Terms of Use

EchoSign, Inc. (“EchoSign”) provides a set of services more fully described on the EchoSign website (together, the “Service”) that puts an end to the hassles of paperwork while maintaining high levels of privacy and security.  Our top priority is protecting your privacy and the security of the Service.  Your use of the Service is subject to the following terms and conditions of the Customer Agreement (“Agreement”).

Privacy

EchoSign is dedicated to safeguarding your information. For details, please read our Privacy Policy.

Security

EchoSign is committed to being Seriously Secure. Our servers are housed in state-of-the art SAS 70 Type II secured datacenters with redundant power and internet connectivity, and our security systems have been fully certified by Salesforce.com.

More information may be found here.

EchoSign employs commercially reasonable precautions to maintain the security of the system, including the use of industry standard encryption methods to prevent unauthorized access to customer documents and account information stored on our servers. The Service also protects information with the HTTPS security protocol during transmission to your web browser. Of course, the Service cannot protect any information after it has left the Service. EchoSign is end-to-end secure — since they are not needed, salt values are not associated with any documents and e-signatures are not key-coded or associated with digital certificate information. In addition, to further protect you, EchoSign does not rely on document encryption keys tied solely to senders or recipients. EchoSign does not apply document encryption keys corresponding solely to the sender and any document processing server, or solely to a recipient and any document processing server.

Your Representations and Obligations

Amendment

You are responsible for reviewing the current version of the Customer Agreement periodically. EchoSign may amend this Agreement by (a) posting a revised Customer Agreement on the EchoSign website, or (b) sending information regarding the amendment to the email address you provide to EchoSign. Continued use of the Service will be deemed acceptance of the amended Agreement.

Proper Use

You agree to comply with the terms and conditions of this Agreement and with all applicable local, state, national and international laws and regulations and all Internet regulations, policies and procedures, including all export and other laws regarding the transmission of technical data exported from any country through the Service. You agree that you will not use the Service for illegal purposes, to disrupt to the Service, or to distribute content that violates the privacy, intellectual property or other proprietary rights of any third party, or for purposes that EchoSign reasonably determines to be unlawful, obscene, defamatory, harassing, fraudulent, abusive, threatening, harmful, vulgar, or otherwise objectionable. You are wholly responsible for the contents of your transactions through the Service.

Your use of the EchoSign service is subject to EchoSign’s “Fair Use” policy. You will be in violation of this policy if, within any thirty (30) day period, your usage exceeds more than three (3) times the average level of usage of EchoSign’s customers over that thirty (30) day period.

Age

You represent and warrant that you are at least 18 years of age (or, as applicable, the age of majority in the state or province in which you reside), and that you possess the legal right and ability to enter into this Agreement.

Account Registration

The Service requires you to register for a password-protected account. You represent and warrant that all of the information you provide to EchoSign is true, accurate and complete, and that you have legal right to use the e-mail address(es) you provide. You agree to keep your information current by updating your account information. You agree to maintain the confidentiality of your password and account. You are responsible for all activities that occur under your account. If your account remains inactive for more than three months, EchoSign reserves the right to close your account.

Payment Obligations

In the event that you select to purchase one of the paid account options that EchoSign makes available (a “Paid Account”), you agree to pay for using such Paid Account according to the rate plan you select. Payment of your EchoSign account balance is due monthly and, unless you have a business account that has been pre-qualified by EchoSign, must be made by the credit or debit card you designate. Free Accounts are free of charge.

A credit will be awarded for the amount paid for any transaction if you not satisfied with the Service for that transaction, provided such credit is requested within thirty (30) days of the transaction. No other refunds are provided. Pre-paid amounts may, if so quoted to you, expire if not entirely spent within a specified time period.

Account Cancellation

If your account is paid-in-full, you may cancel your account and terminate this Agreement at any time. EchoSign recommends printing or copying any important documents because you will lose access to documents, messages or other content contained in your account after cancellation. (You’ll already have a copy of all your signed agreements though — EchoSign automatically e-mails you copies of all agreements signed through the Service at the time of execution). EchoSign reserves the right to terminate any account that violates the terms of this Agreement.

Communication

You agree that the official time for all transactions using the Service will be the timestamps recorded by the Service’s servers. You also agree that all electronic communications or notices sent to the e-mail address you provide to EchoSign, placed in your account, or posted on the Web Site will be considered “in writing” and received within five (5) business days of its dissemination. EchoSign disclaims all responsibility for all failures in communication caused by failures of third parties to properly process or deliver EchoSign’s electronic communications.

EchoSign's Rights and Disclaimers

Relationship to Documents

Unless EchoSign is named as a direct party, EchoSign’s relationship to all documents and transactions completed using the Service is that of a trusted, disinterested third party. Accordingly, EchoSign disclaims any representations of any kind regarding the documents or transactions that pass through the Service. You are responsible for recognizing the parties of interest in all transactions you complete using the Service and assessing all associated risks.

Maintenance

The Service will occasionally be unavailable during system maintenance and upgrades. EchoSign will make commercially reasonable efforts to ensure that the Service will be available. However, EchoSign disclaims all responsibility for any interruptions or problems with the Service caused by external forces affecting the reliability of the Internet or computer systems.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT ECHOSIGN SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH ECHOSIGN HAS BEEN ADVISED OF THE POSSIBILITY THEREOF), AND INCLUDING DAMAGES RESULTING FROM: (i) ANY DOCUMENT OR TRANSACTION SENT THROUGH THE SERVICE WHERE ECHOSIGN WAS NOT A DIRECT PARTY; (ii) THE USE OR INABILITY TO USE THE SERVICE, INCLUDING ERRORS, INTERRUPTIONS OR DELAYS; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DOCUMENTS OR TRANSMISSIONS; OR (iv) ANY OTHER MATTER RELATING TO THE SERVICE. ECHOSIGN’s LIABILITY SHALL NOT EXCEED, IN THE AGGREGATE, A SUM EQUAL TO THE AMOUNT OF FEES (IF ANY) PAID FOR USING THE SERVICE UNDER THIS AGREEMENT.

Disclaimer of Warranty

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. ECHOSIGN PROVIDES THE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. ECHOSIGN EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  2. ECHOSIGN DOES NOT WARRANT AND EXPRESSLY DISCLAIMS THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, RELIABLE, TIMELY, SECURE, ERROR-FREE OR FREE OF VIRUSES AND OTHER HARMFUL COMPONENTS, (iii) ANY ERRORS ON THE ECHOSIGN WEB SITE OR SERVICE WILL BE CORRECTED; AND (iv) THAT DOCUMENTS OR MATERIALS THAT YOU STORE VIA THE SERVICE WILL REMAIN ACCESSIBLE.
  3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR SOLE DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
  4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ECHOSIGN, OR THROUGH OR FROM THE ECHOSIGN WEB SITE OR SERVICE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
  5. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OF CERTAIN WARRANTIES OR THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Intellectual Property Rights

You acknowledge and agree that EchoSign owns all right, title and interest in the Service and the web site, including, without limitation, all intellectual property rights. You acknowledge and agree that the Service and the website contain proprietary and confidential information and trade secrets including, but not limited to text, graphics, logos, images, software, and icons, that are protected by U.S. and international intellectual property laws and applicable laws.

EchoSign retains all right, title and interest to the words "EchoSign", "Seriously Secured", "Signed. Stored. Filed", "You Send. They Sign. It's Done." and any word, phrase or logo incorporating the foregoing (collectively, the "EchoSign Marks"). You agree not to display or use EchoSign Marks in any manner without EchoSign’s prior permission.

Copyright

If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our Copyright Agent with the following information:

EchoSign’s Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:

By mail: Copyright Agent, c/o EchoSign, Inc., 555 Bryant Street, Palo Alto, CA 94301. By phone: (650) 352-5454.

By email: copyright@echosign.com

EchoSign Services

Fair Use Policy: Free Accounts

Each customer, including a company, is limited to one (1) Free EchoSign account. If you or your company desire more than one (1) Free EchoSign account, then you must, and you agree to, upgrade to a paid Service.

Fair Use Policy: Paid Accounts

Paid Accounts shall be in violation of EchoSign's 'Fair Use' policy if usage in any given month exceeds more than three (3) times the average level of usage of the same category of EchoSign's paid account customers over that thirty (30) day period. Usage shall be defined as total transactions on the service, including send, fax, and archive.

Any violation of these Fair Use Policies may subject your account to more limited functionality in your account, or in the case of concerns about abuse, termination of your account. Any failure by EchoSign to enforce this Policy does not constitute a waiver of EchoSign’s right to enforce past or current violations at any time in the future.

Electronic Fax Service: Unsolicited Fax Advertisement Policy

EchoSign prohibits the distribution of unsolicited fax advertisements through the Service. If you violate the prohibition against unsolicited fax advertisements as defined by the Federal Telephone Consumer Protection Act (http://ftp.fcc.gov/cgb/consumerfacts/unwantedfaxes.html), you will be in violation of this Agreement and your account will be subject to termination. If you have received unsolicited fax advertisements, please attempt to unsubscribe and notify EchoSign immediately with any telephone, fax or other contact information contained in the junk fax by sending an email to support@echosign.com You acknowledge and agree that EchoSign, as the owner of your fax number, has the sole right, but not the obligation to assert any legal claims against any third party as a result of your receipt of any unsolicited faxes, including, but not limited to, claims under the Telephone Consumer Protection Act of 1991. To the extent that you retain any rights to bring such claims, you hereby assign all such rights to EchoSign.

Electronic Fax Service: Spam Drop-Box Policy

EchoSign prohibits the use of its fax numbers as drop-boxes for e-mail or fax spam offers. If you have received such email or fax spam offers that use your fax number as a drop-box for responses, please attempt to unsubscribe and notify EchoSign immediately with any telephone, fax or other contact information contained in the e-mail or fax.

Electronic Fax Service: Fax Number Policy

You agree and understand that EchoSign has sole discretion to select the fax number used in your EchoSign document exchange, and that in that case of Free accounts, you may have no or limited ability to select or change the area code. You further agree and understand that ownership of such fax numbers is vested solely in EchoSign, and that following the termination or cancellation of your account for any reason, you will not have the ability to receive any documents through any EchoSign fax number previously associated with your account.

E-Signature Service: Policies

If you use the e-signature feature of our Service, you are agreeing to conduct business transactions with electronic documents and signatures instead of paper-based documents and signatures. You are under no obligation to transact business electronically. To withdraw your consent to conduct electronic transactions, simply stop using the Service and contact the sending party to explore other options.

You may read and sign each document on a case-by-case basis. Each decision to view or sign a document electronically does not affect the legal effect of any transactions already completed using either electronic or paper-based documents and signatures. You hereby agree to read every document before electronically signing it. You also agree to communicate all issues regarding the content of a document directly with the sending party. Finally, you agree to notify the sending parties and the Service of any change in your e-mail address in order to prevent interruptions to your communications.

You acknowledge and understand that electronic signatures are legally binding in the United States and other countries. You also understand that printed copies of electronic documents are not considered legal originals, but rather copies of the original documents signed on EchoSign. There are no additional fees for printing or exporting electronic documents or signatures, but additional fees may apply to paper-based transactions.

E-Signature Service: Requirements

Use of the Service requires a standards-compliant web-browser which supports the HTTPS protocol, HTML, and cookies. Many documents and communications will include PDF and Word attachments requiring additional software.

Electronic signatures are void where prohibited by law. The United States Electronic Signatures in Global and National Commerce Act (the “Act”) preserves the legal effect, validity, and enforceability of signatures and contracts relating to electronic transactions and electronic signatures used in the formation of certain electronic contracts. However, as further described in the Act, the Act does not apply to certain contracts and records governed by statutes and regulations such as those related to probate and domestic law matters; state commercial law; consumer law covering utility services, real property defaults and foreclosures, and insurance benefits; product recall notices; and hazardous materials papers.

Legal Document Service: Legal Information Disclaimer

The Service offers documents and other information that may be relevant to the legal needs of our users. However, the legal information available on or through the Service does not constitute legal advice as it does not draw legal conclusions or apply the law to the specific circumstances of each user. If you require legal advice, please consult a licensed attorney in your area. Your use of the Service cannot replace the advice of an attorney or create an attorney-client relationship between you and EchoSign. Although EchoSign makes reasonable efforts to ensure the accuracy of the legal information it provides, the law is constantly changing, and EchoSign cannot guarantee the correctness or completeness of the legal information.

API Terms

EchoSign Enterprise Customers may access their EchoSign account and its data via our API (Application Program Interface). Any use of the API, including use of the API through a third-party product that accesses EchoSign, is bound by the general EchoSign Terms of Use plus the following specific terms:

  1. You expressly understand and agree that EchoSign shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if EchoSign has been advised of the possibility of such damages), resulting from your use of the API or third-party products that access data via the API.
  2. Abuse or excessively frequent requests to EchoSign via the API may result in the temporary or permanent suspension of your account's access to the API. EchoSign, in its sole discretion, will determine abuse or excessive usage of the API. EchoSign will make a reasonable attempt via email to warn the account owner prior to suspension.

EchoSign reserves the right at any time to modify or discontinue, temporarily or permanently, your access to the API (or any part thereof) with or without notice.

General Provisions

Entire Agreement

This Agreement constitutes the entire agreement between you and EchoSign and governs your use of the Service. This Agreement supersedes all prior agreements and understandings between you and EchoSign, whether written or oral.

Indemnification

You agree to hold harmless and indemnify EchoSign and its subsidiaries, affiliates, officers, agents, directors, managers, employees, and successors from any claims, losses, damages, suits, demands, liabilities, judgments, litigation costs and attorneys’ fees arising from or in any way related to your use of the Service, your breach of any of your obligations under this Agreement, or your violation of any applicable laws or regulations.

Severability and Waiver

If a court of competent jurisdiction declares any term or provision in this Agreement invalid or unenforceable, you and EchoSign nevertheless agree that the court should construe that term or provision consistent with applicable law as nearly as possible to reflect the parties’ original intentions, and that the remaining terms and provisions remain in full force and effect. Failure by EchoSign to exercise or enforce any provision of this Agreement shall not constitute a waiver of any such provision.

Choice of Law

This Agreement shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and EchoSign agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Clara, California.