Terms and Conditions
This agreement (“Agreement”) is made by and between you, the user of the HeirAccess.com website and all content, services and products available at or through the HeirAccess.comm website (collectively, the “Website”), and Heir Access, LLC. (“HeirAccess”), a California limited liability corporation, the owner and operator of the Website. HeirAccess you access to and use of the Website on the condition that you accept the terms and conditions set forth in this Agreement, along with any and all amendments or modifications thereof and any and all other operating rules, policies, and procedures which may be published from time to time on the Website (“collectively, “Terms and Conditions”). No modifications by you to this Agreement are acceptable to HeirAccess.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE WEBSITE. Your access to or use of any part of this Website constitutes your unequivocal, full, and complete acceptance to the Terms and Conditions of this Agreement.
- Services Provided. HeirAccess shall provide an online storage space, with a capacity not to exceed 5GB, to store copies of documents, passwords, account information, letters, and other user information uploaded to the storage vault (“Vault”) by you, along with a password to limit access to the Vault to you. Only you, and no other person, may use the Vault provided to you, until your death or Permanent Disability (as hereinafter defined), at which time only a person(s) designated by you shall have access to the Vault. HeirAccess’s sole service is to provide use of the Vault for you and to provide a mechanism to access the Vault solely by that person(s) (“Designated Person”) to have access to the Vault solely upon your death or Permanent Disability and to whom you have provided access by designating said person(s) as your Heir(s).
- Term. The term (“Term”) of this subscription Agreement shall be for a period of one (1) year commencing on the date of acceptance (“Commencement Date”) by you of the Agreement, and shall automatically renew on the anniversary date of the Agreement, unless sooner terminated as provided herein.
- Payment. You agree to pay on the Commencement Date and on the anniversary date of each year thereafter, the subscription fee, as a condition precedent to the continuation of the service provided by HeirAccess. In the event that HeirAccess fails to receive payment from you of the subscription fee on the due date of the subscription fee, HeirAccess shall have the right to terminate the service. In such event, HeirAccess will not dispose of the contents of the Vault until 180 days after the due date of your payment. If you desire to retrieve the contents during the Content Retrieval Period, you may do so provided that you first pay the balance due in full. See Time Limitation for Retrieval of Contents below.
- Maintenance and Security of Vault. You are responsible for the maintenance and security of your Vault and for all activities that occur with respect to the Vault and any and all such other actions or failure to act in connection with the Vault and the use thereof. Use of the Vault for unlawful purposes is strictly prohibited and you agree to never use the Vault for unlawful purposes or in any misleading or unlawful manner. You agree to take all necessary precautions to ensure that any content uploaded to the Vault does not contain any viruses, works, Trojan horses, or other harmful or destructive content. HeirAccess shall have the right to terminate this Agreement without refund to you in the event that HeirAccess determines, in its sole discretion, that your use of the Vault may subject HeirAccess to liabilities or other risks deemed unacceptable to HeirAccess, in its sole discretion. HeirAccess shall have the right, but not the obligation, at all times to deny access to and use of the Vault and the Website to any individual or entity for any reason, in its sole and absolute discretion, without providing a refund of any amounts paid through the date of termination. You shall immediately notify HeirAccess of any unauthorized use of the Vault or breach of any security to the Vault. You hereby unconditionally and irrevocably indemnify and hold harmless HeirAccess from and against any and all damages, losses, causes of action and/or claims that relate to or arise out of the use of the Vault, including without limitation, reasonable attorney’s fees and costs incurred by HeirAccess in connection with defending such damages, losses, causes of action or claims. The foregoing indemnity provision shall survive termination of this Agreement with you, your access to and/or your use of the Vault or the Website and shall be binding upon your estate after your death.
- Your Responsibility in the Content. HeirAccess has not reviewed, and cannot review, any of the material, including computer software, uploaded to the Vault, and therefore, cannot be responsible for the material’s content, use or defects. By operating the Website, HeirAccess does not represent or imply that it endorses the material uploaded or that it believes the material to be accurate, useful, or non-harmful. In that regard, you shall be solely responsible for taking any and all precautions as may be necessary to protect yourself and your computer system from any and all viruses, worms, Trojan horses, or other harmful or destructive content. The Website may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes and other errors. The Website may also contain material that violates the privacy or publicity rights or infringes on intellectual property rights or other property rights, of third parties, or the downloading, copying or use of which may be subject to additional terms and conditions, stated or unstated. HeirAccess disclaims responsibility for any and all harm resulting from the use by visitors to the Website, or from the downloading from those visitors of content there posted.
- Content Posted on Other Websites. HeirAccess has not reviewed and cannot review all of the material, including computer software, made available through websites and webpages to and from which HeirAccess.com links, and shall not be responsible for the content or use of such websites or webpages. HeirAccess does not have any control over the content or use of such non-HeirAccess websites or webpages. By linking to a non-HeirAccess website or webpage, HeirAccess does not represent or imply that it endorses, approves or has reviewed that website or webpage. You are responsible for taking all precautions necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, or other harmful or destructive content. HeirAccess disclaims any responsibility and you agree that HeirAccess shall in no event be liable for and you shall be solely responsible for any harm resulting from your use of non-HeirAccess websites and webpages, whether or not such websites or webpages were linked to or linked from HeirAccess.com.
- Forms and Verification for Access. Upon your Permanent Disability or death, your Designated Person shall be required to complete such forms and produce such documentation as HeirAccess, in HeirAccess’s sole and absolute discretion, deems necessary for determining not only your Permanent Disability or death, but also that the person is the Designated Person authorized by you to have such access. You agree that upon the receipt of the documentation required by HeirAccess, HeirAccess is authorized by you to permit the Designated Person with access to the Vault, without any duty on the part of HeirAccess to investigate the legitimacy or accuracy of the documents so presented to HeirAccess. HeirAccess shall have no duty to validate, verify, or investigate any information provided to HeirAccess and you authorize HeirAccess to accept the documents presented on its face without any verification, confirmation, or investigation of the information provided to HeirAccess from the Designated Person or any third party. You hereby consent to any and all conditions that HeirAccess may impose on the Designated Person in order to access your Vault, and you hereby waive on behalf of you, your estate, heirs, successors and/or assign, and on behalf of the Designated Person, any and all claims that such conditions are unreasonable, unduly burdensome, or a breach of this Agreement in any manner. You hereby consent to the verification, if desired, by HeirAccess of any and all information provided by the Designated Person, including without limitation, contacting your personal physicians and psychiatrists. You agree that access to the Vault may be denied to your Designated Person if HeirAccess in its sole and absolute discretion is not satisfied that the information provided by the Designated Person is sufficient to confirm your Permanent Disability or death, or to confirm the identify or authority of the Designated Person.
- Permanent Disability. You shall be deemed to be permanently disabled (“Permanent Disability”) if due to accidental bodily injuries or sickness or disease, you are unable to perform the substantial and material acts of managing your own affairs for a period of three (3) consecutive months, and you are receiving care by a physician which is appropriate for the condition causing the disability, unless continued care would be of no benefit to you. For purposes of such a determination, a disability shall include, without limitation, a physical or mental condition which in the opinion of a selected physician, renders you unable to reasonably conduct your own affairs. For purposes hereof, the selected physician shall mean the physician who is licensed to practice medicine in all its branches, selected or approved by HeirAccess. You agree that submitting yourself to an examination by the selected physician is a reasonable condition precedent to a determination as to whether you are or are not Permanently Disabled. HeirAccess, in its sole and absolute discretion, may determine to shorten or lengthen the foregoing 3-month period of disability, based on the facts and circumstances surrounding your disability. The foregoing definition of Permanent Disability is intended solely as a guide to how HeirAccess may determine your Permanent Disability, but in no way shall the foregoing definition limit Lifetime in its discretionary determination as to whether or not you are Permanently Disabled.
- Time Limitation for Retrieval of Contents. HeirAccess will leave undisturbed the contents of the Vault for a period of 180 days (“Content Retrieval Period”) after the first to occur of your death, your failure to pay the subscription fee due by the due date, or the termination by you or by HeirAccess of this Agreement (collectively, “Terminating Event”). You may retrieve the contents of the Vault during the Content Retrieval Period. HeirAccess shall dispose of any contents remaining in the Vault after the expiration of the Content Retrieval Period. HeirAccess shall have no obligation whatsoever to retain or return anything contained in the Vault at the end of the Content Retrieval Period and HeirAccess shall not thereupon be liable to you (or to any other person claiming under you or as a 3rd-party beneficiary) for not thereafter retaining and/or not returning the contents of the Vault to you or your Designated Person. In the event of a Terminating Event, you hereby consent to the disposition or destruction of the contents of the Vault after the Content Retrieval Period and hereby waive on behalf of yourself, your estate, heirs, executors, administrators and Designated Person, any and all claims for loss or damage that you incur or may incur as a result of HeirAccess not retaining and/or not returning the contents of the Vault upon the expiration of the Content Retrieval Period.
- Changes to the Agreement. You agree that HeirAccess may, in its sole discretion, from time to time, amend, modify or replace (collectively, “Amendments”) this Agreement by posting such Amendments to the Website. You are responsible for checking the Website to review any and all such Amendments. You agree that your continued use of the Website and Vault constitutes agreement by you to such Amendment. If you do not agree to any such Amendment, you shall discontinue the use of the Vault and Website. In the event that there is a conflict between the terms of this Agreement and the terms of any Amendment, the terms of the Amendment, shall, in all cases, control.
- Disclaimer of Warranties. HeirAccess does not make any promises or warranties as to the quality, reliability, availability, or functionality or sufficiency or ability of the services to meet your needs, however minimal they may be. HeirAccess offers the services “As Is.” HeirAccess hereby disclaims any and all warranties of any kind, expressed or implied, from and against defects in the Vault and/or the Website, including without limitation, any warranty of merchantability and fitness for a particular purpose. HeirAccess makes no warranty that the Vault or the Website will be free from error or other defects or that access thereto will be continuous and uninterrupted. In particular, HeirAccess is not responsible for and does not warrant the uploading by you of a file type that becomes obsolete consequently causing the failure of the ability to retrieve the content. HeirAccess is also not responsible for and cannot retrieve a lost password. You expressly agree that your use of the Vault and Website, including without limitation, the uploading, storage, and downloading or retrieval of content to or from the Vault or the Website, is at your own discretion, responsibility and risk.
- Representations and Warranties. You represent and warrant to HeirAccess that your use of the Vault and the Website shall be in strict conformance with this Agreement, as may be Amended from time to time by HeirAccess, and with any and all applicable laws, ordinances, policies, rules and regulations of any governmental entity or Agency, including without limitation, federal, state, and local governmental laws regarding online conduct, acceptable content, and the transmission of data imported to or exported from the United States or the country in which you reside, and your use of the Website will not infringe upon or misappropriate the intellectual property of another. HeirAccess may suspend or stop providing services to you if you do not comply with the terms and conditions or the policies or if HeirAccess is investigating suspected misconduct.
- Copyright Infringement. If you believe that material located on or linked by the Website violates your copyrights, you are encouraged to notify HeirAccess so that HeirAccess can respond in accordance with the process set out in the U.S. Digital Millennium Copyright Act.
- Intellectual Property. This Agreement or use of the Website and Vault does not grant to you any right, title or interest in or to any intellectual property and all such intellectual property as between you and HeirAccess, shall remain the property of HeirAccess. Your use of the Website grants you no right or license to use or reproduce any HeirAccess trademarks or other intellectual property.
- Limitation of Liability of HeirAccess. You agree that HeirAccess, its directors, officers, attorneys, shareholders, employees and agents (collectively, “HeirAccess Group”) shall not be liable for lost profits, revenues, or data, financial losses, direct or indirect, special, incidental, consequential, exemplary or punitive damages. You agree that in the event of a breach by HeirAccess of the Agreement or any other agreement, expressed or implied, your sole and exclusive remedy in lieu of any and all other legal and equitable remedies hereunder or otherwise, shall be a refund of the fees paid by you to HeirAccess for one year of service for the last year in which such breach occurred. Upon payment by HeirAccess to you for the refunded fees, this Agreement shall be terminated and neither party shall have any further rights or obligations or liability hereunder, except as expressly provided for survival of the termination of the Agreement. The foregoing shall not apply if prohibited by applicable law.
- Indemnification. You agree to indemnify and hold harmless HeirAccess and the HeirAccess Group from and against any and all claims, suits or actions and expenses, including without limitation, attorney’s fees, litigation costs, losses, judgments and damages, arising from or related to your use of the Vault and/or the Website, including but not limited to your violation of the terms of this Agreement and any third-party claims.
- Jurisdiction. The laws of the State of California (except the conflicts of law provision) in the U.S.A. shall apply to any disputes arising out of or relating to the terms of this Agreement, as may be Amended from time to time or your use of the Vault and Website. All claims arising out of or relating to these terms shall be litigated exclusively in state court or federal court located in the County of Los Angeles, State of California, U.S.A., and you and HeirAccess consent to personal jurisdiction in those courts.
- Captions and Pronouns. The captions and various headings of the various sections or paragraphs of this Agreement are for convenience only, and are not to be construed as confining or limiting in any way the scope or intent of the provisions hereof. Whenever the context requires or permits, the singular shall include the plural, the plural shall include the singular and the masculine, feminine and neuter shall be freely interchangeable.
- Provision Severable. If any term, provision or condition of this Agreement shall, to any extent, be finally adjudicated to be invalid or unenforceable, the remainder of this Agreement (or the application of such term, provision or condition to persons or circumstances other than those in respect of which it is finally adjudicated to be invalid or unenforceable) shall not be affected thereby and each and every other term, provision and condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
- Binding on Other Parties. This Agreement shall inure to the benefit of and be binding upon the parties’ heirs, legatees, executors, administrators, successors, agents, permitted assigns, and upon your estate after your death.
- Waivers. No waiver of any provision of this Agreement shall be implied by any failure of HeirAccess to enforce any remedy on account of the violation of such provision, even if such violation be continued or repeated subsequently, and no express waiver shall affect any provision other than the one specified in such waiver and that one only for the time and in the manner specifically stated.