Terms Of Use
SmartPayables® Terms of Use
Acceptance of Terms
Thank you for visiting the SmartPayables® (“SmartPayables,” “Company,” “we,” “us,” and “our”) website (the “Website”). These Terms of Use are a legal agreement between Smart Payables and you and any person or entity on whose behalf you act. BY USING SMARTPAYABLES’ SERVICES AND WEBSITE, YOU CONSENT TO THE THESE TERMS OF USE. This Agreement governs your use of our website located at www.smartpayables.com and the associated software and services (collectively the “Services”). PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING ANY SMART PAYABLES SERVICES. If you do not agree to this Agreement, do not use the Services.
Accuracy and Completeness of Information
While SmartPayables strives to ensure that the information contained on the Website is accurate and reliable, we make no warranties as to the accuracy, correctness or completeness of any such information and we assume no liability or responsibility for any omissions or errors in the content of the Website. All information is current as of the last updated date contained at the end of these Terms of Use. SmartPayables reserves the right to revise the information contained on the Website at any time, in its sole discretion, without any obligation to notify past, current or prospective visitors. In such cases, the revision date will be updated.
Your Use of the Website
The Website may contain downloadable content. You may download content from the Website for your personal use, provided you do not remove or modify any copyright, trademark or other proprietary notices of SmartPayables or any third party whose trademarks, service marks or copyrighted materials may appear on the Website. You expressly agree that no right, title or interest in any downloaded materials is transferred to you as a result of such downloading or copying. SmartPayables cautions you to make sure that you completely understand the potential risks before downloading any such content. You are solely responsible for adequate protection and backup of the data and equipment used in connection with any information downloaded from the Website. If you download or copy any material from the Website, you do so at your sole discretion and risk. Consequently, you will be responsible for any damage to your computer system or loss of data that results from the download or copying of any material or software.
The Website may also enable you to connect to third-party services or products (“Third Party Services”). If you decide to use Third Party Services, you are responsible for reviewing and understanding the terms and conditions for these services. SmartPayables is not responsible or liable in any manner for the performance of any Third Party Services. The Website and the Services may contain links to third party websites. The inclusion of a link to a third-party website does not imply an approval, endorsement, or recommendation by SmartPayables. Such third-party websites are not governed by these Terms of Use. Your access to any such website is at your own risk. Smart Payables expressly disclaims any liability for any third-party websites.
Your browsing and interaction on a third-party website, including those that are linked from the Website or the Services is subject to that website’s own terms, rules and policies.
Privacy and Identity Authentication
- Personally identifiable information (“Personal Information”) provided through the Website or Services is governed by our Privacy Policy located at https://www.smartpayables.com/privacy-policy/. By using the Website and/or Services, you agree to, and are bound by, the terms of SmartPayables’ Privacy Policy which is incorporated by reference into these Terms of Use as if it were set forth herein in its entirety.
- You authorize SmartPayables, directly or through third parties, to make any inquiries we consider necessary to verify your or your business’ identity. This may include asking you for further information, requiring you to take steps to confirm ownership of your email address, financial instruments, or information associated with your business, and verifying your Personal Information and your business’ information against third party databases or through other sources. If SmartPayables cannot verify your or your business’ identity, we reserve the right to deny you use of the Services or take other action deemed necessary by SmartPayables.
Disclaimers
THE INFORMATION ON THE WEBSITE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
No advice or information, whether oral or written, obtained by a user from SmartPayables shall create any warranty not expressly made herein.
Some of SmartPayables’ Services require the use of third-party services, products or networks. We will make commercially reasonable efforts to communicate any policies, requirements, or guidelines of those third parties to you. You agree to follow those policies, requirements, or guidelines. ANY ACTUAL OR ALLEDGED VIOLATION OF A THIRD-PARTY POLICY, REQUIREMENT OR GUIDELINE BY YOU IS YOUR RESPONSIBILITY. SMARTPAYABLES MAKES NO WARRANTY OR REPRESENTATION THAT ITS WEBSITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.
Products and Services
All products and services (including software and platforms) of SmartPayables may only be accessed and used pursuant to a separate Printing Services Agreement with SmartPayables. If you have accessed such products or services prior to entering into a separate Printing Services Agreement, you are in violation of these Terms of Use, and you shall immediately cease using such services or delete any such products from your computer or server until such time as you become an authorized user of such products or services.
Limitation of Liability
IN NO EVENT SHALL SMARTPAYABLES, OUR VENDORS, PARTNERS AND OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARENTS, SUBSIDIARIES, AFFILIATES, BENEFICIARIES, SUCCESSORS, OR ASSIGNS (COLLECTIVELY, THE “SMARTYPAYABLES PARTIES”) BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING LOSS OF INCOME, DATA, PROFITS, REVENUE OR BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, OR OTHER ECONOMIC LOSS, WHETHER OR NOT SMARTPAYABLES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER ANY CLAIM FOR RECOVERY IS BASED ON THEORIES OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE ARISING OUT OF OR IN CONNECTION WITH OUR SERVICES, OR THESE TERMS IF USE (HOWEVER ARISING, INCLUDING NEGLIGENCE). THE TOTAL LIABILITY OF THE SMARTPAYABLES PARTIES (IN AGGREGATE) TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES ACTUALLY INCURRED IN THE SIX (6) MONTHS PRIOR TO THE DATE UPON WHICH THE APPLICABLE CAUSE OF ACTION AROSE.
IN THE EVENT YOU HAVE ANY DISPUTE WITH ONE OR MORE THIRD PARTIES AS A RESULT OF YOUR USE OF THE WEBSITE OR SERVICES, OR ARE IN ANY WAY DAMAGED AS A RESULT OF ANY THIRD-PARTY ACTION IN CONNECTION THEREWITH, YOU HEREBY RELEASE AND COVENANT NOT TO SUE OR OTHERWISE MAKE A CLAIM, DEMAND OR FILE ANY LEGAL ACTION OR INSTITUTE ANY LEGAL OR REGULATORY PROCEEDINGS AGAINST SMARTPAYABLES, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND SUPPLIERS, FOR ANY CLAIMS, ACTIONS, DEMANDS OR DAMAGES (WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL), OF WHATEVER KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, WHETHER FORESEEABLE OR NOT, DISCLOSED OR UNDISCLOSED.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages so the above limitation or exclusion may not apply to you. In such case, the liability of the SmartPayables Parties shall be limited to the greatest extent permitted under applicable law.
Indemnification
You agree to defend, indemnify and hold the SmartPayables Parties harmless (including payment of reasonable attorneys’ fees) against any claim or demand (including attorneys’ fees) made or incurred by any third party arising out of or relating to (a) your breach of any provision of these Terms of Use; (b) any actions taken by SmartPayables or its vendors pursuant to your instructions; (c) your use of the SmartPayables Website or Services; (d) negligence or willful misconduct of your affiliates, employees, contractors, or agents; and (e) all third-party indemnity obligations SmartPayables incurs as a direct or indirect result of your acts or omissions (including indemnification of any payment card network, card issuer, or intermediary bank).
Dispute Resolution and Arbitration
These Terms of Use and your use of the Website will be governed by and construed in accordance with the laws of the State of Colorado without reference to conflict of law provisions. Any action, proceeding, arbitration hearing or mediation relating to or arising from this Agreement must be brought, held, or otherwise occur in Douglas County, Colorado.
Force Majeure
SmartPayables shall not be liable for any issues or delayed performance of the Website or Services caused by circumstances beyond SmartPayables’ reasonable control, including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes, pandemics, or other labor problems, service provider failures or delays.
Intellectual Property Notice
Unless otherwise noted, the graphic images, buttons and text contained within the Website are the exclusive property of SmartPayables. All rights reserved. Except for your personal use as permitted herein, these items may not be copied, displayed, transmitted or reproduced in any form without the express written permission of SmartPayables.
Submissions, Suggestions & Community Participation
In the event you elect to communicate to us suggestions for improvements to the Website or any of SmartPayables’ Services (collectively, “Feedback”), we shall own all right, title, and interest in and to the same, even if you have designated the Feedback as confidential, and we shall be entitled to use the Feedback without restriction. Furthermore, any other content or information you post or provide to SmartPayables via comments, forums, emails and the like (collectively, “Communications”) shall be considered the property of SmartPayables. You hereby irrevocably assign all right, title and interest in and to the Feedback and Communications to us and agree to provide us such assistance as we may require to document, perfect and maintain our rights to the Feedback and Communications.
Trademark Notice
SmartPayables and the SmartPayables logo are trademarks of Rainy Day Printing, LLC.
Other company, product, and service names appearing on the Website may be trademarks and/or service marks of others.