Terms & Conditions

Last Modified: July 2, 2018

These terms of use ("Terms of Use") are an agreement between you and Hub Software, LLC. ("InvoicePayout", "we", or "us"), regarding your use of InvoicePayout's website, online applications, or software platforms provided by Hub Software. (collectively, the "Services", and any content associated with such Services ("Content"). You agree that your use of our Services and Content is subject to these Terms of Use and our Privacy Policy, which is incorporated herein by reference. Please read these Terms of Use carefully.

Changes to these Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately upon their posting to this page. By continuing to access and use our Services and Content, you agree to be bound by any revised Terms of Use.

Company Principals agree that by joining InvoicePayout during Beta you will:

Subscription to Beta Service

We may offer certain Services as closed (private) or open beta services ("Beta Service" or "Beta Services") for the purpose of testing and evaluation. You agree that we have the sole authority and discretion to determine the period of time for testing and evaluation of Beta Services. We will be the sole judge of the success of such testing and the decision, if any, to offer the Beta Services as commercial services. You will be under no obligation to acquire a subscription to use any paid Service as a result of your subscription to any Beta Service outwith any purchase you made to participate. We reserve the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice to you. You agree that we will not be liable to you or to any third party for any harm related to, arising out of, or caused by the modification, suspension or discontinuance of any of the Beta Services for any reason. InvoicePayout do not offer refunds on the cost of your subscription.

User Sign up Obligations

You need to sign up for a user account by providing all required information in order to access or use the Services. If you represent an organization and wish to use the Services for corporate internal use, we recommend that you, and all other users from your organization, sign up for user accounts by providing your corporate contact information. In particular, we recommend that you use your corporate email address. You agree to: a) provide true, accurate, current and complete information about yourself as prompted by the sign up process; and b) maintain and promptly update the information provided during sign up to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, outdated, or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, we may terminate your user account and refuse current or future use of any or all of the Services.

Organization Accounts and Administrators

When you sign up for an account for your organization you may specify one administrator. The administrator will have the right to configure the Services based on your requirements and manage end users in your organization account. If your organization account is created and configured on your behalf by a third party, it is likely that such third party has assumed administrator role for your organization. Make sure that you enter into a suitable agreement with such third party specifying such party's roles and restrictions as an administrator of your organization account.

You are responsible for i) ensuring confidentiality of your organization account password, ii) appointing competent individuals as administrators for managing your organization account, and iii) ensuring that all activities that occur in connection with your organization account comply with this Agreement. You understand that we are not responsible for account administration and internal management of the Services for you.

You are responsible for taking necessary steps for ensuring that your organization does not lose control of the administrator accounts. You may specify a process to be followed for recovering control in the event of such loss of control of the administrator accounts by sending an email to [email protected], provided that the process is acceptable to Invoicepayout.com In the absence of any specified administrator account recovery process, InvoicePayout may provide control of an administrator account to an individual providing proof satisfactory to InvoicePayout demonstrating authorization to act on behalf of the organization. You agree not to hold InvoicePayout liable for the consequences of any action taken by InvoicePayout in good faith in this regard.

Spamming and Illegal Activities

You agree to be solely responsible for the contents of your transmissions through the Services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, defamatory, harassing, libelous, invasive of another's privacy, abusive, threatening, harmful, vulgar, pornographic, obscene, or is otherwise objectionable, offends religious sentiments, promotes racism, contains viruses or malicious code, or that which infringes or may infringe intellectual property or other rights of another. You agree not to use the Services for the transmission of "junk mail", "spam", "chain letters", "phishing" or unsolicited mass distribution of email. We reserve the right to terminate your access to the Services if there are reasonable grounds to believe that you have used the Services for any illegal or unauthorized activity.

Inactive User Accounts Policy

We reserve the right to terminate unpaid user accounts that are inactive for a continuous period of 120 days. In the event of such termination, all data associated with such user account will be deleted. We will provide you prior notice of such termination. The data deletion policy may be implemented with respect to any or all of the Services. Each Service will be considered an independent and separate service for the purpose of calculating the period of inactivity. In other words, activity in one of the Services is not sufficient to keep your user account in another Service active.

Data Ownership

We respect your right to ownership of content created or stored by you. You own the content created or stored by you. InvoicePayout will retain User Data and may use the data for its own marketing and anlaytics. Unless specifically permitted by you, your use of the Services does not grant InvoicePayout the license to use, reproduce, adapt, modify, publish or distribute the content created by you or stored in your account for InvoicePayout's commercial, marketing or any similar purpose. But you grant InvoicePayout permission to access, copy, distribute, store, transmit, reformat, publicly display and publicly perform the content of your user account solely as required for the purpose of providing the Services to you.

Trademarks

The graphics, logos, trademarks, service marks, and trade dress included in or made available through our Services, including but not limited to the trademark "InvoicePayout", are trademarks or trade dress owned by InvoicePayout ("InvoicePayout Marks"). All other trademarks appearing within our Services are the property of their respective owners. InvoicePayout Marks may not be used in connection with any product or service other than those of InvoicePayout, and may not be used in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits InvoicePayout or our Services. Your use of InvoicePayout Marks will be subject to any guidelines or restrictions we may provide to you at any time.

Subscription

Use of our Services may require a subscription ("Subscription") and payment of an applicable subscription fee on a monthly or yearly basis ("Subscription Fee"). Your Subscription will continue unless and until you cancel your Subscription after the initial 12 month commitment or we terminate it. You must have Internet access and provide us with a current, valid, accepted method of payment ("Payment Method") to use the Services. All Subscription Fees are payable in United States Dollars ($ USD) unless otherwise authorized. We are not responsible for currency conversion fees charged by your bank or credit card provider. We will bill the Subscription Fee to your Payment Method. You must cancel your membership before it renews in order to avoid billing of the next applicable Subscription Fee to your Payment Method.

We may offer a number of Subscription plans, including special promotional plans or with differing conditions and limitations. Any materially different terms from those described in these Terms of Use will be disclosed at your sign-up or in other communications made available to you.

By starting your Subscription and providing or designating a Payment Method, you authorize us to charge you a Subscription Fee at the identified rate, and any other charges you may incur in connection with your use of the Services. We reserve the right to adjust pricing for our Services or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion.

You may cancel your Subscription at any time after the 12 month initial commitment, and you will continue to have access to the Services through the end of your billing period. PAYMENTS ARE NONREFUNDABLE AND THERE ARE NO REFUNDS OR CREDITS FOR PARTIALLY USED SUBSCRIPTIONS.

Access to Services and Login Information

When you register for a Subscription, you will be required to select a password and a login ID. You will be required to provide us with certain registration information, including certain personally identifiable information ("Personal Information"). You agree that the information you provide will be truthful, you will not submit information which is false and you will not impersonate any third party in providing such information. Failure to comply with the foregoing shall constitute a breach of these Terms of Use, which may result in immediate termination of your Subscription and access to our Services.

You are responsible for maintaining the confidentiality of your password. You shall immediately notify InvoicePayout of any known or suspected unauthorized use of your Subscription or access to the Services, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password. You are responsible for all usage or activity with your Subscription, including, but not limited to, use of your Subscription or access to the Services, login ID, or password by any third party authorized by you. You are also responsible for any and all unauthorized access to the Services by means of your login ID. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your Subscription and access to the Services, at InvoicePayout's sole discretion, and InvoicePayout may refer you to appropriate law-enforcement agencies. We will handle any Personal Information which you provide to us in accordance with the terms of our Privacy Policy. You are not required to provide any Personal Information to us, but that may limit your ability to access and use the Services.

Services

The Services and Content are comprised of original works of authorship that are both proprietary and intellectual properties of the InvoicePayout or its third-party licensors and suppliers and are protected by both these Terms of Use as well as domestic and foreign contractual and intellectual property laws, including, but not limited to, copyright, trademark, patent, and trade secret laws. Subject to your compliance with these Terms of Use and the payment of any applicable Subscription Fee, InvoicePayout grants to you a limited, nonexclusive, nontransferable license during the applicable Subscription term to access and use the Services and Content as provided herein:

You will not (a) make any Service or Content available to, or use any Service or Content for the benefit of, anyone other than you, (b) sell, resell, license, sublicense, distribute, rent or lease any Service or Content, (c) use a Service to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (d) use a Service to store or transmit malicious code, (e) interfere with or disrupt the integrity or performance of any Service or third-party data contained therein, (f) attempt to gain unauthorized access to any Service or Content or its related systems or networks, (g) copy a Service or any part, feature, function or user interface thereof, (h) copy Content except as permitted herein, (i) frame or mirror any part of any Service or Content, (j) access any Service or Content in order to build a competitive product or service, or (k) reverse engineer any Service (to the extent such restriction is permitted by law).

Third Party Content

Our Services may include content provided by third parties. All statements or opinions expressed in the content provided by third parties are solely the opinions and the responsibility of that third party. The third-party content does not necessarily reflect the opinion of Invoicepayout.com We are not responsible or liable to you or any third party for the accuracy of any content provided by any third parties.

Links to third party websites from within our Services are provided solely as a convenience to our customers. InvoicePayout has not reviewed those third party websites, does not control and is not responsible for any of those websites or their content. InvoicePayout does not endorse or make any representations about such third party websites, or any information, software, content or other products or materials available on those third-party websites. If you decide to access any the third party websites, you do so entirely at your own risk.

Our Services may include social media features such as Facebook or Twitter. These features may automatically record information about your browsing behavior every time you visit a site that has a social media button, regardless of whether you click on the button. Your use of these features is governed by the privacy policy of the company providing the social media feature, not by this Privacy Policy. You should review your privacy settings on social media features that you use.

Infringement Notification

If you believe that your work has been copied in a way that constitutes copyright infringement or your intellectual property rights have otherwise been violated, please contact InvoicePayout at [email protected] Any such notification must include a description of the copyrighted work or other intellectual property that you claim has been infringed, a description of where the material that you claim is infringing is located on the Site, and your contact information, including your address, telephone number, facsimile number, and email address.

"AS-IS" CONTENT & WARRANTY DISCLAIMER

YOU EXPRESSLY UNDERSTAND AND AGREE THAT INVOICEPAYOUT'S PURPOSE IS SOLELY TO FACILITATE CALCULATIONS THROUGH THE USE OF THE SERVICES. INVOICEPAYOUT TAKES NO RESPONSIBILITY FOR, AND SHALL IN NO WAY BE RESPONSIBLE OR LIABLE FOR, THE ACCURACY OF SUCH CALCULATIONS. ALL SERVICES, INFORMATION, CONTENT, AND MATERIALS PROVIDED, INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU ARE PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND UNLESS OTHERWISE SPECIFIED IN WRITING. INVOICEPAYOUT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY TO THE FULLEST EXTENT PERMISSIBLE BY LAW. INVOICEPAYOUT FURTHER MAKES NO WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, SECURITY, RELIABILITY, QUALITY, OR AVAILABILITY OF THE CONTENT.

WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT THE SERVICES OR CONTENT WILL BE FREE OF VIRUSES OR OTHER MALWARE OR DESTRUCTIVE CODE. INVOICEPAYOUT WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER HARMFUL MATERIAL DUE TO YOUR USE OF THE SERVICES. INVOICEPAYOUT EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR THE CONTENT OR ANY OMISSIONS, INCLUDING ANY INACCURACIES, ERRORS, OR MISSTATEMENTS IN SUCH CONTENT. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING FROM YOUR USE OF THE SERVICES OR CONTENT.

LIMITATION OF LIABILITY: CONSEQUENTIAL DAMAGES EXCLUSION

IN NO EVENT SHALL INVOICEPAYOUT, ITS SUPPLIERS, AFFILIATES, LICENSORS, OR OTHER THIRD PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH YOUR USE, INABILITY TO USE, OR THE RESULTS OF YOUR USE OF THE SERVICES OR CONTENT, INCLUDING, WITHOUT LIMITATION, ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED OR ANY DAMAGES RESULTING FROM LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, OR LOSS OF GOODWILL, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL THE LIABILITY OF INVOICEPAYOUT, ITS AFFILIATES, AGENTS, LICENSORS, AND ANY PROVIDER OF TELECOMMUNICATIONS OR NETWORK SERVICES FOR INVOICEPAYOUT, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IN ANY WAY CONNECTED WITH THE SERVICES, THE CONTENT, OR INVOICEPAYOUT EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES PAID BY YOU TO INVOICEPAYOUT FOR ACCESS TO THE SERVICES AND CONTENT.

CERTAIN LAWS MAY NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS BY OPERATION OF LAW.

Indemnification

You agree to defend, indemnify, and hold harmless InvoicePayout, its affiliates, licensors and services providers, and their respective officers, directors, employees, contractors, agents, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorney's fees) arising out of or related to your violation of these Terms of Use or your use of the Services or Content, including but not limited to your User Submissions.

Applicable Laws

With respect to U.S. Customers, this Terms of Use shall be governed by California law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Terms of Use or the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in Orange County, California. We also retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant jurisdiction. The United Nations' Convention on Contracts for the International Sale of Goods does not apply to these Terms of Use.

InvoicePayout makes no representation that the Services or Content are appropriate or available for use in your jurisdiction, and access to them from territories where their contents or use are illegal is prohibited. You may not use or export or re-export Services or Content in violation of any applicable laws or regulations. You are responsible for compliance with applicable local laws in your jurisdiction.

General

No waiver by InvoicePayout of any term or condition set forth in these Terms of Use shall be deemed a waiver of such term or condition or any other term or condition, and any failure of InvoicePayout to assert a right under these Terms of Use shall not constitute a waiver of such right. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms of Use will continue in full force and effect. These Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and InvoicePayout with respect to your use of the Services and Content and supersede all prior and contemporaneous understandings, agreements, representations and warranties.

Internet Delays

SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. INVOICEPAYOUT IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.ˇ