5.1 Fees. Except as expressly provided in the applicable Order Form or soW, Customer shall pay all fees specified in the Purchase Order or rig in accordance with the following provisions: (a) DocuSign Services fees will be invoiced annually in advance; (b) the first invoice coincides with the start date of the order or the effective date of a service description; (c) payment is due within thirty (30) days of the invoice date; and (d) all amounts are denominated in United States dollars. Upon performance by Customer and DocuSign, each Purchase Order and/or Statement of Work is non-cancellable and non-refundable, except as provided in this Agreement, and the term set forth in the DocuSign Cloud Services Purchase Order is a continuous and non-divisible obligation for the duration of the Term, regardless of the billing schedule. Customer may withhold payment of any disputed fees or amounts by Customer in good faith until such dispute has been resolved, provided that Customer: (i) notifies DocuSign of the dispute before the due date of such payment and details in such notice (A) the amount in dispute and (B) the reason for the dispute; facilitate the investigation and settlement of DocuSign by the parties; (ii) all undisputed fees and amounts paid on time; (iii) cooperate diligently with DocuSign to resolve the dispute as soon as possible; and (iv) pay all amounts determined by the resolution of the Dispute (by adversarial procedure, agreement or otherwise) within ten (10) days of such resolution. 13.6 Fight against corruption. In connection with the services provided under this Agreement and Customer`s use of DocuSign`s products and services, the parties agree to comply with all applicable anti-bribery and anti-bribery laws, laws and regulations. “DocuSign Service(s)” means the services specified on the Purchase Order and/or Statement of Work received by Customer under this Agreement, including, but not limited to, The Cloud Services and DocuSign Professional Services. 6.3 Access and Disclosure. We may access, retain or disclose your information if we believe in good faith that such disclosure is reasonably necessary to investigate, prevent or take action on possible illegal activities or to comply with legal process (for example. B a subpoena or other legal proceeding).
We may also share your information in situations involving potential threats to an individual`s physical security, violations of DocuSign`s Privacy Policy, or our agreements or terms of use; or to respond to claims of infringement of the rights of third parties and/or to protect the rights, property, and safety of DocuSign, our employees, users, or the public. This may include sharing your information with law enforcement agencies, government agencies, courts, and/or other organizations. 9.1 From DocuSign. 11.1 Limited Use and Confidentiality. During and after the expiration of the Term, the recipient: (a) will use the other party`s Confidential Information only for the purposes for which it is provided; (b) disclose such Confidential Information to any third party, except on a need-to-know basis, to its affiliates, attorneys, auditors, consultants and service providers who are subject to confidentiality obligations at least as restrictive as those contained herein; and (c) protect such Confidential Information from unauthorized use and disclosure to the same extent (but with a reasonable degree of care) as it protects its own Confidential Information of a similar nature. The Master Service Agreement (SFM) serves as a contractual basis that sets out the definitions, principles, obligations and legalities of all future purchase contracts and service descriptions between the parties. 3.3 Third Party Services or Materials. Customer may choose to receive products, services, or materials provided or approved by third parties (“Third Party Services and Materials”) for use with the DocuSign Services. DocuSign assumes no responsibility and, in particular, disclaims any liability or liability with respect to third party Services and Materials provided in accordance with the terms of a third party`s applicable license or a separate agreement between The Licensor of the Third Party Services and Customer.
DocuSign does not represent or warrant in any way that the Services and Third Party Materials are accurate or current, or are subject to the laws, rules and/or regulations of the jurisdiction in which the Third Party Services and Materials are used, or are valid, enforceable or otherwise valid and enforceable for Customer`s purposes. “DocuSign Service(s)” means the products and services specified in an applicable purchase order and provided by DocuSign. 8.2.4 Termination by the Customer. You may terminate your account at any time with ten (10) days` written notice to DocuSign. If you wish to cancel, you must inform us by contacting us here: (support.docusign.com/contactsupport). If you plan your subscription plan through an external service, e.B. you purchased an App Store, you must use the tools provided by those Services to manage and/or cancel your subscription plan. Notwithstanding section 7.2.2, if Customer terminates its Annual Subscription Plan within the first thirty (30) days after the Initial Subscription Term, Customer may submit a written request to DocuSign for a refund of the fees paid to DocuSign for the Initial Subscription Term, which DocuSign will review in good faith without obligation. DocuSign has no obligation to review refund requests in connection with any termination of a Subscription Plan if termination does not occur within the first thirty (30) days of the Initial Subscription Term, or if there is a violation of any other terms contained herein, or if records indicate that significant productive use has occurred during that period. 3.3 Third Party Services.
Customer may choose to receive products or services provided or supported by third parties (“Third Party Services”) for use with the DocuSign Services. Third Party Services are provided in accordance with the terms of the applicable Third Party License or a separate agreement between Licensor of Third Party Services and Customer, and DocuSign assumes no responsibility and, in particular, disclaims any liability or obligation with respect to third party Services. 4.3.1 Submissions. The Site or DocuSign Services may allow you to submit, post, upload, or make available (collectively, “User Content”) such as questions, public messages, ideas, product comments, comments, and other content (collectively, “User Content”) that may or may not be viewed by other users. When you post User Content, unless we indicate otherwise, you grant us a non-exclusive, royalty-free, fully sublicensable right to access, display, use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy and display such User Content worldwide in any form, support or technology currently known or later developed. You also authorize any other user to view, copy, access, store or reproduce such User Content for that user`s personal use. You grant us the right to use the name and other information about you that you submit in connection with such User Content. .