Terms Of Service

Effective Date: January 30, 2024

IF YOU ARE AN AFFILIATE OR VENDOR (AS DEFINED IN THE APPLICABLE AGREEMENT) THAT HAS EXECUTED AN ASSOCIATE AFFILIATE AGREEMENT OR A VENDOR AGREEMENT WITH FICASAVE THAT IS CURRENTLY IN EFFECT, THESE EXTERNAL USER TERMS OF SERVICE DO NOT APPLY TO YOU. 

IF YOU ARE A POTENTIAL CUSTOMER, AFFILIATE, VENDOR, OR OTHER INDIVIDUAL WHO HAS SUPPLIED INFORMATION THROUGH ONE OF FICASAVE’S AFFILIATES OR VENDORS, THESE EXTERNAL USER TERMS OF SERVICE DO NOT APPLY TO YOU.

This External User Terms of Service (these "Terms of Service") states the terms upon which one or more FicaSave services (collectively, the "Service"), offered by FicaSave, LLC or one or more of its affiliates, is provided to a user ("External User" or "You") accessing or using the Service at the invitation of a FicaSave Affiliate or Vendor (as defined below). An External User is a person outside the Affiliate's organization who is given rights by the Affiliate to access some or all of the Affiliate's Service repository.

References to "Affiliate" means an organization party to a then-current FicaSave Affiliate Associate Agreement or Vendor Agreement to use the Service on a fee-paying commercial basis. External User is not a third-party beneficiary of any agreement between FicaSave and an Affiliate. As a condition of using the Service, You acknowledge and agree all data, documents, and information in the Service ("Affiliate Data") will be treated by FicaSave as if it belongs to, and is controlled by, the Affiliate. The Affiliate is solely responsible to inform You of its policies regarding handling of Affiliate Data, including obtaining consent necessary for using, transferring, and processing Affiliate Data in accordance with applicable laws.FicaSave reserves the right at any time to modify these Terms of Service and to impose new or additional terms or conditions on the use of the Service by an External User. You will be notified of modified Terms of Service through Your user account.

External User must accept these Terms of Service in order to use the Service. You acknowledge that Your electronic submissions constitute Your agreement and intent to be bound by these terms.

User Registration Details

In consideration of Your use of the Service, You agree to provide accurate, and complete registration information, and to maintain and promptly update such information to keep it current, and complete. You must be at least 18 years of age to accept these Terms of Service and to use the Service.  

Use of the Service

FicaSave’s duties are owed to Affiliate or Vendor.  FicaSave does not charge a fee to External Users and FicaSave disclaims any and all liability to External User. Except for any duty owed by the Affiliate to any External User, use of the Service is at External User's sole risk.  FicaSave reserves the right to modify the Service, in whole or part, in its sole discretion and without notice to External User. Your account is to be used solely by You. Use of an account by more than one person violates these Terms of Service.

External User shall:

Maintain the confidentiality of Your password and account and monitor activity conducted through Your account.

Use commercially reasonable efforts to prevent unauthorized access to, or use of, the Service.

Notify Affiliate and FicaSave immediately of any unauthorized use of Your account or any breach of security.

Comply with these Terms of Service, applicable law and government regulations, including export control, data privacy, and intellectual property laws, and terms of use applicable to third-party products You may access in connection with Your use of the Service.

Ensure Affiliate Data is lawfully uploaded to the Service and does not violate any third-party's rights, including copyright, trademark, or other. intellectual property rights.

Provide, configure and maintain all hardware and user-side software necessary to use and access the Service and Internet access, and ensure the foregoing provide sufficient capacity, performance and connectivity and meet the service levels recommended by FicaSave.

Maintain appropriate security, and protection of the devices accessing the Service.

Use the Service only for the internal business purposes of the Affiliate that invited You to access the Service.

Except as permitted by applicable laws that cannot be waived, not (i) share login credentials for the Service with any other person; (ii) transfer, copy, modify, sublicense, distribute, rent, lease, sell, convey, translate, disassemble, disable, hack, reverse engineer, decompile, frame, mirror, resell, disrupt or interfere the Service, features, functions, or performance thereof, or data or information contained therein; (iii) create derivative works from, build a product using ideas, features, functions, or graphics similar to the Service, or otherwise use the Service to compete with  FicaSave in any way; (iv) use the Service in any way that breaches the rights of any third party or violates any Law, including export control and data privacy laws; or (v) use the Service to store or transmit unlawful content.

External User agrees that FicaSave may access or disclose information about You or Your use of the Service to: (a) provide the Service, including to provide support to an Affiliate; (b) as required by applicable law; and (c) protect the rights, property or security of FicaSave, its users, or a third-party.

Termination of the Service

External User's access and use of the Service may be terminated by FicaSave and/or by the Affiliate at any time and without notice.  FicaSave does not owe any obligation to You with respect to any Affiliate Data You may have uploaded or otherwise transmitted to the Service.

Intellectual Property and License Rights

The Service uses proprietary and confidential information that is protected by United States and international copyright, trademark, patent, trade secret and/or other intellectual property or proprietary rights laws.  FicaSave or its licensors are the sole and exclusive owners of all intellectual property (including trademarks) in the Service, and You neither have nor acquire any ownership interest, license, lease, or right to the Service except as provided herein.

No Warranty

ALL SERVICES, INCLUDING ANY PRODUCTS, SOFTWARE OR SERVICES PROVIDED BY THIRD PARTIES, ARE PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND.  FICASAVE SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, FICASAVE MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES OR RESULTS OF THE USE THEREOF WILL MEET CUSTOMER'S OR ANY OTHER PERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES. YOU ACKNOWLEDGE THE SERVICES MIGHT BE SUBJECT TO OCCASIONAL DELAYS, INTERRUPTIONS, AND OTHER ISSUES INHERENT TO INTERNET SERVICES, AND THAT THE SERVICES MAY CONTAIN DEFECTS AND/OR MAY NOT OPERATE UNINTERRUPTED OR ERROR FREE.

Limitation of Liability

IN NO EVENT SHALL  FICASAVE, ITS AFFILIATES, DIRECTORS, OFFICERS, LICENSORS, SUBCONTRACTORS, EMPLOYEES, AND/OR AGENTS BE LIABLE UNDER THESE TERMS OF USE FOR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES FOR BREACH OF CONTRACT OR WARRANTY, OR FOR NEGLIGENCE OR STRICT LIABILITY) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF  FICASAVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  FICASAVE’S MAXIMUM LIABILITY FOR ANY AND ALL CLAIMS RELATED TO OR ARISING OUT OF THESE TERMS OF USE, REGARDLESS OF WHETHER THE CLAIM FOR SUCH DAMAGES IS BASED IN CONTRACT, TORT, OR ANOTHER LEGAL OR EQUITABLE THEORY, SHALL NOT EXCEED $100 U.S. DOLLARS IN THE AGGREGATE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. MULTIPLE CLAIMS SHALL NOT INCREASE ANY OF THE LIMITATIONS SET FORTH IN THIS SECTION.The limitations in this section shall apply to the maximum extent permitted by law.

Governing Law

The Terms of Service and any dispute arising out of or relating hereto will be governed by the same governing law as the Affiliate Associate Agreement, without regard to conflict of law or the United Nations Convention on the International Sale of Goods. Exclusive jurisdiction over any dispute arising out of these Terms of Service will rest in the same courts identified in the Affiliate Associate Agreement. In any action or proceeding to enforce rights under the Terms of Service, the prevailing party will be entitled to recover its reasonable costs and attorney's fees. If You want to know the governing law provisions of the Affiliate Associate Agreement, please direct Your question to the Affiliate or to FicaSave using the details at the end of this document.

Miscellaneous

Any notices sent to You pursuant to these Terms of Service will be sent to the email address associated with Your account.

You may not assign or transfer Your rights or obligations under these Terms of Service to any party.  FicaSave may assign these Terms of Service in their entirety and without Your consent to an affiliate of FicaSave in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of FicaSave’s stock or assets.

If any provision in these Terms of Service is held invalid or unenforceable for any reason, the remaining provisions shall continue in full force and effect.

 FicaSave’s failure to enforce any provision in these Terms of Service shall not be construed as a waiver of that provision.

You agree in the event of Your use of the Service in violation of these Terms of Service, or the threat of either of the foregoing, FicaSave shall be entitled to injunctive relief.

The Terms of Service, including any terms incorporated by reference into the Terms of Service, constitute the entire agreement between You and FicaSave and supersede all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.

 FicaSave reserves the right to modify the Services, these Terms of Service, and its privacy policy at its sole discretion and without notice to You. Your continued use of the Services after the effective date of any such modification will constitute Your acceptance thereof.

Sections 2, 4, 6, 7, 8, 10 of these Terms of Service will survive any termination or expiration of the Terms of Service.

For all purposes of these Terms of Service, the word "including" and related terms mean inclusion without limitation and do not limit the generality of the statements they qualify, and the word "or" is not exclusive and shall have the meaning commonly ascribed to the term "and/or."

Questions about these Terms of Service should be directed to:‍Email: support@ficasave.com

Mail:

FicaSave, LLC 700 East Firmin Street Suite 99Kokomo, IN, 46902‍

Last updated: January 30, 2024

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