RELIABILLS TERMS OF SERVICE AGREEMENT

(December 1, 2020)

These Terms of Service constitute a legal agreement (“Agreement”) between you (collectively, “You”, “Your”, “User”) and ReliaBills, LLC (collectively, “ReliaBills”, “Us”, “We” or “Our”) for invoicing, email delivery and any other related products or services (the “Service” or “Services”). This Agreement governs both the Services and any assigned account (“Account”) used in connection with the Services. Your initialization, use of or registration of the Services, through the ReliaBills website at www.reliabills.com, constitutes Your agreement to comply with the terms of this Agreement. 

DESCRIPTION OF SERVICE

The ReliaBills Service is an online customer management, invoicing and email delivery service designed to assist businesses in managing their invoicing processes. The Service allows You to import or create electronic invoices, deliver them electronically to Your customers and track payments from Your customers.

FREE VERSION OF RELIABILLS

As a means of evaluating the Service, You will be given the opportunity to utilize the Service free of charge. You will be required to provide information necessary to satisfy login credentials.

PRICING SCHEDULE

ReliaBills is 100% free to use.

USE OF SERVICES & ACCOUNT – Acknowledgements

A. You represent and warrant that You are at least 18 years of age or the applicable age of majority in your geographic area, and that You possess the legal right and ability to enter into this Agreement. 

B. You must be either a United States citizen, a legal permanent resident of the United States, or a United States business or nonprofit organization having a physical presence in the United States and authorized to conduct business by the state in which it operates. 

C. You agree not to use the Services and Your Account for any unlawful or abusive purpose or in any way which interferes with Our ability to provide Services to Our clients, or which damages Our property.

D. You acknowledge and agree that any information You enter into the Service, including but not limited to customer contact information and financial account information, may be utilized by ReliaBills for the purpose of providing the Service to You.

E. You agree to immediately notify Us of any unauthorized use of Your account or any other breach of security known to You. 

USER CONTENT

When using the Service, You may upload photos, input text, or publish or share other materials (“User Content”). You agree that you will not upload User Content to the Service unless you have created that content Yourself, or You have permission from the owners of all intellectual property rights in Your User Content to do so. 

You grant ReliaBills a worldwide, non-exclusive, royalty-free, fully-paid, perpetual, transferable, and sub-licensable right to use, reproduce, modify, adapt, publish, prepare derivative works of, distribute, publicly perform, and publicly display Your User Content throughout the world in any media in order provide and promote the Service. You retain all rights to Your User Content, subject to the rights granted to ReliaBills in this Agreement. You may modify or remove Your User Content via Your ReliaBills Account or by terminating Your ReliaBills Service. 

ReliaBills reserves the right, at its sole discretion, to remove, screen, edit, or disable any User Content at any time and for any reason without notice. You understand that by using the Service, You may be exposed to User Content that is offensive, indecent, or objectionable. We take no responsibility and assume no liability for any User Content, including any loss or damage to any of Your User Content. 

PROHIBITED PRODUCTS, SERVICES AND USES OF RELIABILLS 

By using the Service, You represent and warrant that You will not use the Service in connection with the following activities, items or services:

• Adult or adult-related services, including escort services, adult massage, or other adult-entertainment services
• Adult or adult-related content, including performers or “cam girls”
• Airlines
• Alimony, child support, or other court-ordered payments
• Bath salts and herbals
• Buyers clubs, or discount clubs or membership clubs
• Collection agencies, or payment for a dishonored check or for an item deemed uncollectible by another merchant
• Computer repair or maintenance services, such as antivirus programs
• Cruise lines
• Credit counseling or credit repair agencies
• Credit protection or identity theft protection services
• Counterfeit or possibly counterfeit goods, such as designer handbags, clothing and accessories, and consumer electronics
• Debt elimination, consolidation, or reduction services
• Digital goods including digital currency
• Direct marketing of subscription offers
• Distressed Property Sales and Marketing
• Drugs, alcohol, or drug paraphernalia, or items that may represent them
• Financial services, such as cash advances, bill payment, loans, prepaid cards, wire transfers, or sales of money orders or foreign currency
• Gambling or betting, including lottery tickets, casino gaming chips, off-track betting, memberships on gambling-related internet sites and wagers at races
• Hate, violence, racial intolerance, or the financial exploitation of a crime
• Infomercial merchants
• Internet pharmacies or pharmacy referral sites
• Inbound or outbound telemarketing businesses including lead generation businesses
• Licensed or franchised goods or services, such as Apple products
• Legal fees including bankruptcy attorneys
• Live animals
• Magic, enchantment, sorcery or other forms of yet-to-be-explained science
• Medical equipment
• Multi-level marketing businesses, pyramid or Ponzi schemes
• Obscene or pornographic items
• Pharmaceuticals
• Prepaid phone cards or phone services
• Real estate or motor vehicles
• Rebate or upsell programs
• Scrip-dispensing terminal
• Timeshare re-sales and related marketing
• Tobacco, cigarettes, or e-cigarettes
• Unlawful activities or items, or activities or items that encourage, promote, facilitate or instruct others regarding the same
• Violent acts towards self or others, or activities or items that encourage, promote, facilitate or instruct others regarding the same
• Weapons, including replicas and collectible items, or ammunition
• Weight loss programs

In addition, You may not use Your account for:

• Impersonating any person or entity or falsely claiming an affiliation with any person or entity;
• Collecting, or attempting to collect, personal information about Users or third parties without their consent, or using such information except as necessary to use the Service;
• Sending unsolicited offers, advertisements, proposals, or junk mail or spam to others. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation materials, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signature;
• Accepting payments for goods or services provided by someone other than You;
• Providing Yourself or others with a cash advance from a credit card;
• Any illegal purpose, or violating any local, state, national, or international law, including, without limitation, laws governing intellectual property, taxation, and data collection and privacy;
• Defaming, harassing, abusing, threatening, or defrauding others;
• Posting, transmitting, or distributing content that is false, misleading, unlawful, obscene, indecent, lewd, pornographic, hateful, abusive, inflammatory, or that violates the rights of others (including rights of publicity or privacy);
• Damaging, disabling, overburdening, or impairing ReliaBills, including without limitation, using the Service in an automated manner;
• Competing with ReliaBills or its business partners;
• Sending or receiving what ReliaBills considers to be funds for something that may have resulted from fraud or other illegal behavior;
• Abusing the payment card system or violating the Operating Rules, in the reasonable opinion of the Networks or ReliaBills;
• Transferring funds between bank accounts held in the same name

If ReliaBills determines that You have received funds resulting from fraud or a prohibited activity, those funds may be frozen or seized. 

In addition, if We reasonably suspect that Your account has been used for an unauthorized, illegal, or criminal purpose, You give us express authorization to share information about You, Your Account, Your access to the ReliaBills Services, and any of Your customer information and transactions processed within Your account with law enforcement, as applicable under the law.

ASSIGNMENT

We may assign all or part of Our rights or duties under this Agreement in connection with a sale of all or substantially all the assets of ReliaBills to a third party without notice to You; provided any such third party shall be obliged to honor the terms of this Agreement. You may not assign this Agreement without the prior written consent from ReliaBills.

ANTI-SPAM

As part of the Service, ReliaBills provides You with the ability to create and send email communications Your customers. While there is no limit to the number of emails and/or customers with whom You may communicate, ReliaBills reserves the sole right to limit the number of emails You may send in any given month. All communications must be operational in nature, and related to an invoice and/or billing. In using this service, You acknowledge content to be (i) non libelous, does not slander others, does not contain obscene or pornographic material, and is not illegal to use; (ii) do not contain devices which are intended to be used to perform illegal activities (such as, but not limited to, tools, devices or software used to defeat data encryption devices); (iii) do not contain any viruses, Trojan horses, malware, spyware, adware or other disruptive software, or any software code which is designed to disrupt, damage, or perform unauthorized actions on a computer system, or which transmits data from a user’s computer without notice to and the express prior consent of the user; and (iv) are not designed as a tool for processing e-mail for mass mailing (“spamming” tools or the like). 

SUPPORT

ReliaBills does not provide help-desk or other forms of support to end consumers concerning You, Your company, or Your products and services. ReliaBills’ support is limited to assisting You and Your company with respect to the Service. 

LIMITATION OF LIABILITY

IN NO EVENT SHALL RELIABILLS, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, OR AGENTS BE LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF OR RELATING TO (i) YOUR INABILITY TO USE THE MATERIALS, CONTENT, SERVICES OR ACCOUNTS; (ii) YOUR MISUSE OF THE MATERIALS, CONTENT, SERVICES OR ACCOUNTS; (iii) NONPERFORMANCE OR A FAILURE OF THE SERVICES CAUSED BY ACTS OR OMISSIONS OF ANOTHER SERVICE PROVIDER, (iv) EQUIPMENT OR SOFTWARE FAILURE OR MODIFICATION; (v) TELECOMMUNICATIONS OR COMPUTER EQUIPMENT FAILURES, OR (vi) ACTS OF GOD, OR OTHER CAUSES BEYOND OUR REASONABLE CONTROL. THE FOREGOING SHALL APPLY EVEN IF RELIABILLS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. RELIABILLS ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT YOUR ACCESS TO AND USE OF THE SITE, MATERIALS, CONTENT, SERVICES AND ACCOUNTS (1) WILL BE UNINTERRUPTED OR ERROR FREE; (2) IS FREE OF VIRUSES, UNAUTHORIZED CODE, OR OTHER HARMFUL COMPONENTS; (3) IS SECURE; OR (4) WILL MEET YOUR SATISFACTION. YOU ARE RESPONSIBLE FOR TAKING ALL PRECAUTIONS YOU BELIEVE NECESSARY OR ADVISABLE TO PROTECT YOU AGAINST ANY CLAIM, DAMAGE, LOSS OR HAZARD THAT MAY ARISE BY VIRTUE OF YOUR USE OF THE SITE, MATERIALS, CONTENT, SERVICES, AND ACCOUNT.

NOR SHALL RELIABILLS, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, AGENTS AND ANY UNDERLYING CARRIER BE LIABLE FOR INJURIES TO PERSONS OR PROPERTY ARISING FROM USE OF THE SERVICES, OR ANY EQUIPMENT USED IN CONNECTION WITH THE SERVICES.

IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, RELIABILLS SHOULD HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOSS, HARM OR DAMAGE, YOU AND RELIABILLS AGREE THAT IN NO EVENT SHALL LIABILITY OF RELIABILLS TO YOU FOR ANY REASON EXCEED OUR SERVICE CHARGES TO YOU DURING THE PREVIOUS TWELVE MONTH PERIOD PRECEDING SUCH LIABILITY.

YOU AND RELIABILLS AGREE THAT THIS SECTION OF THE AGREEMENT, “LIMITATION OF LIABILITY”, IS AN AGREED ALLOCATION OF RISK BETWEEN YOU AND RELIABILLS. YOU ACKNOWLEDGE THAT, ABSENT YOUR AGREEMENT TO THIS LIMITATION OF LIABILITY, RELIABILLS WOULD NOT PROVIDE THE SITE, MATERIALS, CONTENT, SERVICES, OR ACCOUNTS TO YOU.

INDEMNIFICATION

You will indemnify, defend and hold ReliaBills and our processors and partners harmless (and our and their respective employees, directors, agents, affiliates and representatives) from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including without limitation reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a third party person or entity that arises out of or relates to: (a) any actual or alleged breach of your representations, warranties, or obligations set forth in this Agreement, including without limitation any violation of our policies or the Operating Rules; (b) your wrongful or improper use of the Service; (c) any transaction submitted by you through the Service (including without limitation the accuracy of any product information that you provide or any claim or dispute arising out of products or services offered or sold by you); (d) your violation of any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (e) your violation of any law, rule or regulation of the United States or any other country; (f) any other party’s access and/or use of the Service with your unique username, password or other appropriate security code. 

REPRESENTATIONS AND WARRANTIES

You represent and warrant to Us that: (a) You are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (b) the name identified by You when You registered is Your name or business name under which You sell goods and services; (c) any sales transaction submitted by You as part of your use of the ReliaBills Payment Processing Service will represent a bona fide sale by You; (d) any sales transactions submitted by You will accurately describe the goods and/or services sold and delivered to a purchaser; (e) You will fulfill all of Your obligations to each purchaser for which You submit a transaction and will resolve any consumer dispute or complaint directly with the purchaser; (f) You and all transactions initiated by You will comply with all federal, state, and local laws, rules, and regulations applicable to Your business, including any applicable tax laws and regulations; (g) You will not use the Service, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the use of the Service; (h) Your use of the Service will be in compliance with this Agreement. 

SERVICE USE AND DISCLAIMER OF WARRANTIES

Reasonable efforts will be made to ensure the Service is operational 24 hours a day/7 days a week. Exceptions include: (i) planned downtime (for which We will provide prior notice); or (ii) any unavailability caused by circumstances beyond Our control, including but not limited to, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems or Internet service provider failures or delays. WE MAKE NO GUARANTEE AS TO THE UPTIME OR AVAILABILITY OF THE SERVICE. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

TERMINATION

We may terminate this Agreement and close your ReliaBills Service for any reason or no reason at any time upon notice to You. We may also suspend the Service and access to Your Account if You (a) have violated the terms of this Agreement, (b) pose an unacceptable credit or fraud risk to us, or (c) provide any false, incomplete, inaccurate, or misleading information or otherwise engage in fraudulent or illegal conduct. 

You may terminate this Agreement by cancelling your Service at any time by emailing support@reliabills.com. When You close your Account, any pending transactions will be cancelled. If applicable, any funds that We are holding in custody for You at the time of closure, less any applicable fees, will be paid out according to Your payout schedule. We reserve the right to hold Your funds as described herein. If You are later determined to be entitled to some or all of the funds in dispute, We will release those funds to You. 

We will not be liable to You for compensation, reimbursement, or damages in connection with any termination or suspension of the Service. Any termination of this Agreement does not relieve You of any obligations to pay any fees or costs accrued prior to the termination and any other amounts owed by You to ReliaBills as provided in this Agreement. 

DORMANT SERVICE ACCOUNTS

If there is no activity in Your ReliaBills Service account of any kind for a period of six (6) months, We may disable Your log-in privileges to the Service. In addition, at ReliaBills sole and absolute discretion, we may also, at this time, terminate Your Service under Our rights as defined in the Termination section of this Agreement. All questions regarding dormant accounts should be directed to the ReliaBills support email at support@reliabills.com.

PROPERTY RIGHTS

ReliaBills owns all rights, title and interest to the Service. All content and technology is protected by copyright, trademark, patent, trade secret and other laws. You may not copy, modify, or reverse engineer any part of the Service owned by ReliaBills.

TAXES

ReliaBills is not obligated to, and will not determine whether taxes apply, or calculate, collect, report or remit any taxes to any tax authority arising from Your use of the Service. 

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota, excluding that body of law applicable to conflicts of law. You and ReliaBills agree that any suit, action, or proceeding arising out of or relating to this Agreement shall be instituted only in a Minnesota state or federal court. You and ReliaBills both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service, Terms of Service or Privacy Policy must be filed within ONE (1) YEAR after such claim or cause of action arose or be forever barred.

PRIVACY

The ReliaBills Privacy Policy (posted at http://18.227.209.54/privacy.html) describes how ReliaBills may store, use and disclose personal information about You and about Your customers. You agree to the terms of that Privacy Policy as it is now issued and as it may be amended in the future by ReliaBills. You agree that You will not do anything to interfere with ReliaBills’ Privacy Policy and how it impacts Your customers, and You agree that ReliaBills has sole control of these Terms of Service and enforcement of ReliaBills’ Privacy Policy. 

MODIFICATIONS TO AGREEMENT

We have the right to change or add to the terms of this Agreement at any time, and to change, delete, discontinue, or impose conditions on any feature or aspect of the Service with notice that We, in our sole discretion, deem to be reasonable in the circumstances, including notice on our website. Any use of Your Account or Service by You after our publication of any such changes shall constitute Your acceptance of this Agreement as modified. 

SURVIVAL

Any provision that is reasonably necessary to accomplish or enforce the purpose of this Agreement shall survive and remain in effect in accordance with its terms upon the termination of this Agreement.