IMPORTANT NOTICE: THESE ACTIVEDOC SITES AND SERVICES TERMS AND CONDITIONS (the “TERMS” or “GENERAL TERMS”) CONTAIN A BINDING ARBITRATION PROVISION AND WAIVER OF JURY TRIALS AND CLASS ACTIONS GOVERNING DISPUTES ARISING FROM USE OF THE ACTIVEDOC SITE AND SERVICES. THIS AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE MANDATORY ARBITRATION AND WAIVER OF CLASS ACTION SECTION. PLEASE READ CAREFULLY.

These Terms govern access to and use of the ActiveDoc (“ActiveDoc”, “we”, “our”, or “us”) websites, products, and services (collectively, the “Site”) by individuals and business entities who are any of the following (collectively, “you” or “your”):

• General website visitors to activedoc.com and/or other websites owned or operated by ActiveDoc (each a “Website Visitor”);
• Subscribers or licensees to one or more of our products or services (“ActiveDoc Services”) (each, a “Customer”); and
• Users of ActiveDoc Services, including Authorized Users (as defined below) of Customer Accounts and other ActiveDoc Service end users (each, a “User”).

By using the Site, you accept these Terms (whether on behalf of yourself or a business you represent).

If you are a Customer and have a Master Services Agreement or other similar agreement in effect with ActiveDoc (the “Corporate Terms”), then these Terms apply to the extent your use of the Site, including any of the ActiveDoc Services referenced in the Service Schedules, is not already governed by such Corporate Terms.

These Terms are intended to govern agreements with business entity Customers and do not apply to personal, consumer use (as defined by applicable consumer protection laws). As such, consumers may not avail themselves of all rights granted under these Terms.

If you access or use the ActiveDoc websites, products, services, and other offerings from within a jurisdiction for which there are separate additional terms (including Australia), you also hereby agree to the additional terms applicable to users in the relevant jurisdictions contained in section 11 of these Terms (Supplemental Terms in Certain Countries and Other Regions), and in the event of a conflict between the provisions of section 11 that are relevant to the jurisdiction from where you are accessing the service and the rest of these Terms, the relevant jurisdiction’s terms will supersede and prevail to the extent of any inconsistencies.

BY ACCESSING, USING, OR DOWNLOADING 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. SITE ACCESS AND USE

1.1 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 on behalf of your company or business; and (b) you (or your Authorized Users, as applicable) are not and will not when using the Site be located in, under the control of, or a national or resident of a U.S. embargoed country or territory and are not a prohibited end user under Trade Restrictions (as defined in section 10.3 (Trade Restrictions)). You acknowledge that you are not permitted to use the Site if you cannot make these representations. If ActiveDoc has previously prohibited you from accessing or using the Site, you are not permitted to access or use the Site. You represent and warrant that you are authorized (on behalf of yourself and/or the business you represent) to agree to these Terms with binding effect to the agreeing party.

1.1.1 Limited Right to Use. Upon your acceptance of these Terms, you may access and use the Site for your internal business purposes and only as expressly permitted in these Terms. Any violation by you of the restrictions contained in this Section may result in the immediate termination of your right to use the Site, as well as potential liability for infringement or other claims depending on the circumstances.

.1.2 Availability. Our Site may be accessible worldwide, but this does not mean all Sites are available in your country or that information available via the Site is legal or available in your country. Access to certain Sites (or certain Site features) in certain countries may be blocked by us or foreign governments. It is your responsibility to make sure your use of the Site is legal or available where you use them. Sites are not available in all languages. Subject to these Terms (including the MSA, as applicable), you have a right to access and use the Site solely for your internal business purposes and only in accordance with the Additional Service Terms, ActiveDoc's Reasonable Use Policy, any applicable Subscription Plan, and any other written terms provided by us from time to time governing the use of our Site(s). If you are or become a direct competitor of ours, you may not access or use any Site without our written consent.

1.2 Updates. We may revise these Terms, including changing, deleting, or supplementing with additional terms and conditions from time to time in our sole discretion, including to reflect changes in applicable law. We will post the revised terms on the Site with a “last updated” date. PLEASE REVIEW THIS WEBSITE ON A REGULAR BASIS TO OBTAIN TIMELY NOTICE OF ANY REVISIONS. IF YOU CONTINUE TO USE THE SITE OR THE ACTIVEDOC SERVICES AFTER THE REVISIONS TAKE EFFECT, YOU AGREE TO BE BOUND BY THE REVISED TERMS. You agree that we will not be liable to you or to any third party for any revision to the Terms.

1.3 Communications. You agree to receive all communications, correspondences, and notices that we provide in connection with our Site, including any ActiveDoc Services, including, but not limited to, marketing and promotional messages related to us or the ActiveDoc Services, correspondence regarding our delivery of the ActiveDoc Services, and providing you information related to your purchase of or subscription to the ActiveDoc Services (“Communications”), via electronic means, including by e-mail, text, in-product notifications, push notifications, or by posting them on or making them otherwise available through the Site. To the fullest extent permitted under applicable laws, you agree that all Communications we provide to you electronically satisfy any legal requirement that such Communications be in writing or be delivered in a particular manner and you agree to the extent you are a Customer to keep your Account contact information current. At any time, you can opt out of our email marketing and promotional messages sent to you by unsubscribing through the provided link.

If you elect to receive and/or send communications or other messages by SMS Message through the Site, you confirm you are the subscriber of the mobile service for the mobile number provided to us or that you are otherwise authorized by the subscriber to receive SMS Messages at such mobile number. Applicable message and data rates may apply with your mobile communication service provider (“Mobile Service Provider”). As Mobile Service Provider's network services are outside of our control, we are not responsible for any issues arising from such services, including without limitation, failure of delivery of any content via SMS Message, delays in transmission of SMS Messages, and any service or other changes made by your Mobile Service Provider impacting the receipt or sending of SMS Messages when using the Site.

2. OWNERSHIP

2.1. Intellectual Property. The Site contains materials that are proprietary and are protected by copyright, trademarks, service marks, patents, and other intellectual property laws and treaties. You agree to abide by all applicable copyright and other intellectual property laws, as well as any additional proprietary rights notices or restrictions contained on the Site. You acknowledge that the Site (including the ActiveDoc Services) contains valuable intellectual property of ActiveDoc and its licensors. All present and future rights in and to any and all intellectual property or other proprietary rights of any type, including without limitation information, any improvements, design contributions, or derivative works thereto, and any knowledge or process related thereto, including rights in and to all applications and registrations relating to such intellectual property, will, as between you and ActiveDoc, at all times be and remain the sole and exclusive property of ActiveDoc and its licensors. Except for the rights expressly granted in these Terms, nothing will be construed or will grant, convey, transfer, assign, or imply the conveyance of rights, claims, ownership or other claim to any right or title to the Site or any other technology, software, business processes, or intellectual property of ActiveDoc. Any rights not expressly granted in these Terms or otherwise in writing between you and ActiveDoc, are reserved by ActiveDoc, and any unauthorized use of any intellectual property regarding the Site is strictly prohibited.

2.1.1. Trademarks. The trademarks, logos, taglines, and service marks displayed on the Site (collectively, the “Trademarks”) are registered and/or unregistered Trademarks of ActiveDoc and its licensors. Trademarks may not be used in any advertising or publicity, or otherwise to indicate ActiveDoc's sponsorship of or affiliation with any product, service, event, or organization without ActiveDoc's prior express written permission.

2.1.2. Digital Millennium Copyright Act (DMCA) Requests. ActiveDoc respects copyright law and expects its users to do the same. If you believe that any content or material on the Site may infringe copyrights you own, please notify us in accordance with our Copyright Policy.

22. Proprietary Materials. Information, including software or other materials that may be available for downloading through the Site or third-party websites or applications (“Proprietary Materials”) is the copyrighted work of ActiveDoc, its licensors, and/or such other respective third-party providers. Use of the Proprietary Materials is governed by these Terms and such license and/or other terms as may be required directly of you by the third-party providers. Unauthorized reproduction or distribution of the Proprietary Materials is expressly prohibited by law, and may result in civil and criminal penalties. Violators may be prosecuted.

2.3. Submissions of User Content.

2.3.1. Submissions. The Site may enable you to submit, post, upload, or otherwise make available (collectively, "Post") content such as questions, public messages, ideas, product feedback, comments, and other content (collectively, "User Content") that may or may not be viewable by other users. If you Post User Content, unless we indicate otherwise, you grant us a nonexclusive, royalty-free, and fully sublicensable right to access, view, use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display such User Content throughout the world in any form, media, or technology now known or hereafter developed. You also permit any other user to view, copy, access, store, or reproduce such User Content for that user’s personal use. You grant us the right to use the name and other information about you that you submit in connection with such User Content. You represent and warrant that: (a) you own or otherwise control all of the rights to the User Content that you Post; (b) the User Content you Post is truthful and accurate; and (c) use of the User Content you Post does not violate these Terms or any applicable laws.

2.3.2. Screening & Removal. You acknowledge and agree that we may or may not, at our discretion, pre-screen User Content before its appearance on the Site, but that we have no obligation to do so. You further acknowledge and agree that we reserve the right (but do not assume any obligation) in our sole discretion to reject, move, edit, or remove any User Content that is Posted to the Site.

2.4. Data and Privacy. You are solely responsible for data that you provide or use in respect of the Site (including ActiveDoc Services), including compliance with any regulations, laws, or conventions applicable to such data and use. You acknowledge your understanding and hereby provide your consent to ActiveDoc’s processing of such data in accordance with the ActiveDoc Privacy Notice. Additional personal data processing terms and restrictions may apply with respect to ActiveDoc Services, as set forth in Section 4 below.

3. RESTRICTIONS ON USE OF THE SITE

3.1. By using the Site, you specifically agree not to, and not permit others to, engage in any activity or transmit any information that, in our sole discretion:

3.1.1. Is illegal, or violates any federal, state, or local law or regulation;

3.1.2. Advocates illegal activity or discusses illegal activities with the intent to commit them;

3.1.3. Violates any third-party right, including, but not limited to, right of privacy, right of publicity, copyright, trademark, patent, trade secret, or any other intellectual property or proprietary rights;

3.1.4. Is harmful, threatening, abusive, harassing, tortious, indecent, defamatory, sexually explicit or pornographic, discriminatory, vulgar, profane, obscene, libelous, hate speech, violent or inciting violence, inflammatory, or otherwise objectionable;

3.1.5. Interferes with any other party’s use and enjoyment of the Site;

3.1.6. Attempts to impersonate another person or entity;

3.1.7. Is of a commercial nature in a way that violates these Terms, including but not limited to, using the Site for unsolicited communications, surveys, contests, pyramid schemes, or other advertising materials;

3.1.8. Falsely states, misrepresents, or conceals your affiliation with another person or entity;

3.1.9. Accesses or uses an ActiveDoc Services account of a Customer without such Customer’s permission;

3.1.10. Distributes computer viruses or other code, files, or programs that interrupt, destroy, or limit the functionality of any computer software, hardware, or electronic communications equipment;

3.1.11. Interferes with, disrupts, disables, overburdens, or destroys the functionality or use of any features of the Site, or the servers or networks connected to the Site;

3.1.12. “Hacks” or accesses without permission our proprietary or confidential records, those of another user, or those of anyone else;

3.1.13. Improperly solicits personal or sensitive information from other users including without limitation address, credit card or financial account information, or passwords;

3.1.14. Decompiles, reverse engineers, disassembles, or otherwise attempts to derive source code from the Site, except as expressly permitted in these Terms or by law, unless and then only to the extent permitted by applicable law without our consent;

3.1.15. Removes, circumvents, disables, damages, or otherwise interferes with security-related features, or features that enforce limitations on use of the Site;

3.1.16. Uses automated or manual means to violate the restrictions in any robot exclusion headers on the Site, or bypasses or circumvents other measures employed to prevent or limit access;

3.1.17. Modifies, copies, scrapes, crawls, displays, distributes, publishes, licenses, sells, rents, leases, lends, transfers, or otherwise commercializes any materials or content on the Site, except as expressly provided in these Terms;

3.1.18. Downloads, distributes, posts, transmits, performs, reproduces, broadcasts, duplicates, uploads, licenses, creates derivative works from, or offers for sale any content obtained from the Site without prior written consent from ActiveDoc;

3.1.19. Uses the Site for benchmarking purposes or to compile information for a competing product or service;

3.1.20. Attempts to do any of the foregoing.

3.2. You may not frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages. Linking to the Site is permitted, provided it is not associated with unlawful or inappropriate content. Violations may result in termination of access to the Site.

3.3. We have the right, but not the obligation, to monitor the Site for compliance with these Terms and applicable laws.

4. TERMS FOR ACTIVEDOC SERVICES

ActiveDoc Services are subject to such additional terms set forth in this Section and any applicable ActiveDoc Services Schedules and other Service Terms made available to Customers and Users. If there is any conflict between these Terms and any Additional Service Terms, the Additional Service Terms govern regarding the ActiveDoc Service described therein. Additional Service Terms are subject to change as set forth in Section 1.2 (Updates) above.

4.1. DEFINITIONS

a. “Account” means a unique account established by Customer to enable its Authorized Users to access and use an ActiveDoc Service.

b. “Authorized User” means 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 ActiveDoc Services pursuant to these Terms and up to any maximum number of users or uses specified at the time of purchase (where relevant).

c. “Documentation” means any and all written materials, user manuals, and other documentation and materials supplied by us and related to the ActiveDoc Services, excluding any software code or other information customarily subject to a commercial license, that is provided by ActiveDoc regarding the ActiveDoc Services.

4.2. USAGE AND ACCESS RIGHTS

4.2.1. Right to Use ActiveDoc Services. Subject to these Terms, you have a limited non-exclusive, non-transferable right and license during the Term to: (a) use the ActiveDoc Services; (b) implement, configure, and, through its Account Administrator(s), permit your Authorized Users to access and use the ActiveDoc Services up to any applicable limits or maximums in your Subscription Plan; and (c) access and use the Documentation, solely for (x) your internal business purposes, (y) in accordance with the Additional Service Terms, ActiveDoc’s Reasonable Use Policy, and any other written terms provided by us from time to time governing the use of the ActiveDoc Services, and (z) in accordance with the Documentation we publish or otherwise provide you to support your use of the ActiveDoc Service.

4.2.2. Customer Responsibilities. Customers are responsible for all use of the ActiveDoc Services associated with its Account; maintaining the confidentiality of their Account names and password(s); and notifying ActiveDoc of any unauthorized use of Customer’s Account. ActiveDoc is not liable for any losses incurred due to unauthorized use of an Account, except to the extent such liability cannot be excluded under applicable law.

4.2.3. Authorized Users. Authorized Users must be identified by a unique email address and username. Two or more natural persons may not use the ActiveDoc Services as the same Authorized User. If the Authorized User is not an employee of Customer, they must be under confidentiality and other obligations with Customer at least as restrictive as those in these Terms.

4.2.4. Account Administrator. Customer may assign an Authorized User(s) as its agent to manage Customer’s Account.

4.3. AI Terms for ActiveDoc Services. ActiveDoc Services that utilize or integrate with AI features are subject to additional terms, including the use of Customer Data to improve AI Services. Opt-out options may be provided where applicable.

4.4. Payment Terms. Payment obligations, Subscription Plans, renewals, promotional codes, overages, refunds, recurring charges, late fees, invoices, billing cycles, benefit programs, tax responsibilities, and app store purchases for ActiveDoc Services are subject to applicable payment policies and specific Subscription Plan terms provided at the time of purchase.

4.5. Free Trial and Special Offers for ActiveDoc Services

4.5.1. If you register for a free trial, promotional offer, or other type of limited offer for use of ActiveDoc 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 (Free Trial and Special Offers for ActiveDoc Services) supersedes and applies notwithstanding any conflicting provisions with regard to access and use of a Free Trial.

4.5.2. To the fullest extent permitted under applicable laws, ActiveDoc reserves the right to reduce the term of a trial period or end it altogether without prior notice.

4.5.3. The version of the ActiveDoc 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 ACTIVEDOC 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 ACTIVEDOC 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.

4.5.4. Notwithstanding any other provision of these Terms, during a Free Trial the ActiveDoc Services are provided “AS IS” and “as available” without any warranty, and ACTIVEDOC DISCLAIMS ANY IMPLIED WARRANTIES INCLUDING WITHOUT LIMITATION MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ACTIVEDOC’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO CUSTOMER’S USE OF THE FREE TRIAL.

5. CONFIDENTIALITY

5.1. Scope. Our “Confidential Information” means (a) any written information, materials, and other documents supplied by us related to the Site which we do not generally disclose publicly; (b) the ActiveDoc Services themselves, excluding any Customer Data; (c) any other information that we may disclose in writing or orally and is designated as confidential or proprietary at the time of disclosure, or that due to the nature of the information a reasonable person would clearly understand it to be confidential; and (d) any amendment to the terms and conditions of these Terms between you and us. Confidential Information does not include any information that: (i) was or becomes generally known to the public through no fault or breach of these Terms by you; (ii) was rightfully in your possession at the time of disclosure without restriction on use or disclosure; (iii) was independently developed by you without use of our Confidential Information; or (iv) was rightfully obtained by you from a third party not under a duty of confidentiality and without restriction on use or disclosure.

5.2. Restricted Use and Nondisclosure. During and after the term of these Terms, with respect to Confidential Information, a receiving party will: (a) use Confidential Information 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 the receiving party’s affiliates, attorneys, auditors, consultants, and service providers who are under confidentiality obligations at least as restrictive as those contained herein; and (c) protect such Confidential Information from unauthorized use and disclosure to the same extent (but using no less than a reasonable degree of care) that the receiving party would protect its own Confidential Information of a similar nature.

5.3. Required Disclosure. If a receiving party is required by law to disclose the other party’s Confidential Information, the receiving party will give the other party prompt written notice before making the disclosure, unless prohibited from doing so by the legal or administrative process, and assist the other party in obtaining where reasonably available an order protecting the other party’s Confidential Information from public disclosure.

5.4. Ownership. Notwithstanding any other provision of these Terms, you acknowledge that, as between you and us, all our Confidential Information you receive from us, including all copies thereof in your possession or control, in any media, is proprietary to and exclusively owned by us. Nothing in these Terms grants you any right, title, or interest in or to any of our Confidential Information, except as provided in these Terms. Any incorporation of our Confidential Information into any of your own materials will not render our Confidential Information non-confidential.

6. TERM AND TERMINATION

6.1. Termination. Except as otherwise provided regarding ActiveDoc Services in Section 4.6 (Term and Termination for ActiveDoc Services), you may terminate your use of the Site at any time by ceasing further use of the Site. ActiveDoc may terminate your access to the Site as a Website Visitor at its sole discretion, with or without cause, including if you violate these Terms.

6.2. Effect of Termination. If these Terms expire or are terminated for any reason: (a) any and all of your liabilities to us that have accrued before the effective date of the expiration or termination will survive; (b) licenses and use rights granted to you with respect to the Site, including rights to any intellectual property therein or thereto, will immediately terminate in accordance with these Terms; (c) our obligation to provide any further access to the Site to you under these Terms will immediately terminate, except for any such rights that are expressly stated to survive termination; and (d) the provisions of Section 2 (Ownership), Section 3 (Restrictions on Use of the Site), Section 4.7 (Data), Section 5 (Confidentiality), Section 6.2 (Effect of Termination), Section 7 (Warranties and Disclaimers), Section 8 (Indemnification Obligations), Section 9 (Limitations of Liability), Section 10 (General), and Section 11 (Supplemental Terms in Certain Countries and Other Regions) will survive, as well as any provisions designated to survive under any applicable Service Schedules and attachments to these Terms.

7. WARRANTIES AND DISCLAIMERS

7.1. THE SITE AND ANY INFORMATION WE PROVIDE ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE OF THE SITE AND INFORMATION IS AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, ACTIVEDOC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, AGENTS, AFFILIATES, SUBSIDIARIES, AND LICENSORS (“ACTIVEDOC PARTIES”): (a) MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE, OR NON-INFRINGEMENT; AND (b) DO NOT WARRANT THAT THE SITE OR INFORMATION WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE FROM HARMFUL COMPONENTS.

7.2. THE ACTIVEDOC PARTIES MAKE NO WARRANTIES THAT THE SITE OR INFORMATION WILL BE PROVIDED WITH DUE CARE OR THAT THE CONTENT WILL BE ACCURATE OR RELIABLE. THE ACTIVEDOC PARTIES ASSUME NO LIABILITY FOR: (a) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (b) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SITE; (c) UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY PERSONAL OR FINANCIAL INFORMATION STORED THEREIN; (d) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE; (e) BUGS, VIRUSES, OR OTHER HARMFUL COMPONENTS TRANSMITTED THROUGH THE SITE BY ANY THIRD PARTY; (f) LOSS OF DATA OR OTHER CONTENT; OR (g) ERRORS OR OMISSIONS IN ANY CONTENT.

7.3. THE ACTIVEDOC PARTIES DO NOT ENDORSE OR GUARANTEE ANY THIRD-PARTY PRODUCTS OR SERVICES ADVERTISED THROUGH THE SITE. YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH THIRD PARTIES.

7.4. SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY LIMITATIONS, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASES, WARRANTIES WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

8. INDEMNIFICATION OBLIGATIONS

8.1. You agree to defend, indemnify, and hold harmless ActiveDoc, its Affiliates, officers, directors, employees, suppliers, consultants, and agents from and against any and all third-party claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with: (a) your access to or use of the Site (including ActiveDoc Services); (b) your violation of these Terms; (c) your infringement or misappropriation of any intellectual property or other rights of any third party; (d) any content, data, or materials you upload, submit, or otherwise transmit through the Site; or (e) any products or services you obtain through the Site.

8.2. ActiveDoc reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with any such defense. You may not settle any claim without ActiveDoc's prior written consent. ActiveDoc will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

9. LIMITATIONS OF LIABILITY

9.1. Disclaimer of Certain Damages.

9.1.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ACTIVEDOC OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE (INCLUDING ACTIVEDOC SERVICES), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF ACTIVEDOC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2. Cap on Liability.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ACTIVEDOC'S TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SITE (INCLUDING ACTIVEDOC SERVICES), WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO ACTIVEDOC FOR THE ACTIVEDOC SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) $100.

9.3. Basis of the Bargain.

Each provision of these Terms that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to allocate the risks between the parties under these Terms. This allocation is an essential element of the agreement between the parties. Each of these provisions is severable and applies even if any limited remedy fails of its essential purpose.

9.4. Jurisdictional Limitations.

Some jurisdictions do not allow the exclusion or limitation of certain damages. If applicable law limits the exclusions or limitations set forth in this Section, those exclusions or limitations will apply to the maximum extent permitted by law.

10. GENERAL

10.1. Third-Party Content. The Site may contain links to third-party websites, services, or resources beyond our control. ActiveDoc makes no representations regarding the quality, suitability, legality, or accuracy of any third-party content. You acknowledge and agree that ActiveDoc is not responsible for the content, products, or services on third-party websites, except to the extent such liability cannot be excluded under applicable law. Any dealings between you and third parties, including advertisers, found on or through the Site are solely between you and such third parties. ActiveDoc is not responsible for any loss or damage incurred as a result of those dealings.

10.2. Relationship. You and ActiveDoc are independent contractors. These Terms do not create a partnership, joint venture, agency, or franchise relationship. You may not represent yourself as a representative or agent of ActiveDoc without prior written consent.

10.3. Trade Restrictions. You acknowledge that the Site, services, and related information may be subject to export control laws and regulations, including U.S. trade restrictions. You represent and warrant that you are not located in a restricted country or listed on any government list of prohibited entities. You agree to comply with all applicable export control laws and regulations.

10.4. Assignability. You may not assign your rights or obligations under these Terms without prior written consent from ActiveDoc. We may freely assign our rights and obligations under these Terms without notice.

10.5. Notices. Notices required under these Terms must be in writing and delivered by email, certified mail, or courier to the addresses provided by each party. Notices will be deemed received upon delivery.

10.6. Force Majeure. Neither party will be liable for failure to perform obligations under these Terms due to events beyond their control, including natural disasters, war, government actions, labor strikes, and other force majeure events. Affected parties must provide notice and resume performance as soon as practicable.

10.7. Mandatory Arbitration and Class Action Waiver. Any disputes arising from these Terms will be resolved through binding arbitration under the Federal Arbitration Act. Arbitration will be conducted in San Francisco, California. You waive the right to bring claims as part of a class action. This provision survives termination of these Terms.

10.8. Entire Agreement. These Terms, along with any applicable Service Schedules, constitute the entire agreement between you and ActiveDoc and supersede all prior agreements.

10.9. Governing Law. These Terms are governed by the laws of the State of California, without regard to its conflict of laws principles. Disputes will be resolved in the courts located in San Francisco, California.

10.10. Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

10.11. Waiver. A party’s failure to enforce any provision of these Terms will not be considered a waiver of that provision or any other provision.

10.12. Contact Information. For questions about these Terms, please contact us at support@activedoc.us

11. SUPPLEMENTAL TERMS FOR THE UNITED STATES

11.1. California Residents. If you are a California resident, you waive California Civil Code §1542, which states: “A general release does not extend to claims that the creditor does not know or suspect to exist in their favor at the time of executing the release, which if known by them must have materially affected their settlement with the debtor.” This release includes claims arising from the criminal acts of others.

11.2. U.S. Consumer Rights. Nothing in these Terms is intended to limit any rights you may have under applicable federal and state consumer protection laws.

11.3. Compliance with U.S. Laws. You agree to comply with all applicable federal, state, and local laws and regulations when using the Site and ActiveDoc Services, including export control laws and regulations.

11.4. Arbitration and Class Action Waiver. As detailed in Section 10.7, you agree to resolve any disputes through binding arbitration and waive your right to participate in class actions, except where prohibited by applicable law.

11.5. Right of Withdrawal. If you wish to exercise your right of withdrawal, please contact ActiveDoc Customer Support at support@activedoc.us to submit the withdrawal form below:

Withdrawal Form

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To the attention of ActiveDoc,

I hereby notify you of my withdrawal from the contract for the provision of the services described below:

Ordered on / Received on:

Name of consumer(s):

Address of consumer(s):

Signature of consumer(s) (only if submitted on paper):

Date:

11.6. Warranty of Conformity. ActiveDoc warrants that its Services will conform to the contract and applicable descriptions. You may make a claim for non-conformity under applicable consumer protection laws. If you identify any defects or non-conformity within two (2) years from delivery, you must notify ActiveDoc. Upon confirmation of a defect, ActiveDoc will rectify the issue or provide a refund within thirty (30) days. The warranty is limited to the amount paid for the affected Services. ActiveDoc is not liable for delays or non-performance caused by force majeure events.

11.7. Dispute Resolution and Mediation. In addition to arbitration outlined in Section 10.7, you may seek alternative dispute resolution methods, such as mediation, as permitted by applicable law. You may also submit a claim in a competent court within your jurisdiction where required by consumer protection regulations.

11.8. Customer Support and Complaints. For any inquiries or complaints, you may contact ActiveDoc Customer Support at support@activedoc.us. ActiveDoc will use reasonable efforts to respond within three (3) business days.

11.9. Limitation of Liability for Consumers.

(i) Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence; fraud or fraudulent misrepresentation; or any matter in respect of which it would be unlawful for us to exclude or restrict our liability.

(ii) Save as set out in Section 11.9(i), if we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it was an obvious consequence of our breach or if it was contemplated by you and us at the time that the contract between you and us became binding.

(iii) We only supply the ActiveDoc Services and Subscription Plans to consumers for domestic and private use. You agree not to use the ActiveDoc Services and Subscription Plans for any commercial or business purposes and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.