Terms & Conditions

  1. Your Agreement to the Terms of Use

Before using this site (the “Site”) or any of the services offered on the Site either (i) directly by Aptexx, Inc., a Delaware corporation (“Aptexx”); or (ii) through its subsidiary, Lender Payments, LLC, a Utah limited liability company (“Lender Payments”), you should read all of the terms and conditions of use and service of the Site and any of the services offered by the Site, including without limitation the Service (as defined below), set forth below and on the Site, including without limitation Aptexx’s privacy policy (collectively, the “Terms and Conditions of Use and Service”).  Having so read all said terms and conditions, you hereby acknowledge, understand, and agree that (i) the Terms and Conditions of Use and Service constitute a direct, legally binding contract which you are entering into by and between you and Aptexx, including without limitation if your use of the Site is a result of Lender Payments, rather than Aptexx, having entered into certain agreements with a certain “Participating Company” (as defined below); and (ii) you signify your unconditional acceptance of all the Terms and Conditions of Use and Service by, as may be applicable, having affirmatively clicked or pressed the “Accept” button, the “Confirm” button, or any other button or field in the Site or in the workflow of any service available on the Site; by your first access and use of the Site, or any service available on the Site; and thereafter by continuing to access or use the Site, or any service available on the Site. You understand and agree that at any time and from time to time, Aptexx, in its sole and absolute discretion, may modify the terms and conditions of access and use of the Site or any service available on the Site without any notice to you and, in each such case, any such modifications so made shall become the amended, then current Terms and Conditions of Use and Service, effective as of the moment they are published on the Site. Accordingly, you should continue to review these Terms and Conditions of Use and Service whenever accessing or using the Site. You hereby understand and agree that any use of the Site by you, or any service on the Site by you, after Aptexx has posted any modifications to the then current Terms and Conditions of Use and Service will constitute your acceptance of any and all additional or amended Terms and Conditions of Use and Service, as such may be then modified and are in effect as of the time of each such use. If, at any time, you do not wish to accept the Terms and Conditions of Use and Service, you may not use the Site or any of the services on the Site. Any and all terms and conditions proposed by you which are in addition to or which conflict with the then current Terms and Conditions of Use and Service are expressly rejected by Aptexx and shall be devoid of all force and effect to the fullest extent allowed by applicable law.

 

  1. Description of Aptexx’s Services.

Aptexx currently provides access to a MSAAS platform which enables internet-based credit card, debit card, and electronic checking ACH payment services, internet/cellular based messaging services, and other ancillary and related services to certain businesses and companies (each a “Participating Company”) and their respective customers, which facilitates (i) the payment of various electronic payments for bills and invoices owed to such Participating Companies by their respective customers, and all other fees and charges related to such bills and invoices; (ii) the communication by and between a Participating Company and their respective customers; and (iii) the creation, maintenance, and termination of the relationship by and between a Participating Company and their respective customer (the “Service”).  Aptexx’s Service is provided to each Participating Company and their respective customers in conjunction with certain third party, affiliated service providers, including without limitation each of the payment processor affiliates who are responsible for the collection and remission of all payments made on or through the Site (the “Participating Affiliates”). You, as a customer of a Participating Company, are eligible to use the Services to pay your bills and invoices and any related fees and charges associated with such bills and invoices which are allowed under Aptexx’s service agreements with the Participating Company and Participating Affiliates. Your credit card, debit card, or electronic checking ACH payments made through the Service will be remitted to your Participating Company in accordance with Aptexx’s service agreement with the Participating Company and Participating Affiliates. You will receive a timely written confirmation from Aptexx acknowledging Aptexx’s receipt of each of your credit card, debit card, or electronic checking ACH payments. Unless explicitly stated otherwise, the use of any new features which enhance or augment Aptexx’s then current Service shall be subject to the then current Terms and Conditions of Use and Service, as such may have been amended with respect to any such new features. In order to use the Site and the Service, you must obtain, as applicable, access to the World Wide Web, Internet, and a cellular network, either directly or through certain devices (including without limitation computers and mobile devices) that access web-based content and a cellular network, and you hereby understand and agree that you are solely responsible for paying any and all service fees associated with such access including, without limitation, any and all fees or charges associated with the connection to, transmission over, or receipt of messages or data from, as may be applicable, the World Wide Web, Internet, and a cellular network resulting from the Service and the Site which may be charged to you by any applicable third party service provider. In addition, you must supply, at your own expense, all necessary equipment to connect to the World Wide Web, Internet, or a cellular network, including without limitation, a computer, a modem, router, mobile phone, or any other necessary access devices (the “Access Devices”).

 

  1. Registration Obligations.

In consideration of your use of the Service, you agree to: (i) provide certain information about yourself that is true, accurate, current and complete as prompted by the Service (the “Sign Up Information”) in order to, as may be applicable, set up, enter into, or pay on an account on the Site with Aptexx (the “Aptexx Account”); and (ii) where and as applicable and appropriate, maintain and promptly update the Sign Up Information and your Aptexx Account information to keep each true, accurate, current and complete. If you provide information that is untrue, inaccurate, not current or incomplete, or if Aptexx has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Aptexx reserves the right to suspend or terminate your Aptexx Account without notice at any time and to additionally refuse any and all current or future use of the Service without notice at any time. You may not use the Site, the Service, or your Aptexx Account for any illegal purpose or in any manner inconsistent with the then current Terms and Conditions of Use and Service.

 

  1. Fees and Payments.

You acknowledge, understand, and agree that Aptexx reserves the right at any time to charge and/or increase fees which Aptexx charges for access to portions of the Service or the Service as a whole. However, in no event will you be charged by Aptexx for access to portions of the Service or for any use of the Service, including without limitation the making of any credit card, debit card, or electronic checking ACH payment using the Service, unless Aptexx obtains your prior consent and authorization to pay such charges for such access to or use of the Service. You understand and agree that once you have consented to and authorized the payment of such charges for such access to or use of the Service, you will be obligated to pay, and shall pay, any and all such charges so authorized in those certain amounts displayed on the Service during such authorization which you incur through your Aptexx Account, which shall be the rates then in effect for the billing period in which such charges are incurred, including but not limited to any charges for any services offered through the Service by Aptexx, by Participating Affiliates, or by any other vendor or service provider. You understand and agree that you shall pay any and all applicable taxes relating to the use of the Service through your Aptexx Account, and the purchase of any other services through the Site or your Aptexx Account. You hereby acknowledge, understand, and agree that late fees and other such related charges may be assessed by your Participating Company for bill and invoice payments you make by credit card, debit card, or electronic checking ACH using the Service which occur on or after the late dates and/or grace periods which are established in, as may be applicable, the understandings or agreements between you and your Participating Company, the agreements between your Participating Company and any applicable Participating Affiliates, and the agreements between your Participating Company and Aptexx, all as may be applicable.

 

  1. Payment Cancellation, Credit and Refunds.

For payments you believe were accidentally or otherwise improperly made by you through the Service, you may cancel, void or otherwise rescind any such bill and invoice payment or other payment made through the Service but only through the options to do so on the Site and as otherwise presented by the Service; provided, however, that any such cancelling, voiding or rescinding (i) must be performed by you through the Service prior to the time of posting of such payment by the Service, which triggers the remittance of such payment to your Participating Company; and (ii) is further subject to all the rules, restrictions, and information regarding such canceling, voiding or rescinding, as such may be stated on the Site or otherwise presented by the Service or otherwise in accordance with all applicable laws and regulations, including without limitation any credit card or debit card company or association regulations.  If a bill or invoice payment dispute arises at any time after such payment is posted by the Service and thereby made to your Participating Company using the Service, you should contact your Participating Company directly, as the responsibility to settle any such bill and invoice payment dispute rests with you and your Participating Company; provided however, that to the degree that any such dispute arises as a result of the Service, your Participating Company shall serve as a liason between you and Aptexx and any applicable Participating Affiliate; and further provided that only the Participating Company shall contact Aptexx to resolve any such disputed payment. To the extent allowed by any applicable law, any credit card or debit card company or association regulations, or by any agreement by and between your Participating Company and the applicable Participating Affiliate, you hereby waive the right to cancel any credit card, debit card, or electronic checking ACH payments which have been authorized and made by you and cleared through any applicable Participating Affiliates’ clearing entity.  You hereby acknowledge, understand, and agree that your Participating Company has the capability through the Service to reject, in its sole and absolute discretion, any and all payments tendered by you through the Service prior to any such payment being posted by the Participating Company to your account with the Participating Company and that Aptexx has no control over the actions of the Participating Company with respect to this option, and, as such, Aptexx shall have no liability to you or any other third party for any such action performed by the Participating Company in their sole and absolute discretion.

 

  1. Rent Reporting.

By opting-in and enabling the Rent Reporting feature of the Service, you have authorized Aptexx to provide, through its Participating Affiliate, certain information regarding your monthly payment of rent to the then participating credit reporting agencies as part of your credit history.  While opted-in to the Rent Reporting feature of the Service, Aptexx will report each monthly rent payment you made, in your name as provided by you in the Service, to your credit history, and the record of each such payment made will be displayed in your credit history as “PayYourRent”.  Allow at least thirty (30) days after the posting date of each payment for that payment to be reflected in your credit history.  If for any reason any such payment made by you is erroneously reported or otherwise is incorrect, please promptly contact Aptexx by emailing [email protected] and providing commercially reasonable detail of the same so Aptexx can investigate and, if applicable, remediate the error through its Participating Affiliate. You may opt-out and disable the Rent Reporting feature of the Service at any time by doing so on the Service in the same manner you opted-in.  Please allow up to thirty (30) days after the date of your opting-out for the last payment made while you were opted-in to be reflected in your credit history, as payments in the process of being reported may not be able to be reversed.  After opting-out, all payments reported while you were opted-in to the Rent Reporting feature of the Service will continue to remain on your credit history as provided by all applicable law and the policies and procedures of each such participating credit reporting agency.

 

  1. Service Cancellation.

Your Participating Company may cancel your access or use of the Service and/or your Aptexx Account with or without cause, at any time, without notice, and effective immediately. You will remain liable for any and all outstanding payments and fees due as of any applicable effective date of cancellation. Aptexx may terminate or suspend your Aptexx Account and/or your use of the Service immediately, at any time without notice if you, in Aptexx’s sole and absolute discretion, fail to comply with any provision of the then current Terms and Conditions of Use and Service, if your Participating Company has terminated the Service with Aptexx, or if your Participating Company has had the Service suspended by Aptexx. Upon any such suspension or termination, Sections 4 through 18 hereof, as may be applicable, shall be deemed to survive any such termination or suspension.

 

  1. Membership Account, Password and Security.

In the Service or the Site you may be prompted to create a password, a pin, and/or an account designation when completing the sign up process for or any work flow through the Service. You hereby acknowledge, understand, and agree that you are solely responsible for maintaining the confidentiality of your password, pin, and otherwise for your Aptexx Account, and, as such, are fully and solely responsible for any and all activities occurring under your password, pin, or otherwise in or from your Aptexx Account.  Accordingly, you hereby agree to notify Aptexx immediately if you notice any unauthorized use of your password, your pin, or your Aptexx Account, or any other breach of security associated with your Aptexx Account and the Site or any services available on the Site, by emailing Aptexx at [email protected] and providing commercially reasonable detail of the same. You hereby understand and agree that Aptexx cannot and will not be liable for any damage or loss arising from your failure to comply with the terms and conditions of this Section and hereby disclaims to you any and all responsibility or liability for any such damage or loss, to the maximum extent allowable by any applicable law or regulations, including without limitation any credit card or debit card company or association regulations.

 

  1. License.

You acquire absolutely no rights or licenses in or to the Service and materials contained within the Service other than the limited right to utilize the Service in accordance with the then current Terms and Conditions of Use and Service.  All right, title, and interest in and to the Site and the Service is expressly retained by Aptexx.

 

  1. Intellectual Property.

This Site and all Site design, including but not limited to text, content, photographs, video, audio, interfaces, graphics and the selection and the arrangement thereof is protected by patents, copyrights, trademarks, service marks, international treaties and/or other proprietary rights and laws of the US and other countries. Aptexx’s Service is also protected as a collective work or compilation under US copyright and other laws and treaties. All individual articles of information, policies and other elements making up the Service are also copyrighted works. You agree to abide by all applicable patent, trademark, copyright and other laws, as well as any additional patent, trademark and copyright notices or restrictions contained in the Service. Any use of materials on this Site other than as permitted under Section 2 of this agreement, including without limitation reproduction, modification, distribution, or republication of any said materials without prior written permission of Aptexx, is absolutely prohibited.

 

  1. Disclaimer and Indemnity.

The information, services, products, and materials contained in this Site, including, without limitation, the Service and any text, graphics, and links, are provided on an “AS IS” basis with no warranty. TO THE MAXIMUM EXTENT PERMITTED BY ANY APPLICABLE LAW, APTEXX DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO SUCH INFORMATION, SERVICES, PRODUCTS, AND MATERIALS, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER OR OTHER ELECTRONIC VIRUS OR INFECTION, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. ADDITIONALLY, YOU HEREBY ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY ANY APPLICABLE LAW, APTEXX WILL NOT BE RESPONSIBLE OR HAVE ANY LEGAL LIABILITY FOR ANY OF YOUR ACTS (REGARDLESS OF WHETHER SUCH MAY BE REASONABLE, NEGLIGENT, GROSSLY NEGLIGENT, OR INTENTIONAL) OR OMISSIONS WITH RESPECT TO YOUR APTEXX ACCOUNT, THE SERVICE, OR THE SITE OR WITH RESPECT TO YOUR RELATIONSHIP, CONTRACTUAL OR OTHERWISE, WITH YOUR PARTICIPATING COMPANY, AND, ACCORDINGLY, YOU HEREBY AGREE TO INDEMNIFY APTEXXAND ITS EMPLOYEES, REPRESENTATIVES, AGENTS, PARTICIPATING AFFILIATES, AFFILIATES AND SUPPLIERS (THE “INDEMNIFIED PARTIES”), AGAINST ANY CLAIM, SUIT, ACTION OR OTHER PROCEEDING BROUGHT AGAINST THE INDEMNIFIED PARTIES BY A THIRD PARTY, TO THE EXTENT THAT SUCH CLAIM, SUIT, ACTION OR OTHER PROCEEDING BROUGHT AGAINST THE INDEMNIFIED PARTIES IS BASED ON OR ARISES IN CONNECTION WITH YOUR SAID ACTS AND OMISSIONS, OR THE SERVICE OR ANY LINKS ON THE SERVICE, INCLUDING, BUT NOT LIMITED TO: (I) YOUR USE OR SOMEONE USING YOUR ACCESS DEVICES FOR USE OF THE SERVICE; (II) YOUR USE OR SOMEONE USING YOUR APTEXX ACCOUNT, WHERE APPLICABLE; (III) A VIOLATION OF THE THEN CURRENT TERMS AND CONDITIONS OF USE AND SERVICE  BY YOU OR ANYONE USING YOUR ACCESS DEVICES (OR APTEXX ACCOUNT, WHERE APPLICABLE); (IV) A CLAIM THAT ANY USE OF THE SERVICE BY YOU OR SOMEONE USING YOUR ACCESS DEVICES (OR APTEXX ACCOUNT, WHERE APPLICABLE) INFRINGES ANY INTELLECTUAL PROPERTY RIGHT OF ANY THIRD PARTY, OR ANY RIGHT OF PERSONALITY OR PUBLICITY, OR     IS LIBELOUS OR DEFAMATORY, OR OTHERWISE RESULTS IN INJURY OR DAMAGE TO ANY THIRD PARTY; (V) ANY DELETIONS, ADDITIONS, INSERTIONS OR ALTERATIONS TO, OR ANY UNAUTHORIZED USE OF, THE SERVICE BY YOU OR SOMEONE USING YOUR ACCESS DEVICES (OR APTEXX ACCOUNT, WHERE APPLICABLE); (VI) ANY MISREPRESENTATION, INCLUDING FALSE OR INACCURATE SIGN UP INFORMATION OR OTHER APTEXX ACCOUNT INFORMATION, OR BREACH OF REPRESENTATION OR WARRANTY MADE BY YOU CONTAINED HEREIN; OR (VII) ANY BREACH OF ANY COVENANT OR AGREEMENT TO BE PERFORMED BY YOU UNDER THE THEN CURRENT TERMS AND CONDITIONS OF USE AND SERVICE . YOU AGREE TO PAY ANY AND ALL COSTS, DAMAGES AND EXPENSES, INCLUDING BUT NOT LIMITED TO, REASONABLE ATTORNEYS’ FEES AND COSTS AWARDED AGAINST OR OTHERWISE INCURRED BY OR IN CONNECTION WITH OR ARISING FROM ANY SUCH CLAIM, SUIT, ACTION OR PROCEEDING ATTRIBUTABLE TO ANY SUCH CLAIM.

 

  1. Jurisdiction and Governing Law.

You irrevocably agree that all actions or proceedings arising out of, from or related to these Terms and Conditions of Use and Service or the Service shall be litigated in local, state or federal court having situs within the State of California and shall be venued in the county of Santa Barbara or in the federal courts of the Southern District of California. You further hereby consent and submit to the exclusive personal jurisdiction of any applicable local, state or federal courts located within said state and hereby waive any right to transfer or change the venue of any such litigation. All actions or proceedings arising out of, from or related to these Terms and Conditions of Use and Service or the Service shall be governed, construed, and controlled by application of the laws of the State of Delaware, as such laws apply to contracts between Delaware residents performed entirely within Delaware, excluding the United Nations Convention on Contracts for the International Sale of Goods, as to interpretation, enforcement, validity, construction, effect and in all other respects.  If any legal action is brought to enforce this Agreement, except as may be otherwise expressly set forth herein, each party to any such action shall be responsible for paying its own court costs and attorney’s fees, regardless of any other relief such party may receive.

 

  1. Miscellaneous.

You acknowledge that Aptexx has the right to change the content, look and feel, or technical specifications of any aspect of the Service at any time without notice at Aptexx’s sole and absolute discretion. You further understand and agree that any such changes may result in your being unable to access the Service without notice, and that Aptexx shall not be responsible in any way to you or any other third party for any such inability to access the Service, including without limitation, any late fees for any bill payments charged to you by your Participating Company for failing to timely pay your bills because of your inability to access the Service for any reason, including without limitation because of any such changes to the Service.

 

  1. Captions and Headings.

The captions and headings appearing in the then current Terms and Conditions of Use and Service are for reference only and will not be considered in construing this agreement.

 

  1. Severability.

If any provision of the then current Terms and Conditions of Use and Service, or the application thereof, is found invalid or unenforceable, that provision will be amended to achieve as nearly as possible the same economic effect as the original provision and the remainder of this agreement will remain in full force.

 

  1. Entire Agreement.

These Terms and Conditions of Use and Service, including without limitation the Sign Up Information and Aptexx Account information, contain the entire understanding and agreement between you and Aptexx with respect to its subject matter, superseding all prior or contemporaneous representations, understandings, and any other oral or written agreements between the parties with respect to such subject matter.

 

  1. Consent Representations and Warranties.

By, as may be applicable from time to time, either having affirmatively clicked or pressed the “Accept” button, the “Confirm” button, or any other button or field in the Site or in the workflow of any service available on the Site; by your first access and use of the Site, or any service available on the Site; and each time thereafter by continuing to access or use the Site, or any service available on the Site, you hereby represent and warrant that you have read, acknowledge and agree to be bound by, in each such instance, the then current Terms and Conditions of Use and Service governing the Site, Service, and all other services available on the Site. You further represent and agree that: (i) you have the power and authority to enter into this agreement; (ii) you are at least eighteen (18) years old; (iii) you will comply with all applicable law regarding the transmission of any data obtained from the Service in accordance with the then current Terms and Conditions of Use and Service; (iv) you will not use the Site, the Service, your Aptexx Account, or any other services available on the Site for illegal or fraudulent purposes; and (v) you will not interfere or disrupt any networks connected to the Site, the Service, your Aptexx Account, or any other services available on the Site.

 

  1. Email Marketing.

In consideration of your use of our Service, you are consenting to receive, as may be applicable, solicited emails and text messages from your Participating Company and Aptexx through the Service with respect to the account and relationship you already have instituted, or are presently proposing and seeking to have instituted, by and between you and your Participating Company. You have the right to decline to receive additional electronic mail or text messages from your Participating Company or Aptexx as specifically provided by the Service and can unsubscribe or opt-out at any given time, as such may be specifically provided by the Service, through the Service.