Each of these policies may be changed
from time to time and are effective immediately after we post the
changes on our Service, except our Privacy Policy for which we will
provide you with thirty days prior notice. In addition, when using
particular Services, you agree that you are subject to any policies or
rules which are posted in conjunction with those Services. All such
posted policies or rules are hereby incorporated by reference into this
Agreement.
THE FOLLOWING DESCRIBES THE TERMS ON WHICH Global Office
Solutions OFFERS YOU ACCESS TO OUR SERVICES.
This User Agreement ("Agreement") is a contract between you and Global
Office Solutions, Inc. and applies to your use of the Global Office
Solutions™ and any related products and services available through
www.GlobalOfficeSolutions.com (collectively the "Service"). If you do
not agree to be bound by the terms and conditions of this Agreement,
please do not use or access our Services.
You must read, agree with, and accept all of the terms and conditions
contained in this Agreement, which include those terms and conditions
expressly set out below and those incorporated by reference, before you
may apply for Credit at Global Office Solutions. We strongly recommend
that, as you read this Agreement, you also access and read the
information contained in the other pages and websites referred to in
this document, as they may contain further terms and conditions that
apply to you as a Global Office Solutions user. Please note: underlined
words and phrases are links to these pages and websites. By accepting
this Agreement, you also agree that your use of other Global Office
Solutions websites and Services will be governed by the terms and
conditions posted on those websites.
We may amend this Agreement at any time by posting the amended terms on
our site. Except as stated below, all amended terms shall be effective
30 days after they are initially posted on our site.
In this Agreement, "you" or "your" means any person or entity using the
Service ("Users"). Unless otherwise stated, "Global Office Solutions,"
"we" or "our" will refer collectively to Global Office Solutions, Inc.
and its subsidiaries. Unless otherwise specified, all references to a
"bank" in this Agreement include savings associations and credit unions,
and all references to a "credit card" include Visa- and
MasterCard-branded debit cards.
This Agreement was last modified on June 21, 2004.
- Eligibility. In order to apply for
credit, you must fill out a Credit Application Form and be reviewed
for account acceptance. Users may only hold one account. Our Services
are only available to businesses that can form legally binding
contracts under applicable law. Without limiting the foregoing, our
Credit Line may not available to businesses who present an
unacceptable level of credit risk.
- The Legal Relationship between You and
Global Office Solutions.
2.1 Agency Relationship. Global
Office Solutions acts as a facilitator to help you make payments to
Our Company. We act as your agent based upon your direction and your
requests to use our Services that require us to perform tasks on
your behalf. Global Office Solutions will at all times hold your
credit line separate from its corporate funds, will not use your
funds for its operating expenses or any other corporate purposes,
and will not voluntarily make funds available to its creditors in
the event of bankruptcy or for any other purpose. You acknowledge
that (i) Global Office Solutions is not a bank and the Service is a
Line of Credit rather than a banking service, and (ii) Global Office
Solutions is not acting as a trustee, fiduciary or escrow with
respect to your funds, but is acting only as an agent and custodian.
You agree that you will not receive interest or other earnings on
the funds that Global Office Solutions handles as your agent. Global
Office Solutions will also not receive interest on those funds, but
may receive a reduction in fees or expenses charged for banking
services by the banks that hold your line of credit.
By initiating and making orders through the Service with your credit
line, you appoint Global Office Solutions as your agent to obtain
the funds on your behalf and to transfer the funds to the Global
Office Soltions, subject to the terms and restrictions of this
Agreement. Global Office Solutions will obtain the funds first by
debiting your funds in your Credit Line. If this is not sufficient
to fund your payment fully, Global Office Solutions will obtain the
remaining funds per your instructions by debiting a bank account
that you designate or charging your credit card. When you send a
payment, until that payment is accepted by Global Office Solutions
(which may occur instantly), you remain the owner of those funds and
Global Office Solutions holds those funds as your agent, but you
will not be able to withdraw those funds or send the funds.
2.2 Global Office Solutions is only extending
a Business Line of Credit. Global Office Solutions acts as a
payment service provider by creating, hosting, maintaining and
providing our Service to you via the Internet.
2.3 Identity Authentication. We use
many techniques to identify our users when they register on our
site. Verification of Users is only an indication of increased
likelihood that a User's identity is correct. You authorize Global
Office Solutions, directly or through third parties, to make any
inquiries we consider necessary to validate your registration. This
may include ordering a credit report and performing other credit
checks or verifying the information you provide against third party
databases. However, because user verification on the Internet is
difficult, Global Office Solutions cannot and does not guarantee any
user's identity.
2.4 Release. In the event that you have
a dispute with one or more users, you release Global Office
Solutions (and our officers, directors, agents, subsidiaries, joint
ventures and employees) from any and all claims, demands and damages
(actual and consequential) of every kind and nature arising out of
or in any way connected with such disputes.
2.5 No Warranty. WE, OUR PARENT,
SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR SERVICES "AS
IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR
STATUTORY. WE, OUR PARENT, SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS
SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT. Global Office Solutions shall make reasonable
efforts to ensure that requests for electronic debits and credits
involving bank accounts, credit cards, and check issuances are
processed in a timely manner and but we make no representations or
warranties regarding the amount of time needed to complete
processing because our Service is largely dependant upon many
factors outside of our control, such as delays in the banking system
or the U.S. or international mail service. Some states do not allow
the disclaimer of implied warranties, so the foregoing disclaimer
may not apply to you. This warranty gives you specific legal rights
and you may also have other legal rights that vary from state to
state.
2.6 Limitation of Liability. IN NO
EVENT SHALL WE, OUR PARENT, SUBSIDIARIES, EMPLOYEES OR OUR SUPPLIERS
BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR WEB
SITE, OUR SERVICE, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING
NEGLIGENCE). Some states do not allow the exclusion or limitation of
incidental or consequential damages so the above limitation or
exclusion may not apply to you.
OUR LIABILITY, AND THE LIABILITY OF OUR PARENT, SUBSIDIARIES,
EMPLOYEES AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY
CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES.
2.7 Indemnification. You agree to
indemnify and hold Global Office Solutions, its parent,
subsidiaries, affiliates, officers, directors and employees harmless
from any claim or demand (including attorneys' fees) made or
incurred by any third party due to or arising out of your breach of
this Agreement or the documents it incorporates by reference, or
your violation of any law or the rights of a third party relating to
your use of the Service.
- Your Information and Restricted Activities
3.1 Definition. "Your Information" is
defined as any information you provide to us or other users in the
registration, payment process, stores or other features of our
Service. You are solely responsible for Your Information, as we act as
a passive conduit for your online distribution and publication of Your
Information.
3.2 Restricted Activities. Your
Information and your activities (including your payments) through our
Service shall not: contain any viruses, Trojan horses, worms, time
bombs cancelbots, easter eggs or other computer programming routines
that may damage, detrimentally interfere with, surreptitiously
intercept or expropriate any system, data or other personal
information; or create liability for us or cause us to lose (in whole
or in part) the services of our ISP's or other suppliers. If you use,
or attempt to use the Service for purposes other than sending and
receiving payments and managing your account, including but not
limited to tampering, hacking, modifying or otherwise corrupting the
security or functionality of Service, your account will be terminated
and you will be subject to damages and other penalties, including
criminal prosecution where available.
3.3 License. Solely to enable Global
Office Solutions to use the information you supply us with, so that we
are not violating any rights you might have in that information, you
agree to grant us a non-exclusive, worldwide, royalty-free, perpetual,
irrevocable, sublicensible (through multiple tiers) right to exercise
the copyright, publicity, and database rights (but no other rights)
you have in Your Information, in any media now known or not currently
known, with respect to Your Information. Global Office Solutions will
use and protect Your Information in accordance with our Privacy
Policy.
3.4 Trademarks. GlobalOfficeSolutions.com,
Global Office Solutions, and all related logos, products and services
described in this website are either trademarks or registered
trademarks of Global Office Solutions, Inc., or its licensors, and
(aside from the circumstances described below) may not be copied,
imitated or used, in whole or in part, without the prior written
permission of Global Office Solutions. In addition, all page headers,
custom graphics, button icons, and scripts are service marks,
trademarks, and/or trade dress of Global Office Solutions and may not
be copied, imitated, or used, in whole or in part, without the prior
written permission of Global Office Solutions.
These Logos may not be altered, modified, or changed in any way, or
used in a manner. Logos may not be displayed in any manner that
implies sponsorship or endorsement by Global Office Solutions. Global
Office Solutions is providing a Line of Credit service, and no
partnership, joint venture, employee-employer or franchiser-franchisee
relationship is intended or created by this Agreement.
- Access and Interference. Our web site
contains robot exclusion headers and you agree that you will not use
any robot, spider, other automatic device, or manual process to
monitor or copy our web pages or the content contained herein without
our prior expressed written permission. You agree that you will not
use any device, software or routine to bypass our robot exclusion
headers, or to interfere or attempt to interfere with the proper
working of the Global Office Solutions site or any activities
conducted on our site. You agree that you will not take any action
that imposes an unreasonable or disproportionately large load on our
infrastructure. Much of the information on our site is proprietary or
is licensed to Global Office Solutions by our users or third parties.
You agree that you will not copy, reproduce, alter, modify, create
derivative works, publicly display or frame any content (except for
Your Information) from our web site without the prior expressed
written permission of Global Office Solutions or the appropriate third
party. If you use, or attempt to use the Service for purposes other
than sending and receiving payments and managing your account,
including but not limited to tampering, hacking, modifying or
otherwise corrupting the security or functionality of Service, your
account will be terminated and you will be subject to damages and
other penalties, including criminal prosecution where available.
- Privacy and Security. We do not sell
or rent your personal information to third parties for marketing
purposes without your consent. We view protection of users' privacy as
a very important principle. We understand clearly that you and Your
Information are one of our most important assets. We store and process
Your Information on computers located in the United States that are
protected by physical as well as technological security devices. You
should only log in to your Global Office Solutions account on a page
which begins with http://www.globalofficesolutions.com/. All of our
pages begin with http://www.globalofficsolutions.com/ and therefore
you should not use any other site that does not begin as such. We use
third parties to verify and certify our privacy principles. If
you object to your information being transferred or used in this way,
please do not use our Services.
- Termination or Closing Your Account.
You may close your account at any time by contacting
Global
Office Solutions. Upon closure of an account, any pending
transactions will be cancelled and any balances must be paid at time
of closure. Any available credit that we are holding in custody for
you at the time of closure, less any applicable fees, will be
forfeited. If we do receive payment of any unpaid balance(s), you will
be subject to late fees in the amount of at least 2% per month. You may
not use closure of your account as a means of evading investigation -
if an investigation is pending at the time you close your account,
Global Office Solutions may continue to hold your credit line for up
to 180 days as appropriate to protect Global Office Solutions against
the risk of reversals. If you are later determined to be entitled to
some or all of the funds in dispute, Global Office Solutions will
release those funds to you. You will remain liable for all obligations
related to your account even after such account is closed. If you do
not access your account for a period of three years, it will be
terminated. After the date of termination, we will use the information
you provided to try to send you any funds that we are holding in
custody for you. If that information is not correct, and we are unable
to complete the payment to you, your funds will be subject to
applicable state laws regarding escheat of unclaimed property.
- Remedies and Global Office
Solutions' Right
to Collect From You. Without limiting other remedies, we may
update inaccurate or incorrect information you provide to us, contact
you by means other than electronically, immediately warn our community
of your actions, place a hold on your line of credit in your account,
limit funding sources and payments, limit access to an account and any
or all of the account's functions indefinitely suspend or close your
account and refuse to provide our Services to you if: (a) you breach
this Agreement or the documents it incorporates by reference; (b) we
are unable to verify or authenticate any information you provide to
us; (c) we believe that your account or activities pose a significant
credit or fraud risk to us; (d) we believe that your actions may cause
financial loss or legal liability for you, our users or us; or (e)
your use of your Global Office Solutions account is deemed by Global
Office Solutions to constitute abuse of the credit system or a
violation of credit rules, including (without limitation), using the
Global Office Solutions system to test credit card behaviors. In
addition, Global Office Solutions reserves the right to hold credit
lines beyond the normal distribution periods for transactions it deems
suspicious or for accounts conducting high transaction volumes to
ensure integrity of the funds. If we close your account, we will
provide you notice. Additionally, to secure your performance of this
Agreement, you grant to Global Office Solutions a lien on and security
interest in your account. In addition, you acknowledge that Global
Office Solutions may setoff against any accounts you own for any
obligation you owe Global Office Solutions at any time and for any
reason allowed by law. These obligations include both secured and
unsecured debts and debts you owe individually or together with
someone else. Global Office Solutions may consider this Agreement as
your consent to Global Office Solutions' asserting its security
interest or exercising its right of setoff should any law require your
consent. The rights described in this section are in addition to and
apart from any other rights.
- Assignability. You may not transfer
any rights or obligations you may have under this Agreement without
the prior written consent of Global Office Solutions. Global Office
Solutions reserves the right to transfer this Agreement or any right
or obligation under this Agreement without your consent.
- Legal Compliance. You shall comply
with all applicable U.S. and international laws, statutes, ordinances,
regulations, contracts and applicable licenses regarding your use of
our Services.
- Notices.
10.1 Electronic Communications. You agree
that this Agreement constitutes "a writing signed by You" under any
applicable law or regulation. To the fullest extent permitted by
applicable law, this Agreement and any other agreements, notices or
other communications regarding your account and/or your use of the
Service ("Communications"), may be provided to you electronically and
you agree to receive all Communications from Global Office Solutions
in electronic form. Electronic Communications may be posted on the
pages within the Global Office Solutions website and/or delivered to
your e-mail address. You may print a copy of any Communications and
retain it for your records. All Communications in either electronic or
paper format will be considered to be in "writing," and to have been
received no later than five (5) business days after posting or
dissemination, whether or not you have received or retrieved the
Communication. Global Office Solutions reserves the right but assumes
no obligation to provide Communications in paper format.
10.2 Credit Report. You agree that Global
Office Solutions may order and review your credit report with the sole
purpose of assessing your fitness to hold a Global Office Solutions
account and/or your ability to use the Service or features thereof.
10.3 Procedure. Except as explicitly
stated otherwise, any notices shall be given by postal mail to Global
Office Solutions Inc., Attn: Legal Department, 2211 North First
Street, San Jose, Michigan 95131 (in the case of Global Office
Solutions) or to our online message center or the email address you
provide to Global Office Solutions during the registration process (in
your case). Notice shall be deemed given 24 hours after posted or
email is sent, unless the sending party is aware that the electronic
communication was not received. Alternatively, we may give you notice
by mail to the address provided to Global Office Solutions during the
registration process. In such case, notice shall be deemed given 3
days after the date of mailing.
- Legal Disputes. In the event a
dispute arises between you and Global Office Solutions, our goal is to
provide you with a neutral and cost effective means of resolving the
dispute quickly. Accordingly, you and Global Office Solutions agree
that any controversy or claim at law or equity that arises out of this
Agreement or Global Office Solutions' services ("Claims") shall be
resolved in accordance with one of the subsections below, or as
otherwise mutually agreed upon in writing by the parties. Before
resorting to these alternatives, Global Office Solutions strongly
encourages users first to contact Global Office Solutions directly to
seek a resolution. Global Office Solutions will consider reasonable
requests to resolve the dispute through alternative dispute resolution
procedures, such as mediation, as an alternative to litigation.
11.1 Arbitration. For any Claim
(excluding Claims for injunctive or other equitable relief) where
the total amount of the award sought is less than $10,000, you or
Global Office Solutions may elect to resolve the dispute through
binding arbitration conducted by telephone, on-line, and/or based
solely upon written submissions where no in-person appearance is
required. In such cases, the arbitration shall be administered by
the American Arbitration Association or JAMS, in accordance with
their applicable rules, or any other established ADR provider
mutually agreed upon by the parties. Any judgment on the award
rendered by the arbitrator may be entered in any court having
jurisdiction thereof.
11.2 Court. Alternatively, any Claim
may be adjudicated by a court of competent jurisdiction located in
Santa Clara County, Michigan or where the defendant is located (in
Global Office Solutions' case, San Jose, Michigan, and in your
case, your home address or principal place of business). You and
Global Office Solutions agree to submit to the personal jurisdiction
of the courts located within the county of Santa Clara, Michigan.
11.3 Alternative Dispute Resolution.
Global Office Solutions will consider use of other alternative forms
of dispute resolution, such as binding arbitration to be held in
Santa Clara County, Michigan or another location mutually agreed
upon by the parties.
11.4 Violations of Section 15. All
Claims (excluding requests for injunctive or equitable relief)
between the parties must be resolved using the dispute resolution
mechanism that is selected in accordance with this Section by the
party first to assert a Claim, either through a court filing or
commencement of arbitration. Should either party file an action
contrary to this Section 15, the other party may recover attorneys'
fees and costs up to $1000.00, provided that the party seeking the
award has notified the other party in writing of the improperly
filed Claim, and the other party has failed to withdraw the Claim.
General.
This Agreement is governed by and interpreted under the laws of the
state of Michigan, U.S. as such laws are applied to agreements entered
into and to be performed entirely within Michigan by Michigan
residents. Notwithstanding the foregoing sentence, the Federal
Arbitration Act ("FAA"), and all of its rules and procedures, shall
govern Section 16 hereof, to the extent that the FAA is inconsistent
with Michigan law. We do not guarantee continuous, uninterrupted or
secure access to our service, and operation of our site may be
interfered with by numerous factors outside of our control. If any
provision of this Agreement is held to be invalid or unenforceable,
such provision shall be struck and the remaining provisions shall be
enforced. You agree that this Agreement and all incorporated
agreements may be automatically assigned by Global Office Solutions,
in our sole discretion, to a third party in the event of a merger or
acquisition. Headings are for reference purposes only and in no way
define, limit, construe or describe the scope or extent of such
section. Our failure to act with respect to a breach by you or others
does not waive our right to act with respect to subsequent or similar
breaches. This Agreement and the documents it incorporates set forth
the entire understanding between us with respect to the subject matter
hereof.
Disputes between you and Global Office Solutions regarding our
Services may be reported to Customer Support online through the
Global
Office Solutions Contact Page at any time, or by calling (800)
331-8990.
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