[Effective Date: April 1, 2021]

1.     Introduction

These Terms of Use (“Terms”) constitute the agreement between you (“you”, “yours”, or “users”) and Signers Technology LLC (“PayOnTerm”, “we”, “our”, “us”), in relation to your access to the www.payonterm.com website and its related sites, including, the PayOnTerm Blog (collectively, the “Website”). The original version of these Terms, including the Privacy Policies (“Privacy Policy”), are written in English. Other language versions of this Terms and Privacy Policy are translated versions for user convenience. Thus, in case of any discrepancy with any translated version, the English language version shall prevail. Please note that the PayOnTerm Platform has Terms of Use and a Privacy Policy that applies specifically to it. Therefore, when using the Platform, you should review such specific Terms of Use and Privacy Policy. NOTICE: THIS TERMS CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

2.     Acceptance of these Terms

By using the Website, you represent that you have read, understood, and agree to be bound by these Terms, including our Privacy Policy. If you disagree with any part of the terms, then you may not use the Website. You may only use the Website if you are 13 years of age or the older age applicable in your country (for PayOnTerm to lawfully provide the Website services to you without parental consent, including using of personal data), and be competent/able to agree to these Terms. To subscribe to receive any Content or other marketing or promotional material from us by email (a “Subscription”), you must be 18 years of age or older. If you are under 18 years of age or not of legal age to form a binding contract in your place of residence, you must have your parent or legal guardian’s permission ask for a Subscription.

3.     Changes to Terms

We may modify these Terms at our sole discretion at any time without advance notice. Any changes to these Terms will be effective immediately upon posting on this page, with an updated effective date. You understand and agree that your continued access to and/or use of the Website after any changes have been made represents your acceptance of such changes. If you do not agree to any modification of these Terms, you should discontinue your use of the Website. It is your responsibility to remain informed and updated of any changes as the Terms’ latest version binds you. Therefore, be sure to return to this page periodically to ensure familiarity with the most current version of these Terms.

4.     Privacy Policy

Our Privacy Policy, located at www.payonterm.com/privacy explains how we collect, use, disclose and process your personal information on this Website. By using the Website, you are agreeing to be bound by our Privacy Policy.

5.     Use License

We hereby grant you a non-exclusive, revocable, limited license to use the Website solely for your personal and non-commercial use. You may only use the Website in the way the Content (as defined below) you access is intended and in compliance with these Terms and with any applicable federal, state, local and international laws, rules, and regulations. You may not use the Website in any way that could or is intended to damage or impair the Website or interfere with anyone else’s use of the Website or transmit or introduce or otherwise make available any viruses or other material that is malicious or technologically harmful. The licenses and services granted by us terminate if you do not comply with these Terms. We reserve the right to modify, update, or discontinue the Website and any Subscription service at our sole discretion, at any time, for any or no reason, and without notice or liability.

6.     Website Content

The Website is owned and operated by PayOnTerm and the materials displayed or performed or available on or through the Website (including, without limitation, information, text, design, graphics, logos, icons, images, audio clips, videos, data compilations, and the design) (“Content”) are the exclusive property of PayOnTerm or other content suppliers, and are protected by copyright, trademark, and other applicable laws. You may not copy or print the Content, whether licensed by us or otherwise, unless and to the extent, it is for your own personal, non-commercial use, and you must retain all trademark, copyright, and other proprietary notices contained in and on any such Content. You may not sell, reproduce, modify, distribute, transmit, display, publicly perform, commercially exploit, prepare derivative works based on, or otherwise use any Content without our or other owners/rights holder express written consent. You may not use the Website or any of its Content to further any commercial purpose, including any advertising or advertising revenue generation activity on your own website or in any other form or medium. All rights not expressly granted to you in these Terms of Use are reserved and retained by our content suppliers or us.

7.     Trademarks and brand names

The trademarks, logos, and service marks, whether registered or unregistered (collectively the “Trademarks”) displayed on the Website are Trademarks of PayOnTerm or others (such as our content suppliers). You acknowledge and accept the ownership mentioned above of PayOnTerm and undertake not to question it, as well as not to disseminate, copy, reproduce, sell, or otherwise commercially use the Trademarks without the prior written authorization of PayOnTerm. Nothing contained on the Website should be construed as granting by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Website without the written permission of PayOnTerm or such third party that may own the Trademark.

8.     Indemnity

You agree to defend, indemnify and hold harmless PayOnTerm, its employees, directors, officers, administrators, agents, service providers, suppliers, subsidiaries, and successors, from and against any claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys’ fees) (“Claims”) asserted by a third party against PayOnTerm that arise from: (a) your improper use of or access to the Website; (ii) your violation of any term of these Terms (including our Privacy Policy); (iii) your violation of any third party’s right or any law, regulation, rule or guideline, including without limitation any copyright, trademark, or other property, or privacy right; (iv) your negligence or willful misconduct. This defense and indemnity obligation will survive termination, modification, or expiration of these Terms and your use of the Website.

9. Feedback

Any communication or material you send to the Website, electronically or otherwise, including, but not limited to, data, questions, comments, suggestions, or feedback, will be treated as non-confidential non-proprietary unless otherwise stated in the Privacy Policy. Anything you send to the Website may be used by us for any purpose, including but not limited to the reproduction, transmission, disclosure, publication, broadcast, and posting. By submitting material or feedback to the Website, you irrevocably transfer and assign to PayOnTerm, and forever waive and agree never to assert any copyrights, “moral” rights, or other rights that you may have in such material. PayOnTerm has the right to freely use, without obligation of any kind, any ideas, concepts, techniques, or know-how contained in any communication you send to the Website for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products and services.

10. No warranties

THE WEBSITE IS PROVIDED “AS IT IS” AND WITH NO REPRESENTATION OR WARRANTY OF ANY KIND. YOUR USE OF THE WEBSITE IS ENTIRELY AT YOUR OWN RISK. THUS, ALTHOUGH WE USE REASONABLE EFFORTS TO INCLUDE ACCURATE AND UP-TO-DATE INFORMATION ON THE WEBSITE, WE MAKE NO WARRANTIES OR REPRESENTATIONS AS TO ITS ACCURACY. WE MAY PERIODICALLY ADD, CHANGE, OR IMPROVE ANY OF THE INFORMATION, SERVICES, PROGRAMS, AND TECHNOLOGY DESCRIBED ON THE WEBSITE WITHOUT NOTICE. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE WEBSITE.

11. Limitation of liability

Your use of the Website is at your own risk. To the maximum extent allowed by law, neither PayOnTerm nor any third-party involved in creating, producing, and/or delivering the Website, will be liable for any direct, indirect, incidental, consequential, or punitive damages caused or arising out of your access to, use of, or reliance on the Website. Furthermore, we assume no responsibility for and will not be liable for any damages relating to or caused by any viruses which may affect your computer equipment or other property on account of your access to and/or use of the Website. We cannot and do not guarantee continuous, uninterrupted, or secure access to the Website.

12. Links to Other Websites

Our Website may contain links to third-party websites or services that are not owned or controlled by us. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that we shall not be responsible or liable, directly, or indirectly, for any damage or loss caused or alleged to be caused by or connected with the use of or reliance on any such third-party websites or services.

13. No waiver

If we fail to insist that you perform any obligation under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived such rights and will not mean that you do not have to comply with your obligations. If we waive a failure or breach by you, we will only do so in writing, and that will not mean that we automatically waive any future failure or breach by you.

14. Severability

If any provision of these Terms is found to be unenforceable or invalid by an arbitration court of competent jurisdiction, the remaining provisions’ validity shall not be affected thereby.

15. Dispute Resolution / Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH PAYONTERM AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US. This section is deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and PayOnTerm agree that PayOnTerm intends that this section satisfies the “writing” requirement of the Federal Arbitration Act.

1. Informal Dispute Resolution. We would like an opportunity to address your concerns without a formal legal case. Before filing a claim against PayOnTerm, you agree to try to resolve the dispute informally by sending an email to support@payonterm.com. We will try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 30 calendar days of submission to PayOnTerm, you or PayOnTerm may bring a formal proceeding. All offers, promises, conduct, and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged, and inadmissible for any purpose, including as evidence of liability, in arbitration or other proceeding involving the parties.
2. Arbitration Agreement. To the fullest extent permitted by applicable law, you and PayOnTerm agree that any controversy, allegation, or claim arising out of or relating to these Terms or the Website, including but not limited to claims for indemnification, contribution, or cross-claims in a pending action involving one or more third parties (collectively, a “Dispute”) –excluding Disputes in which you or PayOnTerm seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of the intellectual property – shall be finally and exclusively resolved individually by final and binding arbitration before a sole arbitrator under the Consumer Arbitration Rules of the American Arbitration Association, as amended and in effect, at the time arbitration is initiated (the “AAA Rules”). The AAA Rules are available online at www.adr.org or by calling (800) 778-7879.

You and PayOnTerm further agree to the following with respect to the arbitration of any Dispute hereunder: (a) any claim must be brought in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding; (b) the arbitrator may not consolidate more than one person’s claims, may not otherwise preside over any form of a representative or class proceeding and may not award class-wide relief; (c) the arbitration will be held at Delaware unless you and we both agree to another location or virtual arbitration; (d) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (e) each party will pay the administrative and arbitrator’s fees and other expenses in accordance with the applicable arbitration rules, but we reserve the right, in our sole discretion, to assume responsibility for any or all of the fees and costs of the arbitration; (f) the arbitration will be confidential, and neither you nor we may disclose the existence, content, or results of any arbitration, except as may be required by applicable law or for purposes of enforcement of the arbitration award; (g) the arbitrator may award any individual relief or individual remedies that are expressly permitted by applicable law; and (h) each party will pay its own attorneys’ fees and expenses, unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses and the arbitrator awards such attorneys’ fees and expenses to the prevailing party, and, in such instance, the fees and costs awarded will be determined by the applicable law. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT (I) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER; (II) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND (III)THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO WAIVE YOUR RIGHT TO A JURY TRIAL AND UNDERSTAND THAT ABSENT THIS PROVISION; YOU WOULD HAVE THE RIGHT TO SUE IN COURT. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT, AND THAT RELATE TO THE SUBJECT MATTER OF THESE TERMS OF USE, INCLUDING WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS.

16. Governing Law

These Terms are governed by and construed under the laws of the State of Delaware, USA, without giving effect to any conflict of law principles, except as may be otherwise provided in the Arbitration Agreement above or in supplemental terms applicable to your jurisdiction. Claims that cannot be arbitrated (if any) are subject to the exclusive jurisdiction and the exclusive venue of the state and federal courts located within Delaware. You consent to these courts’ jurisdiction to litigate any such claim.

17. Contact Us

If you have any questions or comments about these Terms, please contact us at @pablockeryonterm.com.