UNDER, INC.
End User Service Terms
PLEASE READ THESE SERVICE TERMS (THE “SERVICE TERMS”) CAREFULLY BEFORE ACCEPTING THESE TERMS, UNDER WHICH YOU WILL BE AUTHORIZED TO USE THE HOSTED SOFTWARE AND RELATED ONLINE SERVICES PROVIDED BY UNDER, INC. (“UNDER” OR “WE”). BY CLICKING TO ACCEPT THESE SERVICE TERMS OR BY USING UNDER’S SOFTWARE OR SERVICES, YOU INDICATE YOUR ACCEPTANCE OF THESE SERVICE TERMS IN THEIR ENTIRETY. THESE SERVICE TERMS, TOGETHER WITH UNDER’S TERMS OF USE, SET FORTH YOUR LEGAL RIGHTS AND OBLIGATIONS RELATED TO UNDER’S SERVICES. IF YOU DO NOT ACCEPT ALL OF THESE TERMS, DO NOT USE OUR SERVICES.
These Service Terms are a legal agreement between you and Under and, together with Under’s Terms of Use (the “Terms of Use”), govern your use of Under’s online software and services related to online completion and signing of form documents and customer verification services (the “Services”) for banks, financial institutions and other business clients of Under. A particular Under customer (the “Customer”) has directed you to Under to use our Services in connection with your business with such Customer, which may include filling out the Customer’s form documents (“Customer Forms”). We make our Services, including access to our online software platform (the “Software”) available to our Customers and their clients, subject to the following terms and conditions. Any rights not expressly granted herein are reserved by Under.
These Service Terms are a supplement to the Terms of Use. By agreeing to these Service Terms, you are also agreeing to the Terms of Use.
In consideration of Under’s provision of the Services to you, you agree with us as follows:
- Access to Services. Under authorizes you to access and use the Services, including the ability to upload your personal information and content to the Customer Forms hosted on the Services and to modify and update your personal information and content, subject to the terms of this Agreement. You acknowledge and agree that the Services, Under’s web portal, and other materials that may be made available as part of the Services, including the Customer Forms (collectively, the “Under Materials”) may be modified from time to time or deleted, in Under’s and/or the Customer’s sole discretion, as applicable.
- Customer Forms and Signatures. The Customer Forms are hosted online for you to fill out and sign such forms online and submit them to the Customer, as part of Under’s Services. If you draw, type or attach your signature or any other text, symbol or image in a box or space associated with these Service Terms, a Customer Form, or any other related contract or form, you are agreeing to be legally bound by the terms and conditions of that contract or form. Such action by you constitutes an “Electronic Signature,” which shall have the same force and effect as an original signature. No third party certification or verification is necessary to validate an Electronic Signature.
- Your Obligations. You represent and warrant to Under as follows:
- You will use the Services solely for the proper purposes of your business with the Customer.
- You will not use the Services or Under Materials for any purpose that is unlawful or that is prohibited by these Service Terms or the Terms of Use, including without limitation the Terms of Use section titled “Your Warranties and Restrictions on Use of Under’s Services and Materials.”
- All information that you provide to Under in connection with the Services will be accurate, current, and complete, and you have the right to provide such information to us and the Customer for the purposes of using the Services. You agree not to misrepresent your identity or provide any other false information in any Customer Form or otherwise to Under.
- Use of Your Personal Information. By filling out and submitting Customer Forms that contain your personal information and by otherwise using our Services, you are agreeing to Under’s and the Customer’s collection and use of your personal information for the purposes described in these Service Terms, the Terms of Use, and Under’s Privacy Policy. You affirmatively consent to the collection and transmittal of your personally identifiable information to Under, the Customer, and Under’s third party service providers for processing in support of the purposes for which such information was submitted, including those identified in the applicable Customer Form(s).
- Usage Data Rights. The Services track metadata and other usage data related to your use of the Services (“Usage Data”) and shares such data with us. We will own that Usage Data, other than any personal data therein. You agree that we have the perpetual right to collect, aggregate, use, distribute and sell Usage Data for any legal purpose, including without limitation for the purposes of providing services and improving the Services and Under’s products and services generally. If Usage Data contains any individually identifiable data or personal data, we will not sell or otherwise provide such Usage Data to any third party unless the data been anonymized and/or aggregated with other users’ data, so that it is not identifiable as to any particular person. Notwithstanding the foregoing, we may share Usage Data in its original form as necessary or appropriate to provide services to you and the Customer or to comply with legal obligations or exercise our legal rights.
- Term and Termination. These Service Terms shall remain in force until terminated by either you or us for any or no cause, by giving notice to the other party. These Service Terms and your right to access and use to the Services will automatically terminate, without notice to you, if our contract with the Customer terminates. Also, if you breach any of these Service Terms, we have the right, at our sole discretion and without prior notice, to suspend, modify, disable, or terminate your use of the Services. Upon termination, you will no longer have authorized access to the Services, other than the viewing rights available to the general public. Sections 2, 3, 4 and 5, and the Terms of Use, will survive termination of these Service Terms.
- No Assignment. These Service Terms may not be assigned by you to anyone else.
- Notices and Communications. You agree to receive all notices and communications from Under regarding the Services by electronic means, which include email and notices posted on the Website or in the portal to the Services. Such electronic communications may include, but are not limited to, notices of scheduled downtime, notices or disclosures that federal or state laws or regulations require that Under provide to its customers, and any other communications regarding your relationship with Under. You acknowledge that you are able to retain such electronic communications by printing them or downloading and saving them. You agree that such electronic notices are reasonable and proper notice for the purpose of any applicable laws and regulations, including that communications be provided in writing and/or in a form that you may keep.
- Changes to Service Terms. Under may update these Service Terms from time to time. You may be notified of such changes by email and/or we may require you to accept the new version of the Service Terms in order to continue accessing the Services. If you object to any changes in these Service Terms, you may discontinue your use of the Services.