Terms of service.

Effective: December 30, 2022

Introduction

The emessay.com website (the “Site”) provides the ability to create and download contract forms (the “Forms”).

We tried to make these Terms digestible. Please read them, and note that they contain a mandatory arbitration provision and class action waiver.

These Terms of Use (the “Terms”) apply to use of the Forms, the Site and associated content, information and materials (collectively, the “Services”). Use of the Documate platform is subject to its terms. The Services are owned or licensed by Emessay, LLC, an Oregon limited liability company (referred to as “we” and “us” in these Terms). Where we say “you” and “your” in these terms, we are referring to you as an individual unless you purchased the right to use the Services on behalf of an entity, in which case we are referring to that entity. If you purchased on behalf of an entity, you are the only person within that entity that is permitted to use the Services. 

Not Legal Advice; No Attorney-Client Relationship

  • Emessay does not provide legal, tax or financial advice.

  • The Services are not legal advice. 

  • The Services are not a substitute for advice from a licensed attorney or accountant.

  • Using the Services does not create an attorney-client relationship, and no attorney-client privilege exists between you and Emessay. 

  • You should not act, or refrain from acting, based upon any information we provide.

License

Once you pay the fee to use the Services and have agreed to these Terms, we grant you a revocable, nonexclusive, nontransferable license to use the Services for the intended purposes of developing contract forms through the Services (the “Forms”) for use in your creative business. If you purchased an annual or monthly subscription, you may only use the Service while you have an active subscription. If you purchased a one-time subscription or if your periodic subscription is converted to a one-time subscription, you may use the Service so long as Emessay continues to provide the Service. You may use Forms generated with the Service indefinitely. You may edit the Forms and share them with other parties to the transactions you are a part of.

Restrictions

The Services may only be used by adult residents of the United States (except for North Carolina, where the Services may not be used) for lawful business purposes. You may not:

  • sell, sublicense, rent, or lease any of the Services (including any Forms), including as part of law practice (i.e., legal professionals and law firms may not use the Service to generate Forms);

  • other than as permitted by the above, copy, modify, reproduce, publish, distribute, display or transmit the Services (including any Forms); or

  • use or export any of the Services in violation of any laws or regulations.

Reservation of Rights

The Services and specific portions thereof (including the Forms) are protected by law, including United States copyright, trade secret (for password-protected areas), and trademark law, as well as other state and federal laws and regulations. Rights not expressly granted are all reserved.

Payments

When you click the “Subscribe” button, your credit card will be charged. While you may cancel at any time, all payments are final and there are no refunds. 

Feedback

If you provide any feedback or suggestions to us about the Site, the Services, the Forms, or Emessay generally (collectively, “Feedback”), you herby grant us a non-exclusive, perpetual, irrevocable, royalty free, worldwide license (with the right to grant and authorize sublicenses) to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, perform, and otherwise exploit such Feedback without restriction and without compensation to you. 

Your Account

Certain sections of the Services require you to register an account. You agree to provide accurate information and update it as necessary. Each registration is for a single person only, unless specifically designated otherwise on the registration page. You are responsible for preventing unauthorized access and use of the Services through your account.

Disclaimers

To the maximum extent permitted by applicable law: 

  • The service is provided “as is” and without warranty.

  • We do not guarantee availability, accuracy, completeness or error-free operation.

  • We do not guarantee that the Services (including the Forms) are appropriate for your particular use or transactions.

  • We may change features and functions of the services at any time. 

  • Links to third party sites and services are not endorsements; use of such sites and services is at your own risk. 

Limitations on Liability

To the maximum extent permitted by applicable law: 

  • In no event shall we or any of our members, managers, officers, employees, parents or other affiliated parties be liable for any special, indirect, incidental or consequential damages of any kind.

  • Our aggregate liability you in relation to the services, for any and all claims and causes of action, sounding in breach of contract, tort or otherwise, is limited to the fees paid by you for the Services in the past 12 months.

Binding Arbitration

Please read this carefully. It affects your rights. We and you agree to arbitrate all claims relating the Services or these Terms. A party who intends to seek arbitration must first send to the other, by certified mail or overnight courier, a written notice of intent to arbitrate (“Arbitration Notice”). The Arbitration Notice to us must be sent to the address in the Contact Information section below. If we do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or we may commence an arbitration proceeding. All issues are for the arbitrator to decide, including the scope of this arbitration clause, but the arbitrator is bound by these Terms. The arbitration shall be governed by the American Arbitration Association’s (“AAA”) Expedited Arbitration Rules and Procedures, as modified by these Terms, and shall be administered by AAA. The AAA Rules and fee information are available at www.adr.org. You understand and agree that, by entering into these Terms, you and we are waiving the right to a trial by jury. Unless we and you agree otherwise, all hearings conducted as part of the arbitration shall take place remotely if permitted by the AAA Rules, or in Portland, Oregon if not so permitted. Notwithstanding any of the foregoing, (a) you may bring an individual action in small claims court, and (b) either you or us may seek temporary and preliminary injunctive or equitable relief in court.

Governing Law

These Terms are governed by Oregon law. 

Termination

We may terminate your access to use the Services at any time and for any reason. Fees are not refundable.

Miscellaneous

These Terms are the entire and only agreement between you and us. All rights, licenses and permissions granted to you and your obligations are personal in nature and may not be assigned. Any provision of these Terms found to be illegal or unenforceable are automatically be deemed reformed to the minimum extent required to be enforceable (or removed if not capable of reformation). Waivers must be in writing and signed by an authorized representative, and waivers of a provision in one instance do not preclude our enforcement of a provision on future occasions. 

Privacy Policy

Use of the Service is subject to the Emessay Privacy Policy.

Contact Information

Emessay, LLC
1300 SE Stark St., #204
Portland, OR 9214
hello@emessay.com