eSigTek Customer Agreement

Terms of Use

eSignature Technologies, Inc., doing business as eSigTek, is an online, federally compliant electronic signature service and document management solution that eliminates the hassles of paperwork while remaining focused on privacy and security. By completing the registration process or by using eSigTek, you are indicating that you are legally competent to execute contracts, are authorized to legally contract on behalf of your organization, and that you and your organization agree to be bound by all of the terms in this Customer Agreement. 

Privacy

Our top priority is protecting your privacy and the security of eSigTek.  eSignature Technologies, Inc. is dedicated to safeguarding your information.  By using eSigTek, you are agreeing that eSigTek may store the information you provided as part of the registration process.  Individual online usage patterns will not be disclosed to either advertisers or to third parties.  By using this service, you are agreeing that eSigTek may store the documents administered and certain user-signer information.  eSigtek may provide signed and unsigned document information of any nature to persons within your organization.  eSigTek will not disclose the name of your organization, or the names, addresses, telephone numbers, email addresses, or other personal identifying information regarding document signers or users, without prior written consent.

Security

eSigTek utilizes commercially reasonable precautions to maintain the system’s security, including the use of industry standard encryption methods to prevent unauthorized access to customer documents and account information stored on our servers. eSigTek also protects information with the HTTPS security protocol - holds an SSL security license - during transmission to your web browser. eSigTek cannot protect any information after it has left the eSigTek site.

Your Representations and Obligations

Amendment

You are responsible for reviewing the current version of the Customer Agreement periodically. eSigTek may amend this Agreement by (a) posting a revised Customer Agreement on the eSigTek website, or (b) sending information regarding the amendment to the email address you provide to eSigTek. Administrators will be notified of updates to the Customer Agreement by email.  By using this service, you are indicating that you agree to be bound by the changes.  If you do not agree to be bound by the changes, we will cancel your subscription to eSigTek.  If you use eSigTek after eSigTek has notified subscribers of any changes in the Customer Agreement, you agree to be bound by all of the changes.

Proper Use

You agree to comply with the terms and conditions of this Agreement and with all applicable local, state and national laws and regulations. You agree that every user under the account will be assigned and utilize individualized credentials to log into the system. You agree not to share your personal log in information with any other user. You agree that you will not use eSigTek for illegal purposes, for disruption to the eSigTek site, or for distributing content that violates the privacy, intellectual property or other proprietary rights of any third party, or for purposes that eSigTek 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 account’s transactions through eSigTek.

Age

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

Account Registration

eSigTek requires you to register for a password-protected account. You represent and warrant that all of the information you provide to eSigTek is true, accurate and complete, and that you have legal right to use the e-mail address(es) you provide. You agree to maintain current information 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, eSigTek reserves the right to close your account.

Account Fees, Payments, & Cancellations

Annual Contract Accounts shall automatically renew on the same terms and conditions for additional successive one-year periods, subject to an annual price increase not to exceed 5%, unless you give written notice of termination to Amistaff Healthcare Technology at least thirty (30) days prior to the expiration of the initial subscription term or any renewal term thereafter (such termination to be effective on the last day of the then current term). Should you terminate your subscription prior to the end of any subscription term, you will be subject to a termination fee calculated as fifty percent (50%) of the remaining balance of the subscription. From the time of notification for termination of your account, you have 30 days to request exportation of the documents for a minimal fee of $30. At the start of your initial Annual Contract, you will be billed for the first month's service; thereafter you will be billed each month for your subscription automatically to your credit card.

1. All users need a valid credit card on file to open and have access to their account.
2. The credit card on file will be charged at the beginning of each period of use.
3. Any accounts with a credit card that is found to be invalid will have their membership downgraded to the free account state until their credit card information is updated.
4. The Client will be responsible for logging into eSigTek.com to update their billing information.
5. Platinum Level Clients with a monthly membership amount of $1000.00, or more, qualify for payment by check.  Any memberships lower than $1000.00 per month must have a valid credit card on file.
6. Platinum Level Clients will have invoices cut the first usage day of every month and have 30 days to make payment before their accounts are placed on a billing hold.
1. For example: ABC Company signs up 1/1/09 for $1200/month. The first month payment of $1200 will be required to activate the account. The second month invoice will cut on 2/1/2009 and ABC Company has until 3/1/09 to pay before their account is placed on hold.
7. Any payment delinquent Annual Contract Accounts will be placed on billing hold with account access restricted until payment is received.  Amy monthly membership accounts get downgraded to free account functionality until payment is received.

Fair Use Policies

Free Accounts

Each customer, including an organization or company, is limited to one (1) Free Bronze Account.  If you, or your organization/company desire more than one (1) Free Bronze Account, then you must, and you agree to, upgrade to a paid Silver, Gold, or Platinum Account.  Users are only able to login using their confidential credentials at one location.

Paid Accounts

Each customer, including an organization or company, is limited to one (1) Silver, Gold, or Platinum Account.  Account holder for the one (1) Account must, and agrees to add equal numbers of users to Account as users utilizing the Account.  Account holder on the Account is solely responsible for assigning rights to each user.  Each user must keep login credentials confidential and not share with other users.  Users are only able to login using their confidential credentials at one location. All actions completed through a user account are the sole responsibility of that user. 

Communication

You agree that the official time for all transactions using eSigTek will be the timestamps recorded by the eSigTek servers. You also agree that all electronic communications or notices sent to the e-mail addresses you provide to eSigTek will be considered “in writing” and received no later than five (5) business days after dissemination. eSigTek disclaims all responsibility for all failures in communication caused by malfunctions of third parties to properly process or deliver eSigTek’s electronic communications.

eSigTek’s Rights and Disclaimers

Relationship to Documents

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

Maintenance

The Service will occasionally be unavailable during system maintenance and upgrades.  We guarantee 99% up-time. eSigTek will make commercially reasonable efforts to ensure that eSigTek.com will be available. eSigTek will make reasonable efforts to give prior notification for scheduled system maintenance and upgrades.  However, eSigTek disclaims all responsibility for any interruptions or problems with eSigTek.com caused by external forces affecting the reliability of the Internet or computer systems.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT ESIGTEK 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 ESIGTEK HAS BEEN ADVISED OF THE POSSIBILITY THEREOF), AND INCLUDING DAMAGES RESULTING FROM: (i) ANY DOCUMENT OR TRANSACTION SENT THROUGH THE SERVICE WHERE ESIGTEK 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. ESIGTEK’s LIABILITY SHALL NOT EXCEED, IN THE AGGREGATE, A SUM EQUAL TO THE AMOUNT OF FEES (IF ANY) PAID FOR USING THE SERVICE IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVEN GIVING RISE TO SUCH CLAIM.

Disclaimer of Warranty

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. ESIGTEK PROVIDES THE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. ESIGTEK 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 NONINFRINGEMENT.
2. ESIGTEK 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 ESIGTEK 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 ESIGTEK 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 ESIGTEK, OR THROUGH OR FROM THE ESIGTEK WEB SITE OR SERVICE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

Intellectual Property Rights

You acknowledge and agree that eSigTek 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. eSigTek retains all right, title and interest to the words “eSigTek”, “Go Paperless!”, “Go Green go paperless!”, “DIVS” and any word, phrase or logo incorporating the above (collectively, the “eSigTek Marks”). You agree not to display or use eSigTek Marks in any manner without eSigTek’s prior permission.

eSignature Solution Policies

If you use the electronic signature portion of eSigTek, you are agreeing to conduct business transactions with electronic documents and signatures instead of paper-based documents and signatures. You administer each document on a case-by-case basis. Each decision to administer a document electronically does not affect the legal effect of any transactions already completed using electronic or paper-based documents and signatures. You hereby agree to read every document before administering it. You also agree to communicate all issues regarding the content of a document directly with the receiving party. You acknowledge and understand that the process for signature established by eSignatures Technologies creates electronic signatures that are legally binding in the United States and other countries since the process complies with Public Law 106-229 (USA Electronic Signature Act of 2000.)  You acknowledge that copies of eSignatures obtained from eSigTek services are not considered original legal copies, but rather copies of the original that are stored on eSigTek servers.  There are no additional fees for printing or exporting electronic documents or signatures.

Compatibility Requirements

Use of the Service requires a standards-compliant web-browser which supports the HTTPS protocol, HTML, and cookies. Documents will be available as PDF 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. As 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 eSigTek. eSigTek cannot guarantee the correctness or completeness of the legal information.

API Terms

eSigTek Platinum Plan Clients may access their eSigTek 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 (ex. NurseTesting.com & BlueSky.com) that accesses eSigTek, is bound by the general eSigTek Terms of Use plus the following specific terms:

1. You expressly understand and agree that eSigTek 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 eSigTek 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 eSigTek via the API may result in the temporary or permanent suspension of your account’s access to the API. eSigTek, in its sole discretion, will determine abuse or excessive usage of the API. eSigTek will make a reasonable attempt via email to warn the account owner prior to suspension. eSigTek 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 eSigTek and governs your use of the Service. This Agreement supersedes all prior agreements and understandings between you and eSigTek, whether written or oral.

Indemnification

You agree to hold harmless and indemnify eSigTek 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 eSigTek 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 eSigTek 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 United States of America and the State of North Carolina, as if this Agreement was a contract wholly entered into and wholly performed within the State of North Carolina, without regard to its conflict of law provisions. You and eSigTek agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Guilford, North Carolina, or, in the U.S. District Courts of North Carolina.  This agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods.