1. Description of IntellyDoc
IntellyDoc, Inc. (“IntellyDoc”) is an integrated contract and document management solution, with intuitive workflows and other third-party solution integrations designed to automate how business and legal professionals manage contract documents. Customer need not download or even license IntellyDoc software unless IntellyDoc has entered into a separate license agreement for the resale of its Site or Application. IntellyDoc and its Services are not substitutes for the advice or services of an attorney.
2. Account Information
When you open an account to use or access certain portions of the Site, Applications, or the Services, you must provide complete and accurate information as requested on the registration form. You will also be asked to provide a username and password. You are entirely responsible for maintaining the confidentiality of your password. You may not use a third party's account, user name or password at any time. You agree to notify IntellyDoc immediately of any unauthorized use of your account, username or password. IntellyDoc shall not be liable for any losses you incur as a result of someone else's use of your account or password, either with or without your knowledge. You may be held liable for any losses incurred by IntellyDoc, our affiliates, officers, directors, employees, consultants, agents and representatives due to someone else's use of your account or password.
Subscription Term. Your Subscription is for a one (1) year period (“Subscription Term”), and will automatically renew for additional one (1) year recurring periods (“Renewal Term”), unless terminated by either Party. An Upgrade will be effective immediately, and will not cause any change in the Subscription Term termination date. Downgrades will be effective at the start of the Renewal Term.
Fees. Except for Application users on the free plan, the Application or Site fees are determined based on the Order and any Upgrades or Downgrades carried out in Your account. Upgrade fees will be prorated based on the time period remaining in the Subscription Term. In the event of a Downgrade from a paid Subscription Plan to a free Subscription Plan, You will remain responsible for any unpaid fees. All fees will be billed after an Order issues unless otherwise specified by the Order. You acknowledge that You are solely responsible for any and all fees charged to You by your credit card issuer or other financial institution including, but not limited to, overdraft, insufficient funds, and over-the-credit-limit fees.
Taxes. If you’re on a paid plan, all fees are stated exclusive of any Taxes. You are responsible for paying all Taxes associated with your purchases, except for taxes based on IntellyDoc’s net income.
This Site and Applications are owned and operated by IntellyDoc, Inc. All right, title and interest in and to the materials provided on this Site and Applications, including but not limited to information, documents, logos, graphics, sounds and images (the "Materials") are owned either by IntellyDoc or by our respective third party authors, developers or vendors ("Third Party Providers"). Except as otherwise expressly provided by IntellyDoc, none of the Materials may be copied, reproduced, republished, downloaded, uploaded, posted, displayed, transmitted or distributed in any way and nothing on this Site or on any Applications shall be construed to confer any license under any of IntellyDoc's intellectual property rights, whether by estoppel, implication or otherwise. IntellyDoc does not sell, license, lease or otherwise provide any of the Materials other than those specifically identified as being provided by IntellyDoc. Any rights not expressly granted herein are reserved by IntellyDoc.
4. Links and Integrations
This Site and Applications may contain links to websites controlled by parties other than IntellyDoc (each a "Third Party Site"). IntellyDoc works with a number of partners and affiliates whose sites are integrated with IntellyDoc. IntellyDoc is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Site, any website accessed from a Third Party Site or any changes or updates to such sites. IntellyDoc makes no guarantees about the content or quality of the products or services provided by such sites. IntellyDoc is not responsible for webcasting or any other form of transmission received from any Third Party Site. IntellyDoc is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by IntellyDoc of the Third Party Site, nor does it imply that IntellyDoc sponsors, is affiliated or associated with, guarantees, or is legally authorized to use any trade name, registered trademark, logo, legal or official seal, or copyrighted symbol that may be reflected in the links. You acknowledge that you bear all risks associated with access to and use of content provided on a Third Party Site and agree that IntellyDoc is not responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third Party Site if you have any concerns regarding such links or the content located on any such Third Party Site.
5. Form Documents
On our Site, through our Applications, and through certain partners, we offer self-help "fill in the blank" forms. You understand that your purchase, download, and/or- use of a form document is neither legal advice nor the practice of law, and that each form and any applicable instructions or guidance is not customized to your particular needs.
IntellyDoc grants you a limited, personal, non-exclusive, non-transferable license to use our forms (the "Forms") for your own personal, internal business use, or if you are an attorney or professional, for your client. Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Forms in any manner, except for modifications in filling out the Forms for your authorized use. You shall not remove any copyright notice from any Form.
By ordering or downloading Forms, you agree that the Forms you purchase or download may only be used by you for your personal or business use or used by you in connection with your client and may not be sold or redistributed without the express written consent of IntellyDoc.
IntellyDoc strives to keep its legal documents and Forms accurate, current and up-to-date. However, because the law changes rapidly, IntellyDoc cannot guarantee that all of the information on the Site or Applications is completely current. The law is different from jurisdiction to jurisdiction and may be subject to interpretation by different courts. The law is a personal matter, and no general information or legal tool like the kind IntellyDoc provides can fit every circumstance. Furthermore, the legal information contained on the Site and Applications is not legal advice and is not guaranteed to be correct, complete or up-to-date. Therefore, if you need legal advice for your specific problem, or if your specific problem is too complex to be addressed by our tools, you should consult a licensed attorney in your area.
Electronic Signatures. Certain types of documents may be excepted from electronic signature laws (e.g. wills and agreements pertaining to family law) or may be subject to regulations established by government agencies regarding electronic signatures and records. IntellyDoc will not be responsible to determine if any document is subject to specific governmental regulations or to electronic signature laws exceptions. By using the electronic signature feature, You agree to conduct business transactions with electronic documents and electronic signatures. You are under no obligation to transact business electronically using the System. To withdraw consent to conduct electronic transactions, simply stop using the Application and contact the document sender to discuss other options for document execution.
6. Disclaimer of Warranty
THE SITE, APPLICATIONS, AND ALL MATERIALS, DOCUMENTS OR FORMS PROVIDED ON OR THROUGH YOUR USE OF THE SITE OR APPLICATIONS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, INTELLYDOC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
INTELLYDOC MAKES NO WARRANTY THAT: (A) THE SITE, APPLICATIONS, OR THE MATERIALS WILL MEET YOUR REQUIREMENTS; (B) THE SITE, APPLICATIONS, OR THE MATERIALS WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, APPLICATIONS, OR ANY MATERIALS OFFERED THROUGH THE SITE OR APPLICATIONS, WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE, APPLICATIONS, OR IN RELIANCE ON THE MATERIALS WILL MEET YOUR EXPECTATIONS.
OBTAINING ANY MATERIALS THROUGH THE USE OF THE SITE OR APPLICATIONS IS DONE AT YOUR OWN DISCRETION AND AT YOUR OWN RISK. INTELLYDOC SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE.
7. Limitation of Liability
EXCEPT AS PROHIBITED BY LAW, YOU WILL HOLD INTELLYDOC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS HARMLESS FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, HOWEVER IT ARISES (INCLUDING ATTORNEYS' FEES AND ALL RELATED COSTS AND EXPENSES OF LITIGATION AND ARBITRATION, OR AT TRIAL OR ON APPEAL, IF ANY, WHETHER OR NOT LITIGATION OR ARBITRATION IS INSTITUTED), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIM FOR PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM THIS AGREEMENT AND ANY VIOLATION BY YOU OF ANY FEDERAL, STATE, OR LOCAL LAWS, STATUTES, RULES, OR REGULATIONS, EVEN IF INTELLYDOC HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. EXCEPT AS PROHIBITED BY LAW, IF THERE IS LIABILITY FOUND ON THE PART OF INTELLYDOC, IT WILL BE LIMITED TO THE AMOUNT PAID FOR THE PRODUCTS AND/OR SERVICES, AND UNDER NO CIRCUMSTANCES WILL THERE BE CONSEQUENTIAL OR PUNITIVE DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE PRIOR LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
8. Compliance with Intellectual Property Laws.
When accessing IntellyDoc or using the IntellyDoc legal document generation Service, you agree to obey the law and you agree to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright, trademark and other intellectual property ownership. You agree not to upload, download, display, perform, transmit or otherwise distribute any information or content in violation of any third party's copyrights, trademarks or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any content you provide or transmit or that is provided or transmitted using your IntellyDoc user account.
IntellyDoc has adopted a policy that provides for the immediate removal of any content, article or materials that have infringed on the rights of IntellyDoc or of a third party or that violate intellectual property rights generally. IntellyDoc's policy is to remove such infringing content or materials and investigate such allegations immediately.
9. Inappropriate Content.
10. Governing Law; Venue.
Dispute Resolution. Any claim arising out of or related to this Agreement will be submitted to mandatory, binding arbitration under the auspices of American Arbitration Association (“AAA”), in Charlotte, North Carolina, with the Parties sharing equally the costs of arbitration. Arbitration will proceed according to AAA’s standard commercial arbitration rules. This Section does not limit either Party’s right to provisional or ancillary remedies from a court of competent jurisdiction before, during, or after any arbitration procedure, and the exercise of any such remedy does not waive either Party’s right to arbitration. Judgment on an arbitration award may be entered by any court with competent jurisdiction. These terms are subject to the operation of the 1958 United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards. Nothing in this Section will be deemed to prevent IntellyDoc from seeking injunctive or other equitable relief from the courts as necessary to prevent actual or threatened infringement, misappropriation, or violation of IntellyDoc’s security, intellectual property or other proprietary rights.
All Site design, text, graphics, the selection and arrangement thereof, Copyright ©, IntellyDoc, Inc. ALL RIGHTS RESERVED.
IntellyDoc, IntellyDoc, Inc., the IntellyDoc Logo, all images and text, and all page headers, custom graphics and button icons are service marks, trademarks and/or trade dress of IntellyDoc. All other trademarks, product names and company names or logos cited herein are the property of their respective owners.
13. No Use by Minors.
You agree that by using the Site, any Applications, and the Services you are at least 18 years of age and you are legally able to enter into a contract.
14. Right to Refuse.
You acknowledge that IntellyDoc reserves the right to refuse service to anyone and to cancel user access at any time.
15. Limits on Customized Templates.
Some of our plans allow you to submit your own custom template documents that you or your attorney have created. We may be unable to process some of these documents due to technological limitations on our part, particularly if they contain complex internal logic. If we are unable to process your document, we will notify you and offer you the choice of an additional piece rate charge to process your template or the option to downgrade your plan.
Both Parties agree that all items of Confidential Information are proprietary to the disclosing Party, and will remain the sole property of the disclosing Party. Each Party agrees as follows: (a) to use Confidential Information disclosed by the other Party only for the purposes described in this Agreement; (b) that such Party will hold in confidence and protect such Confidential Information from dissemination to, and use by, any third party; (c) to restrict access to the Confidential Information disclosed by the other Party to such of its personnel, agents, and/or consultants, who have a need to have access and who have agreed in writing to treat such information in accordance with the terms of this Agreement; and (d) to the extent practicable, return or destroy, all Confidential Information disclosed by the other Party.
Copyright © 2019 IntellyDoc Inc. All rights reserved.