Terms of Use

Welcome to Upsign, LLC (“Upsign,” “we,” “us,” or “our”). These Terms of Use (“Terms”) govern your access to and use of our website, software applications, and services (collectively, the “Services”). By registering for, accessing, or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, you may not use the Services.

Upsign reserves the right to modify these Terms at any time, and any changes will be effective immediately upon posting. Your continued use of the Services after any changes constitutes your acceptance of the modified Terms.

1. The Services

Upsign provides digital document management and electronic signature solutions designed to streamline workflows and facilitate legally binding electronic agreements. The Services may include features such as document storage, workflow automation, integrations with third-party platforms, and user management tools. Specific features and functionality may vary depending on the subscription plan selected.

Upsign endeavors to provide uninterrupted access to the Services, but you acknowledge that the availability of the Services may be subject to occasional interruptions due to maintenance, upgrades, or unforeseen technical issues. Upsign is not responsible for any disruptions or delays caused by factors beyond its control.

2. Account Registration
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To access the Services, you must create an account by providing accurate, complete, and up-to-date information. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities conducted under your account. If you suspect unauthorized access to your account, you must notify Upsign immediately.

You may not create multiple accounts or use the Services in a manner intended to circumvent usage limits or other restrictions associated with your subscription plan. Upsign reserves the right to suspend or terminate accounts that violate these Terms.

3. Subscription Plans and Payment Terms
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Upsign offers subscription-based access to its Services, with pricing and features detailed in the applicable service plan descriptions. By subscribing to the Services, you agree to pay the fees associated with your chosen plan, as well as any applicable taxes or additional charges incurred through your use of optional features.

3.1 Payment Terms
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Subscription fees are billed in advance on a monthly or annual basis, depending on the billing cycle selected at the time of purchase. All payments must be made in U.S. dollars and are non-refundable unless otherwise specified in these Terms or required by law.You authorize Upsign or its third-party payment processor to charge your designated payment method for all fees due. If a payment fails, Upsign may suspend or terminate your access to the Services until payment is received. You are responsible for ensuring that your payment information is accurate and up to date.

3.2 Automatic Renewal
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Your subscription will automatically renew at the end of the applicable billing cycle unless you cancel your subscription before the renewal date. Renewal fees will be charged using the payment method on file at the then-current rate. You may cancel your subscription at any time by accessing your account settings or contacting Upsign’s support team.

3.3 Fee Changes
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Upsign reserves the right to modify its fees at any time. Changes to fees will be communicated at least thirty (30) days in advance. Continued use of the Services after the effective date of any fee changes constitutes your acceptance of the updated fees.

3.4 Refund Policy
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Except as required by law or explicitly stated in a specific promotional offer, all fees are non-refundable. If you cancel your subscription, you will retain access to the Services for the remainder of the current billing period, but you will not be entitled to a prorated refund.

4. Electronic Signature
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Upsign’s Services enable users to execute, send, and manage documents electronically, including electronic signatures, which are legally binding under applicable laws such as the U.S. Electronic Signatures in Global and National Commerce Act (“ESIGN Act”), the Uniform Electronic Transactions Act (“UETA”), and similar laws in other jurisdictions. By using the Services to sign a document electronically, you consent to the use of electronic signatures and agree that your electronic signature has the same legal effect as a handwritten signature.

You acknowledge and agree that:
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- It is your responsibility to ensure that the documents you sign electronically are accurate, complete, and legally valid.
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- The enforceability of electronic signatures may vary based on jurisdiction, and you are responsible for ensuring compliance with applicable laws.
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- You are solely responsible for verifying the identity of individuals signing documents you send and for ensuring that all parties involved consent to use electronic signatures.
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Upsign acts solely as a technology provider and is not responsible for the content of documents signed through the Services. We do not validate, review, or authenticate the content or legality of any documents or signatures. Furthermore, Upsign is not liable for any disputes arising from documents or agreements executed using the Services.

5. Indemnification
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You agree to indemnify, defend, and hold harmless Upsign, its affiliates, licensors, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorney’s fees, arising out of or related to:

1. Your use of the Services;
2. Your violation of these Terms or applicable laws;
3. Any User Content or documents you upload, share, or execute through the Services; or
4. Any disputes or claims related to transactions or agreements executed using the Services, including claims of fraud, misrepresentation, or breach of contract.
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Upsign reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to cooperate fully in asserting any available defenses.

6. Limitation of Liability
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To the maximum extent permitted by law, Upsign and its affiliates, officers, directors, employees, and agents will not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to damages for lost profits, lost data, or business interruption, arising from or related to your use of the Services, regardless of the theory of liability and even if Upsign has been advised of the possibility of such damages.

Upsign’s total liability to you for all claims arising out of or related to these Terms or the Services is limited to the greater of (i) the amount you paid for access to the Services in the twelve (12) months preceding the claim, or (ii) one hundred U.S. dollars ($100).

Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you. In such jurisdictions, Upsign’s liability is limited to the fullest extent permitted by law.

7. Governing Law and Dispute Resolution

These Terms are governed by the laws of the state of Utah, United States, without regard to its conflict of laws principles. Any disputes arising from or related to these Terms or the Services will be resolved exclusively in the courts located in Salt Lake County, Utah.

Before pursuing formal legal action, you agree to attempt to resolve any disputes informally by contacting Upsign’s support team.

8. Changes to These Terms

Upsign reserves the right to update or modify these Terms at any time. Material changes will be communicated through updates to our website or notifications to users. Your continued use of the Services after changes are posted constitutes your acceptance of the revised Terms.

9. Contact Information
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If you have any questions or concerns about these Terms, please contact us at info@upsign.com.