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The following Terms and Conditions offered by Droplet Solutions, Inc. ("Company", "we" or "our") are the terms and conditions under which the Company agrees to do business with you. By accessing or using Company's website, Document Storage System, or other digital media such as mobile apps (collectively, "Site"), and/or by purchasing other products or services from the Company, you expressly agree to these Terms and Conditions ("Terms and Conditions"). The Company's posted privacy policy ("Privacy Policy") and any operating rules, policies, price schedules, and other supplemental terms and conditions or documents that may also be published from time to time, are expressly incorporated herein by reference (collectively, the "Agreement"). The Agreement is the contract that governs your relationship with the Company for any purchases or other transactions with Company. It is your exclusive obligation to review this Agreement carefully. If you do not agree to be bound by all provisions, do not transact business with the Company.
Use of the Company's Site, which includes any of its websites, mobile applications, and the document digitization and cloud storage services offered by the Company ("Document Storage System" defined below) are available to and may be purchased by only such individuals who are: (1) at least 18 years of age, and (2) capable of entering into enforceable and legally binding contracts. The Company, in its sole discretion, may, at any time and for any reason, deny and/or reject any order made by anyone. When you access the Site, you: (1) certify you are at least 18 years of age, and (2) agree to provide true, accurate, current, and complete information when prompted by the Site and/or Company to enter and/or disclose such information.
When you transact any business with the Company, including but not limited to your placing any order through the Site, you expressly acknowledge this Agreement is enforceable and legally binding, and provides the binding terms and conditions for your use of the Site and the purchase of any access to the Document Storage System. In using any of the services in the Document Storage System, you expressly certify that you read, understood, and agree to be bound by all of the Terms and Conditions herein and the Agreement.
Document Storage System
The Document Storage System offered by the Company consists of: (1) digitization of documents; and (2) cloud storage of said documents. You will have access to all of these features after sending a purchase order to the Company. Once your purchase order is received by the Company, you will be granted access to the Document Storage System via the Company's website (www.droplet.io) where you will be able to create an account. The Company will process your purchase order and charge your card on file at the agreed upon date. By using the Document Storage System, you expressly authorize the Company to charge your credit card.
Use of Website and Document Storage System
The Site is being made available solely for your personal use only for browsing, purchasing our services, digitizing and storing documents, and communicating with us. You may NOT use the Site or its content: (a) for any commercial purpose; (b) for any unlawful purpose; (c) to solicit others to perform or participate in any unlawful acts; (d) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (e) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (f) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, disability, or gender; (g) to submit false or misleading information; (h) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of this Website or of any related website, other websites, or the Internet; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of this Website or any related website, other websites, or the Internet.
You may NOT resell or make commercial use of this Site and any of its content. You may NOT modify, adapt, or convert into another form any portion of this Site, including the Document Storage System. You may NOT copy, reproduce, download, display, perform, transfer, transmit or publish any of the content of this Site by any means or in any form, other than for your own personal use. You may NOT access this Site from any jurisdiction where doing so would be illegal. You agree to use this Site only for its intended purpose and in a manner that is authorized. Without intending any limitation of the above prohibitions, you agree to comply with all laws pertaining to privacy, data collection and protection, intellectual property, contract and other applicable laws, including but not limited to those laws in the jurisdiction in which you reside or from which you use this Site, and you agree not to transmit any worms, viruses or any code of a destructive nature. We reserve the right to terminate your authorization to use this Site and, more specifically, your use of the Document Storage System, should you violate any of the prohibited uses.
If you know of, or suspect, copyright or trademark infringement or other unauthorized or improper use of the contents of this Site by others, including but not limited to uses for commercial purposes, please notify the Company.
Billing, Payment, and Electronic Signature
As consideration for Company's sale of access to the Document Storage System to you, you agree to timely pay all sums due and owing as noted on any invoice. For your convenience and at your option, you may elect to pay with a check, credit card, or debit card. You are required to verify that your name, address, and billing information are correct, and that you have read, understood, and agree to be bound by this Agreement.
You expressly acknowledge and agree that the Company may rely upon your submission of a purchase order as confirming your agreement (1) to purchase access to the Document Storage System and (2) to be bound by this Agreement.
You expressly acknowledge and agree that the Company's reliance upon your click acceptance of this Agreement and/or your electronic submission of a purchase order is specifically sanctioned by the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Transactions Act. Both laws specifically preempt all state laws recognizing only paper and handwritten signatures. You expressly waive any claim and/or right purporting to require only paper and handwritten signatures, in favor of your click and submission as described herein.
Any and all access to the Document Storage System you purchase from the Company is subject to the terms of this Agreement.
Refund Policy and Procedure
All sales are final once the service has been paid for. However, the Company, in its sole discretion, may offer a refund of up to the purchase price of access to the Document Storage System. If you are not satisfied with your purchase, please email support@droplet.io, and a customer service representative will assist you in processing any eligible refund request pursuant to the Company's Refund Policy and in the Company's sole discretion.
By completing an order, you acknowledge, understand, and agree to be bound by the Refund Policy and Procedure stated herein. You also acknowledge and understand that adherence to the Refund Policy and Procedure is strictly required and is your sole responsibility.
Procedure to Cancel
As stated previously, to cancel your access to the Document Storage System, contact customer service by sending an email with the written subject heading "Cancellation" to support@droplet.io. In the event that your email fails to contain the appropriate subject heading, your cancellation may not be processed. By transacting business with Company through the Site you expressly acknowledge, agree, and understand that written cancellation is required to cancel any order and is your sole responsibility.
As stated previously, the Company may provide a refund in the Company's sole discretion and is under no obligation to do so.
Intellectual Property
All of the content and material used in constructing the Site and that you see on the Site is subject to United States and international copyright, trade dress, trademark and/or other intellectual property laws with all rights thereto held by the Company. Use of any content or material on this Site without prior written authorized by the Company is strictly prohibited and may subject you to liability.
For purposes of these Terms and Conditions "content and material" is defined as any information, communications, software, published works, photos, video, graphics, music, sounds, or other material that can be viewed or heard by users on our Site and is owned by the Company. You are granted the limited permission to use this Site only as stated in these Terms.
Digital Millennium Copyright Act. The Company has not taken and will not take content from you or any third party unless it has been assigned to the Company pursuant to law. However, if you are a copyright holder and have a good faith belief that any content or materials posted on this Site infringes your copyright, please send to us your notification of claimed infringement requesting the material to be removed or blocked. Your notice must contain the following: (a) Reasonably sufficient details about the nature of the copyrighted work in question, or, in the case of multiple alleged infringements, a representative list of such works, including title(s), author(s), any U.S. Copyright Registration number(s), URL(s) etc.; (b) Reasonably sufficient details to enable us to identify and locate the material that is allegedly infringing the copyright holder's work(s) (for example, file name or URL of the page(s) that contain(s) the material); (c) Your contact information so that we can make contact with you (including for example, your address, telephone number, and email address); (d) A statement that you have a good faith belief that the use of the material identified above in "b" is not authorized by the copyright owner, its agent, or the law; (e) A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner; and (f) Your signature. Prior to sending us notice, you may wish to consult a lawyer to determine your rights and legal obligations under applicable laws. Nothing here or anywhere on this Site is intended as a substitute for qualified legal advice. You also acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, we may temporarily or permanently remove the identified materials from the Site without liability to you or any other party.
Governing Law, Forum, and Dispute Resolution
You expressly acknowledge and agree that Utah law governs this Agreement, and that the only appropriate forum for any action, dispute, or proceeding is the State of Utah.
For purposes of the Dispute Resolution Policy below, a "Dispute" is defined as any controversy, claim, dispute, or difference arising between you and the Company out of or relating to this Agreement, the Document Storage System, your transacting business with the Company, or your use of the Site in any way.
Dispute Resolution Policy: Any Dispute shall be resolved solely and exclusively by binding arbitration to be held in the State of Utah, in Salt Lake City, by a single disinterested arbitrator and pursuant to Utah law. You expressly acknowledge that arbitration does not permit class action proceedings, and by entering into this Agreement, you expressly waive any right to participate in a class action proceeding, either as a representative, participant, or member, and you expressly agree to proceed in a non-class arbitration. Except as may be required to enforce an arbitration decision, you and the Company expressly waive any right to file any legal action in any other state or federal court or before any other tribunal, and any right to a trial by jury. Each party to such arbitration shall be responsible for its own attorneys' fees and costs regardless of the outcome of the arbitration.
Disclaimer of Warranties
ALL CONTENT, INFORMATION, MATERIALS, PRODUCTS AND OTHER SERVICES INCLUDED ON, OR MADE AVAILABLE TO YOU BY THE COMPANY AND THROUGH THE SITE, AND THE SITE ITSELF, ARE PROVIDED "AS IS" AND "AS AVAILABLE," UNLESS OTHERWISE SPECIFIED IN WRITING BY THE COMPANY. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE CONTENT, INFORMATION, MATERIALS, PRODUCTS, OR OTHER SERVICES INCLUDED ON, OR MADE AVAILABLE TO YOU THROUGH, THE SITE, UNLESS OTHERWISE SPECIFIED IN WRITING BY THE COMPANY. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SITE AND ANY OF THE CONTENT, INFORMATION, MATERIALS, PRODUCTS OR OTHER SERVICES INCLUDED ON, OR MADE AVAILABLE TO YOU THROUGH THE SITE, IS AT YOUR SOLE DISCRETION AND RISK.
THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF CONFORMANCE TO THE STANDARDS OF TRADE FOR THE PRODUCTS OFFERED THROUGH THE SITE, AND MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF.
LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU.
Indemnity
You agree to defend, indemnify, and hold the Company (and its directors, officers, employees, affiliates, agents, contractors, suppliers, service providers or licensors) harmless from any and all liabilities, claims, and expenses, including attorneys' fees that may arise from your use or misuse of the Site, your breach of this Agreement or your violation of any law or the rights of a third-party. We will provide notice to you promptly of any such claim, suit, or proceeding. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
Integration, Acceptance, and Severability
You expressly acknowledge and agree that you have read, understand, and agree to be bound by the terms and conditions of this Agreement. This Agreement constitutes the entire, complete, and only agreement between you and the Company as to your access or use of the Site, including specifically your purchase and/or use of the Document Storage System, and your transacting any business with the Company in any way. You expressly acknowledge and agree that this Agreement supersedes all prior or contemporaneous agreements, representations, warranties, or understandings, oral or written, and that you did not rely on any statements or representations outside of this Agreement.
The content of this Agreement, and the content, analyses, opinions, research, and any other information provided by or through the Site, through customer service representatives, and/or through any other agent of the Company, may be updated or amended from time to time, in whole or in part, without specific notice to you. The latest terms of this Agreement will be made available through the Site. Your continued access or use of any of the Site shall constitute your acceptance of all of the terms and conditions posted at the time of those specific transactions. You agree to regularly check for updates or amendments.
If any term or provision of this Agreement shall be deemed invalid, void, or for any reason unenforceable by a court or tribunal having authority and jurisdiction over the matter, that term or provision shall be deemed severable and shall not affect the validity and enforceability of any other term or condition.
