STANDARD TERMS OF USE
The present document (hereinafter the “Terms of Use”) is a legally enforceable instrument. By selecting “I agree” you confirm that you have reviewed the document, confirm the content thereof and acknowledge that the relation(s) between you and Signify will be governed by the terms and conditions of this document.
The present Terms of Use comprise of: “Privacy Policy”, “Additional Terms of Use” and “SIGNIFY PAD Terms and Conditions” – representing the integral and substantive parts of these Terms of Use. In the event of any discrepancy between these documents and the Terms of Use, the terms and conditions set forth under the Privacy Policy, Additional Terms of Use and/or SIGNIFY PAD Terms and Conditions shall prevail.
For the avoidance of any doubt, SIGNIFY PAD Terms and Conditions shall be applied in the event the Customer opts for executing the signature through the signature pad.
- Definitions and Interpretations
- Signify – the legal entity Signify LLC – a limited liability company incorporated and operating under the laws of Georgia, identification code: 405432580, that owns the web-sites https://portal.signifyapp.com/ and https://signifyapp.com/en-GL/ and possesses legal authority to operate the Platform and carry out the service in relation to confirming the electronic signature executed on the documents.
- Platform – the software and the web-sites https://portal.signifyapp.com/ and https://signifyapp.com/en-GL/ together, that enable the exchange of the documents and information between the Customers, electronic signature and other accompanying services. The Platform is owned by Signify.
- Service/Services – the functions, operations, transactions that can be executed through the Platform by the Customer. The list of the Services and scope of use are set out in the Subscription Plan selected by the Customer.
- Client – individual or legal entity, any other type of organizational entity, administrative body or other legal subject that creates an Account on the Platform.
- Visitor – individual or legal entity, any other type of organizational entity, administrative body or other legal subject that uses the Platform (including, performs the signature) without creating an Account.
- Customer – means the Client and the Visitor.
- Initiator – Client or sub-client that initiates the signature procedure in relation to a document, including, but not limited, determines the person(s) signing the document and other procedural matters.
- Third Party -individual or legal entity, any other type of organizational entity, administrative body or other legal subject, save for the Client and Signify.
- Account – upon the Customer’s registration on the Platform, the private space of the Customer that enables the Customer to use the Platform and use the services in relation to the Platform.
- E-Signature – shall mean the declaration of intent together with other actions through which the Customer declares its legally binding intent in relation to the document and signs the document.
- Qualified E-Signature – advanced electronic signature/stamp created through using an electronic signature/stamp creation device, on the basis of a certificate for qualified electronic signature/stamp;
- Document – any kind of textual information that has been uploaded, created, sent and/or received by the Customer through the electronic file.
- Transaction – actions (uploading, sending, receiving, signing and etc.) resulting in the e-signature of the Document.
- Subscription Plan – specific Services the use thereof is subject to charge payable by the Customer. The information on the Subscription Plans is available on the web-site: https://signifyapp.com/en-GL/pricing/
- E-mail – current e-mail related to the Customer or sub-customer that is in possession of such Customer and/or sub-customer.
- Mobile Number – current mobile phone number related to the Customer or sub-customer that is in possession of such Customer and/or sub-customer.
- Evidence Report – each signed Document is granted unique set of information by Signify that entails at least: (1) E-mail of the signatory; (2) name, surname of the signatory that has been indicated by the Customer; (3) IP address of the device that has been used by the signatory; (4) date and time of the signature; (5) hash code of the signed Document; (6) identifier and browser version of the technical device (personal computer, smart phone and etc.) and/or (7) other additional information as per the authentication method selected by the Initiator (if any). The Evidence Report is signed via the digital electronic certificate of Signify.
- Digital Electronic Certificate – unique certificate granted by Signify in relation to each Document (including the Evidence Report) and issued by Global Sign (Signify is entitled to change the person/entity issuing the certificate at its sole discretion), whereas in the event of Qualified E-signature the certificate is being issued by the Public Service Development Agency.
- Agreement – means this document, together with the “Privacy Policy”, “Additional Terms of Use” and “SIGNIFY PAD Terms and Conditions”, that govern the relations between the Customer and Signify.
- Non-Authorized Use – use of the Account and/or the Services related to the Account by the person that has not been authorized by the Customer.
- Account Holder – an individual that manages/controls the Account registered in the name of a legal entity and/or executes Transactions on the Platform through the Account and/or uses the Platform through the Account.
- Party – Signify and the Customer referred to each individually
- Parties – Signify and the Customer referred to jointly.
- Legal Effect
- Legal grounds in relation to the E-signature are available at: https://signifyapp.com/en-GL/legality/
- When initiating signature process in relation to the Document, the Customer is entitled to receive/download/save/share the Document and/or the Evidence Report in relation to each signed Document.
- All documents signed via the Platform, including the Evidence Report, are signed through the Digital Electronic Certificate and the long-term validity of the attached digital electronic signature is provided through the respective time stamp.
- Prior to executing the signature each signatory will be mandatorily provided with the “Notification on the Legal Effect”. Such notification will not be provided when signing the document via the signing pad.
- Signify stores the Documents in an encrypted format and has no access to the content of the Document.
- Any signed Document will be automatically converted in PDF format. Each signed Document will be provided with the generated hash code and the signed Document will be granted Signify Digital Electronic Certificate with long-term validity, ensuring the fact that the content of the document shall not be subject to change, even insignificant change to the Document will result in the change of the hash code and the breach of the signature correspondingly.
- By executing E-signature through the Platform, the Customer agrees and acknowledges that: (i) the signature executed by the Customer through the Platform results in legal consequences; (ii) the signature executed by the Customer bears the power of the material (physical) signature AND (iii) each and every counterparty of the Document signed through the Platform represents an original.
- General
- Signify shall provide the Customer with the Services of such scope that is provided through the Subscription Plan selected by the Customer. Such Services are granted to each Customer individually and the Customer is not entitled to assign the right to use the Platform in whole or partially to the Third Parties.
- For each and every Account, as per the Subscription Plan selected, the specific data storage availability is applicable, enabling the Customer to upload and/or store the Documents.
- The Customer bears responsibility for the information uploaded, shared, disclosed and/or the data used through the use of the Platform. Signify shall in no event be held liable or bear any responsibility for/in relation to the information uploaded, shared and/or disclosed by the Customer and/or the data used through the use of the Platform.
- The Customer warrants that the processing of the personal and/or other information or data by the Customer through the use of the Platform will not result in the breach of the personal data protection laws, rules and/or regulations. For the purposes of reviewing the detailed rules on the data privacy, please refer to the “Privacy Policy”.
- Registration on the Platform/Creating an Account
- If the person intends to be registered as the Customer and respectively intends to create the Account, such person declares his/her/its corresponding intent on the Platform and creates an account via the E-mail and password.
- As a result of creating the Account the person shall be granted the status of the Client. Any and all actions carried out through the Account of the Customer shall be considered as an activity carried out by the Customer. The Customer shall protect the Account parameters and shall not enable the Third Party’s access thereto. In the event the Customer believes that the Third Party has obtained access to the Customer’s Account, the Customer shall immediately inform Signify thereof, whereas Signify shall immediately suspend and/or block the Account in such an event. For the avoidance of any doubt, if the Customer fails to notify Signify immediately on the Non-Authorized Use of the Platform, any activity carried out through the Account shall be considered as the activity carried out by the Customer.
- If the Account is created by the legal entity or any other type of organizational entity, it is implied that the respective authorized person is creating such Account/declaring its intent.
- If the Account is created by the legal entity or any other type of organizational entity, the person holding the Account is entitled to add sub-customers to the Account and grant those persons various functions (such as confirming, approving or signing the Document, initiating the Document for the purposes of its signature). In the event of the sub-customer’s use of the Platform, the obligations set forth under the Agreement shall fully apply to the sub-customer as well, whereas the Account Holder shall be fully responsible for the activities carried out by such sub-customer.
- Customer Rights and Liability
- The Customer shall:
- Configure its Account in a proper manner;
- Use existing mechanisms for control and verification (including security mechanisms);
- Apply measures intended for ensuring the security of the Customer data, protecting, removing and creating reserve(s), including but not limited to the access control of the authorized sub-contractors, controlling data, archiving Documents or controlling removal of such Documents;
- Immediately inform Signify in the event of Non-Authorized Use of the Account or any threat relating thereto.
- The Customer bears liability for:
- Functioning and security of the devices, networks and other resources used in the process of using the Platform.
- Protecting the Account, requisites/access codes (such as password, Mobile Number) necessary for accessing/verifying the Account.
- Safe internet connection.
- The Customer shall:
- Fee and Payment
- The fee for the use of the Platform shall be determined under the respective Subscription Plan. The Subscription Plan may entail charges/fess on the basis of the quantity of the Customers and sub-customers related to the Account.
- The fee set forth under the Subscription Plan selected by the Customer shall be paid in advance, prior to the commencement of the respective period.
- Each Subscription Plan determines the Services, that are entailed in the respective Subscription Plan.
- When executing the payment the Customer shall only use valid and legal methods/tools for payment (such as payment/bank cards) and provide Signify with the correct and accurate information on the payment methods.
- Signify is entitled to unilaterally determine the respective form/method/tool/rule for the payment request (invoice) and/or payment execution. Such form/method/tool/rule may be amended by Signify from time to time.
- Signify is entitled to unilaterally modify/correct the payment request and/or payment execution document, in the event of encountering any omission/oversight in such document(s).
- If the Customer objects to the payment request or payment, the Customer shall inform Signify thereof within 30 (thirty) calendar days upon serving such document to the Customer and/or executing the payment. After expiry of the term mentioned in this Clause, it is implied that the Customer agrees to the payment/payment request.
- Signify is entitled to introduce promotions and other advantages, provided however that such entitlement shall not be construed and/or interpreted as introducing permanent promotions/advantages. Therefore, promotion/advantages shall be effective for the term and on the conditions defined by Signify. Further, if the promotion/advantages refer to the Subscription Plan, such promotion/advantages shall be effective when executing first purchase of such Subscription Plan.
- Signify shall not be liable for any tax or fee, bank commission or other charges, if such tax, fee, commission and/or charge is/shall be payable by the Customer when executing the payment. The sum corresponding to the Subscription Plan shall be received by Signify in full, without any deduction.
- Signify shall not be liable for any tax burden that may be imposed on the Customer as a result of benefiting from the trial period or other promotion/advantages offered by Signify.
- The Customer is entitled to change the Subscription Plan at any time.
- The term of the Subscription Plan commences upon purchasing thereof and ends on the expiry of the term of such Subscription Plan.
- For the avoidance of any doubt, Signify is entitled to and is not obliged to automatically renew the Subscription Plan selected by the Customer upon expiry of the Subscription Plan and automatically deduct the sum corresponding to the Subscription Plan from the payment method indicated by the Customer. Further, deduction of the corresponding sum will take place upon renewal and on the basis of the current price of the respective Subscription Plan.
- Signify may change the prices/fees set out in the Subscription Plan(s) at any time. Further, such change will not affect the Subscription Plan that is being used by the Customer and such change will be effective upon renewal of the use of the Subscription Plan
- If the payment is executed through the bank card entered on the Platform, the Customer is entitled to remove the data of such bank card from the Platform at any time.
- Termination of the Use of the Platform and Corresponding Consequences
- The termination of the use of the Platform/termination of Signify’s Services takes place in the following events: (1) upon Signify’s request, if the price/fee set out in the Subscription Plan has not been paid by the Customer within the term set by Signify; (2) the Customer does not or fails to renew (continue) the Subscription Plan; (3) the Customer cancels the right to use the Platform (“Account Deactivation”), in which case the Customer shall inform Signify on the following address: support@signifyapp.com or through the Platform via the Account and choose the respective order “Deactivate Account”; (4) the right to use the Platform is terminated on the basis of Signify’s decision due to the Customer’s breach of the obligation(s) set forth in the Agreement; (5) if Signify believes that the continuation of the use of the Platform by the Customer (or the sub-customer) imposes legal risks to Signify or poses threat to the Signify Services and/or Customers.
- In the events set out in Clause 7.1.(4) and 7.1.(5), upon termination of the right to use the Platform: (a) Signify shall not be obliged to inform the Customer in advance; AND (b) Signify is entitled to refuse to render the Services to the Customer in the future.
- In the event of termination of the use of the Platform for any cause the sums paid by the Customer shall not be subject to refund by Signify.
- Termination of the use of the Platform for any cause shall not exempt the Customer from the obligation to pay the sums (including but not limited to, the fee for the use of the Platform, damages and etc.), that became due prior to the termination date.
- Upon the delay of the payment term by the Customer, Signify is entitled to (but does not undertake to) grant the Customer the right to use the Platform within 30 (thirty) calendar days from such delay at Signify’s sole discretion. In such case, if the Customer fails to renew the use of the Platform (by purchasing the Subscription Plan) within 7 (seven) calendar days from the payment date, the Customer will be restricted to use the Account and/or the specific functionalities thereof.
- Removed.
- In the event of termination of the use of the Platform for any cause, Signify shall be entitled to remove the information/data related to the Account, including the Document(s) and Signify shall not bear any liability and/or shall not be obliged to retrieve and/or provide the Customer with the information/documentation related to the Account and existing prior to the removal. The matters related to the storage and/or deletion of the data are governed under the Privacy Policy.
- The termination of the right to use the Platform shall be requested only by the Customer that creates the Account as per Clause 4.1 of these Terms of Use and/or represents the Account Holder. For the avoidance of any doubt, in the event the Customer adds any sub-customers to the Account, such sub-customers are not entitled to request the termination of the right to use the Platform.
- Intellectual Property
- The Platform represents the intellectual property of Signify and any and all intellectual rights in relation to the Platform are owned by Signify.
- The Customer hereby agrees that during the use of the Platform the Customer shall not infringe intellectual property of Signify and shall not decompile, reverse engineer, disassemble the Platform and/or the Web-site and/or carry out any action that will result in obtaining the source code and/or infringement of Signify’s intellectual property.
- The materials, information, documents existing on the Platform, except for the Documents uploaded/received/created/sent by the Customer, are owned by Signify and the Customer shall in no event use or distribute them without prior written consent of Signify.
- The trademarks, logos, signs (hereinafter the “Trademarks”) placed on the Platform are owned by Signify and the Customer shall not use, refer to or distribute the Trademarks without prior written consent of Signify, unless the use of the Trademarks concerns disclosing/sharing the information in relation to the Customer’s use of the Platform. Further, the Customer hereby agrees and acknowledges that Signify is entitled to use the name of the Customer, Customer’s trademarks for the marketing purposes without the further consent of the Customer (including, via the Web-site and/or Signify’s presentation materials) and refer to the Customer as Signify’s Client in the respective marketing communication.
- The Customer shall ensure that the Document uploaded/sent/created/received by the Customer through the Platform does not infringe intellectual property rights of Third Parties and does not entail information/marks/images or other content that will result in the infringement of such rights.
- Signify hereby relies on the assumption that the intellectual property rights in relation to the Document and any other rights are owned by the Initiator. Therefore, Signify shall in no event be liable/obliged to examine the matters related to the protection of the rights as to the Document (including the intellectual property rights) and/or the lawfulness of the use of such rights. The Customer shall bear full liability for the matters mentioned in this Clause.
- Exclusion/Limitation of Liability
- Signify shall in no event be liable for the content of the Document uploaded/sent/created/received by the Customer, compliance of such Documents with the legislation and/or the rights/obligations derived therefrom.
- Signify shall in no event be considered as the party to the Document/agreement/deal. It is explicitly declared herein that Signify only ensures technical support of the signing process.
- Signify shall not be liable for any damages, charges or losses in the event of Non-Authorized Use of the Account.
- Signify has no control over the services offered by the mobile service providers and Signify shall not be liable for the potential defects/problems in relation thereto. Further, Signify shall not be liable for: (a) failure to send or impossibility to send SMS; (b) delay in the process of sending SMS; and/or (c) changes introduced by the mobile service provider or other changes that affects the process of sending and/or receiving the SMS within the scope of using the Services.
- The Customer shall defend and indemnify Signify from the Third Party claims, obligations and shall remunerate any damages, losses or charges/fees incurred by Signify (including but not limited to the legal representation fees), relating to: (a) the Customer’s use of the Platform; (b) infringement of the Agreement by the Customer; (c) infringement of the intellectual property rights or other rights of the Third Party by the Customer; and/or (d) the content and variety of the data processed within the scope of the Signify Services.
- Signify is entitled to place links of the Third Party services and/or resources on the Platform, that fall outside of Signify’s control. Nothing in this Agreement shall be construed as Signify’s warranty in relation to quality, appropriateness, proper functioning and lawfulness of the said Third Party services or the contents thereof. Signify shall in no event be liable for the quality, appropriateness, proper functioning and/or lawfulness of the said Third Party services or the contents thereof.
- Signify bears no liability for determining the term(s) for storing the Document if such term(s) are set forth in the legislation in force, regulation and/or court/administrative decision(s). Further, Signify shall not be liable for/obliged to provide other parties with the electronic or other documents of the Customer.
- Customer protection laws or similar laws may impose specific requirements on the transactions involving the Customer, including but not limited to the requirement that the Customer agree to the method of execution of the contract and/or the requirement that the copy or other record of the transaction be delivered to the Customer. Signify shall not be obliged to: (i) determine whether the Customer participates in a specific transaction; (ii) issue or obtain consent or determine whether such consent is revoked; and/or (iii) disclose information on the attempt to obtain such consent.
- Specific types of Documents may be subject to mandatory form requirement (such as notary certification) – Signify bears no liability/obligation to determine whether specific Document shall be certified/executed in a specific form or is subject to a specific form requirement. Determination of such matter and assessment of the risks related thereto shall be the responsibility of the Customer and Signify shall in no event be liable for the matters relating to the mandatory form requirements applicable to the Document.
- The Customer is aware that in the event of sharing with/sending the Document to other Customer, including but not limited to the Visitor, other Customer/Visitor may copy the content of the Document or distribute the Document in a manner that contradicts with the Customer’s interests. In such case Signify bears no liability/responsibility and the Customer shall be liable for accepting/assessing the risks relating thereto.
- The Customer acknowledges that in the event the Customer removes the Document from the system (Customer’s Account), such Document and its accompanying files will be automatically deleted from Signify’s system as well and Signify shall in no event be liable for retrieving the Document removed/deleted by the Customer.
- The Parties hereby agree and acknowledge that Signify’s total aggregate liability for the claims arising out of the Agreement and/or relating thereto shall be limited and shall in no event exceed the total sum of the fee paid by the Customer for the use of the Platform within the last 6 (six) months prior to the origination of such claim.
- Representations and Warranties in relation to the Use of the Platform and the Content of the Document
- By registering on the Platform and using the Platform the Customer hereby confirms and warrants that:
- The Customer bears liability/responsibility for the content of the Document uploaded, sent, received or created by the Customer through the Platform and through the upload/sending/creating/receiving of the Document: (1) the Customer infringes neither intellectual property or other rights of the Third Parties, nor any laws, ordinances, decrees, court decisions, Third Party rights or other mandatory requirement(s) or regulation(s); (2) the Customer does not aim to carry out or plan any illegal action; (3) the Customer does not infringe any legal rights of the Third Parties; (4) no existing anti-money laundering laws will be infringed/evaded and/or will not result in the establishment of the grounds for money laundering; (5) the Customer does not distribute/spread any computer virus or other kind of threat that may harm Third Parties and/or infringe the rights of the Third Parties;
- The Customer is an individual/legal entity of legal capacity;
- The information provided by the Customer to Signify is correct, accurate and not misleading;
- The Customer has obtained any and all approvals/consents/authorizations that may be necessary for the purposes of using the Platform;
- In the event the Customer is a legal entity, the person creating and managing the Account is authorized to represent the legal entity/act on behalf of such legal entity;
- The Customer’s use of the Platform infringes neither agreements/contracts executed by the Customer, nor any legal acts/corporate rules or regulations applicable to the Customer;
- The Customer will not use the Platform for illegal/unlawful actions;
- The Customer will not use the Platform for the purposes of providing Third Parties with Spam and/or marketing notifications;
- The Customer will not use the Platform for the purposes of creating “financial pyramid scheme” and attracting Third Parties for such purpose;
- The Customer will not use the Platform for the purposes of spreading computer viruses and/or other electronic intervention that may damage the Platform, Third Parties, other Customers, may invade the electronic space of the Third Party and/or result in the illegal access to the personal, commercial or other type of information;
- The Customer will not use the Platform on behalf of other person and/or with such requisites (name, surname, e-mail, logo and etc.) that may result in the confusion and/or misleading as to the identity of the Customer;
- The Customer will not use the account/e-mail/identification details of other Customer;
- The Customer is liable for the use of the Services;
- The Customer is liable for keeping the username and password confidential and not allowing Third Parties’ Non-Authorized Use of the Account;
- The Customer will immediately inform Signify in the event of Non-Authorized Use of the Account or any threat relating thereto;
- The Customer will not carry out such activity that results/may result in disruption, destroying, hindering and/or otherwise damaging the functionality/functionalities of the Platform (including but not limited to the functionality/functionalities related to the security of the Platform)
- SMS Compliance and Liability: Customer warrants it has Prior Express Consent for all End Recipients messaged via the Platform, and that this consent meets all legal and carrier requirements (including TCPA and CTIA). Customer is solely responsible for collecting, retaining, and producing auditable proof of consent. Customer agrees to defend and indemnify the Company against any and all claims, fines, liabilities, and costs arising from the Customer's failure to obtain proper consent or any other messaging non-compliance.
- By registering on the Platform and using the Platform the Customer hereby confirms and warrants that:
- Representations and Warranties in relation to the Use of the Platform and the Content of the Document
- Signify is entitled to unilaterally introduce amendments to the present document, meaning that the amended terms will automatically apply to the Customer and will bear bounding legal effect. For the avoidance of any doubt, if the Customer persists using the Platform upon introducing of the amendments by Signify therein, it is implied that the Customer agrees to such amended/updated terms.
- The Customer will be notified on the amendment of the terms prior to logging in the Platform. Selecting the form of serving the notification falls within the scope of Signify’s discretion.
- For the purposes of communicating with the Customers, Signify will use the Customer’s registered E-mail, Mobile Number and/or the Account. The fact of serving the notices/notifications to the Customer’s registered E-mail, Mobile Number and/or the Account shall be deemed as legally bounding declaration of intent.
- The Customer shall use the following e-mail for the purposes of communicating with Signify: support@signifyapp.com
- Force-Majeure
- The Parties shall be exempted from the liability arising out of partial fulfillment or non-fulfillment of the obligations set forth hereunder in the event of a force-majeure – circumstances outside of the control of the Parties that make it impossible for the Parties to fulfil the obligations set forth hereunder.
- Force-Majeure shall mean the circumstances that are insuperable and fall outside of the control of the Parties, the occurrence and effect of which could not have been avoided or overcome by the Parties and that cumulatively meet the following requirements: (a) they did not exist at the time of execution of the Agreement; (b) they could not have been foreseen by the Parties in advance; and (c) they directly prevent the Party from the fulfillment of the obligations or realization of its rights.
- If any of the above-mentioned circumstances directly affect the terms of fulfilment of the obligations set forth in the Agreement, those terms shall be proportionally increased with the term of the operation of the respective Force-Majeure event.
- For the avoidance of any doubt, the Parties hereby agree that upon expiration of the Force-Majeure event, the Parties shall continue to fulfill the obligations the fulfillment of which has been postponed as a result of the Force-Majeure event
- Governing Law and Dispute Resolution
- Signify strongly believes that the majority of the disputes may be settled through amicable negotiations and without involvement of the Third Parties. Therefore, in the event of occurrence of a disputed matter and prior to adopting other measures, it is expedient for the Customer to refer to Signify on the following e-mail: support@signifyapp.com, describe the subject matter of the request/claim and indicate his/her/its contact details (as well as, the Customer’s name, if the claim concerns the Account of the Customer).
- In the event of the Parties’ failure to reach an amicable solution any and all disputes arising out of the Agreement shall be referred to and resolved by Tbilisi City Court.
- The Agreement and/or any and all matters relating thereto or arising therefrom shall be governed by the laws of Georgia.
- Final Provisions
- The Customer shall not be entitled to assign the rights/obligations set forth in the Agreement to the Third Party/Third Parties.
- The content of the Agreement precisely describes the intent of the Parties and the declaration of intent by the Parties has been resulted from the reasonable judgement and not only from the mere literal essence.
- Waiver of any Party in the event of partial or full breach of the Agreement and/or the legislation by the other Party shall not apply to the subsequent breach(es) of the Agreement and/or the legislation.
- Invalidity of any of the Clause(s), Section(s) and/or Sub-Section(s) of the Agreement shall not affect validity of the entire Agreement and/or other Clause(s), Section(s) and/or Sub-Section(s) thereof. Instead of the invalid provision, the Parties shall use such provision that enables achieving the purpose of this Agreement (including, the purpose entailed in the invalid provision).
- The numbering and headings of the Clause(s), Section(s) and/or Sub-Section(s) of the Agreement are applied for convenience purposes only and bear no importance as to the interpretation of the Agreement.
- The Agreement is drawn up in Georgian and English languages. In the event of any discrepancy between the Georgian and English versions, the Georgian version of the Agreement shall prevail.
ADDITIONAL TERMS AND CONDITIONS FOR THE USE OF THE PLATFORM
The present Additional Terms and Conditions for the Use of the Platform (hereinafter the “ Additional Terms ”) governs additional terms in relation to the Customer’s use of the Signify Platform.
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General Provisions
- The present Additional Terms represent integral and substantive part of the Signify’s Standard Terms of Use (hereinafter the “Terms of Use” ) and shall be interpreted together with the said Terms of Use.
- In the event of discrepancy between these Additional Terms and the Terms of Use, the rules set forth in these Additional Terms shall prevail.
- The terms and definitions applied in these Additional Terms shall be interpreted in accordance with the Terms of Use, unless determined otherwise in these Additional Terms and/or derived otherwise from the context of these Additional Terms.
- The use of the additional functionalities indicated in these Additional Terms is subject to the terms of the Subscription Plan selected by the Customer.
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Additional Terms and Conditions
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Creating an Account.
The Customer undergoes the identification/registration procedure on the Platform with a unique
e-mail and name/surname or brand name that is solely in the possession of the Customer and/or
associated only therewith. It is inadmissible for two or more Customers to have identical e-mail
and/or brand name.
- Name/Surname. If the Customer is an individual, he/she shall indicate the name and surname set out in the official identification document by using identical alphabet symbols (Georgian, as well as Latin) indicated in such document.
- Brand Name. If the Customer is a legal entity, it shall indicate its brand name that is registered in the respective State or other official registry by using identical alphabet symbols (Georgian, as well as Latin) indicated in such registration document.
- Other Name. If the Customer represents other type of organizational entity, it shall indicate its brand name that has been granted thereto on the basis of its constituent documents (and any amendments thereto).
- Additional Data. The Platform enables the Customer to indicate other/additional identification details (identification number, ID and etc.).
- Creating an Account by the Legal Entity. If the Account is being created by a legal entity or other type of organizational entity, the Account Holder is entitled to add sub-customers to the Account and grant these persons various rights (such as, the right to confirm/approve/sign the Document and/or initiate the signing process). When using the Platform by the sub-customer the obligations under the Agreement shall be fully applicable to the sub-customer, whereas the liability for the activities carried out by the sub-customer shall be borne by the Account Holder.
- Sub-Customer Functions. The following functions may also be granted to the sub-customer: configuration of the administration preferences, granting access and authorization, requesting additional or distinctive Services, preparing records for the use of the Services and performance thereof, managing the templates. The declaration of intent of the sub-customer is binding on the Customer and results in corresponding legal consequences for the Customer.
- Replacement of the Sub-Customer Account. If several sub-customers have been added to the Account, the Account Holder is entitled to request to replace any existing sub-customer with a new sub-customer, whereas in such case the new sub-customer shall be granted access to the Documents of the replaced sub-customer.
- Uploading the Document. The Document uploaded on the Platform indented for signing, will be converted into a PDF file. For the purposes of ensuring security on the Platform or on the basis of other technical matters, uploading of particular files may be restricted.
- Initiator. The person initiating the signing process shall only be the Client (Account Holder or sub-customer that has been added to the respective Account), whereas the Visitor (a person having no Account) may also be acting as the signatory.
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Initiating the signing process.
Upon authorization on the Platform (logging in the Account) the Initiator is entitled to upload the
Document and commence the signing process. For the purposes of initiating the signing process, the
Initiator:
- Indicates the names/surnames of the signatories, e-mails thereof, or in the event of providing the Document via SMS – the Mobile Number of the signatories and determines the procedure for the signing (parallel or subsequent signing);
- Determines the time period when the Document will be accessible for signing.
- Determines the e-mail(s) of those persons that shall be provided with the signed Document upon completion of the signing procedure. Further, the Initiator is entitled to send the Evidence Report to other persons by other means of electronic communication (such as, e-mail).
- Determines the place of signatures in the Document;
- Signs the Document (if the Initiator represents a signatory as well);
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Determines:
- The form of sharing the Document (via E-mail, SMS or a link);
- The form of authorization when opening the Document (without authentication, with password or SMS authentication);
- The form of authorization when signing the Document: (i) without authentication; (ii) authentication via SMS; (iii) video-authentication; (iv) Qualified E-Signature; (v) signing via signature pad or other method authentication that may become accessible through the Platform.
- Correction of the data relating to the Document by the Initiator. After sending the Document by the Initiator to the signatory, the Initiator is entitled to correct/change the following data of the signatory: name, ID, e-mail and/or other data that has been indicated by the Initiator when sending the Document. The Initiator is entitled to exercise the said right only prior to executing any action (including but not limited to, approval of the Document, signing the Document) by the recipient of the Document. In the event of change/correction of the contact information of the signatory by the Initiator, the link provided/sent out prior to such change shall not longer be valid and the signatory shall receive the updated link. For the avoidance of any doubt, entitlement to change the contact information does not imply the power to change the content of the text of the Document.
- Signing in presence of a witness. Through the functionality of signing in presence, the Document is being provided/sent to the person who shall witness the signing of the Document by the signatory (the person witnessing the signing process hereinafter referred to as the “Witness”). The Witness receives a notice/message through the Platform and ensures the signing of the Document by the signatory through the respective technical device. For the avoidance of any doubt, upon the Witness’s receipt of the notice/message by the Initiator, the Witness will hand over the respective technical device (the device necessary to perform the signing of the Document) to the signatory, followed by the signing of the Document by the signatory. Further, the Initiator is entitled to request the confirmation of the signing of the Document through the SMS code. The above-mentioned procedures will be indicated in the Evidence Report.
- Restriction of particular functionalities by the Initiator in relation to the Document. The Initiator is entitled to restrict particular functionalities to be used by the recipient of the Document (including but not limited to inserting a comment, downloading the Evidence Report and etc.), unless the recipient is a registered Customer of the Platform.
- Shared folders. Through the functionality of shared folders, the Customer is entitled to share certain Document(s) to the sub-customers registered/accessing the Account and define the respective configuration thereof.
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Authentication/signing methods.
The Initiator/Customer is entitled to select authentication/signing method(s) on the basis of the
respective Subscription Plan:
- Without additional authentication – wherein the signing of the Document is performed through the link sent out on the e-mail/SMS.
- Local or international SMS authentication – wherein one-time SMS code shall be provided for the purposes of signing the Document.
- Video identification – wherein the Initiator selects the identification through the passport or ID card. Further, the fact of successful video identification shall be indicated in the Evidence Report.
- Qualified E-Signature/Stamp – wherein the signature is performed through the Qualified E-Signature/Stamp as set out in the legislation.
- Signing via Signify PAD – wherein the signature is performed through the signature pad. For the avoidance of any doubt, the process of signing via the signature pad is governed by the “SIGNIFY PAD Terms and Conditions”.
- Additional authentication/signing methods – that may become available through the Platform.
- Selection of the authentication/signing methods. The authentication/signing methods may be selected by the Customer as an additional service (that is not entailed in the original Subscription Plan of the Customer), wherein the Customer will use the respective method within the number of authentication(s) as per the respective Subscription Plan/Service purchased by the Customer. The Parties hereby agree that in the event of the video identification, the number of attempts will be spent/consumed only in the event of successful video identification.
- Document templates available on the Platform. The Platform entails certain widely used Document templates. Signify hereby declares that these templates solely comprise of the standard/conventional terms. Therefore, the Customer is responsible for the assessment of the legal risks in relation to using such templates, as well as for the assessment of the compliance of the content of such templates with the legal terms favorable/acceptable for the Customer. For the avoidance of any doubt, Signify shall in no event be liable for the Customer’s use of above-mentioned templates and/or the damages or expenses incurred from such use of the said templates (if any).
- Subscription Plans. Signify offers the Customer following Subscription Plans: “Personal”, “Business”, “Business Pro” and “Enterprise”. Each Subscription Plan entails respective functionalities and payment terms. Information on each Subscription Plan is available at: https://signifyapp.com. Signify is entitled to update the Subscription Plans at any time at its sole discretion.
- Trial Period. Signify is entitled to offer the Customer to use the Platform free of charge or during the grace period – “Trial Period”. During the Trial Period the rights and obligations under the Agreement are fully enforceable and binding and the Trial Period does not imply any exclusion(s) in this regard. If upon expiry of the Trial Period the Customer ceases to use the Platform, Clause 7 of the Terms of Use shall apply.
- Bulk Sign. The Customer is entitled to sign several documents in a single operation wherein the documents may be signed altogether without opening them individually. The Customer hereby acknowledges and agrees that in the event of the use of such tool the Customer bears full liability as to the signing of each Document and/or expressing the intent on the conclusion of such Document and/or the legal consequences arising therefrom.
- Automatic Deletion. The Customer is entitled to determine the period wherein the Document(s) will be automatically deleted. In such event the Document will be automatically deleted upon expiration of the term set forth by the Customer.
- Recycle Bin. Upon deletion the Document uploaded by the Customer on the Platform will be sent to the Recycle Bin. The Customer is entitled to recover such deleted Document that has been sent to the Recycle Bin within 30 (thirty) calendar days upon such deletion. Upon expiration of the said term the Document will no longer be recoverable. Further, the Customer is entitled to delete the Document permanently without the Document being sent to the Recycle Bin.
- Storage. To store the company's documents, Signify provides 10 (Ten) GB of storage capacity.
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Creating an Account.
The Customer undergoes the identification/registration procedure on the Platform with a unique
e-mail and name/surname or brand name that is solely in the possession of the Customer and/or
associated only therewith. It is inadmissible for two or more Customers to have identical e-mail
and/or brand name.
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Final Provisions
- These Additional Terms may be amended in accordance with the rules set forth in the Terms of Use.
- The matters not regulated through these Additional Terms shall be governed under the Terms of Use.
- These Additional Terms are drawn up in Georgian and English languages. In the event of discrepancy between the Georgian and English versions of this document, the Georgian version shall prevail.