination – Site Visitors
A Site Visitor may terminate its use of the Site at any time by ceasing further use of the Site. MoreYeahs may terminate your use of the Site and deny you access to the Site at our sole discretion for any reason or no reason, including for violation of these Terms.
8.2 Term and Termination – Customers.
8.2.1 Suspension of Access to MoreYeahs Services. In accordance with these Terms, MoreYeahs may suspend any use of the MoreYeahs Services, remove any content or disable or terminate any Account or Authorized User that MoreYeahs reasonably and in good faith believes violates these Terms. MoreYeahs will use commercially reasonable efforts to notify you prior to any such suspension or disablement, unless MoreYeahs 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
(b) it is necessary to delay notice in order to prevent imminent harm to the MoreYeahs Services or a third party. Under circumstances where notice is delayed, MoreYeahs will provide the notice if and when the related restrictions in the previous sentence no longer apply.
The period of effectiveness of these Terms, with respect to MoreYeahs Services, begins on the date the Customer accepts these Terms and continues until the Customer’s Subscription Plan expires or its use of the MoreYeahs Services ceases (including as a result of termination in accordance with this Section 8.2), whichever is later (“Term”).
8.2.3 Subscription Term and Automatic Renewals.
MoreYeahs’s Subscription Plans automatically renew unless otherwise noted. If you purchase a Subscription Plan you agree to pay the then-current applicable fee associated with the Subscription Plan and further agree and acknowledge that it will automatically renew, unless, prior to the end of the current period of effectiveness of the Subscription Plan (“Subscription Term”):
(a) you terminate your Account
(b) you set your Account not to auto-renew by logging in to MoreYeahs Services or contacting us here: ( https://www.moreyeahs.com/contact/)
(c) MoreYeahs declines to renew your Subscription Plan
(d) these Terms are otherwise properly terminated as expressly permitted herein. The Subscription Plan will automatically renew on a monthly or annual basis, depending on the method you choose (“Renewal Term”).
Promotional codes may only be used for your first Subscription Term. If you purchased your Subscription Plan with a promotional code, each time your Subscription Plan renews you will be charged the full annual billing amount. If your Subscription Plan is ever terminated for any reason, and you purchase another Subscription Plan, you shall not be eligible to use a promotional code.
We reserve the right to modify, terminate, or otherwise amend the fees and features associated with your Subscription Plan. We may also recommend that you purchase a new Subscription Plan that is comparable to your previous Subscription Plan that is ending. Before we change the fees and charges in effect, or add new fees and charges, we will give you advance notice of at least thirty (30) days. If we provide you such advance notice, your continued use of the MoreYeahs Services after the changes have been made will constitute your acceptance of the changes. If you do not wish to continue subscribing with the new fees or features, you may terminate your Subscription Plan as described in Section 8.2.4. If you accept the new Subscription Plan, its terms and conditions with these Terms will apply in the Renewal Term and thereafter.
8.2.4 Termination by Customer
You may terminate your Account at any time upon ten (10) days’ advance written notice to MoreYeahs. If you wish to terminate, you must provide notice by contacting us here: ( https://www.moreyeahs.com/contact/). If you purchased your Subscription Plan through an external service, such as an App Store, you must use the tools made available by those services to manage and/or terminate your Subscription Plan. Section 7.2.2 notwithstanding, if a Customer terminates its annual Subscription Plan within the first thirty (30) days of the initial Subscription Term, it may submit a written request to MoreYeahs for a refund of the fees paid to MoreYeahs for the initial Subscription Term, which MoreYeahs will consider, without obligation, in good faith. MoreYeahs has no obligation to consider refund requests related to a termination of a Subscription Plan if the termination does not occur in the first thirty (30) days of the initial Subscription Term, or if there has been a violation of other Terms herein, or if records indicate substantial productive use took place during that period.
8.2.5 Default Termination by MoreYeahs
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 MoreYeahs Services
(c) it is or becomes subject to any proceeding under the Bankruptcy Code or similar laws
(d) if, in our sole discretion, we believe that continued use of the MoreYeahs Services by the Customer (or its Authorized Users or Signers) creates legal risk for MoreYeahs or presents a threat to the security of the MoreYeahs Services or MoreYeahs’s customers. If a Customer is in default, we may, without notice:
(i) suspend its Account and use of the MoreYeahs Services
(ii) terminate its Account
(iii) charge reactivation fees in order to reactivate its Account
(iv) pursue any other remedy available to us. A MoreYeahs “Affiliate” means any legal entity that MoreYeahs, Inc. owns, that owns MoreYeahs, Inc. or that is under common control with MoreYeahs, 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.
8.2.6 Effect of Termination
If these Terms expire or are terminated for any reason:
(a) Customer will pay to MoreYeahs 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
(b) any and all of Customer’s liabilities to MoreYeahs that have accrued before the effective date of the expiration or termination will survive
(c) licenses and use rights granted to Customer with respect to the Site and MoreYeahs Services and intellectual property will immediately terminate in accordance with these Terms
(d) MoreYeahs’s obligation to provide any further services to Customer under these Terms will immediately terminate, except any such services that are expressly to be provided following expiration or termination of these Terms
(e) the provisions of Section 3 (Usage and Access Rights), Section 4 (Ownership), Section 5.3 (Restrictions on Use of the Site), Section 5.4 (Compliance with Terms), Section 6 (Privacy), Section 7.2.2 (No Refunds), Section 7.2.7 (Benefit Programs), Section 7.2.8 (Tax Responsibility), Section 7.3 (Free Trial and Special Offers for MoreYeahs Services; Early Access Programs), Section 7.4 (Data), Section 7.6 (Confidentiality), Section 8.2.6 (Effect of Termination), Section 9 (Warranties and Disclaimers), Section 10 (Indemnification Obligations), Section 11 (Limitations of Liability), and Section 12 (General) will survive, as well as provisions designated to survive under any Service Schedules and accompanying attachments and Exhibits to these Terms.
9. WARRANTIES AND DISCLAIMERS
9.1 THE MoreYeahs SERVICES, DOCUMENTATION, AND SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE.” YOUR USE OF THE MoreYeahs SERVICES, DOCUMENTATION, AND SITE SHALL BE AT YOUR SOLE RISK. MoreYeahs AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, AGENTS, AFFILIATES, SUBSIDIARIES, AND LICENSORS (“MoreYeahs 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 MoreYeahs SERVICES, DOCUMENTATION, OR SITE 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 USE OF THE MoreYeahs SERVICES, DOCUMENTATION, OR SITE.
9.2 THE MoreYeahs PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS THAT MoreYeahs SERVICES, DOCUMENTATION, AND SITE HAVE BEEN AND WILL BE PROVIDED WITH DUE SKILL, CARE AND DILIGENCE OR ABOUT THE ACCURACY OR COMPLETENESS OF THE MoreYeahs SERVICES, DOCUMENTATION, AND SITE CONTENT AND ASSUME NO RESPONSIBILITY FOR ANY:
(i) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT
(ii) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF MoreYeahs SERVICES, DOCUMENTATION, AND SITE
(iii) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN
(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 CONTENT FROM THE SITE AND/OR
(vii) ANY ERRORS OR OMISSIONS IN ANY 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 MoreYeahs SERVICES, DOCUMENTATION, AND SITE. YOU WILL NOT HAVE THE RIGHT TO MAKE OR PASS ON ANY REPRESENTATION OR WARRANTY ON BEHALF OF MoreYeahs 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.
9.3 THE MoreYeahs 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 MoreYeahs PARTIES WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE.
9.4 “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” This release includes the criminal acts of others.
9.5 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 MoreYeahs 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 MoreYeahs 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 MoreYeahs’s control and we are not responsible or liable for any issues arising therefrom. MoreYeahs 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 MoreYeahs Services.
9.6 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 9 or below in Section 11. Accordingly, some of these limitations may not apply to you. If you are a New Jersey resident, or a resident of another state that permits the exclusion of these warranties and liabilities, then the limitations in Section 9 and Section 11 specifically do apply to you.
10. INDEMNIFICATION OBLIGATIONS
10.1 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
(b) violation of these Terms by you or your Account Administrator(s) or Authorized Users, as applicable
(c) infringement of any intellectual property or other right of any person or entity by you
(d) the nature and content of all Customer Data processed by the MoreYeahs Services
(e) any products or services purchased or obtained by you in connection with the Site.
10.2 MoreYeahs retains 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.
11. LIMITATIONS OF LIABILITY
11.1 Disclaimer of Consequential Damages.
11.1.1 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS, MoreYeahs WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, COVER, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THE TRANSACTIONS CONTEMPLATED UNDER THESE TERMS, 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.
11.1.2 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MoreYeahs PARTIES BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY:
(a) USE OF THE SITE, DOCUMENTATION, OR MoreYeahs SERVICES
(b) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT
(c) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, DOCUMENTATION, OR MoreYeahs SERVICES
(d) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN
(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, DOCUMENTATION, OR MoreYeahs SERVICES BY ANY THIRD PARTY
(g) ANY LOSS OF YOUR DATA OR USER CONTENT FROM THE SITE, DOCUMENTATION, OR MoreYeahs SERVICES
(h) ANY ERRORS OR OMISSIONS IN ANY 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, DOCUMENTATION, OR MoreYeahs SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE MoreYeahs PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND/OR
11.1.3 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 11.1 may not apply to you.
11.2 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 AND MoreYeahs SERVICES (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 THE TOTAL AMOUNT PAID BY YOU TO MoreYeahs FOR THE MoreYeahs 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 $100, WHICHEVER IS GREATER. THE EXISTENCE OF MORE THAN ONE CLAIM SHALL NOT ENLARGE THIS LIMIT.
11.3 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.
12.1 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. MoreYeahs 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.
At all times, you and MoreYeahs 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 MoreYeahs or are otherwise authorized to bind or commit MoreYeahs in any way without MoreYeahs’s prior written authorization.
You may not assign your rights or obligations under these Terms without MoreYeahs’s 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. MoreYeahs may freely assign its rights, duties, and obligations under these Terms.
Except as otherwise permitted by these Terms, any notice required or permitted to be given in connection with the MoreYeahs Services will be effective only if it is in writing and sent using: (a) MoreYeahs Services; (b) by certified or registered mail; or (c) insured courier, to the appropriate party at the address set forth in Customer’s registration information or on the Site for MoreYeahs, with a copy, in the case of MoreYeahs, to [email protected] Customer or MoreYeahs may change its address for receipt of notice by notice to the other party in accordance with this Section 12. Notices are deemed given upon receipt if delivered using MoreYeahs Services, two (2) business days following the date of mailing, or one (1) business day following delivery to a courier.
12.6 Force Majeure
Except for any payment obligations, neither you nor MoreYeahs 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.
SERVICE SCHEDULE for MoreYeahs SIGNATURE
This Service Schedule was last updated on April 26, 2022. Unless otherwise defined in this Service Schedule, capitalized terms will have the meaning given to them in the Terms.
“MoreYeahs Signature” means the on-demand electronic signature MoreYeahs Service, which provides online display, certified delivery, acknowledgement, electronic signature, and storage services for eDocuments via the Internet.
“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.
“Signer” means a person designated by an Authorized User to access and/or take action upon the eDocuments sent to such individual via MoreYeahs Signature.
“System” refers to the software systems and programs, the communication and network facilities, and the hardware and equipment used by MoreYeahs or its agents to make available the MoreYeahs Signature service via the Internet.
“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 MoreYeahs may use to generate and maintain the digital audit trail required by MoreYeahs Signature.
2. ADDITIONAL USAGE LIMITATIONS AND CUSTOMER RESPONSIBILITIES
2.1 MoreYeahs’s provision of MoreYeahs Signature is conditioned on Customer’s acknowledgement of and agreement to the following:
2.1.1 MoreYeahs Signature facilitates the execution of eDocuments between the parties to those eDocuments. Nothing in this Service Schedule may be construed to make MoreYeahs a party to any eDocument processed through MoreYeahs Signature, and MoreYeahs makes no representation or warranty regarding the transactions sought to be effected by any eDocument;
2.1.2 Between MoreYeahs and Customer, Customer has exclusive control over and responsibility for the content, quality, and format of any eDocument. Without limiting the foregoing, all eDocuments, together with any messages included within an Envelope, stored by MoreYeahs on the System are maintained in an encrypted form, and MoreYeahs has no control of or access to their contents except to the extent access is requested in writing and made available by Customer to MoreYeahs;
2.1.3 Certain types of agreements and documents may be excepted from electronic signature laws (e.g. wills and agreements pertaining to family law), or may be subject to specific regulations promulgated by various government agencies regarding electronic signatures and electronic records. MoreYeahs is not responsible or liable to determine whether any particular eDocument is (i) subject to an exception to applicable electronic signature laws; (ii) subject to any particular agency promulgations; or (iii) can be legally formed by electronic signatures;
2.1.4 MoreYeahs is not responsible for determining how long any contracts, documents, and other records are required to be retained or stored under any applicable laws, regulations, or legal or administrative agency processes. Further, MoreYeahs is not responsible for or liable to produce any of Customer’s eDocuments or other documents to any third parties;
2.1.5 Certain consumer protection or similar laws or regulations may impose special requirements with respect to electronic transactions involving one or more “consumers,” such as (among others) requirements that the consumer consent to the method of contracting and/or that the consumer be provided with a copy, or access to a copy, of a paper or other non-electronic, written record of the transaction. MoreYeahs does not and is not responsible to: (i) determine whether any particular transaction involves a “consumer;” (ii) furnish or obtain any such consents or determine if any such consents have been withdrawn; (iii) provide any information or disclosures in connection with any attempt to obtain any such consents; (iv) provide legal review of, or update or correct any information or disclosures currently or previously given; (v) provide any such copies or access, except as expressly provided in the Documentation for all transactions, consumer or otherwise; or (vi) comply with any such special requirements;
2.1.6 Customer undertakes to determine whether any “consumer” is involved in any eDocument presented by its Authorized Users for processing, and, if so, to comply with all requirements imposed by law on such eDocuments or their formation
2.1.7 Customer agrees that its assigned Account Administrator(s) has authority to provide MoreYeahs with and accept from MoreYeahs any required authorizations, requests, or consents on behalf of Customer with respect to Customer’s Account
2.1.8 Customer agrees it is solely responsible for the accuracy and appropriateness of instructions given by it and its personnel to MoreYeahs in relation to the Services, including without limitation instructions through its Account as made by the assigned Account Administrator
2.1.9 Customer may elect to utilize a digital certificate, service, or process that authenticates a Signer’s identity or the authenticity of an eDocument as part of a MoreYeahs Signature. If that digital certificate, service, or process is provided by anyone other than MoreYeahs, even where the digital certificate, service, or process is chosen from a menu from within the MoreYeahs Services, Customer agrees that it is solely responsible for determining the reliability, validity, and legality of that third party digital certificate, service, or process and agrees that MoreYeahs is not responsible to determine whether any such digital certificate, service, or process is reliable, valid, or legal
2.1.10 Customer agrees that if Customer is invited as an intermediary into another MoreYeahs customer’s network, Customer shall be bound by the rules prescribed by that MoreYeahs customer, and Customer agrees to be liable for all of their acts or omissions as a result of their use of the MoreYeahs customer’s network.
2.2 Subscription Plans purchased on www.MoreYeahs.com may not be used in conjunction with MoreYeahs APIs and are available for use with a limited number of integrations.
3. eDOCUMENT STORAGE AND DELETION
3.1 Sending, Storage
During the Term MoreYeahs will send and store eDocuments per these Terms of the Subscription Plan. However, MoreYeahs may set and enforce limits for reasonable use in order to prevent abusive or unduly burdensome use of MoreYeahs Signature. Customer, through its Account Administrator(s), may retrieve and store copies of 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 eDocuments from the System at its own discretion.
3.2 Uncompleted eDocuments
MoreYeahs 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. MoreYeahs assumes no liability or responsibility for a party’s failure or inability to electronically sign any eDocuments within such a period of time.
MoreYeahs 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 8.2 of the Terms. In addition, MoreYeahs 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 MoreYeahs Signature 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 4.1 below and hereby agrees that it is solely responsible for maintaining, if desired, backup copies of its eDocuments (including backup copies stored outside of MoreYeahs Signature) and further agrees that MoreYeahs 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.
3.4 Retention of Transaction Data. MoreYeahs may retain Transaction Data for as long as it has a business purpose to do so.
4. INFORMATION SECURITY AND PERSONAL DATA
4.1 Customer Responsibilities
MoreYeahs Signature provides Customer with certain features and functionalities that Customer may elect to use, including the ability to retrieve and delete eDocuments in the System. Customer is responsible for properly: (a) configuring MoreYeahs Signature; (b) using and enforcing controls available in connection with MoreYeahs Signature (including any security controls); and (c) taking such steps, in accordance with the functionality of MoreYeahs Signature, 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 MoreYeahs Signature, controlling Customer Data that is Processed by MoreYeahs Signature, and controlling the archiving or deletion of eDocuments in the System. Customer acknowledges that MoreYeahs has no obligation to protect Customer Data, including Personal Data (defined below), that Customer elects to store or transfer outside of MoreYeahs Signature (e.g., offline or on-premise storage).
4.2 Information Security
MoreYeahs will employ commercially reasonable technical and organizational measures that are designed to prevent unlawful or unauthorized access, use, alteration, or disclosure of Customer Data.
4.3 Data Processing/Transfer
The Data Protection Attachment for MoreYeahs Signature found at: https://www.moreyeahs.com/terms-and-conditions/ (“DPA”) applies to the processing of Personal Data (as defined in Section 1 of the DPA).
5. ACCOUNTS & ORGANIZATIONAL ADMINISTRATION
5.1 Each Account is associated with a single email address
If the domain of the primary email address associated with an Account is owned by a business or other organization (“Entity”) and was assigned to Customer as an employee, contractor or member of the Entity, such as [email protected] or [email protected] (“Entity Email Address”), Customer grants that Entity and its Account Administrator(s) permission to: (a) identify Accounts created with an Entity Email Address; and (b) restrict or terminate access to an Account created with an Entity Email Address. Customer acknowledges and agrees that MoreYeahs may assist Entity with such administration.
6. SUBSCRIPTION PLANS & PRICES
6.1 The prices, features, and options of MoreYeahs Signature depend on the Subscription Plan selected by Customer as well as any changes instigated by Customer. For example:
(a) if Customer adds Authorized Users, MoreYeahs will charge the applicable subscription amount for each additional Authorized User
(b) if Customer sends more Envelopes than are included in your Subscription Plan, MoreYeahs may charge for additional envelopes or assign Customer to a new Subscription Plan. Customer may also purchase optional services on a periodic or per-use basis. MoreYeahs may change the prices for or alter the features and options in a particular Subscription Plan without notice.
7. MoreYeahs PAYMENTS
7.1 MoreYeahs Signature may be ordered with “MoreYeahs Payments,” which means functionality that allows Customer to submit agreements, invoices, and other documents to Signers via MoreYeahs Signature to facilitate the submission of Signer payment credentials and authorizations directly to payment applications, gateways, processors, and service providers that store, process, or transmit cardholder data as part of authorization or settlement (“Payment Applications”).
7.2 MoreYeahs’s provision of MoreYeahs Payments is conditioned on Customer’s acknowledgement of and agreement to the following:
7.2.2 Customer authorizes MoreYeahs to store, process, and transmit Customer Data as necessary for a Payment Application to facilitate payment processing between Customer and a third party designated by Customer. MoreYeahs Payments will temporarily store information received from Customer, such as account information for a Payment Application, only to facilitate the payment processing.
7.2.3 Customer is solely responsible for complying with: (1) any applicable standards developed and published by payment networks (such as Visa, Mastercard, American Express, and any other credit, debit, or electronic funds transfer network), including but not limited to, the current Payment Card Industry Data Security Standard (“PCI DSS”); and (2) all laws and regulations applicable to the payment processing conducted by Customer via MoreYeahs Payments, including but not limited to, those that may apply to Customer: in connection with collecting and storing information, including payment credentials about Signers; making adequate, clear, and conspicuous disclosures related to the storage and use of Signers’ payment credentials; and the use of stored payment credentials to collect future payments.
7.2.4 Customer is solely responsible for any and all disputes with any Payment Applications or Signers related to or in connection with a payment processing sought to be facilitated via MoreYeahs Payments, including but not limited to: (1) chargebacks; (2) products or services not received; (3) return of, delayed delivery of, or cancelled products or services; (4) cancelled transactions; (5) duplicate transactions or charges; (6) electronic debits and credits involving bank accounts, debit cards, credit cards, and check issuances; and (7) the amount of time to complete payment processing.
7.3 To the extent applicable to MoreYeahs in the provision of MoreYeahs Payments, MoreYeahs represents that it is presently in compliance, and will remain in compliance, with the current PCI DSS. MoreYeahs acknowledges that credit and debit card account numbers or related data processed via MoreYeahs Payments is, as applicable, owned exclusively by Customer, credit card issuers, the relevant payment networks, and entities licensed to process credit and debit card transactions on behalf of Customer, and further acknowledges that such information may be used by MoreYeahs solely to assist the foregoing parties in completing the processing activities described in these Terms or the Corporate Terms.
SERVICE SCHEDULE for EARLY ACCESS PROGRAM(S)
1. EARLY ACCESS PROGRAMS
MoreYeahs may offer, but is not obligated to offer, certain Early Access Services (defined below) through written notice (e.g., email notification or in-product notification) or other communication to you. The terms governing the Early Access Services set forth in this Service Schedule for Early Access Program(s) (the “EAP Terms”) are effective as of the date of first access to such Early Access Program(s) (the “EAP Effective Date”). In the event of any inconsistency or conflict between the Terms and these EAP Terms, these EAP Terms shall control with respect to the Early Access Service. The EAP Terms only apply to the Early Access Service and not to any generally available MoreYeahs Service. MoreYeahs and Customer are together referred to as the “Parties” and each individually as a “Party”.
“Early Access Service” means: (a) access to certain MoreYeahs Services and related features, technologies, or products that are in development, beta, or pre-general release versions; (b) participation in a specific early access program that includes access to certain features, technologies, products, or services that are not yet generally available to MoreYeahs Customers or are only available to a limited set of MoreYeahs Customers; and (c) access to any software, libraries, specifications, or other technical documentation related to an Early Access Service provided to you by MoreYeahs under these Terms.
“Early Access Period” means the term indicated on the registration page or program communication for such Early Access Product or such period as communicated to you by MoreYeahs (whether as a part of the Early Access offering communication or otherwise).
“Production Environment” means the System setting where software, hardware, data, processes, and programs are executed for their final and intended operations by end users of MoreYeahs Services.
3. EARLY ACCESS SERVICE
3.1 Right to Use. Subject to the terms set forth herein, MoreYeahs grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Early Access Service during the Early Access Period for the purposes described by MoreYeahs. Upon notice to you, MoreYeahs may modify the permitted use of or suspend your access to any Early Access Service at any time and for any reason.
3.2 Access and Use Restrictions. You will not and will not permit any third party to: (a) rent, sell, license, assign, copy, modify, create derivative works of, translate, reverse engineer, decompile, disassemble, or otherwise reduce to human-perceivable form any portion of the Early Access Service; (b) provide, dispose or disclose any information or data contained in or related to the Early Access Service to any third party in any form for any reason whatsoever, without MoreYeahs’s prior written consent; (c) use the Early Access Service for your product development efforts, or otherwise exploit the Early Access Service for any other commercial purpose; (d) use the Early Access Service in any manner that violates the rights of any third party, purports to subject MoreYeahs to any other obligations, or violates applicable laws and regulations; or (e) use or permit the Early Access Service to be used in any manner that is likely to damage, disable, overburden, or impair the Early Access Service or its related systems and networks.
4. OWNERSHIP AND FEEDBACK
4.1 Ownership. MoreYeahs, its Affiliates, or its licensors own all right, title, and interest in and to any and all copyrights, trademark rights, patent rights, database rights and other intellectual property or other rights in and to the Early Access Service, including any improvements, design contributions or derivative works thereto, and any knowledge or processes related thereto and provided hereunder. ALL RIGHTS NOT EXPRESSLY GRANTED HEREUNDER ARE RESERVED TO MoreYeahs.
4.2 Feedback. You agree to provide ongoing recommendations, suggestions, ideas, derivations, enhancement requests or other feedback concerning the operational and functional capabilities of the Early Access Service (“EAP Feedback”). You hereby assign to MoreYeahs all right, title, and interest in and to any EAP Feedback. You agree that MoreYeahs is free to make unrestricted use, copy, modify, sell, distribute, sub-license, and create derivative works of the EAP Feedback without any necessity of payment or attribution to you. EAP Feedback will not be deemed your Confidential Information.
5. THIRD PARTY SERVICES.
You may choose to obtain products or services and related materials that are provided, licensed, or supported by third parties (including open source software licenses) (“Third-Party Services”) for use with the Early Access Service. Certain Third-Party Services are provided pursuant to the terms of the applicable third-party license or separate agreement between the licensor of the Third-Party Services and you, and MoreYeahs assumes no responsibility for, and specifically disclaims any liability or obligation with respect to, any Third-Party Services. Specific license terms, notices, attributions, and other information about any open source or third party software included in the Early Access Service are available in: (a) the licensing file distributed with the Early Access Service; (b) the header files; or (c) the release notes. Third-Party Services are provided “AS IS” for your convenience only and MoreYeahs makes no representation or warranty regarding the Third-Party Services and any modifications, improvements, enhancements, additions, or derivations thereto made or provided by MoreYeahs, whatsoever.
6. YOUR RESPONSIBILITIES; DISCLAIMER OF CERTAIN OBLIGATIONS
6.1 Your Responsibilities. You are solely responsible for: (a) your and your users’ activities that occur in relation to the Early Access Service; (b) ensuring that you and your users comply with these Terms; and (c) all data and content you use within the Early Access Service. An Early Access Service may, at any time and without prior notice, be updated, suspended, unavailable, or negatively affected by scheduled maintenance. You acknowledge that you may be required to update your version of the Early Access Service in order to continue using the Early Access Service.
6.2 Disclaimer of Certain Obligations. MoreYeahs has no obligation under these Terms or otherwise to: (a) correct any bugs, defects, or errors in the Early Access Service or otherwise to provide any support, maintenance services, service levels, or uptime guarantees for the Early Access Service; (b) store, hold, export, return, or destroy any data or content after the Early Access Period; and (c) create, distribute, or otherwise offer a generally available version of the Early Access Service (“GA Service”). MoreYeahs has no obligation to offer a GA Service to you or, unless otherwise agreed in writing, to offer any discounted pricing schedules or special terms in relation to such GA Service. A GA Service may perform in a manner significantly different from the Early Access Service. Accordingly, you acknowledge that any research or development performed, or business plans made, by you regarding or in reliance upon the Early Access Service is done entirely at your own risk.
Throughout and upon expiration or termination of the Early Access Service, you will provide material, statistics, quotes, or information related to your use of the Early Access Service for MoreYeahs’s use in certain marketing activities and you agree that such information will not be deemed your Confidential Information. You will not communicate to a third party, advertise, or publicly announce any information regarding the Early Access Service or your use thereof without MoreYeahs’s prior written permission.
8. TERM AND TERMINATION
8.1 Term of Early Access Service. These EAP Terms commence on the EAP Effective Date and will continue for the Early Access Period, unless earlier terminated as provided by this Section 8 or until the initial commercial release by MoreYeahs of an applicable GA Service. Your access to and use of an Early Access Service is strictly limited to the Early Access Period. For continued access to and use of the GA Service, you will need to: (a) purchase a subscription plan subject to separate terms and conditions; and (b) enter into an Order Form specifying the purchase of such applicable GA Service.
8.2 Termination. Either party may terminate these EAP Terms with or without cause upon ten (10) days’ prior written notice to the other party. Your license to use the Early Access Service terminates automatically on your breach of the license conditions or restrictions stated in these EAP Terms. Upon termination or expiration of the Early Access Service, you shall immediately discontinue using the Early Access Service and shall uninstall or destroy all copies of the Early Access Service in your possession or control. Notwithstanding the foregoing sentence, if the Early Access Service has been provided in tangible form, you shall ship the Early Access Service for return to MoreYeahs within three (3) business days of termination or expiration of these EAP Terms. Further, upon MoreYeahs’s request, you will certify in writing that you are no longer in possession of the Early Access Service or any copies of the Early Access Service. For the avoidance of doubt, termination of these EAP Terms will not terminate any other agreement between the parties. The rights and obligations of the parties set forth in Sections 2, 4 and 8 through 11 shall survive expiration or termination of these EAP Terms for any reason.
8.3 Effect of Termination. The termination or expiration of these EAP Terms will not terminate the Terms.
9. THIRD PARTY CLAIMS
You will indemnify MoreYeahs and its Affiliates and each of their respective employees, directors, agents, and representatives (“Indemnified Parties”) from, and defend the Indemnified Parties against, any actual or threatened third-party claim, or legal action or administrative agency action or proceeding (“Claim”) to the extent arising from or related to: (a) any alleged infringement of any third-party intellectual property rights by your data, content or Third-Party Services you obtain and use as part of your use of the Early Access Service; or (b) any breach by you of your obligations under this Section 9. MoreYeahs will give you prompt written notice of a Claim and provide reasonable assistance with its defense. You will have sole authority to defend or settle a Claim at your expense, provided any such settlement does not impose ongoing obligations on the Indemnified Parties.
10. DISCLAIMER OF WARRANTIES.
IT IS UNDERSTOOD THAT THE EARLY ACCESS SERVICE AND ANY UPDATES MAY CONTAIN ERRORS AND ARE PROVIDED FOR LIMITED EVALUATION ONLY. THE EARLY ACCESS SERVICE IS STILL IN TESTING PHASE AND IS PROVIDED ON AN “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, INCLUDING BY NOT LIMITED TO THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. MoreYeahs DOES NOT WARRANT THAT THE EARLY ACCESS SERVICE WILL FUNCTION WITHOUT INTERRUPTION, IS FREE OF MALICIOUS CODE OR THAT IT IS ERROR-FREE. YOU ARE ADVISED TO SAFEGUARD YOUR DATA, TO USE CAUTION AND NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE EARLY ACCESS SERVICE AND/OR ACCOMPANYING MATERIALS. ANY DATA THAT YOU ENTER INTO THE EARLY ACCESS SERVICE, AND ANY CONFIGURATIONS MADE BY OR FOR YOU, DURING THE EARLY ACCESS PERIOD WILL BE PERMANENTLY LOST.
11. LIMITATION OF LIABILITY
IT IS UNDERSTOOD THAT THE EARLY ACCESS SERVICE IS PROVIDED WITHOUT CHARGE FOR LIMITED EVALUATION PURPOSES. ACCORDINGLY, THE TOTAL LIABILITY OF MoreYeahs ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED ONE HUNDRED ($100) DOLLARS. MoreYeahs’S SUPPLIERS AND LICENSORS SHALL HAVE NO LIABILITY HEREUNDER FOR DAMAGES OR OTHERWISE. IN NO EVENT SHALL MoreYeahs OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA OR INFORMATION), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, EVEN IF MoreYeahs OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY AND DISCLAIMERS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES, AND MoreYeahs WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT SUCH LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS.
SERVICE TERMS for MoreYeahs NOTARY
These Service Terms for MoreYeahs Notary (“Service Terms”) were last updated on April 26, 2021. Unless otherwise defined herein, capitalized terms will have the meaning given to them in the Terms. These Service Terms are limited to the scope of the MoreYeahs Notary service and are not applicable to any other MoreYeahs Services.
1. MoreYeahs NOTARY
“Customer(s)” as used in these Service Terms means customers who purchased MoreYeahs Notary under Corporate Terms. MoreYeahs Notary enables Customers to invite Notaries who are employees or agents of such Customers to use MoreYeahs Notary to conduct Remote Online Notarization of eDocuments and to create and maintain a Journal and Recording (each as defined below) of each RON Session conducted on MoreYeahs Notary.
“MoreYeahs Notary” means the on-demand notary service which provides online display, electronic signature, Remote Online Notarization and storage services for eDocuments, and enables the creation and storage of electronic notarial Journal and Recordings, all via the Internet.
“Journal” means a chronological record of entries of data and information regarding a Session conducted on MoreYeahs Notary, and the eDocuments and Signer(s) participating in such Session, which record is required to be created and maintained by the Notary under Notarial Law.
“Notarial Law” means the laws, rules, regulations and guidance of each state, jurisdiction or territory of the United States governing the conduct of RONs by a Notary duly commissioned in such state, jurisdiction or territory.
“Notary” means a Signer who is a natural person commissioned as a notary public by a state, jurisdiction or territory of the United States, who has the required certifications, approvals and training to perform RONs, and who is invited by an Authorized User of a Customer to use MoreYeahs Notary.
“Participant” means a natural person who attends a Session in a capacity other than a Signer or Notary (e.g., an observer or a non-signing witness).
“Recording” means the audio-video recording of the audio-video communication conducted during a Session on MoreYeahs Notary.
“Remote Online Notarization” or “RON” means the use of audio-video communication technology to complete a notarial act where the Signer applying an electronic signature to eDocument(s) is not in the same physical location as the Notary at the time the notarial act is performed.
“Service Providers” means any third-party service provider to MoreYeahs, including any identity verification provider or credential analysis provider.
“Session” means a unique RON notarial act on MoreYeahs Notary during which an eDocument(s) is reviewed, signed and notarized by a Notary with a minimum of one Signer.
“Signer”, solely for purposes of these Service Terms for MoreYeahs Notary, means a Signer who is not acting in the capacity of a Notary during a Session on MoreYeahs Notary.
“System” refers to the software systems and programs, the communication and network facilities, and the hardware and equipment used by MoreYeahs or its agents to make available the MoreYeahs Notary and MoreYeahs Signature services via the Internet.
“Transaction” means any eDocument that is reviewed, executed and notarized during a Session.
“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 MoreYeahs may use to generate and maintain the digital audit trail required by MoreYeahs Notary.
“User Data”, solely for purposes of these Service Terms for MoreYeahs Notary, means any information or data that is collected or used in the performance of RONs or otherwise to complete the Transaction subject to the RON Session, and is not limited to data included in the eDocument(s) being notarized. User Data includes, but is not limited to, information about or pertaining to an individual in a record which identifies the individual or that can be used to distinguish or trace an individual’s identity, either alone or when combined with other information, such as an individual’s photograph, Social Security number, driver’s license number, name, address and telephone number.
3.1 Customer Invitation. Upon receiving an invitation from Customer’s Authorized User to use the MoreYeahs Notary service, the Notary must register for MoreYeahs Notary and create a Notary user profile that is associated with a Customer Account. Each Notary user profile is associated with a single email address. Notary acknowledges that Customer is responsible for the administration of Notary user profiles associated with such Customer’s Account.
3.2 Notary Certification. By creating a Notary user profile, Notary certifies that (i) all information Notary provides is accurate, including name, email address, and any other information that is requested from Notary; and (ii) that the user profile was created by Notary for legitimate purposes and not to commit fraud. Notary further agrees to update their user profile information when necessary, including and not limited to renewals of the Notary commission.
3.3 Access Credentials. When creating a Notary user profile, Notary will create a username and password. The Notary agrees to maintain their username and password in confidence and not disclose it to unauthorized persons. Notary agrees to notify MoreYeahs of any unauthorized use, including suspected unauthorized use, of the Notary’s login credentials or user profile. Notary will use best efforts to ensure that no unauthorized person may gain access to MoreYeahs Notary using Notary’s login credentials or user profile, including, without limitation, using commercially reasonable security measures relating to user profile access.
4. NOTARY RESPONSIBILITIES
4.1 If you are a Notary, by using MoreYeahs Notary, you specifically acknowledge and agree to the following:
4.1.1 You are commissioned as a notary public by a state, jurisdiction or territory of the United States, and such commission authorizes you to perform RONs in accordance with the Notarial Laws;
4.1.2 As of the start of each Session, your commission to perform RONs is valid and current in your state, jurisdiction or territory of commission, and you have provided a copy of your certificate of commission to the Customer that owns the Account with which your Notary user profile is associated (the “Employer”);
4.1.3 If required by the Notarial Laws, you have notified the applicable commissioning agency that you have selected MoreYeahs Notary to perform RONs;
4.1.4 Upon becoming aware that your commission to perform RONs has been revoked, denied, suspended or expired, you will immediately notify MoreYeahs and your Employer and agree to the suspension of your ability to perform RONs on MoreYeahs Notary during any period that your commission is revoked, denied, suspended or expired, or that you are in breach of these Service Terms;
4.1.5 You have provided to the state commissioning agency, if required by Notarial Law, a visual rendering of your configured electronic signature and System-generated notarial seal intended for use on MoreYeahs Notary, and you confirm that your electronic signature and notarial seal fully comply with the requirements of Notarial Law;
4.1.6 You have sufficient information and training to successfully use MoreYeahs Notary to conduct RON Sessions, to verify the identities of Signers, and to create, store and maintain the Journal and Recordings, in full compliance with Notarial Law;
4.1.7 Any digital certificate supplied or obtained by you and provided for use on MoreYeahs Notary is current, valid and has not been revoked or suspended by the issuing certification authority, and conforms to the X.509 certificate standard, and you assume the full cost of obtaining and maintaining such digital certificate;
4.1.8 You are solely responsible to ensure that your Journal includes all information and data required by Notarial Law for each Session conducted by you on MoreYeahs Notary;
4.1.9 You are solely responsible to ensure that the Recording of a RON Session includes all actions, statements and declarations required to be made or taken by you or any Signer under Notarial Law;
4.1.10 Unless otherwise required under Notarial Law, you are solely responsible to respond to requests for access to any, and distribute copies, of the Recordings or Journal entries as permitted or required under Notarial Law, and you will not allow access to the Journal or any Recordings by any third party except as permitted by Notarial Law;
4.1.11 You are solely responsible to create and maintain a backup of the Journal and all Recordings if such backup is required by Notarial Law;
4.1.12 You will promptly notify MoreYeahs and provide to MoreYeahs an alternative email address if your relationship with your Employer is terminated for any reason;
4.1.13 You will promptly export the Journal and all Recordings upon any termination, expiration or revocation of your authorization to use MoreYeahs Notary as granted by your Employer;
4.1.14 You consent to your Employer being provided with read-only access to the Journal, and with view-only access to the Recordings, at all times during the Term, and you expressly consent to MoreYeahs providing your Employer with a read-only copy of the Journal and Recordings upon your Employer’s request;
4.1.15 You are responsible for scheduling all Sessions with Signers and any Participants and conducting such Sessions timely and in accordance with Notarial Law;
4.1.16 By participating as a Notary in a notarial Session on MoreYeahs Notary, you consent to the participation in the Session by all participants shown in the audio-video feeds displayed on MoreYeahs Notary, including the Signers and Participants; and
4.1.17 You are solely responsible to ensure that the notarial act you are requested to perform on MoreYeahs RON is permitted to be performed as RON under Notarial Law, and that the eDocument or Transaction you are requested to notarize on MoreYeahs RON is permitted to be notarized using RON under Notarial Law.
If, for any reason, you do not believe that you can perform a RON notarial act for any Signer or with respect to any eDocument or Transaction in accordance with Notarial Law, it is your obligation to terminate the Session using functionality available in MoreYeahs Notary.
5. SIGNER AND PARTICIPANT RESPONSIBILITIES
5.1 Identity Verification.
If you are a Signer or Participant participating in a Session, you may be asked to verify your identity and identification credential before being able to proceed with the Transaction. Identity verification may include knowledge-based authentication (“KBA”) and analysis of your identification credential. MoreYeahs uses Service Providers to provide such services. MoreYeahs is not liable nor responsible for the information or processes used by Service Providers to verify your identity or identification credential. The Service Providers may use or rely on information that is inaccurate, out-of-date, or have errors that may lead to incorrect results. By proceeding with identity verification or credential analysis, you acknowledge and agree that MoreYeahs is not accountable, liable, or responsible in any way if the results are inaccurate, including (i) if you are prevented from proceeding with the Transaction because the Service Provider could not verify your identity or identification credential and (ii) if the Service Provider incorrectly verifies another Signer’s or Participant’s identity or identification credential and allows them to proceed with the Transaction.
If you are a Signer or a Participant, you consent to allow MoreYeahs or MoreYeahs’s Service Providers to contact you regarding any Session in which you participated or any Transaction conducted in one or more Sessions, or for reasons otherwise relating to your use of MoreYeahs Notary, at any email address you provide or at any telephone number you provide (including any mobile number, or any number that is converted into a mobile number) using an autodialer and/or an artificial voice call. While you may revoke your consent for us or our Service Providers to call you using an autodialer and/or an artificial voice call, you may not revoke your consent for us or our Service Providers to email you or to call you via any telephone that does not constitute an “automatic telephone dialing system” under the Telephone Consumer Protection Act.
5.3 Session Participation
You agree that, in addition to the Notary, other parties, such as other Signers or other Participants, may participate in the Session. You may cancel or close the Session if you do not want to continue or you believe that any other person is not allowed to participate. By participating as a Notary, Signer or Participant in a notarial Session on MoreYeahs Notary, you acknowledge and agree that you consent to the participation in the Session by all participants shown in the audio-video feeds displayed on MoreYeahs Notary, including the Notary and other Signers and Participants, and you desire the notarial act to be performed by the Notary conducting the Session and under the Notarial Law of the Notary’s state, jurisdiction or territory of commission.
6. CONSENT FOR RECORDING – Notaries, Signers and Participants
6.1 Consent to Record
You acknowledge that MoreYeahs Notary includes audio-video communication and, by accepting these Service Terms, you provide your express consent to allow the System to record every RON Session in which you participate and to allow MoreYeahs, on behalf of the Notary, to store the Recording for at least the period required by Notarial Law. Your consent extends to anyone else who is not a Signer, Notary or Participant, but who may appear with you on your audio-video feed during the Session. You are responsible for ensuring that no person participates in, or can be seen in, your Session audio-video feed who you do not authorize or for whom you cannot provide consent. We will store the Recording in electronic format.
6.2 Consent to Use and Disclosure of Recording.
You further consent, on your behalf and on behalf of anyone displayed in your audio-video feed at any time during the Session, to the use and disclosure of the Session Recording for the following purposes: (i) to copy, reproduce, store, distribute, publish, retain, export, adapt, edit, and translate the Recording to operate the System and provide MoreYeahs Notary; (ii) to perform a notarial act or a Session or for a Transaction; (iii) to provide access to or share the Recording with the Customer and the Authorized User who requested the Transaction, other parties to the Transaction, the Notary, the Notary’s Employer, other Signers to the Transaction, or Participants to the Session; (iv) to allow the Notary or MoreYeahs to meet any Journal, Session Recording or recordkeeping requirements dictated by Notarial Law; (v) to comply with a law enforcement or a regulatory agency request, provided such request is lawful and authorized pursuant to a judicial or administrative order or subpoena, or otherwise permitted by law; (vi) to the extent reasonably required for the performance of MoreYeahs’s obligations and the exercise of MoreYeahs’s rights under these Service Terms or Notarial Law; (vii) to the Secretary of State, Department of State, or other state agency that regulates Notaries as requested by such agency; and (viii) to third parties solely for purposes of performing, effectuating, servicing, administering, processing, enforcing or otherwise managing the Transaction; as well as use and disclosure of the Recording by or to (ix) the “qualified custodian” of any eDocument consisting of an electronic will notarized on MoreYeahs Notary; (x) any person accepting a power of attorney notarized as an eDocument on MoreYeahs Notary; and (xi) the title agent, settlement agent, and title insurer related to any real estate Transaction notarized on MoreYeahs RON. The Recording may be viewed by other authorized parties, including any state regulator of Notaries.
7. JOURNAL AND RECORDING ACCESS AND STORAGE
7.1 Designation of MoreYeahs for Storage
As Notary, you hereby designate MoreYeahs to store on MoreYeahs Notary the Journal and all Recordings for Sessions conducted by you during the Term. You further consent to your Employer, after any termination of your employment or engagement, being provided with a copy of such Journal and Recordings. MoreYeahs does not serve as legal custodian for the Journal or the Recordings in providing storage services and assumes no fiduciary duties to you or to your Employer under these Service Terms.
7.2 Designation of Custodian
As Notary, you will promptly notify MoreYeahs if you designate a custodian for the Journal or the Recordings and provide a copy of such designation in writing. If required by Notarial Law, you agree that you have informed the state commissioning agency of your appointment of a custodian. If you designate your Employer as custodian, your Employer will have read-only access to the Journal and Recordings from receipt by MoreYeahs of the designation notice, and you agree that your Employer, if permitted to release copies of any Journal entry or Recording in your written designation, will be authorized to do so on MoreYeahs Notary. Additionally, upon any termination of your employment or revocation of your access to MoreYeahs Notary, you agree that your Employer, as custodian, may maintain the Journal and Recordings on MoreYeahs Notary to the extent permitted by Notarial Law. If MoreYeahs is required by Notarial Law to store the Journal or the Recordings and MoreYeahs designates a custodian to provide such storage on its behalf, MoreYeahs will notify the Notary of such designation.
7.3 Consent to Storage
As Signer or Participant, you acknowledge that the Recordings are being stored by MoreYeahs on behalf of Notary (or a designated custodian of Notary) on MoreYeahs Notary for the Term. You expressly consent to such storage.
7.4 Access and Effect of Termination
Upon the first to occur of: (i) any termination of these Service Terms, (ii) any termination of Notary’s employment or engagement with your Employer; or (iii) any revocation, expiration, denial or suspension of Notary’s notarial commission to perform RONs, your access to the Journal and Recordings on MoreYeahs Notary will be suspended and MoreYeahs shall make available to Notary a link to download their Journal and Recordings, each in a commercially reasonable industry standard format. The link shall be available for thirty (30) days following termination of these Service Terms. MoreYeahs will use commercially reasonable efforts to provide Notary with access during the Term to the Journal and Recordings through Notary’s user profile, and shall not suspend such access unless MoreYeahs provides to Notary the link to download the Journal and Recordings as described in this section. Notwithstanding the above, to the extent MoreYeahs is required by Notarial Law or other applicable law to maintain the Journal or the Recordings after any such expiration or termination of the Term, MoreYeahs shall maintain the Journal or the Recordings for the period required by Notarial Law or other applicable law and shall provide copies of or access to such Journal or Recordings by request to the extent required by Notarial Law or other applicable law. Except as expressly provided in these Service Terms, MoreYeahs shall not be required to maintain any Journal entries or Recordings of a Notary beyond termination of these Service Terms.
8. DATA AND PERSONAL INFORMATION
8.1 Scope of User Data
User Data includes the results of credential analysis and any other processes authorized by Notarial Law to validate your identity, and all information required for the Journal, as well as any other information that may be required to be included on the Recording by Notarial Law.
8.2 Authorization Governing User Data.
Notary, Participants and Signers each authorize MoreYeahs to use and disclose User Data of such Notary or Signer, as applicable, and such authorization includes a nonexclusive license for MoreYeahs to use and disclose User Data for the purposes of providing MoreYeahs Notary, such as (i) to copy, reproduce, store, distribute, publish, retain, export, adapt, edit, and translate User Data to operate the System and provide MoreYeahs Notary; (ii) to provide User Data to Service Providers as part of MoreYeahs Notary generally, to perform a Session or for a Transaction, including to verify your identity using Service Provider and/or your credential (e.g., driver’s license) using a Service Provider; (iii) to provide access to or share such information with other parties to the Transaction or participants to the Session; (iv) to allow the Notary and/or MoreYeahs, as applicable, to meet any journal, Session recording or recordkeeping requirements dictated by Notarial Law, including to create and maintain the Journal and Recordings, and to use and disclose the Journal and Recordings as permitted by Notarial Law; (v) to comply with a law enforcement or a regulatory agency request, provided such request is lawful and authorized pursuant to a judicial or administrative order, subpoena, or otherwise permitted by law; (vi) to the extent reasonably required for the performance of MoreYeahs’s obligations and the exercise of MoreYeahs’s rights under these Service Terms; (vii) to comply with requests from the Secretary of State, Department of State, or other state agency that regulates Notaries; and (viii) to disclose such information to the Customer having invited you to join the Session and other third parties solely for purposes of performing, effectuating, servicing or otherwise managing the Transaction.
8.3 Limitations on User Data.
8.3.1 Notary. As Notary, you agree that, except upon the written consent of the Signer or Participant to which the User Data relates, you shall not sell, offer for sale, use, or transfer to another person User Data for any purpose other than: (a) as required to perform the notarial act and to meet the requirements of Notarial Law; (b) as necessary to effect, administer, enforce, service, or process the transaction for which the personally identifiable information was provided; or (c) in response to a court order, subpoena, or other legal process compelling disclosure.
8.3.2 MoreYeahs. With respect to RON notarial acts performed under Notarial Law of Colorado, MoreYeahs shall not use, sell, or offer to sell to another person or transfer to another person for use or sale any User Data that identifies a Signer, a Participant, a Notary or a person named in an eDocument presented for RON, except:
a. as necessary to facilitate performance of a RON notarial act;
b. to effect, administer, enforce, service, or process an eDocument provided by or on behalf of the individual or the Transaction of which the eDocument is a part;
c. in accordance with other applicable federal, state, or local law, or to comply with a lawful subpoena or court order; or
d. in connection with a proposed or actual sale, merger, transfer, or exchange of all or a portion of a business or operating unit of MoreYeahs, if the User Data concerns only Signers, Participants, Notaries or other individuals involved in RON Transactions of Customers of the business or unit and the transferee agrees to comply with the restrictions set forth in this section 8.3.2.
The limited exceptions in sections 8.3.1 and 8.3.2 above do not include or authorize the use of User Data for the purpose of generating additional business or marketing opportunities by or for the Notary, the Notary’s Employer or any business for whom the Notary may be providing contracted services, or MoreYeahs or any of its Affiliates. Such use of User Data is prohibited and cannot be waived by consent.
In addition to and without limiting the disclaimers in the Terms, MoreYeahs does not represent or warrant, and expressly disclaims, that (i) any Notary will agree to perform RON for any specific Transaction or, if agreed, will successfully complete a RON Session; (ii) any Signer will proceed with the Transaction electronically; (iii) any third party will accept eDocuments notarized or electronically signed through MoreYeahs Notary; and (iv) any court, regulator, or other competent authority will recognize eDocuments notarized or electronically signed through MoreYeahs Notary as valid or enforceable. MoreYeahs does not represent or warrant that MoreYeahs Notary meets the requirements of Notarial Law with respect to any particular state, jurisdiction or territory. Except as otherwise provided in these Service Terms, Notary agrees to hold MoreYeahs harmless from any claims asserted against or liabilities imposed upon it because of its failure to comply with the Notarial Law.
10. APPLICABLE LAW
You expressly acknowledge and agree that Notaries perform RONs using MoreYeahs Notary pursuant to the applicable Notarial Law of their jurisdiction of commission, and solely under the authority of such Notarial Laws, regardless of the geographical location of the Customer or any Signer or Participant.
Each Notary, Signer and Participant agrees that any question, conflict, requirement, or interpretation related to RON will be governed by and subject to the Notarial Law of the jurisdiction in which the Notary is commissioned, without giving effect to any choice or conflict of law provision or rule.
While accessing or using MoreYeahs Notary, you may receive information from us concerning the MoreYeahs Services, such as information on electronic signatures, RONs, and other subject matter areas. MoreYeahs provides you this information for general informational purposes only. This information does not constitute legal advice. If you believe that you need legal advice before using MoreYeahs Notary, or before executing a Transaction on MoreYeahs Notary, you are solely responsible for obtaining such advice from an attorney licensed to practice law in your jurisdiction.
11. EFFECT OF TERMINATION
All representations and warranties made by you herein, and the rights and obligations of the parties set forth in Sections 4.1.10, 4.1.12, 5.3, 5.4 and 6 through 10, shall survive expiration or termination of these Service Terms.