These Terms of Service ("TERMS") constitute the legally binding agreement between
United archives LLC., its affiliates, and agents (collectively, "United archives",
"we", "us", or "our") and users of our Services ("user", "you", or "your", except in
Sections of the TERMS that state otherwise). These TERMS govern your use of our
website (www.uacrs.com) or any other websites of United archives (collectively, the
"Website") in any way, including using services or resources available or enabled
via, or that interact with, the Website (collectively, the "Services").
By clicking an "I accept" or similar button, completing the registration process,
and/or browsing the Website you represent that (1) you have read, understand, and
agree to be bound by the TERMS, (2) you are of legal age to form a binding contract
with United archives, and (3) you have the authority to enter into the TERMS
personally (or on behalf of the entity you named as the user, and to bind that
company to the TERMS). The term "you" refers to the individual or entity, as
applicable, identified as the User when you registered on the Website.
IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST CEASE USING THE SERVICES AT ONCE.
THESE TERMS INCLUDE A CLASS ACTION WAIVER AND A WAIVER OF JURY TRIALS, AND REQUIRE
BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES RELATING IN ANY WAY
TO YOUR USE OF THE SERVICES. THE TERMS LIMIT THE REMEDIES THAT MAY BE AVAILABLE TO
YOU IN THE EVENT OF A DISPUTE. BY ENTERING INTO THE TERMS, YOU ARE WAIVING YOUR RIGHT
TO SEEK RELIEF IN A COURT OF LAW. PLEASE SEE SECTION 15 BELOW FOR MORE INFORMATION
REGARDING ARBITRATION AND HOW IT DIFFERS FROM A PROCEEDING IN A COURT OF LAW.
ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE SERVICES WILL BE GOVERNED
AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE
FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE
APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON
CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THESE TERMS.
These TERMS are subject to occasional revision. We will notify you of changes to the
TERMS by posting a new version of the TERMS at www.uacrs.com, and we will change the
"Last Updated" date above. You should consult these TERMS regularly for any changes.
For current users of our Services, any changes to these TERMS will be effective thirty
(30) calendar days following our posting of the new version. For new users of our
Services, the TERMS will be effective immediately. Continued use of our Services
following notice of such changes shall indicate your acknowledgement of such changes
and agreement to be bound by the terms and conditions of such changes.
1. AGE LIMITATION.
THE SERVICES ARE NOT INTENDED FOR INDIVIDUALS UNDER THE AGE OF 18.
IF YOU ARE UNDER 18, YOU MAY NOT USE THE SERVICES.
2. Services
We provide secure, verifiable security certificates designed for use by
commissioned notaries public in the United States. Our platform enables notaries
to purchase, manage, and validate security certificates to enhance the integrity
of notarized documents.
Our key services include:
● Security Certificate Issuance – Notaries can purchase uniquely numbered security certificates through their account for use in notarized documents.
● Certificate Validation System – Notaries must validate each certificate used by logging into their account and entering the notarization details. Once validated, the certificate’s status is permanently recorded in our system.
● Public Verification Platform – Anyone can verify the authenticity of a notarized document by entering the certificate’s serial number and notarization date on our website, uacrs.com. Verified certificates will display the notary’s public credentials as proof of authenticity.
● Secure Recordkeeping – Our system maintains a permanent, tamper-proof registry of validated certificates, ensuring transparency and trust in notarized transactions.
Our services are designed to provide notaries with a secure method for issuing and verifying
official documents, protecting against fraud, and ensuring the integrity of notarizations.
2. United archives provides users with an electronic signature solution for U.S. notarized
contracts ("E-Sign Solution").
United archives complies with the requirements of the U.S. Electronic Signature in Global
and National Commerce Act of 2000 ("ESIGN") and Uniform Electronic Transactions Act ("UETA"),
which should make your electronic signature on notary contracts legally binding. By using
the E-Sign Solution, you agree to transact business using electronic communications,
electronic records, and electronic signatures rather than using paper documents to
communicate, keep records, and sign. For avoidance of doubt, by using the E-Sign Solution,
you agree to use an electronic signature in lieu of a hand-written signature on paper.
You acknowledge and agree that legislation such as ESIGN and UETA have provided electronic
signatures the legal equivalence of handwritten signatures on paper, and thus should make
your e-signature legally binding in the United States and analogues where statutes have
been adopted. However, United archives does not make any warranties or guarantees as to the
enforceability of ESIGN and UETA for transactions and documents. You agree not to
electronically sign a document without first reading and understanding it, thus demonstrating
that you are able to access the electronic information contained within the document before
signing. You acknowledge and agree that per ESIGN you are not required to use our E-Sign
Solution, or electronically sign documents in another way, if you prefer not to do so.
1. Signature Verification.
United archives verifies that the signature belongs to a particular user by using your
personal information, for example your Account information, login credentials, email
verification, IP address capture when a user signs a document, and group password mechanisms
that United archives may provide. Any user using an electronic signature on United archives
must have an Account. United archives uses commercially reasonable standards governed by our
internal policies to ensure user information is secure. However, United archives does not
guarantee the identity of any user who signs a document and makes no warranties or guarantees
as to the identity of users using the Services.
2. Audit Trails.
You acknowledge and agree that United archives may create an audit trail on your transactions
to provide you with a transactions history. We track and timestamp various information from
the time a document is uploaded by a Company for a Borrower’s signature to when it is signed
by a Borrower. You acknowledge and agree that any audit trails created by United archives may
not be admissible in a court of law. We do not warrant or guarantee that any audit trails are
legally binding.
3. Necessary Equipment.
You must provide all equipment and software necessary to connect to the Services, including
but not limited to, a computer that is suitable to connect with and use the Services. You
are solely responsible for any fees, including Internet connection or mobile fees, that you
incur when accessing the Services.
3. Access to the Services.
Subject to these TERMS, we hereby grant you a limited, non-transferable, non-sub-licensable,
non-exclusive license to use the Services on any applicable devices that are under your control,
and to use the Services solely as applicable herein. The Services may not be used for any other
purposes without our prior written consent. You may not use the Services if you are not the owner
or approved administrator of the device on which you activated or accessed the Services.
4. Using the Services.
1. Registration.
To use the Services, you may have to register for an account with us ("Account"). To create
an Account, you must provide certain information about yourself as prompted by the
registration process. You acknowledge and agree to submit varying types of information. You
represent and warrant that: (i) all required registration information you submit is truthful
and accurate; and (ii) you will maintain the accuracy of such information. You may deactivate
your Account at any time, for any reason, by following the instructions on the Website. You
are responsible for maintaining the confidentiality of your Account login information and are
fully responsible for all activities that occur under your Account, including payment
authorizations. You agree to immediately notify United archives of any unauthorized use, or
suspected unauthorized use of your Account or any other breach of security. United archives
cannot and will not be liable for any loss or damage arising from your failure to comply with
the above requirements. You agree not to create an Account or use the Services if you have
been previously removed by us or banned from any of the Services. United archives reserves
the right in its sole discretion to suspend or terminate your Account and refuse any and all
current or future use of the Services (or any portion thereof) at any time for any reason. You
agree that United archives will not be liable for any suspension or termination of your
Account or any refusal of any use of the Services (or any portion thereof). United archives
reserves the right in its sole discretion to remove any content you provide or upload at any
time for any reason. You agree that United archives will not be liable for such removal.
2. User Restrictions.
The rights granted to you in these TERMS are subject to the following restrictions: you shall
not: (i) permit any third party to use the Services ; (ii) circumvent, disable or otherwise
interfere with security-related features of the Services; (iii) modify, create a derivative
work of, reverse engineer, decompile or disassemble the Services except to the extent
permitted by applicable law and, in such an event, provided you first give us written notice
thereof; (iv) remove, deface, obscure, or alter the Services, or any third parties, copyright
notices, trademarks, or other proprietary rights notices affixed to or provided as part of
the Services; (v) use the Services for benchmarking purposes or to develop any software,
product or service that is the same as, substantially similar to, or competitive with the
Services; (vi) use the Services to promote, conduct, or contribute to fraudulent, obscene,
pornographic, illegal or otherwise inappropriate activities, including without limitation,
deceptive impersonation in connection with contests, pyramid schemes, surveys, chain letters,
junk e-mail, spamming or any duplicative or unsolicited messages; (vii) use any robot, spider,
other automated device or any toolbar, web-bar, other web-client, device, software, routine
or manual process to monitor or scrape information from the Services; (viii) otherwise use
the Services in any unlawful manner or in breach of these TERMS; or (ix) share User Generated
Content (other than your own User Generated Content) outside the Services without the
applicable User’s permission.
3. Other Restrictions.
Unless otherwise indicated, any future release, update, or other addition to functionality of
the Services shall be subject to these TERMS. You shall not agree to, nor shall you authorize
or encourage any third party to: (i) prevent others from using the Services; (ii) use the
Services for any fraudulent or inappropriate purpose; or (iii) act in any way that violates
the TERMS and Services’ policies as may be revised from time to time.
4. Disclaimer.
We make no representation or warranties that the Services are appropriate for use in
locations other than the United States or that the Services are or will be available for use
in any particular location or at specific times. We may change, modify, suspend, or
discontinue any aspect of the Services (including the payment services) at any time and
without prior notice. You agree that we will not be liable for any change, modification,
suspension, or discontinuation of the Services or any part thereof.
5. Updates.
1. Update to the Services.
We may update the Services periodically but you agree that we are under no obligation
to do so or to provide technical support or maintenance. If we do update the Services,
it will be done automatically without notice to you if these updates are designed to
improve, enhance or fix bugs in the then current version of the Services. By accepting
these TERMS, you agree to such updates.
2. Update to these TERMS.
If we modify these TERMS, we will either post the modification on the Site or otherwise
provide you with notice of the modification. We will also update the "Posted" date at the
top of these TERMS. By continuing to use the Services (including the payment services)
after we have posted a modification or have provided you with notice of a modification,
you are indicating that you agree to be bound by the modified TERMS. If the modified TERMS
are not acceptable to you, your only recourse is to cease using the Services.
Your access and use of the Services is at your own risk and responsibility and you shall
comply with all laws, rules and regulations applicable to you. As a part of the Services,
you may have access to materials that are hosted by another party. You agree that it is
impossible for United archives to monitor such materials and that you access these materials
at your own risk.
5. Intellectual Property Rights.
1. United archives Ownership.
The Services features, design and content, including without limitation, all text, documents,
products, software, scripts, graphics, and services provided therein and the trademarks,
service marks and logos contained therein ("Content and Marks") are either owned by us or
owned by third parties and licensed to us. The Content and Marks are protected under United
States and foreign copyright and intellectual property laws and treaties. The Content and
Marks are provided to you "AS IS" for your information and personal use only and are subject
to the terms and conditions of these TERMS. You agree not to use, copy, or distribute the
Services or any part thereof other than as expressly permitted herein, or to interfere with
security-related features of the Services. Nothing in these TERMS constitutes a waiver of our
intellectual property rights under any law. Our name, logo, and the product names associated
with the Services belong to us or our licensors, and no right or license is granted to use
them by implication, estoppel or otherwise. Neither these TERMS nor your access to the
Services transfers to you or any third party any rights, title or interest in or to such
intellectual property rights, except for the limited usage and access rights expressly set
forth in Section 4. United archives and its licensors reserve all rights not granted in these
TERMS. United archives does not grant any implied licenses under these TERMS.
2. User Ownership.
Each user owns its own User Generated Content.
3. License to United archives.
You hereby grant, and you represent and warrant that you have the right to grant, to United
archives an irrevocable, perpetual, nonexclusive, royalty-free, and fully paid, worldwide
license to license, reproduce, distribute, modify, adapt, publicly display and perform,
prepare derivative works of, incorporate into other works, and otherwise use your User
Generated Content (in whole or in part), and to grant sublicenses of the foregoing, solely
for the purposes of including your User Generated Content in the Services and operating and
providing the Site and Services. You agree to irrevocably waive (and cause to be waived) any
claims and assertions of moral rights or attribution with respect to your User Generated
Content.
4. User Feedback.
You agree that submission of any ideas, suggestions, and/or proposals to us ("Feedback") is
at your own risk and that United archives has no obligations (including without limitation
obligations of confidentiality) with respect to such Feedback. You represent and warrant
that you have all rights necessary to submit the Feedback. You hereby grant to United
archives a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and
fully sublicensable right and license to use, reproduce, perform, display, distribute,
adapt, modify, re-format, create derivative works of, and otherwise commercially or
non-commercially exploit in any manner it deems appropriate, any and all Feedback, and to
sublicense the foregoing rights. We will treat any Feedback you provide to us as
non-confidential and non-proprietary. You agree that you will not submit to us any
information or ideas that you consider to be confidential or proprietary. If you are a
Notary, you acknowledge and agree that feedback about you may not be accessible, viewable,
or editable by you, and may be visible to other users without your knowledge or consent.
5. Copyright Infringement Claim.
It is United archives’ policy to respect the legitimate rights of copyright and other
intellectual property owners, and we have adopted and implemented a policy respecting
copyright law that provides for the removal of any infringing materials and for the
termination, in appropriate circumstances, of users of our Services who are repeat
infringers of intellectual property rights, including copyrights. Should you believe that
content available via the Services unlawfully infringes one or more of your copyrights and
you wish to have the infringing material removed, the following information in the form of
a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated
Copyright Agent:
1. A physical or electronic signature of the copyright owner or a person authorized to act
on their behalf;
2. Identification of the copyrighted work claimed to have been infringed;
3. A description of the nature and exact location of the content that you claim to infringe
your copyright, in sufficient detail so to allow United archives to locate and identify
such content;
4. Your name, address, telephone number and email address;
5. A statement that you have a good faith belief that the use of the material in the manner
described in your Complaint is not authorized by the copyright owner, its agent, or the
law; and
6. A statement that the information in the Complaint is accurate, and that you are either
the copyright owner or a person authorized to act on their behalf
United archives designated Copyright Agent is: admin@uacrs.com
You acknowledge that for us to be authorized to takedown any content, your DMCA takedown
notice must comply with all the requirements of this Section 7.5. Please note that a copy
of your complaint, including any contact information you provide (address, telephone number,
and email address), will be forwarded to the person or entity whose content you claim
infringes your right.
7. Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact
(falsities) in a written notification automatically subjects the complaining party to
liability for any damages, costs and attorney’s fees incurred by us in connection with the
written notification and allegation of copyright infringement.
6. Privacy.
Our Privacy Policy, located here: https://www.uacrs.com
describes our practices regarding your personal information.
7. Fees and Financial Terms.
1. Types of Fees.
Upon completion of a Notary Assignment, the Company that made the Signing Request for such
Notary Assignment will be charged: (1) a fee that in exchange for that Notary’s performance
of the Notary Assignment ("Notary Fee"); and (2) a fee for use of the Services ("United
archives Fee"). Collectively, the Notary Fee and United archives Fee are the "Fees." The
Company may elect to pay the Fees via one of the two ways described in Section 9.2.C
(Payment Options). All Fees listed on the Services are in US dollars unless otherwise
specified herein or on the Services. Company is responsible for paying the Fees once that
Company or the applicable Notary marks the Notary Assignment complete on our Services. For
clarity, the Fees are charged for each Notary Assignment marked as complete by either the
applicable Notary or Company (i.e. the Fees are charged on a per transaction basis).
2. Company Financial Terms.
The terms in this Section 9.2 only apply to users who are Companies. For purposes of this
Section 9.2, "you" refers only to users that are Companies (and no other users).
1. Payment Methods.
Payment Methods.
Account registration is free.
2. Notaries must pay for security certificates at the time of purchase using an accepted bank card.
3. We are not responsible for any transaction fees imposed by your financial institution.
3. Our Third Party Payment Processor.
In connection with your use of the Services, you will be asked to provide billing
information such as your name, billing address and Payment Provider Account either to us
or to our third-party payment processor, PayPal. You hereby authorize us and PayPal to
store your Payment Provider Account and charge your Payment Provider Account as outlined
herein. If your Payment Provider Account contains errors, you agree to allow us to
acquire the correct information and update the Payment Provider Account that is on file
in your Account. By paying or receiving funds through the Services, you agree to be bound
by PayPal’s US Terms of Service available at https://PayPal.com
and Privacy Policy available at https://PayPal.com/us/privacy.
You hereby consent to provide and authorize United archives and Stripe to share any
information and payment instructions you provide to the extent required to complete the
payment transactions in connection with providing the Services, including personal,
financial, credit card payment, and transaction information. Stripe may impose its own
additional charges for the use of their services, including by deducting their charges
from the Notary Fees.
YOU ACKNOWLEDGE AND AGREE THAT United archives IS NOT LIABLE, YOU AGREE NOT TO SEEK TO
HOLD United archives LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING THOSE THAT YOU
OR WE UTILIZE IN CONNECTION WITH THE SERVICES (SUCH AS STRIPE), AND OPERATORS OF EXTERNAL
SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
4. Refunds.
United archives has no obligation to provide refunds or credits, but may grant them in
extenuating circumstances, for instance to correct any errors made by United archives,
in each case at United archives’ sole discretion. We do our best to rectify errors we
made and that we become aware of. If you believe United archives made an error in
processing your payments, please contact us at the contact information listed in Section
20 (Questions or Concerns).
8. Disclaimer of Warranties.
YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS
WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS,
WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE,
NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE.
United archives DOES NOT WARRANT THAT THE SERVICES WILL OPERATE ERROR-FREE, OR THAT THE SERVICES
ARE FREE OF VIRUSES OR OTHER HARMFUL CODE. United archives DOES NOT WARRANT OR MAKE ANY
REPRESENTATIONS REGARDING ANY SERVICES PROVIDED BY A NOTARY, ANY FAILURE TO PROVIDE SUCH SERVICES,
OR THE CONDUCT OF ANY NOTARY WITH WHOM YOU INTERACT, AND THE FOREGOING ARE AT YOUR OWN RISK. NO
ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM United archives OR THROUGH THE
SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ACKNOWLEDGE THAT United archives IS NOT ABLE TO CONTROL OR SUPERVISE YOUR INTERACTION OR
TRANSACTIONS WITH OTHER USERS OF THE SERVICE AND YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR
SUCH INTERACTION OR TRANSACTIONS. United archives RESERVES THE RIGHT, BUT HAS NO OBLIGATION, TO
(I) MONITOR ANY SUCH DISPUTE OR (II) UPON YOUR REQUEST, INTERVENE IN SUCH DISPUTE FOR THE PURPOSE
OF RESOLVING THE DISPUTE, PROVIDED THAT United archives WILL NOT BE RESPONSIBLE FOR ANY DAMAGES
WHATSOEVER ARISING FROM ANY MONITORING OR INTERVENTION ACTIVITIES THAT WE PERFORM.
FROM TIME TO TIME, United archives MAY OFFER NEW "BETA" FEATURES OR TOOLS WITH WHICH YOU MAY
EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY
WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT United archives’ SOLE DISCRETION.
THE PROVISIONS OF THIS SECTION 10 APPLY WITH FULL FORCE TO SUCH FEATURES AND TOOLS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AND NOTWITHSTANDING United archives’ APPOINTMENT
AS THE LIMITED PAYMENT COLLECTION AGENT OF THE NOTARIES FOR THE PURPOSE OF ACCEPTING PAYMENTS FROM
COMPANIES ON BEHALF OF THE NOTARIES, United archives EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT
OR OMISSION OF ANY USER OR OTHER THIRD PARTY.
9. Limitation of Liability.
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING
OUT OF THE USE OF OUR SERVICES, INCLUDING OUR PROVISION OF PAYMENT SERVICES TO YOU HEREUNDER,
REMAINS WITH YOU. IF YOU PERMIT OR AUTHORIZE ANOTHER PERSON TO USE YOUR United archives ACCOUNT
IN ANY WAY, YOU ARE RESPONSIBLE FOR THE ACTIONS TAKEN BY THAT PERSON. NEITHER United archives NOR
ANY OTHER PARTY INVOLVED IN PROVIDING THE SERVICES (OR IN CARRYING OUT PAYMENT SERVICES HEREUNDER)
WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST
PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE
OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY
OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR
INABILITY TO USE THE PAYMENT SERVICES, FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH
OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES
(INCLUDING THE PAYMENT SERVICES), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE),
PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT United archives HAS BEEN INFORMED
OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE
FAILED OF ITS ESSENTIAL PURPOSE.
Indemnification.
You agree to defend, indemnify and hold harmless United archives, and respective suppliers,
licensors, officers, directors, employees and agents from any losses, costs, liabilities and
expenses (including reasonable attorneys’ fees) relating to or arising out of (i) your use of
the Service; and (ii) your breach of these TERMS and/or applicable law. United archives
reserves the right, at your expense, to assume the exclusive defense and control of any matter
for which you are required to indemnify United archives, and you agree to cooperate with the
defense of these claims. You agree not to settle any matter without the prior written consent
of United archives. United archives will use reasonable efforts to notify you of any such
claim, action or proceeding upon becoming aware of it. This provision does not require you to
indemnify United archives, and respective suppliers, licensors, officers, directors, employees
or agents for any unconscionable commercial practice by such party or for such party’s fraud,
deception, false promise, misrepresentation or concealment, suppression or omission of any
material fact in connection with the Services.
10. Term and Termination.
1. Term.
These TERMS shall become effective on the date that you first register, access, or use the
Services. These TERMS shall continue in full effect until terminated, as set forth herein.
2. Termination.
You may terminate your relationship with us at any time by unregistering your Account or
discontinuing your use of the Services. We may suspend or terminate your rights to use the
Services (including your Account) at any time for any reason at our sole discretion,
including for any use of the Services in violation of these TERMS.
3. Effect of Termination.
Upon termination of these TERMS: (i) the license granted to you hereunder will automatically
expire; (ii) your Account and right to access and use the Services will terminate immediately
you will cease any and all use of the Services. You understand that any termination of your
Account may involve deletion of any data associated with your Account from our live databases.
You also understand that United archives may deactivate your Account upon termination, but may
retain all data associated with your Account and use it in accordance with these TERMS. United
archives will not have any liability whatsoever to you for any termination of your rights
under these TERMS, including for termination of your Account or deletion or preservation of
such data. Even after your rights under these TERMS are terminated, all provisions of these
TERMS which by their nature should survive, will survive, including, without limitation,
ownership provisions, warranty disclaimers, and limitations of liability.
11. Third Party Software and Licenses.
Portions of the Services may include software that we license from third parties ("Third Party
Software"), which may be subject to various "open source" or commercial licenses. Third Party
Software is subject to the terms and conditions imposed by the licensors of that Third Party
Software ("Third Party Terms"). You agree that your use of Third Party Software is subject to
and governed by the related Third Party Terms. To the extent of any conflict between any Third
Party Terms and the terms of these TERMS, the Third Party Terms shall prevail in connection with
the related Third Party Software. Notwithstanding anything to the contrary herein, we do not make
any warranty with respect to Third Party Software.
12. Arbitration Agreement; Class Waiver; Waiver of Trial by Jury.
Please read this Section 15 ("Arbitration Agreement") carefully. It is part of your contract with
United archives and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION
AND A CLASS ACTION WAIVER. By agreeing to arbitration, you are waiving your right to seek relief
in a court of law.
1. Applicability of Arbitration Agreement.
You acknowledge and agree that any dispute or claim relating in any way to these TERMS, your
use of the Services, or to any products or services sold or distributed by United archives,
will be resolved by binding arbitration, rather than in court, except that you may assert
claims in small claims court if your claims qualify. Notwithstanding the foregoing, you agree
that you will not bring any class action claims in small claims court. The Federal Arbitration
Act and federal arbitration law apply to this Agreement.
2. Waiver of jury trial.
There is no judge or jury in arbitration, and court review of an arbitration award is limited.
However, an arbitrator can award on an individual basis the same damages and relief as a court
(including injunctive and declaratory relief or statutory damages), and must follow these
TERMS as a court would.
3. Commencement of Arbitration Proceeding.
To begin an arbitration proceeding, you must send a letter requesting arbitration and
describing your claim to United archives at admin@uacrs.com The arbitration will be conducted
by JAMS, an established alternative dispute resolution provider. Disputes involving claims
and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be
subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures
available at
http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject
to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available
at
http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available
at www.jamsadr.com or by calling JAMS at 800-352-5267. If
JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If
the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing
and/or other fees and cannot obtain a waiver from JAMS, United archives will pay them for you.
In addition, United archives will reimburse all such JAMS’s filing, administrative, hearing
and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the
claims are frivolous. Likewise, United archives will not seek attorneys’ fees and costs in
arbitration unless the arbitrator determines the claims are frivolous. You may choose to have
the arbitration conducted by telephone, based on written submissions, or in person in the
country where you live or at another mutually agreed location. Any judgment on the award
rendered by the arbitrator may be entered in any court of competent jurisdiction.
4. No Class Actions.
We each agree that any dispute resolution proceedings will be conducted only on an individual
basis and not in a class, consolidated or representative action. If for any reason a claim
proceeds in court rather than in arbitration, we each waive any right to a jury trial. We
also both agree that you or we may bring suit in court to enjoin infringement or other misuse
of intellectual property rights.
5. Thirty-Day Right to Opt Out.
You have the right to opt out of the provisions of this Arbitration Agreement by sending
written notice of your decision to opt out to the address listed in Section 20 (Questions or
Concerns) within thirty (30) days after first becoming subject to this Arbitration Agreement.
Your notice must include your name and address, and the email address you used to set up your
Account, and an unequivocal statement that you want to opt out of this Arbitration Agreement.
If you opt out of this Arbitration Agreement, all other parts of this TOS Agreement will
continue to apply to you. Opting out of this Arbitration Agreement has no effect on any
other arbitration agreements that you may currently have, or may enter in the future, with us.
6. Survival.
This Arbitration Agreement will survive the termination of your relationship with United archives.
7. Emergency Equitable Relief.
Notwithstanding the foregoing, either party may seek emergency equitable relief before a state
or federal court in order to maintain the status quo pending arbitration. A request for interim
measures shall not be deemed a waiver of any other rights or obligations under this Arbitration
Agreement.
8. Courts.
In any circumstances where the parties are permitted to litigate in court, the parties hereby
agree to submit to the personal jurisdiction and exclusive venue of the state courts in San
Francisco County, California and federal courts located in the Northern District of California
for such purpose.
13. Export Controls.
The Services may be subject to U.S. export control laws and may be subject to export or import
regulations in other countries and you will comply therewith. You agree not to export, re-export,
or transfer, directly or indirectly, any U.S. technical data acquired from United archives, or any
products utilizing such data, in violation of the United States export laws or regulations. You
will defend, indemnify, and hold harmless United archives from and against any violation of such
laws by you or any of your agents, officers, directors, or employees.
14. Disclosures.
United archives is located at the address set forth below. If you are a California resident, you
may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the
California Department of Consumer Affairs by contacting them in writing at 400 R Street,
Sacramento, CA 95814, or by telephone at (800) 952-5210.
15. Electronic Communications.
The communications between you and United archives use electronic means, whether you use the
Services or send us emails, or whether United archives posts notices on the Services or
communicates with you via email. For contractual purposes, you (a) consent to receive
communications, including notifications, from United archives in an electronic form; and (b) agree
that all terms and conditions, agreements, notices, disclosures, and other communications that
United archives provides to you electronically satisfy any legal requirement that such
communications would satisfy if it were in a hardcopy writing. The foregoing does not affect your
non-waivable rights.
16. Miscellaneous.
These TERMS constitute the entire understanding between the parties with respect to the matters
referred to herein. If any provision of these TERMS is held to be unenforceable, such provision
shall be reformed only to the extent necessary to make it enforceable and such decision shall not
affect the enforceability of such provision under other circumstances, or of the remaining
provisions hereof under all circumstances. As used herein, "including" means "including without
limitation". Failure of United archives to enforce any rights or to take action against you in the
event of any breach hereunder shall not be deemed a waiver of such rights or of subsequent actions
in the event of future breaches. These TERMS and any right granted herein may not be assigned by
you without the prior written consent of United archives. The terms and conditions set forth in
these TERMS shall inure to the benefit of and be binding upon permitted assignees.
17. Questions or Concerns.
If you have any questions or concerns regarding these TERMS, please contact us at:
admin@uacrs.com or write to us at 2535 n. Beachwood dr. Los Angeles CA 90068