Terms & Conditions Of Use: Paperform App

Last Updated 26 July 2021

1. About Us

Thank you for subscribing to Paperform (“us”, “we”, “our”).

You have either accepted a free trial (Essentials Plan only) or purchased an Essentials Plan or Pro Plan (collectively, “Plans”), with us through your App Store account with Duda, Inc. (“Duda”). You can use our Paperform application integrated within the Duda App Store platform (“App Store”) to quickly and easily build custom forms with a range of features including taking payments, booking and scheduling functionality, custom emails, integrations, and more (the “Services”).

2. Acceptance of these Terms

Please read these Terms and Conditions (the “Terms”) carefully. These Terms, our Privacy Policy and all other policies related to the Services form the entire legal agreement between you and us.

By purchasing the Services through the App Store you will be taken to have read, understood and agree to be bound by these Terms. You may also accept these Terms by clicking to accept the Terms where this option is made available to you.

If you do not agree with the Terms, you must stop using the Services immediately.

You may not use the Services or accept the Terms if you are not of legal age to enter into a binding contract with us.

If you are agreeing to these Terms on behalf of a company or organization, you warrant and agree that you have the authority to bind the company or organization to these Terms and that the company or organization will be bound by these Terms. We reserve the right to change the Terms at our sole discretion at any time by reasonable notice to you including by posting revised Terms on our website at paperform.co (the Website), notifying you by email or through a notification when you access the Services. Any changes to the Terms take immediate effect and shall be binding on you from the date of their posting on the Website or the date of the notification on the Services. Your continued use of the Services will constitute your acceptance of the revised Terms.

3. Access

In order to access the Services, you must have an account with the App Store and have subscribed to the Services through your App Store account (“Account”). You warrant that any information provided to us during the Account registration process is accurate, correct and up to date. You are solely responsible for protecting your registration information. Sharing your registration information with any individuals or third party is strictly prohibited and may result in the immediate cancellation of your Subscription and Services.

If your registration information changes, you must promptly update your Account information to reflect those changes.

You are responsible for maintaining the confidentiality and integrity of your Account and password and are responsible for all use and activity carried out on your Account. You must immediately notify us of any unauthorized use of your registration information and/or any breach of security of which you become aware.

Once you have accepted these Terms, you will have an Account with our Services on the App Store and be a registered member of our Services (”Member”). As a Member you will be granted immediate access to the Services from the time you have accepted the Terms until the first of the following occurs:

1. the end of your free trial period, unless you have purchased a Plan;
2. your Account with our Services expires or is cancelled; or
3. until your account with the App Store expires or is cancelled.

4.Free Trial

When you register for a new Account, you will be able to access the full features of the Essentials Plan for 14 days at no charge.

At the end of the free trial, we may at our discretion offer to extend the period of your free trial, which we will do by notifying you via email.

For the avoidance of doubt, we do not offer a free trial under the Pro Plan subscription.

5. Subscription to use the Services

Once you have activated an Account or at the end of the free trial, you will be required to purchase a subscription (“Subscription”) and pay the applicable fee through your App Store account for the selected Subscription (“Subscription Fee”) to use the Services and the Plans.

By purchasing a Subscription, you acknowledge and agree that it is your responsibility to ensure that the Subscription you select is suitable for your use.

Your subscription will start when you have paid the Subscription Fee through your App Store account and will continue until the end of the subscription period you have selected (“Subscription Period”). At the end of the initial Subscription Period, your Subscription will automatically renew for a further Subscription Period on the same terms as the initial period, unless you cancel your Subscription through your App Store account or contact the App Store to cancel your Subscription before it renews.

We may but are not obligated to send you any renewal notices or other reminders at the end of the Subscription Period. It is your sole responsibility to monitor your Account and promptly advise the App Store of any changes to your Account or Subscription, including cancellations.

6. Your Obligations as a Member

As a Member, you must:

1. use the Services only for lawful purposes that are permitted by the Terms;
2. not create Accounts with us through unauthorized means, including by using an automated device, script, bot, or other similar means;
3. not use the Services or Website to promote or partake in any illegal or unauthorized conduct, including but not limited to, the collection of email addresses for the purposes of sending unsolicited or unauthorized advertising materials, junk mail, spam, chain letters, pyramid schemes or any other unsolicited correspondence prohibited by law;
4. not knowingly post or upload any materials, contact or URL links that contain any software or computer viruses that will interfere with the Services, Website or any third party’s authorized use of the Services and Website;
5. not upload, post, e-mail, transmit or otherwise make available any content that is in violation of any third party’s intellectual property rights or any laws protecting intellectual property in any jurisdiction;
6. not upload, post, e-mail, transmit or otherwise make available any content that violates an individual’s rights to publicity or privacy;
7. not upload, post, e-mail, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, libellous, invasive of another’s privacy, hateful or racially, ethnically or otherwise objectionable, and you will not use the Services and Website to harass, threaten, impersonate or intimidate any other person or entity;
8. abide by Paperform’s Website Terms of Use and Privacy Policy; and
9. use the Services in full compliance with all applicable laws, regulations, and practices, including but not limited to all applicable privacy and data protection laws, rules, regulations and directives.

You acknowledge and agree that:

1. access and use of the Website are limited, non-transferable and allowed for the sole use of the Website by you for the purposes of using the Services;
2. commercial advertisements, affiliate links, and other forms of solicitation may be removed from the Website without notice and may result in termination of the Services. We will take appropriate legal action for any illegal or unauthorized use of the Services and Website;
3. any automated use of the Website and/or Services is prohibited; and
4. we reserve the right to deny anyone access to an Account, the Services or Website at any time and for any reason.

7. Member Content

We reserve the right, but are not obliged, to monitor, review, verify, edit, modify or delete any material, content, data or information created, generated or transmitted by you through the Services (“Member Content”).

You are solely responsible for Member Content that you post, publish, or otherwise transmit through the Services.

In addition to these Terms, we may, from time to time, provide guidelines or restrictions on the content that may or may not be included in your forms or Member Content.

You may only request credit/debit card details via the checkout of a secure payment gateway integrated with the Services (such as Stripe, PayPal Business, Square, Braintree, etc.). If you request credit card information or other sensitive information (such as social security numbers), our system will automatically notify us, and we will review the content of the form.

We reserve the right to remove, delete or take down at any time and without justification to you any forms or Member Content that you create through the Services that actually or apparently breach these Terms or the intellectual property rights, privacy rights or other rights of any third party.

8. Relationship between Members and respondents

We are not a party to any contractual relationship between you and your customers or form respondents. You are solely responsible for all aspects of your relationship with your customers or form respondents, including:

1. entering into suitable contractual arrangements;
2. providing products or services, and honouring any bookings made through the Services; and
3. collecting payment and arranging refunds, if applicable.

You are also responsible for ensuring that your customers or form respondents are aware that their personal information may be or is being provided to and processed through the Services, including, if necessary, obtaining their consent to such usage.

You represent, warrant and covenant that:

1. your creation, collection, receipt, access, use, storage, disposal, and disclosure of data and/or information (including, but not limited to, as obtained from respondents) does and will comply with all applicable federal, state, and international privacy and data protection laws, rules, regulations and directives;
2. you will not provide us with any data and/or information in violation of any applicable laws, rules, regulations or directives; and
3. you will treat respondent data and/or information in accordance with our Privacy Policy.

9. Payment

Where the option is given to you, you may make payment of the Subscription Fee through your App Store account.

All payments made in the course of your use of the Services are made using payment processing services provided by the App Store. Please make sure you have read and understood the App Store’s payment terms in their terms of service.

Where a request for the payment of the Subscription Fee is returned or denied, for whatever reason, by your financial institution or is unpaid by you for any other reason, then you are liable for any costs, including banking fees and charges, associated with the Subscription Fee.

We can change and/or amend the Subscription Fee at any time and the amended Subscription Fee will come into effect following the conclusion of the existing Subscription Period.

10. Refund Policy

All payments of refunds of the Subscription Fee and communications with respect to any refunds should be made through the App Store. Please contact the App Store if you have any concerns regarding the refund of the Subscription Fee.

We will only provide you with a refund of the Subscription Fee if you are unable to use or access all or a material part of the Services for a prolonged period as a result of a significant failure or defect in the technology. Where this occurs, we will provide you with a prorated refund.

A refund in accordance with this clause is your only remedy in the event of any downtime or defect in the technology. We will not be liable to you for any other compensation, including for business interruption or loss of business.

Paperform will process refund requests under this clause within a reasonable period of time and return funds to the payment account from which payment was drawn.

We will not provide a refund for any other reason including but not limited to your change of mind, claims of unused time, or your failure to cancel your Subscription with sufficient notice.

11. GST

Unless otherwise specified in these Terms, the Subscription Fees are exclusive of GST. GST has the meaning given to it in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

If GST is payable in respect of a supply made under or in relation to these Terms, you must pay to us an amount equal to the GST payable on the supply (GST Amount). The GST Amount is payable by you in addition to and at the same time as any consideration for the supply, including when you pay your Subscription Fees through your App Store account.

12. Copyright and Intellectual Property

The Website, Services and all of the related products and content are our property and are subject to laws in the United States of America, Australia and other countries through international treaties. Unless otherwise indicated, all copyright, trademark and other proprietary or intellectual property rights in the Website and in the Services and in all text, graphics, logos, button icons, video images, audio clips, code, scripts, design elements, interactive features and all other materials on or in the Website or Services (together, “Paperform Content”) are owned, controlled and are reserved to us and/or our contributors. Nothing in these Terms or your use of the Website and Services transfers any rights, title or interest to you in relation to the Paperform Content.

All trademarks, service marks and trade names (collectively the “Marks”) are trademarks and/or registered trademarks owned by us and/or third party owners that have granted us a license to use such Marks on the Website and Services. Our Marks may not be used in connection with any website, product and/or service without our prior written consent and the permission of any other relevant rights owners.

You must not modify, copy, display, reproduce, publish, commercially exploit, reverse engineer, create derivative works from, transfer or sell any Paperform Content without our express written consent.

13. Copyright infringement notice

We respect the intellectual property rights of others and require that the individuals and businesses/organizations that use the Website and Services do the same.

If you believe that your work has been copied in a way that constitutes copyright infringement, please send the following information to the address listed below (“Notice”):

1. a detailed description of the copyrighted work that you claim has been infringed upon;
2. a detailed description of the alleged infringing activity, the URL where the alleged infringing material is located on the Website or in the Services and a screenshot and/or printout of the alleged infringing material;
3. a statement by you that you have a good faith belief that the disputed use is not authorized by you, the copyright owner, its agent, or the law;
4. your full contact information, including your full name and/or the name of your business/organization, mailing address, telephone number and email address; and
5. a statement by you that the information in your Notice is accurate and that you are the copyright owner and/or are authorized to act on the copyright owner’s behalf.

Copyright infringement contact information:

Email: legal@paperform.co

Address: Law Squared,
Level 21, 114 William Street
Melbourne VIC 3000
Australia
Telephone: (03) 9008 5954

If your Notice does not comply with the requirements set out above, then we may notify you as such and will not investigate the complaint or take any further action until we receive a compliant Notice.

14. Dealing with copyright complaints

If we receive a copyright infringement Notice in accordance with clause 13 above, we will review the Notice and investigate the infringement claim as quickly as possible.

We may, at our sole and absolute discretion:

1. immediately take down any alleged infringing content;
2. give the infringing Member 48 hours, or such other timeframe we consider appropriate, to amend the form or create a new form that does not infringe any other Member or third party’s intellectual property before taking down the infringing content;
3. request further information or evidence from the complainant; or
4. if we are not able to determine the proper copyright owner or are not reasonably satisfied that the content does or is likely to infringe another Member or third party’s intellectual property, take no further action.

We will provide written notice to all relevant parties of any action taken by us, or the outcome of any investigation conducted by us, as soon as practicable.

We reserve the right to terminate any Subscription Plan if there are more than 3 repeat instances or complaints of copyright infringement against a specific user.

15. Links to Third Party Websites

The Website and/or Services may include links to third party websites. We do not control or endorse any third party websites.

You agree and acknowledge that we are not responsible for:

1. the availability of third party websites;
2. any content, advertising, products or other materials on or available from these third party websites; and
3. any damage or loss directly or indirectly caused or alleged to be caused by or in connection with your use of or reliance on any such content, goods, or services available on or through any third party website.

16. Privacy

We take your privacy seriously and any information provided through your use of the Website or Services are subject to our Privacy Policy, which is available on the Website and at https://paperform.co/privacy.

17. General Disclaimer

Use of the Website and Services is solely at your own risk. The Website and Services are provided to you "as is" and "as available" without warranty or representation of any kind. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. THESE INCLUDE, BUT ARE NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. YOU UNDERSTAND THAT WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE SITE WILL BE FREE OF VIRUSES, MALWARE, OR OTHER DESTRUCTIVE CODE. WE DO NOT WARRANT THAT THE WEBSITE WILL BE ERROR-FREE, CONTINUOUS, ACCURATE, FAULT-FREE, SECURE OR UNINTERRUPTED. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY ANY TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR SMART PHONE, COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY AS TO THE SECURITY, RELIABILITY, AVAILABILITY, ACCURACY, QUALITY, TIMELINESS, USEFULNESS, ADEQUACY, COMPLETENESS, OR SUITABILITY OF THE SITE.

None of the affiliates, directors, officers, employees, agents, contributors and licensors of Paperform make any express or implied representation or warranty about the Services or any products or Services referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of:

1. failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration, or unauthorized access to records;
2. the accuracy, suitability, or currency of any information on the Website, the Services, or any of its Services related products (including third party material and advertisements on the Website);
3. costs incurred as a result of you using the Website, the Services or any of our products; and
4. the Services or operation in respect to links which are provided for your convenience.

We do not control, endorse, and are not responsible or liable for the App Store, App Store content or interactions between you and the App Store.

Nothing in the Terms limit or exclude any guarantees, warranties, representations or conditions that cannot be excluded or limited by applicable law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded

18. Limitation of Liability

Our total aggregate liability for any and all claims arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will be limited to the fees paid by you to us for the applicable Services in the twelve (12) months immediately prior to the event first giving rise to a claim.

You expressly understand and agree that we and our employees, agents, contributors and licensors shall not be liable to you for any indirect, incidental, special consequential or exemplary damages or damages for loss of data, loss of or claim for revenue, profits, actual or potential business opportunities, loss of good will, anticipated savings or business losses.

19. Indemnity

You agree to indemnify and hold harmless Paperform, its affiliates, employees, agents, contributors, third party content providers and licensors from and against all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with:

1. your Member Content;
2. your relationship with your customers and form respondents;
3. any alleged or actual copyright infringement or infringement of third party intellectual property rights by you;
4. your access or use of the Website, Services, and/or Paperform Content; and/or
5. any breach of the Terms by you.

20. Termination

The Terms will continue to apply until terminated by either you or us as set out below.

If you want to terminate the Terms, you may do so at any time by cancelling your Subscription through your App Store account or through contacting the App Store.

We may at any time, terminate the Terms with you, or suspend or deny your access to any or all of the Services, if:

1. you have breached any provision of the Terms or intend to breach any provision;
2. you breach any applicable law;
3. we are required to do so by law;
4. your conduct impacts our name, goodwill, reputation and/or violates the rights of a third party; or
5. the provision of the Services to you by us is, in our opinion, no longer commercially viable; or
6. for our convenience as determined in our sole discretion.

We reserve the right to cease operating the Website and Services, without notice and for any reason.

21. Effect of Termination or cancellation

If these Terms are terminated in accordance with clause 20 then:

1. you will still be able to access your Account through the App Store to view previous form submissions;
2. you will not have access to the full functionality of the Services or Plans;
3. you will not be able to edit or publish your existing forms or create new forms; and
4. we will not be liable to you for any costs, losses or damages arising as a result of terminating your access to the Services.

We will not hold onto your data or Account indefinitely. If we need to remove your Account and delete your data (including previous form submissions), we will provide you with written notice in advance so that you may download or back up any data before we remove your Account, except to the extent prohibited by law, in violation of third party rights, or in the event doing so may expose us to liability.

In the event of a termination of these Terms, any of our rights hereunder will survive such termination, and the following clauses shall expressly survive such termination: clauses 8, 9, 11, 16, 17, 18, 20, 21, 22, 23 and 24.

22. Dispute Resolution

Any dispute, controversy or claim (“Dispute”) arising out of or relating to the Terms shall be exclusively resolved by binding arbitration, rather than in court as set out in this clause 22.

The complaining party must give written notice to the other party detailing the nature of the Dispute (“Dispute Notice”).

Upon receipt of the Dispute Notice, the parties must agree to meet at an agreed location or via video or teleconference within 30 days of the Dispute Notice to attempt to resolve the Dispute in good faith.

If within 30 days of the Dispute Notice, the Dispute is not resolved, the complaining party may only seek remedies through arbitration. The demand for arbitration shall be made within a reasonable time after the 30-day Dispute Notice period has expired, and in no event shall it be made after 2 years from when the complaining party knew or should have known of the Dispute.

The arbitration will be held in San Francisco, California in English, pursuant to the then current JAMS Rules of Arbitration.

Both parties agree that any dispute resolution proceeding will be conducted only on an individual basis and not in class consolidation or representative actions. Both parties also agree that either party may bring suit in court to enjoin infringement or other misuse of any intellectual property rights.

All communications concerning negotiations made by the parties arising out of and in connection with this clause 22 are confidential and to the extent possible, must be treated as "without prejudice" negotiations for the purpose of applicable laws of evidence.

23. Applicable Laws and Jurisdiction

The Terms are governed by the laws of California, United States of America.

Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of California, United States of America, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

24. Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, the part deemed void or unenforceable shall be severed from the Terms and shall not affect the validity and enforceability of the remaining provisions in the Terms.

25. Contact

Please feel free to contact us with any questions, comments or concerns, regarding these Terms and/or our Privacy Policy. You can also contact us via email at legal@paperform.co.

26. California Consumer Protection Act

To the extent that the California Consumer Protection Act of 2018 (“CCPA”) applies to the Services, Paperform and you each acknowledge and agree that:

1. you are acting as a “business” and Paperform is acting as a “service provider” under this Agreement as those terms are defined under CCPA;
2. each of Paperform and you shall comply with obligations expressly placed on them, respectively, as a business or service provider, under the CCPA;
3. no personal information (as defined under the CCPA) is being sold to Paperform pursuant to this Agreement and no compensation paid or payable to Paperform pursuant to this Agreement shall be deemed to be made for or in connection with a sale of personal information; and
4. Paperform may process personal information as permitted by and in accordance with the Section 999.314(c) of the regulations issued under the CCPA.

27. Data Processing Terms

To the extent that the EU General Data Protection Regulation (EU) No. 2016/679 (“GDPR”) applies to our relationship with you and that we process personal information as a data processor based on your instructions, the Data Processing Terms (https://paperform.co/terms-data-processing-agreement) will apply and are binding on the parties.

To the extent that the GDPR applies to our relationship with Duda, we process personal information as a joint controller with Duda and have the appropriate Data Processing Agreement in place.