Acceptance of Terms.

Invoice 2go, Inc. (“Invoice2go”, “we” or “us”) welcomes you to our Site! The “Site” means www.invoice2go.com, any mobile or localized versions and related subdomains, in whatever format they may be offered. Through the Site, we may provide you with general information regarding our company and our Product (as defined below) and other online resources.
By using or accessing any part of the Site, you are agreeing to these Website Terms of Use (“Terms”), our Privacy Policy and all other policies or notices posted by us on the Site. Portions of the Site may be accompanied by additional terms which apply to specific features or areas of the Site. Those additional terms supplement these Terms with respect to your use of those features or areas. These Terms may change over time, so whenever you visit or use this Site, you agree to the version of these Terms then posted. If you don’t agree to these Terms, don’t use the Site.

PLEASE READ THESE TERMS CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THESE TERMS CONTAIN A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

Invoice2go offers a suite of services and features relating to business management (the “Product”). While you may register for, purchase or access the Product through this Site, your activities related to the Product are governed solely by the separate Product Terms of Service and not these Terms, unless expressly otherwise noted in these Terms.

Permission to Use the Site.

You have our permission to use the Site, but only if:

1. you are 13 years old or older;
2. you are using the Site for informational and internal business purposes for you personally or on behalf of your company; and
3. you follow all the rules and restrictions we’ve spelled out in these Terms.

Accounts; Passwords; Security.

You may need to set up an account in order to use all or parts of the Site. When setting up your account, you must give us accurate and complete information. This means you cannot set up an account using someone else’s name or contact information, or phony information. You have complete responsibility for your account and everything that happens on your account. This means you need to be careful with your password. If you find out that someone is using your account without your permission, you must let us know immediately. You may not transfer your account to someone else or use someone else’s account without their permission. We are not liable for any damages or losses caused by someone using your account without your permission. However, if we (or anyone else) suffer any damage due to the unauthorized use of your account, you may be liable.

User Content.

You are solely responsible for any User Content you post to the Site, and the consequences of posting or publishing it. By “User Content”, we mean any Content a user posts to the Site. “Content” means information, data, text, software, music, sound, photos, graphics, videos, messages, tags, interactive features, or any other materials. When we say “post”, we include posting, uploading, sharing, submitting or otherwise providing User Content in any manner in connection with the Site.

Restrictions on User Content and Your Conduct.
You may not:

• post User Content that you don’t own if you don’t have permission from the owner to post it; this includes material covered by someone else’s copyright, patent, trade secret, privacy, publicity, or any other proprietary right;
• post User Content that is illegal;
• forge headers or manipulate other identifiers in order to disguise the origin of any User Content you post;
• use meta tags or any other “hidden text” utilizing any of our or our suppliers’ product names or trademarks;
• upload, launch, post, email or transmit any material (including any bot, worm, scripting exploit or computer virus) to or from the Site that is likely to harm or corrupt the Site, or harm or corrupt our or anyone else’s computer systems or data;
• solicit, for commercial purposes, any users of the Site; this includes transmitting any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;
• impersonate anyone else or lie about your affiliation with another person or entity;
• use the Site to harm minors in any way, including posting User Content that violates child pornography laws, child sexual exploitation laws, or any other laws protecting children;
• collect or gather other people’s personal information (including account information) from the Site; or
• use the Site for any other illegal purpose not specified above.

We have the sole right, but are not obligated, to delete or edit at any time any User Content that violates these rules or that we believe to be inappropriate for any reason.

Intellectual Property Rights in User Content.

If you post User Content, you are making a guarantee to us that you either own all the User Content you are posting, or you have the right to post the User Content. Furthermore, you are guaranteeing that you have the right to allow us to make your User Content available for others to view and use as part of the Site without requiring that any such use be subject to additional obligations or terms. If you do not have these rights, do not post your User Content. By posting your User Content, you do not lose any ownership rights you may have to it. However, you do grant us a worldwide, non-exclusive, royalty-free, fully-paid, irrevocable, perpetual, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, and publicly display and perform your User Content in connection with the Site and our business, in any media formats or in tangible form and through any media channels now known or hereinafter developed.

You also grant each user of the Site a non-exclusive royalty-free, fully-paid, sublicenseable and transferable license to access your User Content through the Site, and to use, reproduce, distribute, prepare derivative works of and publicly display and perform your User Content as permitted through the functionality of the Site and under these Terms.

User Content You Post Becomes Public.

You understand that once you post your User Content, your User Content becomes public. We are not responsible for keeping any User Content confidential. So, if you don’t want the whole world to see it, don’t post it on the Site.
In addition, we may be required to share your User Content with third parties if we have a good faith belief that disclosure of your User Content is reasonably necessary to: (i) satisfy any law, legal process or governmental request; (ii) enforce these Terms, including investigation of potential violations thereof; or (iii) protect against fraud, imminent harm to the Site or the rights, property or safety of Invoice2go, our users or the public as required or permitted by law.

We Are Not Responsible for User Content.

We generally do not monitor or review any User Content. We do not endorse any User Content or support any views, opinions, recommendations, or advice that may be in User Content. User Content comes from a variety of sources, and we make no promises about the reliability of any source or the accuracy, usefulness, safety, or intellectual property rights of any User Content. You may be offended by User Content that you see on the Site. You may find some of it to be inaccurate, offensive, indecent, or objectionable. However, as further set forth below, you agree not to hold us responsible in any way for your use of the Site, including your exposure to User Content.

In addition, we are not a content-archiving service. We do not promise to store or make available on the Site any User Content that you post, or any other Content, for any length of time. You are solely responsible for keeping back-ups of everything you post on the Site.

Proprietary Rights.
The Site contains proprietary and confidential information that is protected by applicable intellectual property and other laws and Invoice2go and its suppliers retain all right, title and interest (including all copyright, trade secret, patent and other rights) in and to the Site and Content which is included in the Site (other than User Content). If you give feedback on the Site, for example recommendations for improvements or features, we have the right to use the feedback in any way and implementation of that feedback is owned by us and may become part of the Site without compensation to you. We reserve all rights in and to the Site unless we expressly state otherwise. We also reserve the right to make changes or updates to the Site or Content provided on or through the Site at any time without notice and we will own any such changes or updates (excluding User Content).

You may not:

• decompile, reverse engineer or disassemble any object code which is part of or made available through the Site into a human-perceivable form, except and only to the extent that such activity is expressly permitted by applicable law, and in that case, only if you notify us in writing in advance;
• copy, frameset, enclose or otherwise sell, distribute, transmit or broadcast any part of the Site;
• modify or create any derivative work of any part of the Site;
• disable, interfere, or try to get around any of the features of the Site related to security, preventing or restricting use or copying of any Content, or enforcing the limits on the use of the Site or the Content on the Site; or
• use, export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including, without limitation, United States export laws and regulations.

All brand, product and service images, logos and names used in the Site which identify Invoice2go or our suppliers and our or their proprietary products and services are the trademarks or service marks of Invoice2go or our suppliers. Nothing in this Site shall be deemed to confer on any person any license or right on the part of Invoice2go or such supplier with respect to any such image, logo or name.

Enforcement of Copyrights.

We respect the intellectual property rights of others. You may not use the Site to infringe anyone else’s copyright or other intellectual property right. If we find out that you are infringing, we may remove your User Content. We do not have to give you notice that we are removing your User Content. In addition to our other rights and remedies, we may also terminate your account if we determine that you are a repeat copyright infringer. We consider a repeat infringer to be a user who has been notified of infringing activity more than twice or who has had their User Content removed from the Site more than twice.

Notify Us of Infringers.

If you believe that something on the Site violates your copyright, notify our copyright agent in writing. The contact information for our copyright agent is at the bottom of this section.

In order for us to take action, you must do the following in your notice:

• provide your physical or electronic signature;
• identify the copyrighted work that you believe is being infringed;
• identify the item on the Site that you think is infringing your work and include sufficient information about where the material is located on the Site (including which website) so that we can find it;
• provide us with a way to contact you, such as your address, telephone number, or e-mail;
• provide a statement that you believe in good faith that the item you have identified as infringing is not authorized by the copyright owner, its agent, or the law to be used on the Site; and
• provide a statement that the information you provide in your notice is accurate, and that (under penalty of perjury), you are authorized to act on behalf of the copyright owner whose work is being infringed.

Here is the contact information for our copyright agent:

Copyright Enforcement
Invoice 2go, Inc.
555 Bryant St. #263
Palo Alto, CA 94301
Phone: +1 (650) 300-5180
E-Mail: legal@invoice2go.com

Again, we cannot take action unless you give us all the required information.

How to Communicate with Us.

Only notices about copyright infringement should go to our copyright enforcement department. If you have anything else to communicate with us (like feedback, comments, or requests for technical support), please contact us at:

Invoice 2go, Inc.
555 Bryant St. #263
Palo Alto, CA 94301
E-Mail: legal@invoice2go.com

Site Availability.

You acknowledge that temporary interruptions in the availability of the Site may occur from time to time as normal events. Also, we may decide to cease making available the Site or any portion of the Site at any time and for any reason. Under no circumstances will Invoice2go or its suppliers be held liable for any damages due to such interruptions or lack of availability.

Links to Other Sites.

The Site may contain links to other websites that we don’t own or control. We are not responsible for any of these other websites. You will not hold us responsible for any aspect of these other websites, including their content, privacy policies, or anything else.

Warranty Disclaimer.

USE OF THE SITE IS AT YOUR OWN RISK. THE SITE (INCLUDING OUR CONTENT) IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED UNDER LAW, INVOICE2GO AND ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
INVOICE2GO AND ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS MAKE NO WARRANTY THAT (i) THE SITE WILL MEET YOUR REQUIREMENTS; (ii) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE OR THAT INVOICE2GO WILL FIX ANY ERRORS; OR (iii) ANY CONTENT PROVIDED ON OR THROUGH THE SITE WILL BE ACCURATE OR RELIABLE. ANY MATERIALS OBTAINED THROUGH USE OF THE SITE ARE OBTAINED AT YOUR OWN DISCRETION AND RISK AND INVOICE2GO SHALL NOT BE RESPONSIBLE FOR ANY DAMAGE CAUSED TO YOUR COMPUTER OR DATA OR FOR ANY BUGS, VIRUSES, TROJAN HORSES OR OTHER DESTRUCTIVE CODE RESULTING FROM USE OF THE SITE OR ANY CONTENT OBTAINED FROM THE SITE.

SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS, WHICH VARY FROM STATE TO STATE.

Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED UNDER LAW, INVOICE2GO AND ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS HAVE NO OBLIGATION OR LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE) FOR ANY indirect, INCIDENTAL, special, punitive, or CONSEQUENTIAL DAMAGES OR LIABILITIES (INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF DATA, REVENUE OR PROFIT) ARISING from or related to YOUR USE OF THE SITE OR any content provideD BY OR THROUGH THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITIES IN ADVANCE. THE FOREGOING LIMITATION APPLIES TO DAMAGES AND LIABILITIES ARISING FROM (i) your USE OR INABILITY TO USE the Site; (ii) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR USER CONTENT; (iv) THIRD PARTY CONTENT MADE AVAILABLE TO YOU THROUGH THE site OR (v) ANY OTHER MATTER RELATING TO THE site.

SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL, CONSEQUENTIAL OR OTHER TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, INVOICE2GO’S aggregate LIABILITY AND THE LIABILITY OF EACH OF ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS TO YOU OR ANY THIRD PARTIES UNDER THESE TERMS IS LIMITED TO A MAXIMUM AMOUNT OF one hundred dollars (US$100).

Indemnity.

You agree to indemnify, defend (if we so request) and hold harmless Invoice2go and its affiliates, suppliers, partners and agents from and against any claim, demand, losses, damages or expenses (including reasonable attorney’s fees) arising from your User Content, your use of the Site, your connection to the Site, your violation of these Terms or your violation of any rights of any third party. Your indemnification obligation will survive the termination of these Terms and your use of the Site.

Termination and Suspension.
We may terminate or suspend these Terms at any time for any or no reason. We may also terminate or suspend your permission to use the Site immediately and without notice upon any violation of these Terms, your failure to pay any fees when due, upon the request of law enforcement or government agencies, for extended periods of inactivity, for unexpected technical issues or problems or for engagement by you in fraudulent or illegal activities. If we terminate your use of the Site for any of these reasons or otherwise for cause, we will not refund any fees you may have paid, whether for access to the Site or for the Product (if applicable).

Upon any termination we may delete your account, passwords and User Content and we may bar you from further use of the Site. You understand that we may also continue to make your User Content available on the Site even if your use of the Site is terminated or suspended. You agree that we will have no liability to you or any third party for termination of your account, User Content or access to the Site.

Governing Law, Arbitration, and Class Action/Jury Trial Waiver.

• Governing Law. These Terms are governed by laws of the state of California, without respect to its conflict of laws principles. Notwithstanding the preceding sentence with respect to the substantive law, any arbitration conducted pursuant to these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Santa Clara County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that Santa Clara County, California is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.
• Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM INVOICE2GO. For any dispute with Invoice2go, you agree to first contact us at legal@invoice2go.com and attempt to resolve the dispute with us informally. In the unlikely event that Invoice2go has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to these Terms, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Santa Clara County, California, unless you and Invoice2go agree otherwise. If you are using the Site for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using the Site for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section 19 shall be deemed as preventing Invoice2go from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights.
• Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SITE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND INVOICE2GO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.

Governing Law, Arbitration, and Class Action/Jury Trial Waiver.

These Terms, together with our Privacy Policy and any other notices or policies we have published on the Site (and additional terms for specific features or areas, as applicable), constitute the entire agreement between you and us regarding this Site. If a court having proper authority decides that any portion of these Terms is invalid, only the part that is invalid will not apply. The rest of these Terms will still be in effect. If we waive any of our rights under these Terms in any particular instance, it does not mean that we are waiving our rights generally or in the future. Furthermore, just because we may not enforce all our rights all of the time, it does not mean that we are waiving our rights. We may decide to enforce them at a later date. These Terms, and any rights and licenses granted under these Terms, may not be transferred or assigned by you except as expressly set forth herein, but may be assigned by us without restriction. We won’t be liable to you for any delay or failure to perform any obligation we have under these Terms if the delay or failure is due to events which are beyond our reasonable control, including but not limited to any strike, blockade, war, act of terrorism, riot, natural disaster, failure or diminishment of power or of telecommunications or data networks or services, or refusal of approval or a license by a government agency.