PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THESE TERMS OF SERVICE CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE LIMITATIONS ON LIABILITY AND A DISCLAIMER OF ALL WARRANTIES.
These Terms of Service (referred to herein as these “Terms of Service” or this “Agreement”) are between Paid Labs, Inc. (“Lockbox”, “We” or “Us”) and you (collectively, “Customer,” “You” or “Your”). By implementing or using the Service (as defined below) on Your website, service or application, or by using, or signing up for an account on our Site, You agree that You are authorized to accept this Agreement on behalf of Yourself and that You are bound by this Agreement. If You are agreeing to this Agreement for use of the Services by an organization, then You are agreeing to this Agreement on behalf of that organization (and “Customer,” “You” and “Your” will refer to that organization). You must have the authority to bind that organization to this Agreement; otherwise You must not sign up for the Services. By using the Service, You are representing and warranting that You are over the age of 18, or the legal age of majority in your jurisdiction of residence. Lockbox does not make the Service available to anyone under the age of 13.
Please note that if You have executed a separate written agreement with Lockbox regarding your use of certain of our Services, then that agreement, and not these Terms of Service, applies to those Services.
If You decide to register for the Service, You must provide certain limited information about Yourself to Lockbox and create an account. You agree to be responsible for your account password as well as the acts and/or omissions of any third party using the Service through Your account. You must notify Lockbox immediately of any unauthorized use of Your account or loss of account information. You agree to keep all account information complete, accurate, and up to date (including without limitation any payment and contact information). We reserve the right to refuse the Service to any user and terminate Your account for any reason within Lockbox’s sole discretion. Don’t worry – You can opt-out of any marketing emails from Us through your account settings or through a link in the e-mail that We send.
We reserve the right to modify, cancel and/or limit any Free Trial Periods without notice at any time.
By registering for the service, You are agreeing to be on a paid subscription based on Your usage (a “Paid Plan”), or your access to the Service will terminate. Please note that upon account termination, You will lose access to any data stored on the Service, and any interfaces to third party services that We provide.
By registering for the service, You are agreeing to pay the amount due for each subscription period based on your usage. Plans may come with numerical limits. If You exceed any limits on your current plan, You are agreeing to pay any overages in accordance with the Plan and/or be automatically upgraded to the next tier that supports your usage to the extent that that you are not over any limits. By signing up for Lockbox You are responsible for all fees due for the entire subscription period – even if You cancel your subscription.
We will endorse checks that we determine are properly payable to you and deposit them to your bank account in accordance with your instructions. We may send checks to your bank by physical or electronic means. You authorize us (or a billing agent acting on our behalf) to charge You the applicable fees using your selected payment method. We’ll automatically bill You from the date You register based on your usage and on each subscription renewal until cancellation.
The fees set forth in this Agreement are the net amount that We must receive exclusive of any taxes and You shall be responsible for promptly paying (to us or the appropriate taxing authority) any and all taxes, duties and tariffs, including, without limitation, sales, excise, value added, use, withholding, import/export and similar charges related to this Agreement.
ONCE YOU HAVE PURCHASED A PAID PLAN, WE RESERVE THE RIGHT TO AUTOMATICALLY CHARGE AT THE END OF EACH SUBSCRIPTION PERIOD FOR THE NEXT SUBSCRIPTION PERIOD, UNLESS YOU NOTIFY US IN WRITING THAT YOU WANT TO TERMINATE YOUR SUBSCRIPTION AND CEASE USING THE SERVICES AS SET FORTH IN SECTION 8 (Termination).
If You exceed the maximum Events allowed by your Plan in any one given subscription period You will be automatically upgraded to a subscription with a higher usage limit than your current Plan. If You are on a monthly billing cycle, You will be charged for your upgraded Plan starting with the next applicable month after the upgrade. If You are not billed monthly, at the next applicable month after the upgrade, You will be charged for the increased price of the upgraded Paid Plan, pro-rated to reflect the remaining duration of your subscription period. In either case, You will be at this upgraded Plan for the remainder of your subscription period, and any auto-renewals thereof (except as otherwise provided in this Agreement for downgrades).
If You upgrade your Plan level, You will immediately be charged for the increased price of the upgraded Paid Plan, pro-rated to reflect the remaining duration of your subscription period, and You will be charged the full amount of the then-current rate for the new Paid Plan (and any auto-renewals thereof), as provided on our Site.
If You desire to downgrade your Plan level prior to the end of your subscription period, please provide written notice to firstname.lastname@example.org The Plan downgrade will take effect the first billing cycle of your next subscription period that occurs more than thirty (30) days following your notice to lockbox.com. Please note that You will not receive any refunds for payments made on your current billing cycle. Downgrading your Plan may cause the loss of account content, features, or capacity. Lockbox disclaims liability for any such loss.
Any discounts applied to a previous subscription may not apply to a renewed subscription, including to any automatic renewals.
We may revise Service rates at any time, or impose additional fees or charges. If You are on a Plan, We will do this by providing You with at least 30 days’ notice prior to the next charge (as such notice is set forth in Section 10 “Modifications to the Agreement”). Provided that if You upgrade or downgrade Your plan (or an upgrade occurs automatically as set forth in this section), You will be charged at the then-current rate.
Your Paid Plan will remain in effect until it’s cancelled or terminated under these Terms and Conditions. If You don’t pay for your Plan on time, We reserve the right to suspend or terminate your account. Unless we are legally required to maintain your mail account information after the end of six (6) months from termination, we may destroy your mail, checks, and other information at any time following the end of the said six (6) month period.
Unpaid fees are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection. Unless otherwise stated, all fees are stated in, and shall be paid in, US dollars.
Subject to the terms and conditions of these Terms of Service, during the period You have a valid subscription with Lockbox. Lockbox grants You (and You agree to comply with) a non-sublicensable, non-transferable, non-exclusive, revocable, limited license to use: the Software and certain proprietary documentation in the form generally made available by Lockbox to You on the Site for use with the Software (the “Documentation”), solely to connect to the Lockbox Service, and solely for your benefit and your internal business purposes. Your use of the Service shall be subject to the applicable Service documentation and restricted pursuant to the terms and conditions of this Agreement.
As between You and Lockbox, Lockbox owns all rights and interest to any and all patents, copyrights, moral rights, trade secrets, trademarks, service marks, publicity rights, and other proprietary rights (whether or not perfected or perfectible and whether or not now known or hereafter discovered) (“Intellectual Property Rights”) in and to the Sites and Service. Nothing in this Agreement grants You any rights whatsoever in or relating to the source code of the Software. All ownership rights, title, and Intellectual Property Rights in and to the Site and Services shall remain in Lockbox and/or its licensors. Other than as expressly granted herein, Lockbox does not grant You any other rights to the Sites or Service. You agree that Lockbox has the right to change, modify, add to or discontinue or retire any aspect or feature of the Site or Service at any time. Lockbox has no obligation to give You notice of any changes. From time to time, Lockbox may, but is under no obligation to, release upgrades, fixes or new versions of the Service, although these upgrades may not be consistent across all platforms and devices. All such upgrades, fixes or new versions shall be considered part of the Site and Service subject to the terms of this Agreement, unless We provide different terms at the time of release. Some Services may include Software which may update automatically.
By allowing the Service to be placed on Your website(s), You hereby grant Us a nonexclusive, irrevocable during the term of this Agreement, royalty-free license to perform, or have performed, the Service activities on Your website, application or service. By using the Service and allowing the Service to be placed on Your website(s), You hereby grant Lockbox the right to include Your name or logo on Lockbox’s Site or other marketing and promotional efforts.
You agree not to, or to allow others to: (i) adapt, alter, modify, decompile, translate, make derivative works, disassemble, or reverse engineer the Site or Service, including without limitation, the source code and any other underlying ideas or algorithms of the Software (except to the extent applicable laws specifically prohibit such restriction or where in accordance with the API terms of service); (ii) copy the Software; (iii) transfer, sublicense, loan, sell, lease, use for timesharing or service bureau purposes, or otherwise commercially use or exploit the Service; (iv) use the Site or Service in violation of any applicable regulation or law; (v) ship, divert, trans-ship, transfer, export or re- export the Service or any component thereof into any country or use it in any manner prohibited by any export control laws, restrictions, or regulations administered by the U.S. Commerce Department’s Bureau of Export Administration, the U.S. Department of Treasury’s Office of Foreign Assets Control or any other applicable government agency, (vi) use or attempt to use the Service for competitive analysis or benchmarking of the Service, or to develop a competitive service or directly compete with the Service; (vii) to store or transfer any tortious, illegal or infringing materials, (viii) use or attempt to use the Service, or provide us with any data, in violation of any third-party rights of any kind, including without limitation any privacy, intellectual property, confidentiality or contractual rights, (ix) to transfer any viruses, worms, trojans or other items of a similarly destructive nature.
Customer shall use no less than industry standard security measures with respect to its access and use of the Services and Software. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Service, including, without limitation, hardware, server, software, operating system, networking, communication services, web and hosted services and platforms, and any platforms, networks, services and/or websites where it distributes and runs its services and applications, and to whom it provides data, including but not limited to, Facebook, Android, Blackberry and iOS/App Store (collectively, “Third Party Platforms”). Customer shall be responsible for compliance its own and all terms of service and privacy policies with respect to the Third Party Platforms. Without limiting the foregoing, Customer agrees to comply with third party terms of service and privacy policies for all third party analytics providers and other services that Lockbox provides with data at your request. Lockbox is not responsible for any act or omissions of any Third Party Platform. We do not endorse any service for which we offer an integration feature, and make no commitments to you regarding those services. Our integration features may be unavailable or may not work properly if the service provider’s API is unavailable or if the service provider modifies its API or services in a way that impacts our integration feature. We will use commercially reasonable efforts to modify our integration features to maintain compatibility with service provider’s APIs and services, but may discontinue an integration feature without liability to you if there is a change in the service that creates an unreasonable cost or operational burden to Lockbox. We may also discontinue an integration feature if there is a drop in demand for that feature. Your obligations under the Agreement, for fees and otherwise, are not conditioned on the continued availability of any integration features.
Customer shall also be responsible for maintaining the security of the Third Party Platforms, its account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of the account or the Third Party Platforms with or without Customer’s knowledge or consent.
You agree to:
Prior to using Your Plan or trial services, you may be required to complete and submit US Postal Service Form 1583 (Application for Delivery of Mail Through Agent), and you must provide complete and accurate information as prompted by our sign-up process. We may refuse delivery of mail that we receive prior to the time that you have submitted your Form 1583 and fully completed the account set up process. If the information changes, you must update your Form 1583 and other online account information. We may rely on the instructions of individuals you have authorized to manage your account as shown in our account records. For example, if your employee leaves your company and you do not disable their login on your account, we are not responsible to you for any harm that results from the ex-employee’s unauthorized use of your account. On our request, you must provide an alternative contact for your account who we can work with if we not able to reach any of the active administrators on your account.
LOCKBOX IS A CHECK DEPOSITING SERVICE. ALL OTHER MAIL MAY BE RETURNED TO SENDER OR DESTROYED AT LOCKBOX’S SOLE DISCRETION.
If we are not able to identify the mail to an account, we may return it. We may destroy insufficiently addressed items if: (i) we are not able to discover the intended recipient after opening it, or (ii) your sender(s) repeatedly send insufficiently addressed mail and you fail to correct the issue with your senders on our request.
We are not required to accept items that are postage due or COD (cash on delivery). We are additionally prohibited by law to scan any currency.
You may not use our services as a part of any activity where the failure of our services could result in death, personal injury, or physical or environmental damage.
“Confidential Information” means: (a) the Service (Including the Software and Documentation); and (b) any Lockbox business or technical information that is disclosed to You in connection with this Agreement, including, but not limited to, any information relating to Lockbox’s plans, designs, costs, prices, finances, marketing plans, business opportunities, personnel or research and development. You will maintain all Confidential Information in strict confidence and will not disclose Confidential Information to any third party. You will not use Confidential Information, except as necessary for your performance of this Agreement.
The parties agree that any material breach of this Section (Confidentiality) will cause irreparable injury and that injunctive relief in a court of competent jurisdiction will be appropriate to prevent an initial or continuing breach of this Section in additional to any other relief to which Lockbox may be entitled.
Partners, Resellers, and Integrations (collectively “Partners”) are also subject to these Terms. Partners may be given the ability to create accounts, verify bank accounts, and perform other account management functions. In doing so, Partners agree that the information they provide is correct and verified accordingly based on on all local and federal privacy and data laws and regulations. Lockbox is not responsible for verifying or maintaining the accuracy of information provided by Partners. Should an account’s information (such as bank account, address, or legal name) change, Partners are required to update such information accordingly in Lockbox and notify Lockbox of said change.
The Service may provide you with access to, be integrated with, or contain links or references to, products, services, data, information, sites or other materials which are provided or operated by third parties (collectively, “Third Party Products or Services”). Third Party Products are not under Lockbox’s control, and you acknowledge that Lockbox is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such Third Party Products. You shall comply with all Third Party Terms, and shall indemnify and hold Lockbox harmless from all damages, costs, settlements, attorneys’ fees and expenses arising from or related to your breach of any Third Party Terms. Any provision by Lockbox of Third Party Products, and any exchange of data between you and any third-party provider of a Third Party Product, is solely between you and the applicable third-party provider.
TO THE FULLEST EXTENT ALLOWED BY LAW, THE SERVICE AND SITE ARE PROVIDED BY LOCKBOX AND ITS LICENSORS “AS IS” AND “AS AVAILABLE” AND LOCKBOX MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NONINFRINGEMENT. TO THE FULLEST EXTENT ALLOWED BY LAW, YOU ASSUME ALL RISK FOR YOUR USE OF THE SERVICE AND SITE, INCLUDING WITHOUT LIMITATION ANY HARM CAUSED BY VIRUSES, WORKS, OR OTHER DAMAGING MATERIALS. IN NO EVENT DOES LOCKBOX GUARANTEE ANY RESULTS, INCREASED TRAFFIC OR USER ENGAGEMENT FOR YOU. LXCKBOX DOES NOT WARRANT THAT THE SERVICE OR SITE, OR ANY PORTION THEREOF, ARE ACCURATE, ERROR OR BUG FREE, THAT YOUR USE OF THE SERVICE OR SITE WILL BE UNINTERRUPTED, OR THAT THE SERVICE’S OR SITE’s OPERATION WILL NOT NEGATIVELY AFFECT OTHER SOFTWARE OR HARDWARE. THIS SECTION APPLIES TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW. THE SERVICE IS OFFERED BY LOCKBOX FROM ITS FACILITIES IN THE UNITED STATES OF AMERICA. LOCKBOX MAKES NO REPRESENTATIONS THAT THE SERVICE IS APPROPRIATE OR AVAILABLE FOR USE IN OTHER COUNTRIES. THOSE WHO ACCESS OR USE THE SERVICE FROM JURISDICTIONS OUTSIDE THE UNITED STATES ARE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LAWS.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL LOCKBOX AND/OR ITS LICENSORS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES BE LIABLE (i) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES RELATED TO OR ARISING FROM YOUR USE, MISUSE, OR INABILITY TO USE THE SERVICE OR SITE, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOST DATA, LOST PROFITS, OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE RESULTING FROM YOUR USE OF THE SERVICE OR SITE, ADVERTISEMENTS, UNAUTHORIZED ACCESS TO OUR SERVERS, SERVER UNAVAILABILITY, AND ANY PERSONAL INFORMATION STORED THEREIN, HOWEVER CAUSED UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED, TO CONTRACT OR TORT AND WHETHER OR NOT LOCKBOX WAS OR SHOULD HAVE BEEN AWARE OR ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE ; OR (ii) FOR ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE OR DESTRUCTIVE PROPERTIES OF THE SERVICE. IN NO EVENT SHALL LOXKBOX’S AGGREGATE LIABILITY UNDER THIS AGREEMENT EXCEED THE TOTAL SUM OF MONIES PAID FROM YOU TO US AS CONSIDERATION FOR USE OF THE SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.
These Terms of Service will remain in effect until your paid subscription to the Services terminates, or until the Terms of Service are otherwise terminated as set forth herein.
You may terminate this Agreement effective as of the end of the then-current subscription period by providing us with at least thirty (30) days’ written notice prior to the expiration of your then-current subscription term. Once You are under a Paid Plan, We may terminate this Agreement at any time, in whole or in part, for any reason upon providing You with fourteen (14) days’ written notice. Upon any termination or expiration of this Agreement, all licenses, and any other rights and services provided by Us to You in this Agreement, shall cease immediately, and You shall immediately (i) pay all outstanding balances, and (ii) cease all use of the Services and remove all Lockbox scripts from Your website, application or service, and destroy all other parts of the Service, Software and Lockbox Confidential Information in Your possession. The following sections will survive any expiration or termination of this Agreement: 1 (with respect to any fees due and their collection), and 3 through 9 and 11.
Our employees are not authorized to vary the terms of this Agreement. This Agreement may be modified only (a) by obtaining our written consent in an agreement signed by an officer of Lockbox; or (b) as set forth below in the immediately following paragraph.
You agree that Lockbox may modify the terms of this Agreement from time to time, and that your right to access the Services is conditioned on an ongoing basis with your compliance with the then-current version of this Agreement. We will notify You when We make material revisions or modifications to the Agreement by (x) posting a notice or new version of this Agreement on the Lockbox Site, or (y) providing direct notice in a communication to your customer account (if You have one), or otherwise in some manner through the Service that We deem reasonably likely to reach You (which may be by posting to this Site or on our blog). The modifications will be effective upon posting (unless otherwise indicated at the time of posting). By continuing to use the Services or Site following the posting of this Agreement, You consent to the revised or modified terms of this Agreement.
General terms. The Service may contain or be distributed with open source software or other third party software which may be covered by a different license. Notwithstanding anything to the contrary, the obligations of Lockbox set forth in this Agreement do not extend to any open source software or such other third party software which may be made available by Lockbox, or otherwise obtained or used by You. You agree that all open source software or such other third party software shall be and shall remain subject to the terms and conditions under which it is provided, and You shall be responsible for compliance with such terms. To the fullest extent possible Lockbox disclaims all warranties and liability regarding such open source and third party software in accordance with the terms of this Agreement.
Headings. Headings are for organizational purposes only and shall in no way affect the interpretation of this Agreement.
Assignment. You may not delegate, assign or otherwise transfer Your rights or delegate Your obligations under this Agreement, in whole or in part, any attempted assignment by You shall be null and void.
Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California and the federal U.S. laws applicable therein, excluding its choice of law provisions, and the parties agree to submit to the personal and exclusive jurisdiction of the courts in San Francisco, California. Notwithstanding the foregoing, in the event of your or others’ unauthorized access to or use of the Services or content in violation of these terms You agree that We are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
Severability. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary to give effect to the mutual intent of the parties, and so that this Agreement shall otherwise remain in full force and effect and remain enforceable between the parties.
No waiver. Failure of either party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches.
Notices. Any notice given under this Agreement shall be in writing and in the English language and shall be emailed, if to Lockbox, or if to You, to the email or physical address associated with Your account. You hereby consent to receiving any notices relevant to the Services or this Agreement by email sent to the current email address of Your account and notices posted on the Site without requiring a handwritten signature for such notice to be effective.
Force Majeure. Neither party shall be liable for failing or delaying performance of its obligations (except for the payment of money) resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, natural disasters, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.
The Agreement. This Agreement constitutes the entire agreement between Customer and Lockbox with respect to the subject matter of this Agreement and supersedes and replaces any prior or contemporaneous understandings and agreements, whether written or oral, with respect to the subject matter of this Agreement.
Any claim related to these Terms of Service, the Site(s) or the Service must be brought within one year. The one-year period begins on the date when the claim first could be filed. If it is not filed, then that claim is permanently barred. This applies to You and your successors.
If You are a California resident, then in accordance with Cal. Civ. Code §1789.3, You may report any complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at 1-800-952-5210.
Lockbox and Customer are not legal partners or agents, but are independent contractors.
There are no third-party beneficiaries to this Agreement.
The parties agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Agreement.
All waivers and modifications must be in a writing signed on behalf of both parties by their duly authorized representatives, except as otherwise provided herein. No waiver of any breach shall constitute a waiver of any other breach.
Notice to US Government End Users. For U.S. Government procurements, Software is a commercial computer software as defined in FAR 12.212 and subject to restricted rights as defined in FAR Section 52.227-19 “Commercial Computer Software – Restricted Rights” and DFARS 227.7202, “Rights in Commercial Computer Software or Commercial Computer Software Documentation”, as applicable, and any successor regulations. Any use, modification, reproduction release, performance, display or disclosure of the Software by the U.S. Government must be in accordance with license rights and restrictions described in these terms.
Paid Labs, Inc.
2261 Market Street
San Francisco, CA 94114