Site User Agreement
SITE USAGE AGREEMENT
for FileWorks Online (www.FileWorksOnline.com) ("Site")
(revised June 8, 2009)
NOTICE: PLEASE READ THIS CAREFULLY. THE FOLLOWING TERMS AND CONDITIONS CONSTITUTE
A BINDING AGREEMENT BETWEEN YOU AND FILEWORKS, INC.
This Site Usage Agreement ("Agreement") applies to all of the following
natural persons and business entities all of whom are collectively referred to in
this Agreement as "You":
(a) the Account Owner as defined below;
(b) all Users as defined below;
(c) all Guests as defined below;
(d) if a person uses this Site on his employer's behalf this Agreement applies
to the person and the employer;
(e) if when using the Site a person is acting within the scope of his employment
as an employee contractor or agent of another party this Agreement applies to the
person and to the other party;
(f) if a person accesses the Site from another person's or firm's computer
this Agreement applies to that person and to the other person(s) who or firm(s)
that uses owns or leases that computer;
(g) if a person accesses the Site from a computer shared with other persons this
Agreement applies to the person and to all other persons who share or use that computer;
(h) if a person accesses the Site and shares information obtained from the Site
with others this Agreement applies to the person and to those other persons or firms.
If you are working with or for another person or firm You warrant to FileWorks that
such parties have full knowledge of your actions and have consented thereto.
As a condition of using this Site, You agree to the terms and conditions of this
Agreement. By clicking, accessing, or using the FileWorks Online website ("Site")
or any of its pages or features, You are indicating that You agree to be bound by this Agreement.
Your use of this Site
or any of its pages or features will be deemed Your unconditional agreement to all
of the terms and conditions contained in this Agreement.
FileWorks, Inc. ("FileWorks") reserves the right to change this Agreement
at any time without notice at its sole discretion. Your use of the Site will be
subject to the most current version of this Agreement posted on the Site at the
time of your use.
The following definitions apply throughout this agreement.
"Account Owner": The person who signed up for the account, either directly or through a Reseller, on behalf of that person or on behalf of an entity. The Account
Owner is financially and legally responsible for all activities and use associated
with the account.
"Base Account": The use of the Site features that are included in the
Subscription Fee: account access for the Account Owner, uploading, downloading, indexing,
electronically signing, and emailing links to files; Guest Access; use of the FileWorks
scanning software; and storage for up to 1 GB of Files.
"Credit Limit": The maximum amount of unpaid charges accrued at any point in time by Your use of the Site that FileWorks establishes as acceptable for Your organization. Your Credit Limit is set at the sole discretion of FileWorks and can be changed at any time without notice.
"File": Electronic data compilations in any form or format.
"FileWorks": FileWorks, Inc., a Nevada corporation.
"Guest": A person who is provided Guest Access to the Account Owner's
account by the Account Owner or an authorized User.
"Guest Access": A predefined subset of Site functionality including only
the ability to upload download and sign Files.
"Monthly Billing Date": The day of the month when the Account Owner is
"Monthly Subscription": The scope of services included in Your monthly
subscription is shown under the Account tab in the Account Summary screen and on
the Pricing page of the Site. In the case of a discrepancy between the services
shown for the account and those actually purchased, only those services actually
purchased and billed to the Account Owner are included in the Monthly Subscription.
FileWorks has no intention to provide services without charge except when offered
under an authorized valid promotional code.
"Reseller": A person or entity authorized by FileWorks to resell FileWorks Online services pursuant to a Value Added Reseller Agreement with FileWorks.
"Subscription Fee": Monthly fee charged for a Base Account.
"User": A person who is provided User Access to the Account Owner's
account by the Account Owner or an authorized User. There is a fee charged to the
Account Owner for each User who is given access to the account.
"User Access": Complete Site functionality as granted by the Account Owner
or an authorized User.
"You"; "Your": defined in paragraphs (a) through (h) above under
the heading "APPLICABILITY"; includes Account Owner, Users, Guests, and others.
DESCRIPTION OF SERVICES
The Site provides electronic data storage and a user interface with which a user
may upload, store, archive, index, fax, email a link to and electronically sign
a File ("File"). In addition, the Account Owner and authorized Users can
create User Access and Guest Access to the Account Owner's account. The Account
Owner or an authorized User determines and sets up the User's or Guest's
rights to documents and to functions within the account.
You acknowledge and agree that FileWorks may establish general practices and policies
concerning use of the Site without limitation.
The Account Owner may incur additional service fees for the use of services that
are not included in the Account Owner's Monthly Subscription including but
not limited to dedicated fax lines, incoming fax fees, outgoing fax fees, additional
storage fees, and fees for additional Users.
ACCOUNT OWNERS: PAYMENTS
A monthly reoccurring Subscription Fee for the Base Account, as well as charges
for additional fax lines, User accounts and storage units are charged in advance.
Additional account activities and services exceeding Your Monthly Subscription are
charged on Your Monthly Billing Date. You acknowledge and agree to pay-in-full all
charges accrued monthly per the then current pricing policy published on this Site.
These prices are subject to change without notice.
Your Monthly Billing Date falls on or near the day of the month when the account
was created and is subject to change without notice.
All payments due FileWorks shall be paid by the Account Owner in U.S. dollars. Any sums not paid
when due shall accrue simple interest at the legal rate specified under Nevada law
from the date each payment became due until paid.
Accounts that are terminated for any reason by the Account Owner or by FileWorks
on or following the Monthly Billing Date will be charged for the full month. Fees
are not prorated.
All outstanding fees must be paid in full when an account is terminated for any reason.
—Customers Paying by Credit Card: You further authorize FileWorks to charge the credit
card associated with the account on a monthly basis for subscription fees, account
activities and service fees accrued.
If a charge to the credit card on record is denied, the account will be blocked
and FileWorks will notify the Account Owner by email. The Account Owner will have
one month from the date such charge was denied to update the credit card payment information.
If the Account Owner fails to provide
valid credit card information that results in the successful authorization of all charges due
within that one month time period, the account will be subject to immediate termination.
—Customers with Net Terms Agreements: The Account Owner certifies that the Account Owner is authorized by Your company or organization to enter into purchasing and payment agreements with FileWorks. FileWorks will invoice monthly by uploading an invoice to Your
account or by paper invoice sent via U.S. Mail. Payment is due upon receipt.
If Your Credit Limit is exceeded, the account will be blocked and FileWorks will notify the Account Owner by email. The Account Owner will have one month to pay the full balance owed. If the Account Owner fails to pay the balance in full within that time period, the account will be subject to immediate termination.
—Customers Paying Through Resellers: The Account Owner certifies that the Account Owner is authorized by Your company or organization to enter into purchasing and payment agreements with FileWorks. Payments for Your account will be funded directly by Your Reseller. Your Reseller will bill the Account Owner and apply monetary and other credit to Your account. In the event that Your account has an unpaid balance due, access to Your account will be blocked until sufficient funds and credit are applied by Your Reseller. All billing questions are to be directed to Your Reseller. FileWorks will not answer Your billing questions directly.
FileWorks is not responsible for Your payments made to Resellers. All financial arrangements and agreements with the Reseller are between You and the Reseller only. FileWorks is not responsible for the performance or obligations of the Reseller in any way under any circumstances. Thus, if You pay the Reseller, but the Reseller does not pay FileWorks, FileWorks is not responsible for Your losses and is not obligated to credit Your account for funds You paid to the Reseller but which were not received by FileWorks in the form of funds or credits from the Reseller toward Your account. You agree to pay FileWorks for all charges You incur by using this Site in the event that the Reseller does not apply sufficient credit to cover the charges for Your account.
In the event that Account Owner no longer wishes to have Your account controlled by Your Reseller, the Account Owner has the right to request re-assignment of Your account to another Reseller or to a house account (i.e., an account created by You directly with FileWorks, without a Reseller acting as your agent).
You understand that FileWorks will not refund payments received, for any reason under any cirumstances. You agree that all payments made to FileWorks are nonrefundable.
All outstanding fees must be paid in full when an account is terminated for any
RESPONSIBILITY OF DATA
You have sole responsibility for all Files that You store on FileWorks' servers through
use of the Site. You acknowledge and agree that FileWorks will not be responsible
for any loss, cost or expense resulting from failure of the Site to store a File,
for the deletion of a File stored on the Site, or for the corruption or loss of
any data, information or content contained in a File.
are incorporated in this Agreement by reference. By using this site, You agree to
COPYRIGHT POLICY AND NOTICE OF COPYRIGHT INFRINGEMENT
FileWorks respects the intellectual property rights of others and expects You to
do the same. Unauthorized copying, modification, distribution, public display, or
public performance of a copyrighted work is an infringement of the copyright holder's
rights. You agree to comply with the terms of FileWorks' Copyright Policy and
to otherwise comply with all applicable state and federal copyright and intellectual
INTELLECTUAL PROPERTY RIGHTS
FileWorks may terminate the accounts of users who infringe the intellectual property
rights of others. If you believe that your work has been used or copied in a way
that constitutes copyright infringement and such infringement is occurring on the
Site, send FileWorks' copyright agent a notice containing:
(a) a physical or electronic signature of the copyright owner or person authorized
to act on behalf of the copyright owner;
(b) a description of the copyrighted work(s) that you claim has been infringed and
identification of what material in such work(s) is claimed to be infringing;
(c) a description of where the material that you claim is infringing is located
on the Site;
(d) information sufficient to permit FileWorks to contact you (your physical address,
telephone number and email address);
(e) a statement that you have a good faith belief that the use of the material you
identified is not authorized by the copyright owner, its agent, or the law; and
(f) a statement by you under penalty of perjury that the information in your notice
is accurate and that you are the copyright owner or are authorized to act on the
copyright owner's behalf.
All contacts concerning notice of claims and copyright infringement must be made
in writing and mailed to: FileWorks Copyright Agent, P.O. Box 3181, Incline Village,
GOVERNING LAW AND JURISDICTION
This Agreement and any action related thereto shall be governed solely by the internal
laws of the State of Nevada and applicable U.S. Federal law, including Title 17
of the U.S. Code (copyright law), as amended. The parties agree to accept the exclusive
jurisdiction and venue of the appropriate state and federal courts located in Washoe
County, Nevada, USA, regardless of conflicts of laws. You waive any objection to
jurisdiction and venue in such courts.
This Agreement shall not be governed by the United Nations Convention on Contracts
for the International Sale of Goods, the application of which is expressly disclaimed.
The parties hereto confirm that it is their wish that this Agreement as well as
any other documents relating hereto including notices has been and shall be written
in the English language. In any dispute between FileWorks and You, FileWorks shall
be entitled to recover its reasonable attorneys' fees, expert witness fees,
and other legal expenses from You.
All right, title, and interest in and to the Site are and will remain the exclusive
property of FileWorks. The Site is protected by copyright, trademark, and other
laws of both the United States and foreign countries. Except as expressly permitted
in this Agreement, You agree not to copy, reproduce, upload, post, transmit, download,
modify, distribute, sell, sublicense, transfer, mirror, frame publicly, display
publicly, perform, or create derivative works of this Site or any part thereof,
or any proprietary elements or content, for dissemination to any third party. Further,
You may not use any meta tags or any other "hidden text" utilizing FileWorks'
name or any proprietary elements without prior written consent from FileWorks.
All trademarks, service marks, product names, and logos appearing or mentioned on
the Site may be trademarks of their respective owners. You may not use or display
any trademark, service mark, product name, trade name, or logo appearing on the
Site without the owner's prior written consent.
Minors and children (persons under the age of 18) are not eligible to use this Site
unsupervised and we ask that minors and children do not register for an account
or submit any personal information to us. By using this Site unsupervised, and/or
registering for an account, You warrant that You are 18 years of age or older.
REGISTERING FOR AN ACCOUNT
Registration with FileWorks grants You certain privileges. In applying for an account,
You agree to furnish true and fully accurate information and to update the information
as the requested information changes. If FileWorks has reason to believe or discovers
that any information is untrue, inaccurate, or incomplete, FileWorks has the right
to suspend or terminate Your account and refuse any and all future use of the services.
FileWorks reserves sole discretion over whether to grant You an account, and You
agree to access the authorized sections of the Site and Your account only by using
the appropriate User Name and Password. You are responsible for maintaining the
confidentiality of Your User Name and Password, if applicable, and You shall not
distribute this access information or allow others to use this access information
to gain access to this Site. You agree to take reasonable steps to prevent others
from obtaining Your access information and to notify FileWorks of any unauthorized
access or need to update or remove access for any of Your employees or agents.
You understand and agree that You may not set up Your account for group use, but
must provide each user with either User or Guest access to Your account. If it is
detected that more than one login is active and used concurrently on Your account,
FileWorks has the right to charge Your account for the additional users.
The Account Owner shall be liable for payment of all charges associated with Your account, with
or without Your permission or knowledge prior to the time that You notify FileWorks
of any unauthorized use. FileWorks cannot and will not be liable for any loss or
damage arising from Your failure to follow these obligations. You agree that You
shall not acquire any rights of use, ownership, or bailment as a result of using
any FileWorks account or Site or related services.
Comments, feedback, materials, or information submitted to FileWorks in association
with this Site shall be considered non-confidential and the property of FileWorks.
By providing comments, feedback, materials, or information to FileWorks, You acknowledge
that You are responsible for such submissions and that You have full responsibility
for the legality and copyright of the submissions. You further agree to assign to
FileWorks, at no charge, all worldwide intellectual property rights to such submissions.
FileWorks shall have unrestricted use of such submissions.
FileWorks reserves the right to list Your company or organization name on published
(print and digital) client lists. To exclude Your company's or organization's
name from published client lists, the Account Owner must send an email request to
Service@FileWorks.com. The email must be sent from the Account Owner's email
account that is associated with the account and must indicate that the company or
organization name associated with the account should not be included in published
client lists. The company or organization name will be removed from media at the
next print run or digital edition.
As a condition to Your use of the Site, You agree NOT to:
(a) Upload or transmit as part of a File or otherwise any data, text, graphics,
content, or material that is false or misleading; is defamatory; invades another's
privacy; is obscene, pornographic, or offensive; promotes bigotry, racism, hatred,
or harm against any individual or group; infringes another's rights, including
any intellectual property rights; or violates or encourages any conduct that would
violate any applicable law or regulation or would give rise to civil liability;
(b) Access, tamper with, or use any non-public areas of the Site or FileWorks'
computer systems or the technical delivery systems of FileWorks' providers;
(c) Attempt to probe, scan, or test the vulnerability of the Site or any related
system or network, or breach any security or authentication measures;
(d) Attempt to decipher, decompile, disassemble, or reverse engineer any of the
software used to provide the Site;
(e) Interfere with, or attempt to interfere with, the access of any user, host,
or network, including, without limitation, sending a virus, overloading, flooding,
spamming, or mail-bombing the Site;
(f) Impersonate or misrepresent Your affiliation with any person or entity; or
(g) Send unsolicited email; or
(h) Report any email sent from FileWorks as SPAM; or
(i) Violate any federal, state, or local law or regulation including, without limitation,
the provisions of the Telephone Consumer Protection Act, which generally prohibits
the sending of unsolicited facsimile advertisements.
The transmission of unsolicited facsimile advertisements is illegal in the United
States under federal and state laws, including without limitation 27 U.S.C. 227
of the Telephone Consumer Protection Act, and is also illegal under the laws of
a number of other countries, states, and provinces. Distribution of unsolicited
facsimile advertisements through your account is strictly prohibited. You are advised
to consult with an attorney regarding compliance with such laws and regulations.
You represent and warrant to FileWorks that You will NOT use the Site to send unsolicited
Reporting email sent from FileWorks as SPAM may lead to irreparable harm to FileWorks. This
includes notification emails another User of this Account or other FileWorks Online account
may have configured with or without your knowledge. Some email software providers may report
SPAM on your behalf without your knowledge when you mark an email as SPAM. You represent and
warrant to FileWorks that You will NOT report any email sent from FileWorks as SPAM nor will
you mark any email as SPAM using your email software. You understand that FileWorks may assess
a fee for each reported incident. You agree to contact FileWorks Support if you believe you
are receiving SPAM from FileWorks.
FileWorks will have the right to investigate and prosecute violations of any of
the above, including intellectual property rights infringement and security-related
issues, to the fullest extent of the law.
FileWorks may involve and cooperate with law enforcement authorities in prosecuting
users who violate this Agreement. You acknowledge that FileWorks has no obligation
to monitor Your access to or use of the Site, or the access and use of the Site
by Your designated Users and Guests, but has the right to do so for the purpose
of operating the Site, to ensure Your compliance with this Agreement, or to comply
with applicable law or the order or requirement of a court, administrative agency,
or other governmental body.
You also agree to comply with all local rules applicable to You.
The Site may make available links to third-party websites. You acknowledge and agree
that FileWorks is not responsible or liable for: (i) the availability or accuracy
of such websites; or (ii) the content, products, or services on or available from
such websites. Links to such websites do not imply any endorsement by FileWorks
of such websites or the content, products, or services available from such websites.
You acknowledge sole responsibility for and assume all risk arising from Your use
of any such websites.
The Account Owner may terminate User or Guest access to the account at any time
by logging on to the account and deleting the User or Guest under the Users tab.
Requests to terminate the Account Owner's account must be made by the Account
Owner by phone to FileWorks at 877-345-3967. Within one working day of receipt of
the request, the Account Owner will receive confirmation of the account closure
from FileWorks by email to the email address associated with the account. The Account
Owner will remain responsible for the account until the Account Owner receives the
confirmation email from FileWorks. The Account Owner must contact FileWorks if the
email confirmation of the account closure is not received. Accounts terminated on
or following the Monthly Billing Date will be charged for the full month; charges
will not be prorated.
If the Account Owner, Users, or Guests violate any terms of this Agreement, FileWorks
will revoke permission to use the Site and the account and all User and Guest access
will be terminated. FileWorks reserves the right to discontinue providing or to
change the Site at any time and without notice. Except to the extent that FileWorks
is required by applicable law or court order to retain copies of any of Your Files
that are stored on the FileWorks servers, upon any termination of Your account,
FileWorks will delete and erase all Files associated with Your account. Except to
the extent that FileWorks is required by applicable law or court order to retain
copies of any of Your Files that are stored on the FileWorks servers, upon any termination
of Your account, FileWorks may delete and erase all Files associated with Your account.
Account Owners: Upon termination, the Account Owner authorizes FileWorks to charge the credit
card associated with the account for fees accrued to the date of termination including but not
limited to the full subscription fee for the final month.
Although FileWorks is committed to providing accurate information on the Site, this
Site may contain technical or other mistakes, inaccuracies, or typographical errors.
FileWorks does not assume responsibility for the accuracy of information contained
on this Site.
THE SITE IS PROVIDED "AS IS", WITHOUT WARRANTY OR CONDITION OF ANY KIND,
EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, FILEWORKS EXPLICITLY
DISCLAIMS ANY WARRANTIES REGARDING THE DESCRIPTION, QUALITY, MERCHANTABILITY, COMPLETENESS,
OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. FILEWORKS MAKES NO WARRANTY
THAT THE SITE WILL MEET YOUR REQUIREMENTS OR WILL BE AVAILABLE ON AN UNINTERRUPTED,
SECURE, OR ERROR-FREE BASIS. YOUR USE OF THE SITE IS AT YOUR OWN RISK. YOU ACKNOWLEDGE
AND AGREE THAT FILEWORKS WILL NOT BE RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER
SYSTEM OR TO THE COMPUTER SYSTEM OF ANY THIRD PARTY THAT RESULT FROM USE OF THE
SITE, OR TO ANY DATA ON SUCH SYSTEMS.
ADDITIONAL REPRESENTATIONS AND WARRANTIES BY ACCOUNT OWNER
In addition to the other representations and warranties mentioned in this agreement, the Account Owner represents and warrants to FileWorks that
(a) For those accounts established by a Reseller, the Account Owner has expressly authorized the Reseller to act as the Account Owner's agent and representative in conjunction with opening a FileWorks account; and,
(b) The Account Owner, the Account Owner's company or organization, or any users on the account shall not name FileWorks in any claim, complaint, subpoena, notice, demand or other process related to any pending or contemplated legal proceeding which concerns a dispute between the Account Owner or the Account Owner's company or organization and the Reseller, nor serve FileWorks with any legal papers or process relating thereto.
All representations and warranties mentioned in this agreement, including those set forth immediately above, shall survive the termination or expiration of this agreement.
The Account Owner agrees to defend and indemnify FileWorks and its successor or assigns from any claim, expense or loss, including reimbursement of its reasonable attorneys fees, costs and expert witness fees, which are substantially caused by a material breach or failure of any representation or warranty of the Account Owner specified herein.
You are solely responsible for the contents of Your account. You and Your insurance
carriers agree to defend, indemnify, and hold harmless FileWorks, its principals,
officers, directors, employees, subsidiaries, contractors, agents, and joint venturers
from and against any claims (including, without limitations, claims by third parties)
liabilities, damages (including punitive damages), losses, costs, judgments, settlements,
and expenses, including without limitation, reasonable legal, expert witness, and
accounting fees and expenses, arising out of or in any way related to Your access
to or use of the Site, or Your violation of this Agreement, including but not limited
to the following potential legal liabilities, except only when caused by the sole
willful misconduct of FileWorks:
(a) breaking any laws, including but not limited to the Digital Millennium Copyright
Act and other intellectual property laws,
(b) uploading, downloading, emailing, faxing, or sending for signature any illegal
(c) infringement of copyrights, patents, trade secrets, or other proprietary information
resulting from Your use of the Site, or
(d) terrorism or espionage, or
(e) using the site to send unsolicited email, or
(f) reporting email sent from FileWorks as SPAM.
LIMITATION OF LIABILITY
YOU USE THE SERVICES OF THIS SITE AT YOUR OWN RISK, AND ASSUME ALL RISKS RESULTING
FROM SUCH USE, INCLUDING THE RISK OF NEGLIGENT ACTS, ERRORS, OR OMISSIONS BY FILEWORKS.
SUCH SERVICE IS PROVIDED ON THE INTERNET AND, AS SUCH, IS SUBJECT TO THE OPERATION
OF THE TELECOMMUNICATIONS AND INTERNET INFRASTRUCTURES, AS WELL AS THE OPERATION
OF YOUR INTERNET SERVICE PROVIDER, ALL OF WHICH ARE BEYOND FILEWORKS' CONTROL.
FILEWORKS MAKES NO EXPRESS OR IMPLIED WARRANTIES WHATSOEVER CONCERNING THE SITE
OR THE SERVICES PROVIDED BY THE SITE.
FILEWORKS PROVIDES YOU WITH THE SITE AND CONTENT ON AN "AS IS" AND "AS
AVAILABLE" BASIS. NEITHER FILEWORKS NOR ANY FILEWORKS SUBSIDIARY, SUCCESSOR,
PREDECESSOR, PARENT, JOINT VENTURER, AFFILIATE, OFFICER, DIRECTOR, EMPLOYEE, OR
CONTRACTOR SHALL BE LIABLE TO YOU OR ANY OTHER THIRD PARTY CLAIMING THROUGH YOU
FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, STATUTORY, OR CONSEQUENTIAL
DAMAGES, PENALTIES, FINES, RESTITUTION, OR OTHER LIABILITY FOR THE PAYMENT OF MONEY
ARISING OUT OF, OR RELATING TO, THIS AGREEMENT, CONTENT, OR THIS WEBSITE, AND YOUR
RIGHTS UNDER ANY PROVISION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, YOUR
USE OR INABILITY TO USE THE CONTENT OR THIS WEBSITE, WHETHER FRAMED AS A BREACH
OF WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR
PURPOSE, IN TORT (INCLUDING NEGLIGENCE), CONTRACT, WARRANTY, FAILURE OF ESSENTIAL
PURPOSE, OR OTHERWISE. IN NO EVENT SHALL FILEWORKS' OR ITS AFFILIATES'
LIABILITY ARISING OUT OF YOUR USE OF THIS SITE OR INABILITY TO ACCESS THIS SITE
OR ANY OF THE CONTENT EXCEED THE FEES CHARGED AND PAID BY YOU FOR THE ONE MONTH
IN WHICH THE ALLEGED DEFECT OR LIABILITY FIRST AROSE. THE FOREGOING EXCLUSIONS AND
LIMITATIONS ON REMEDIES AND DAMAGES ARE APPLICABLE NOTWITHSTANDING ANY FAILURE OF
NOTICE OF CLAIMS
Any claim for damage or nonperformance related to this Site must be made in writing
and be delivered to FileWorks at the mailing address, shown below, within sixty
(60) days after the last day of the monthly billing period in which such damage
or nonperformance occurred. Such notice must include a detailed statement of the
date and nature of the damage or event; identify all persons with knowledge including
their phone numbers and addresses; provide copies of all relevant records and files;
and designate a single person (the Account Owner or other person) with whom FileWorks
should communicate concerning the matter; and shall be dated and signed by the Account
Owner. Any damage, defect, or nonperformance not disclosed in such written notice
within said 60 day time period is waived by You.
In the event that any provision of this Agreement is held to be invalid or unenforceable,
the remaining provisions of this Agreement will remain in full force and affect.
All notices from FileWorks to You shall be sent to You either to:
(a) Your Inbox page on the Site or
(b) the email address associated with Your account and provided to FileWorks under
the Account tab. It is Your responsibility to update your email address if it changes.
Such notices shall be deemed received one (1) business day after the notice is sent
The failure of FileWorks to enforce any right or provision of this Agreement will
not be deemed a waiver of such right or provision.
You acknowledge that You have read this Agreement and understand it, and agree to
be bound by all its terms and conditions. This Agreement (and the policies incorporated
by reference herein) and the terms set forth in any initial or recurring billing
materials issued by FileWorks is the entire and exclusive agreement between FileWorks
and You regarding the Site, and this Agreement supersedes and replaces any prior
agreements between FileWorks and You regarding the Site. You also may be subject
to additional fees, terms, and conditions that may apply when You use or purchase
goods or services not included in the Basic Account including but not limited to
additional File storage, fax transmissions, fax lines, User Access, scanning services,
indexing services, archiving services, shredding services, reactivating a closed
account, and professional services. Any rights not expressly granted herein are
reserved by FileWorks.
FileWorks is not responsible for charges You knowingly or unknowingly incur from
other vendors, including but not limited to Internet Service Providers, email service
providers, cell phone service providers, pager service providers, and other electronic
services providers, as a result of the use of this Site.
No action of FileWorks, other than the written waiver or amendment signed by FileWorks,
may be construed as a waiver or amendment of this Agreement. This Agreement shall
not be modified except by a written agreement signed by duly authorized representatives
of FileWorks, provided that no purchase order or similar document issued by You
shall modify this Agreement, even if signed by FileWorks. If any provision of this
Agreement is found invalid or unenforceable, the remainder of this Agreement shall
remain valid and enforceable according to its terms. The parties intend that the
provisions of this Agreement be enforced to the fullest extent permitted by applicable
law. Accordingly, the parties agree that if any provisions are deemed not enforceable,
such provisions shall be modified to the extent necessary to make them enforceable
and consistent with the other terms and conditions of this Agreement. This Agreement
will inure to the benefit of and be binding upon the parties, their heirs, successors
and assigns, except that You may not delegate or otherwise avoid this Agreement
without FileWorks' prior written consent.
If You have any questions about this Agreement, please contact FileWorks at P.O.
Box 3181, Incline Village, NV 89450. All contacts from You concerning this Agreement
must be made in writing, mailed to the post office box shown above.