NotaryDash, Inc.

Platform Terms of Service

(Last Updated: 01/13/2025)

These terms and conditions of service (the “General Terms”) together with the exhibits attached (“Exhibits”) and any order form (if any), including click-to-accept web site forms, executed by You for the use of services (“Order Form”), and into which these documents are incorporated by reference in their entirety into the General Terms, (collectively the “Agreement”) are between NotaryDash, Inc., a Washington State corporation, whose headquarters is located at 97 W Oak Ave, Suite Sunset, Panama City, FL 32401 (“NotaryDash”) and an individual or entity, including its employees, representatives, consultants, contractors, or agents (“You”).

By clicking an “I Agree” software button, a consent tick box, or agreeing to a similar click-wrap consent mechanism, which links to this Agreement, agreeing to a separate written agreement to access and use any portion of the Platform, including as part of the Application, or by otherwise using or accessing any portion of the Platform in any capacity, You accept and agree to be bound by this Agreement.

THIS AGREEMENT REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO DESCRIBES THE SPECIFIC REMEDIES AVAILABLE TO THE USER. PLEASE SEE SECTIONS 11.7 AND 11.8 TO LEARN MORE.

1. Definitions.

1.1 “Platform” means an online, web-based software service where at least a portion of the service is generally made available by NotaryDash to a Service Provider for incorporation into the Service Provider’s Application. The Platform includes:

  1. the websites managed by or for NotaryDash (“Site”),
  2. information, documents, writings, images, works, or other material that is stored on and/or accessible through the Site (“Content”),
  3. the software, business rules, methods, know-how, data, technology, and user documentation, relating to the Site (“System”), and
  4. all modifications, additions, or enhancements of any of the foregoing.

Any other software and/or services provided by a third-party, including the Service Provider, is not part of the Platform.

1.2 “Application” means a service provided by the Service Provider that utilizes at least a portion of the Platform to assist the Service Provider in providing professional services to its Customers.

1.3 “User” means an individual or entity, including its employees, representatives, consultants, contractors or agents, who uses and/or accesses the Platform, including through an Application, to participate in a transaction involving one or more Users (“Transaction”). A User may fall into one or more of the following categories:

  1. A “Customer” is a User, who pays a Service Provider a fee to obtain services from the Service Provider.
  2. A “Signer” is a User, who is a signatory to the one or more documents arising out of a Transaction.
  3. A “Notary User” is a User that is commissioned or authorized by the United States or any state, commonwealth or territory of the United States, to perform an authorized notarial act, whether physical or electronic (“Notarization”) as well as other services including supporting apostille services and door knocks.
  4. A “Participant” is a User who, at the request of a party supporting the Transaction, participates in the Transaction in any capacity other than as a Service Provider, Signer, or as a Notary User, including as a witness, an attorney, title agent, or other person involved with the Transaction.
  5. A “Service Provider” means a User granted access by NotaryDash to use the Platform as part of an Application offered by that User, to deliver services to the User’s Customers.

1.4 Exhibits include:

  1. “Data Privacy Terms” as set out in Exhibit 1
  2. “Customer Supplemental Terms” as set out in Exhibit 2.
  3. “Notary User Supplemental Terms” as set out in Exhibit 3.
  4. “Service Provider Supplemental Terms” as set out in Exhibit 4.

Services.

2.1 Platform Services.

  1. Scope. Subject to the terms and conditions of this Agreement, each subscription to an Application granted by the Service Provider to You, shall entitle You to access and use the Platform on a non-exclusive, non- transferable, revocable, limited basis, and solely for the purposes described in the Agreement as part of the Application. User subscriptions cannot be shared or used by more than one User (but may be reassigned from time to time to new Users who are replacing former Users who have terminated employment with You or otherwise changed job status or function and no longer require use of the Platform). For Users that are Signers or Participants, there is limited access to the Platform. For example, the Signers and Participants may only be able to (i) use certain portions of the Platform after such Users have been invited to use the Platform, (ii) view the shared documents via a temporary link prior to a meeting with a Notary User; (iii) comment via email to accept, modify the date and/or time of, and reject meetings with a Notary User; or (iv) provide feedback on the Customer, Notary User, other Signers, and/or other Participants.
  2. Accounts. You are responsible for ensuring the security and confidentiality of any username and password (“Account ID”) assigned to You for accessing the Platform (“Account”). NotaryDash is not responsible or obligated to independently verify the identity of any individual using User’s Account ID, and User is responsible for all activities that occur under User’s Account ID. User will not share User’s Account ID with another User except if the other User is operating in a legal agency capacity on behalf of the User and has received prior written consent by the User to do so. You authorize Users, directly or through third parties, to make any inquiries Users consider necessary to help verify or check Your identity or to help prevent fraud, including with respect to the handling of payments.
  3. Restrictions.
    1. NotaryDash may suspend or limit User’s access to the Platform, or remove or disable any User Account or restrict access to any portion of the Platform at any time, at its sole discretion and for any reason, including if NotaryDash reasonably and in good faith believes (a) continued User access to the Platform or hosting of Content may result in material harm to the Platform or Users, (b) a judicial or other governmental order or request requires NotaryDash to do so, or (c) continued access to the Platform or hosting of Content violates the Agreement or applicable law. NotaryDash will endeavor to notify User of any suspension or limitation, except when NotaryDash reasonably believes that applicable law prevents NotaryDash from doing so or when immediate action would better prevent imminent harm to the Platform, Users, or a third party. NotaryDash will narrow a suspension or limitation in time and scope as is reasonably practicable under the circumstances at NotaryDash’s sole discretion.
    2. Your subscription to use the Platform hereunder does not include a subscription to use the Platform other than via and within the scope of the Application licensed to You by a Service Provider. If You wish to solely use the Platform or any of its functionalities or services, or to create or use additional custom objects beyond those which appear in the Application in the form that it has been provided to You by Your Service Provider, visit www.notarydash.com to contract directly with NotaryDash for such services. You shall use the Platform solely as part of the Application for Your internal business purposes. You shall not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Platform available to any third-party; (ii) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (iii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material that is harmful to children or violates privacy rights; (iv) use or access the Platform in a way that is unlawful, breaches contractual obligations, or infringes any rights, title and interest to intellectual property (including, all patents, patent registrations, business processes, copyrights, database rights, moral rights, trademarks, trade names, service marks, service names, trade secrets, know-how or other similar rights arising or enforceable anywhere in the world and including any applications or rights to take action for infringement - collectively “Intellectual Property Rights”) in any system, software (including source and object code), documentation, data, content, design, method, process, device, algorithm, improvement, concept, or other material or technology, including any derivative works or other legal rights of others, including confidentiality obligations, (v) send or store viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs; (vi) interfere with or disrupt the integrity or performance of the Platform or the data or information contained therein; or (vii) attempt to gain unauthorized access to the Platform or its related systems or networks. You further shall not (i) modify, copy, or create derivative works based on the Platform; (ii) frame or mirror any content forming part of the Platform; (iii) reverse engineer the Platform; or (iv) access the Platform in order to (A) build a competitive product or service, or (B) copy any ideas, features, functions or graphics of the Platform. In the event Your access to the Application provides You with access to the Platform generally or access to any functionality within it, that is in excess to the functionality licensed to the Service Provider for use in the Application, and You have not separately subscribed under a written contract with NotaryDash for such access, then You agree to not access and use such functionality, and You agree that Your use of such functionality, or Your creation or use of additional custom objects in the Application beyond that which appears in the Application in the form that it has been provided to You by your Service Provider, would be a material breach of this Agreement.
    3. You (i) are responsible for all activities occurring under Your User accounts; (ii) are responsible for the content submitted to the Platform; (iii) shall use commercially reasonable efforts to prevent unauthorized access to, or use of, the Platform, and shall notify Service Provider and NotaryDash promptly of any such unauthorized use You become aware of; and (iv) shall comply with all applicable local, state, federal and foreign laws and regulations in using the Platform.

2.2 Application Services. You understand and agree that the Service Provider is the sole provider of the Application (including the Platform) to You and You are entering into a contractual relationship with Service Provider for the use of the Platform via the Application, subject to the underlying terms and conditions set out in this Agreement. Further, You understand and agree that the Platform is solely intended to be used as part of the Application and as a tool for the Service Provider to facilitate Transactions and perform professional services for the Service Provider’s Customers. Such services may include facilitating the Customer’s request to engage a Notary User to assist with the completion of the signing and notarizing of a document or other services ("Signing Request") by the Service Provider by identifying and assigning through the Platform a Notary User to complete the Signing Request (“Notary Assignment”). You understand and agree that the delivery of the Application (including the Platform) to Users is the sole responsibility of the Service Provider that is providing Users access to the Application. You understand and agree that all obligations and liabilities regarding the delivery of the Platform shall be the Service Provider’s sole responsibility and that should you have any issues with the Platform, You shall contact the Service Provider for purposes of support and/or addressing any obligation or dispute regarding the service (including related to the Platform). In the event that Service Provider ceases operations or otherwise ceases or fails to provide the Application, including the Platform, to the User, NotaryDash has no obligation to provide any services related to the Application (including any portion of the Platform) and/or to refund You any fees paid by You to the Service Provider. NotaryDash shall have no obligation or liability to You or any User, for the delivery of any services related to the Application or the Platform, including the Application or Platform itself.

2.3 User-Specific Terms. The following additional terms shall apply to You when You are one or more of the following corresponding type of Users: (a) for Users that are Customers, Customer Supplemental Terms shall also apply; (b) for Users that are a Notary User, Notary User Supplemental Terms shall also apply; and (c) for Users that are Service Providers, Service Provider Supplemental Terms shall also apply.

2.4 Third-Party Providers and Services. NotaryDash may provide links to third-party websites or information through the Platform. These links are provided solely as a convenience to You, and do not constitute an endorsement, sponsorship, or recommendation by NotaryDash of the third party, the third party website or services, or the information there. By accessing these links, You likely will have left the Platform and will be subject to the terms of use and privacy policy applicable to those third-party websites. NotaryDash is not responsible for the availability of, or content provided on, any third-party websites. Portions of the Platform also may include software that NotaryDash may license from third parties, additional products and services offered through the Platform, including implementation, customization and other consulting services related to User’s use of the Platform that interoperate with the Platform, such as the exchanging of data, or offering additional functionality within the user interface of the Platform through use of the Platform’s application programming interface, and/or additional functionality (not part of the Platform), for an additional fee, on a pass-through or OEM basis ("Third-Party Services"). Such Third Party Services may be subject to various "open source" or commercial license terms; or additional terms and conditions ("Third-Party Terms"). You agree that Your use of such Third-Party Services is subject to and governed by the related Third-Party Terms that are presented to You. To the extent of any conflict between such Third-Party Terms and the terms of this Agreement, the Third-Party Terms shall prevail in connection with the related Third-Party Services. NotaryDash does not warrant any such third-party providers or any of the Third-Party Services, whether or not such products or services are designated by NotaryDash as "certified," "validated" or otherwise. Any exchange of data or other interaction between You and a third-party provider or its Third Party Services purchased by You, is solely between You and such third-party provider. User further understands and agrees that any obligations, disputes, or liabilities related to such Third-Party Services shall solely be resolved between the User and the third-party provider and NotaryDash shall have no responsibility or liability related to such Third-Party Services.

3. Acknowledgements and Responsibilities.

3.1 General Responsibilities. As a condition of access to and use of the Platform, which is recognized by You as merely a tool to assist the Service Provider in supporting the Customer in the Service Provider’s delivery of professional services via the Application, You acknowledge and agree that:

  1. You are solely responsible for verifying that (i) the services provided to You, including signed documents and Notarizations, are legally valid and binding for the intended purposes and (ii) Your intended recipient will recognize as valid and accept such signed and/or notarized document. You are solely responsible for determining (i) whether documents will not receive a Notarization or will be signed ahead of or during the Transaction and (ii) the scope of authentication services and other services appropriate for each document. You are solely responsible for the accuracy, content, legality, and nature of (i) any documents included in a Transaction in the form delivered to Service Provider and (ii) all other information submitted by or for You or its designated, Customers, Signers or Participants in connection with a Transaction. User further is explicitly requesting and invoking each Notary User’s authority under that Notary User’s Applicable Notary Law, irrespective of Your geographic location at the time of a Transaction. You understand and agree that NotaryDash does not control the quality, safety, or legality of any aspect of the Notary Assignment, the ability of a Notary User to provide the notary signing services, or the ability of any User to pay the Notary User. Notary User is solely responsible for compliance with all applicable laws, rules, regulations and local ordinances, including without limitation, necessary permits, certifications, insurance coverage, surety bond requirements, or other taxes and payments which may be applicable to the performance of their notary signing services. Further, NotaryDash has no liability in the performance of any services by any User. If a User is physically located outside of the United States, You are solely responsible for (i) ensuring that the initiation of and participation in a User’s Transaction is legal and not prohibited in the jurisdiction where the User is physically located and (ii) that the Transaction relates to a matter before a court, governmental entity, public official, or other entity located in the territorial jurisdiction of the United States, or involves property located in the territorial jurisdiction of the United States, or a Transaction substantially connected with the United States. You understand that User’s respective rights and obligations may be affected by the acts or omissions of Users and accordingly agree that (a) You will not challenge the enforceability of this Agreement, (b) will not seek to hold NotaryDash liable for any User’s non compliance with this Agreement or any applicable laws or regulations, and (c) NotaryDash is excused from providing Platform access to any individual or entity if acts or omissions materially impair NotaryDash’s ability to provide Platform access (or to fulfill other obligations) to User.
  2. Inclusion of a particular Notary User within the Platform does not operate as a recommendation, validation, or approval of such Notary User by NotaryDash. The list of Notary Users available through the Platform may not be a complete list of all potentially qualified Notary Users in any particular area. Each Notary User indicates in the personal profile of that Notary User (available to User via the Platform) certain information and qualifications that may assist in selecting the most suitable candidate to perform the Notary Assignment. In addition, Notary Feedback may be published through the Platform, which may be based in part on aggregate feedback from other parties, and which may assist any User in the User’s decision as to which Notary User to engage.
  3. When accessing the Platform, You may obtain information from NotaryDash, a User, or other party, concerning laws governing signatures, Notarization, and other subject matter. This information is for general informational purposes only and is not legal advice – it also may be incorrect or not apply to one or more documents or to the overall Transaction. The Platform and any forms or templates provided through Platform are not legal advice. Such parties are not a law firm and are not providing legal advice to User. If a party claims to be a legal service provider or represents or appears to be providing legal services, You are responsible for confirming the legitimacy of such claim and obtaining any desired or needed counsel to provide legal advice concerning the Platform, documents, information, Transactions, and/or any other services provided to You
  4. You will comply with all applicable laws in connection with the use of the Platform, including data privacy, data security, and Applicable Notary Law.

4. Data.

4.1 Transactional Data.

  1. You hereby grant NotaryDash a fully paid up, nonexclusive, non-terminable, sublicensable license to access and use any information provided by You relating to any Transaction or using the Platform, including Personal Information, Confidential Information, Signing Requests, Notary Assignments, payment information, identity information, credentials, biometric information and documentation, and documents, (“Transactional Data”) for purposes of providing NotaryDash the ability to deliver services to You and other individuals or entities, including to: (a) verify identities of Users, including by using third-party identity database services, (b) capture and store data related to User’s Account, Transactions, and other services provided to User, (c) transmit, record, maintain, and display Transaction information, documents, and other information to Users in accordance with the Data Privacy Exhibit, (d) use or transmit information to other parties to Transactions, or to those with appropriate authority, or to other third parties as provided by relevant agreements or applicable law, and (e) store, maintain, display, and otherwise provide access to information in notary journals and other records of the services and Transactions. Transactional Data does not include Platform Data. You further grant NotaryDash the right to compile, analyze and otherwise use de-identified statistical data related to use of the Platform, as well as other data that qualifies as De-Identified Data as defined in the Data Privacy Exhibit (collectively “Platform Analytics”).
  2. You are solely responsible for Transactional Data and assume all risks associated with any parties creating, sharing, licensing, and using such Transactional Data with the Platform, including any reliance on its accuracy, completeness, or usefulness by others, or any disclosure that makes You, any User, or any third party personally identifiable.

4.2 Platform Data. Platform Data shall include Operational Data and User Generated Content.

  1. Operational Data. Information obtained or recorded during a Transaction or that relates to the general performance of or the User behavior with, the Platform, including system, operational, behavioral or other data generated by or for the Platform, and activity metadata associated with a Transaction (such as information relating to document uploads, accessing the platform, reviewing, signing, and annotations to documents and the overall Transaction), or De-Identified Data (as defined in the Data Privacy Exhibit), shall be considered “Operational Data” and all right, title and interest shall remain with and (where needed to perfect such rights, title and interest) is hereby assigned without restriction or need for compensation by You to NotaryDash.
  2. User Generated Content. NotaryDash neither seeks nor requests any suggestions, ideas, feature requests, comments, or recommendations, by You relating to the Platform, Users, or other elements of NotaryDash’s business or services (“User Generated Content”). You further are not obligated to provide NotaryDash with such User Generated Content.
    1. You will not upload, post, reproduce or distribute any material protected by a third party’s copyright, privacy rights, or other Intellectual Property Rights without prior written consent of the rights owner and/or acquiring any rights for use with the Platform. If You believe that content within the Platform or other activity taking place on the Platform constitutes an infringement of a work protected by third party intellectual property rights, You will notify NotaryDash.
    2. NotaryDash assume no obligation to monitor activities on the Platform, but reserves the right to (a) monitor all User access to, and use of, the Platform, (b) employ filters designed to detect and block inappropriate content, and (c) deactivate User Accounts at any time for known or reasonably suspected breach of the Agreement. NotaryDash reserves the right at all times to disclose information it deems necessary to satisfy any applicable law, regulation, legal process or governmental request. NotaryDash may remove any postings with or without notice to Users at any time for any reason at its sole discretion. You agree that NotaryDash will not be responsible or liable for any removal of any posting or any part thereof.
    3. If You provide such User Generated Content to NotaryDash and/or load such User Generated Content onto the Platform, You hereby agree that all right, title and interest to such User Generated Content shall remain with and (where needed to perfect such rights, title and interest) is hereby assigned without restriction or need for compensation, by You to NotaryDash.
    4. You may not state or imply that any User Generated Content is in any way provided, sponsored, or endorsed by NotaryDash.

4.3 Data Backups; Retention. NotaryDash is not obligated to backup any information or data, including Content, Transactional Data or Platform Data, stored on the Platform and may be deleted at any time at NotaryDash’s sole discretion. NotaryDash has no responsibility or liability for the deletion or accuracy of, the failure to store, transmit, or receive transmission or; the security, privacy, storage, or transmission of other communications originating with or involving use of the Platform, of the information or data.

4.4 YOU REPRESENT, WARRANT, AND CONVENANT TO ONLY PROVIDE INFORMATION TO THE PLATFORM THAT YOU ARE ALLOWED TO PROVIDE WITHOUT VIOLATING ANY OBLIGATIONS YOU MIGHT HAVE TOWARDS A THIRD PARTY, INCLUDING ANY CONFIDENTIALITY OBLIGATIONS. YOU WILL NOT PROVIDE ANY INFORMATION THAT YOU ARE NOT ALLOWED TO SHARE WITH OTHERS, INCLUDING BY CONTRACT OR LAW. YOU REPRESENT, WARRANT, AND COVENANT THAT YOU HAVE OBTAINED FROM EACH PARTY WHOSE INFORMATION YOU MAKE AVAILABLE ON THE PLATFORM ALL CONSENTS REQUIRED TO SHARE SUCH INFORMATION WITH NOTARYDASH AND FOR NOTARYDASH TO USE AND DISCLOSE SUCH INFORMATION IN ACCORDANCE WITH THE PRIVACY POLICY. YOU ACKNOWLEDGE THAT (A) NOTARYDASH HAS NO OBLIGATION TO RETAIN INFORMATION OR DATA AND (B) YOU ARE SOLELY RESPONSIBLE FOR RETENTION AND BACKUP ON ALL INFORAMTION OR DATA SUBMITTED TO THE PLATFORM BY OR ON BEHALF OF YOURSELF.

5. Confidentiality.

5.1 Scope This section governs the protections for information obtained by one party (the “Receiving Party”) concerning the other (“Disclosing Party”) in connection with the Platform pursuant to this Agreement, which concerns Disclosing Party’s business or operations that (a) is identified by a “Confidential” legend or similar legend of the Disclosing Party or (b) the Receiving Party knew or should have known should be treated as confidential given the circumstances of its disclosure, and includes inventions, specifications, drawings, models, samples, reports, plans, marketing materials, financial information, work-in- progress, forecasts, computer programs or documentation, know-how, strategies and all other nonpublic technical, financial, or business information (“Confidential Information”).

5.2 Restriction on Use or Disclosure. Receiving Party will keep Disclosing Party’s Confidential Information confidential and protect it to the same degree Receiving Party protects its own Confidential Information, but in no event with less than a reasonable degree of care. Receiving Party may not disclose the Disclosing Party’s Confidential Information to any third party without the Disclosing Party’s prior written consent. Each party's Confidential Information may be disclosed only as reasonably necessary to satisfy the Receiving Party’s obligations under the Agreement. Service Provider may (a) retain Confidential Information as required to comply with applicable law or as otherwise permitted in the Agreement and (b) use Personal Information in accordance with the Data Privacy Exhibit.

5.3 Exclusions. Confidential Information does not include information (a) that the Receiving Party can show was in its possession prior to its disclosure under the Agreement without any confidentiality obligation to the Disclosing Party, (b) independently developed by Receiving Party without reference to the Disclosing Party’s Confidential Information, (c) which becomes generally known by the public other than through the fault of Receiving Party, or (d) required by law or by the rules of any governmental or self-regulatory agency to be disclosed (provided that Receiving Party will use reasonable efforts to notify Disclosing Party of the disclosure requirement if legally permitted to do so).

5.4 General Skills and Knowledge. Due to the specialized nature of the services and the limited pool of individuals qualified in this subject matter, it is agreed and understood that Receiving Party shall not be restricted from performing any services solely because the Receiving Party possesses Confidential Information in a non-tangible form retained in the unaided memory of persons who have had rightful access to the information.

5.5 Destruction and Retention. Except as required to provide the services, to comply with applicable law, or as otherwise permitted in the Agreement, promptly after termination of the Agreement, each party will either return or permanently destroy any of the other party’s Confidential Information in its possession or control. Upon request, a party will certify in writing to the destruction of Confidential Information. Notwithstanding any other provisions in the Agreement, Receiving Party is entitled to retain Confidential Information in its archival or backup systems in accordance with its document retention policies, provided that Confidential Information retained this way will remain subject to the confidentiality obligations in the Agreement throughout the period it is retained and shall only be used for archival or backup purposes.

6. Intellectual Property.

NotaryDash retains all right, title and interest to the Intellectual Property Rights in its (a) logos, trademarks, trade names, service marks or trade dress, and similar materials (collectively “Marks”), (b) Confidential Information, (c) the Platform, Platform Data, its components and related services, (d) any feedback relating to Users or the Platform or Application, and (d) all other intellectual property owned or created by or on behalf of NotaryDash (items (a)-(d), collectively, “Platform IP”). All rights, title and interest in and to the Platform IP are reserved for and are retained by NotaryDash. You hereby assign and agree to assist in the perfecting of such assignment of, such Platform IP, should NotaryDash require such assistance. No rights are granted to You hereunder other than as expressly set forth in this Agreement. The Platform is deemed NotaryDash Confidential Information, and You will not use it or disclose it to any third-party except as permitted in this Agreement. You further agree that NotaryDash shall have a fully paid up, royalty-free, worldwide, transferable, sublicenseable, irrevocable, perpetual license to use, create derivative works, and/or incorporate into any NotaryDash products or services any information, content, suggestions, enhancement requests, recommendations, comments, or other feedback provided by You or Your Users to NotaryDash, and/or inputted into or stored on the Platform.

7. Representations and Warranties.

7.1 User and NotaryDash mutually represent and warrant that each party has the right and authority to enter into, grant rights, and perform its obligations under the Agreement. You represent and warrant that (a) You will use the Platform solely for lawful purposes, (b) You own or have otherwise secured all rights in and to the information, data, and User Generated Content necessary to permit the access, use and processing contemplated in the Agreement, (c) You own or have otherwise secured all rights necessary to fulfill obligations under the Agreement, and (d) if You are an entity, it is duly organized, validly existing and in good standing, and is qualified to do business in all jurisdictions as necessary to fulfill its obligations under the Agreement.

7.2 NotaryDash make no warranties regarding the Platform, the content made available through the Platform, or the interactions (if any) between the Users within or outside of the Platform. User’s interactions with other Users are solely between such Users and NotaryDash shall not be responsible for any loss or damage incurred as the result of any such interactions. NotaryDash make no representation to You, whether through feedback or otherwise, regarding Notary Users, including that such Notary Users are qualified to perform the applicable Signing Requests. Without limiting the foregoing, You should conduct Your own investigation prior to hiring a Notary User to perform a Notary Assignment. If there is a dispute between You and any other user, NotaryDash is under no obligation to become involved, but reserves the right to do so at its sole discretion. The foregoing disclaimers shall not limit the more general disclaimers in this Agreement. To the extent permitted under applicable laws, You hereby release and forever discharge NotaryDash, and its officers, employees, agents, successors, and assigns from, and hereby waive and release, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to: (i) any incorrect or inaccurate content posted or uploaded on the Platform, whether caused by NotaryDash or any User of the Platform, or by any of the equipment or programming associated with or utilized in the Platform; (ii) the conduct, whether online or offline, of any User; (iii) any injury, loss or damage caused by a User, a Signing Request, Notary Assignment, or content posted on the Platform; and (iv) any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, the Platform’s communications.

7.3 THE PLATFORM IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. NOTARYDASH DOES NOT WARRANT (A) THAT THE PLATFORM OR SERVICES WILL MEET YOUR REQUIREMENTS, (B) THAT THE PLATFORM’S OPERATION OR THE DELIVERY OF SERVICES WILL ACHIEVE AN INTENDED PURPOSE OR BE SECURE, UNINTERRUPTED, AVAILABLE, SECURE, TIMELY, ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY NOTARYDASH SERVICE OR ANY OTHER APPLICATION, SOFTWARE, HARDWARE, SYSTEM OR DATA, (C) THAT THE PLATFORM OR SERVICES WILL BE COMPATIBLE OR WORK WITH ANY OF YOUR, CUSTOMER’S, OR ANY THIRD PARTY’S SOFTWARE, SYSTEM, OR OTHER SERVICES OR WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (D) THAT DOCUMENTS AND FILES DOWNLOADED THROUGH THE PLATFORM WILL BE FREE OF VIRUSES OR OTHER HARMFUL CODE, (E) THAT ANY DATA STORED USING THE PLATFORM WILL BE ACCURATE, RELIABLE, OR SECURE, (F) THAT ERRORS OR DEFECTS IN THE PLATFORM WILL BE CORRECTED, (G) THAT A THIRD PARTY WILL ACCEPT A NOTARIZED OR SIGNED DOCUMENT (WHETHER WET-SIGNATURE OR ELECTRONIC) FOR ANY USER’S INTENDED PURPOSE, (H) THAT A COURT OR OTHER AUTHORITY THAT DECLINES TO FOLLOW APPLICABLE NOTARY LAW OR APPLICABLE ELECTRONIC SIGNATURE LAW WILL RECOGNIZE A NOTARIZATION OF A DOCUMENT AS VALID OR ENFORCEABLE, OR (H) THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY, OR COMPLETENESS OF THE PLATFORM. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTARYDASH DISCLAIMS (FOR ITSELF, ITS NOTARIES, ITS SERVICE PROVIDERS AND ITS LICENSORS) ALL OTHER REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, REGARDING THE PLATFORM, SERVICES, AND OTHER PERFORMANCE OBLIGATIONS UNDER THE AGREEMENT, INCLUDING ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. NOTARYDASH MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND REGARDING INFORMATION, DATA, ANY STATEMENT OR INFORMATION PROVIDED BY A NOTARY USER, ANY THIRD-PARTY SOFTWARE, OR THE INTEROPERABILITY OF THE PLATFORM OR SERVICES WITH ANY THIRD PARTY SOFTWARE OR SYSTEM.

8. Indemnification.

8.1 By NotaryDash. NotaryDash will defend or settle claims brought against You arising out of third-party claims, actions or proceedings (“Actions”) to the extent based on an allegation that the Platform infringes or misappropriates a third-party patent, copyright or trade secret right.

  1. Exclusions. NotaryDash’s obligations under this Section 8.1 does not apply if a claim arises from: (i) any third-party software program or service described on the Platform or in an Order Form, including those offered to User in connection with the Platform, subject to any applicable additional terms in the Order Form or otherwise required by User, (ii) additions, changes or modifications to the Platform by or on behalf of You or other Users, (iii) use of the Platform in conjunction with the Your or User’s own services or systems; or any product or service not provided by NotaryDash, (iv) Your breach of any terms or conditions in the Agreement, or (v) claims or losses for which You provide indemnification in Section 8.2 below.
  2. Remedies. If (i) the Platform becomes, or in NotaryDash’s opinion is likely to become, the subject of any claim for infringement or (ii) if You are or at NotaryDash’s sole discretion there is a reasonable likelihood that You will be enjoined from using the Platform, NotaryDash will, at NotaryDash's sole option, discretion, and expense, procure for You the right to continue using the Platform, or replace or modify the Platform or its components, so that it becomes non-infringing. If, in NotaryDash’s sole, reasonable judgment, none of the foregoing are commercially feasible, NotaryDash may terminate the relevant services or Order Form without further liability or obligation to You. This Section 8.1 is NotaryDash’s sole and entire liability and Your sole and exclusive remedy for infringement or misappropriation claims related to the Platform under this Agreement.

8.2 By User. You will indemnify, defend, and hold NotaryDash, its affiliates and its officers, directors, employees, agents and representatives harmless from and against any and all costs, damages, liabilities or expenses (including reasonable attorneys’ fees) arising from any third-party claims resulting from (a) the use or possession by any person of content in accordance with the Agreement, (b) breach of the Agreement by You or any third party acting on Your behalf, (c) access to or use of the Platform by You or any third party acting on Your behalf, or (d) failure to comply with any applicable laws, regulations, or industry practice.

8.3 Procedure. The indemnifying party's obligations under this Section 8 are conditioned on the indemnified party: (a) giving prompt notice of the claim to the indemnifying party, (b) granting sole control of the defense or settlement of the claim to the indemnifying party, and (c) providing reasonable cooperation to the indemnifying party at the indemnifying party's request and expense. The indemnified party may participate, at indemnifying party’s sole discretion, in the claim’s defense at its sole cost and expense. The indemnifying party will not enter into any settlement that materially, adversely affects the indemnified party’s interests without the indemnified party’s prior written approval, not to be unreasonably withheld.

9. LIMITATION OF LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING ANY CLAIM BASED ON LOSS OF PROFITS, LOSS OF DATA, INTERRUPTION OF USE, COST TO PROCURE SUBSTITUTE TECHNOLOGIES, GOODS, OR SERVICES, OR ANY OTHER INDIRECT OR CONSEQUENTIAL ECONOMIC LOSS, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTARYDASH’S MAXIMUM AGGREGATE LIABILITY UNDER THE AGREEMENT WILL NOT EXCEED USD $1,000. THE LIMITATIONS OF LIABILITY IN THIS SECTION 9 WILL APPLY REGARDLESS OF THE THEORY UNDER WHICH DAMAGES ARE SOUGHT AND WHETHER OR NOT THE POSSIBILITY OF DAMAGES IS REASONABLY FORESEEABLE.

10. Term and Termination.

Your use of the Platform may be immediately terminated and/or suspended upon notice due to (a) a breach of the terms of Agreement by You, (b) the termination or expiration of Service Provider’s agreement with NotaryDash or You, pursuant to which Service Provider is providing the Platform as part of the Application to You, and/or (c) a breach by Service Provider of its obligations to NotaryDash with respect to the subscriptions it is providing to You in connection with this Agreement. NotaryDash further has the right to suspend or terminate any User’s right to use the Platform at any time and at its sole discretion for any reason. Upon termination of this Agreement: (i) User’s rights granted pursuant to this Agreement will terminate, including right to access and use the Platform and (ii) each party will return to the other, or purge from its electronic or other storage facilities or records, at its sole discretion, all Confidential Information of the other party in its possession or control, provided, however, that each party may retain Confidential Information as provided in Section 5.5 (Destruction and Retention) or as required by law as well as any other information permitted to be retained by NotaryDash pursuant to this Agreement. The following Sections survive termination of the Agreement: Sections 1, 2.2 - 2.4, 3, 4, 6, 7.2 - 7.3, and 8 - 11.

11. Miscellaneous.

11.1 Relationship of Parties. NotaryDash provides the Platform as an independent contractor. Nothing in the Agreement creates a partnership, joint venture, agency or employment relationship between You and NotaryDash. Neither Your or NotaryDash have the authority to bind the other party or to assume or create any obligation on the other party's behalf, nor to represent to a third party that it has such authority.

11.2 Assignment. You may not assign the Agreement, in whole or in part, without NotaryDash’s prior written consent, which consent will not be unreasonably withheld. The Agreement will be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties.

11.3 Export Control Laws. You will not access, download, use, export, or re-export, directly or indirectly, the Platform with any entity, government, location, territory, or person prohibited by export laws from receiving access to the Platform (including, without limitation, to any end user in a U.S. embargoed country or territory or an end user included in OFAC’s list of specially designated nationals or the U.S. Commerce Department’s entity list or denied persons list) without first complying with all export laws that may be imposed by the United States or any other country in which You operate. You are solely responsible for complying with the export laws for all information, data and any other content transmitted through the Platform. For purposes of this section, “export laws” means the export control laws and regulations of the United States (including, the U.S. Export Administration Act and Office of Foreign Asset Control (“OFAC”) regulations) and other jurisdictions.

11.4 Unenforceability. If any provision of the Agreement is determined invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Agreement will otherwise remain in full force and effect.

11.5 Notices.

  1. To NotaryDash: Notice will be sent by email to [email protected], in writing by registered mail or overnight commercial courier to NotaryDash, Inc., 97 W Oak Ave, Suite Sunset, Panama City, FL 32401 or as otherwise designed in writing by NotaryDash.
  2. To User: NotaryDash may provide general electronic notices via the Platform to You, and may provide electronic notices specific to You by Your email address as set forth in the Platform or through the Platform notifications center. User must keep all Account information in the Platform current.

The notice is deemed delivered as of the date of actual and confirmed receipt of the written notice.

11.6 Order Precedent. If this Agreement conflicts with any other terms and conditions relating to the access and use of the Platform by You, these terms and conditions shall take precedent. If the General Terms conflict with the Exhibits and/or the Order Form, the order precedent of what terms and conditions shall apply shall be in the following priority order: Exhibits, General Terms, and Order Form (unless explicitly set forth in the Order Form that specific terms and conditions in the Order Form shall supercede the Exhibit and/or General Terms, whereby such terms shall take precedence over the Exhibit and General Terms). The Agreement supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, written and oral, concerning the Agreement’s subject matter.

11.7 Governing Law; JURY TRIAL AND CLASS ACTION WAIVER. The Parties agree that any question, conflict, requirement, interpretation, or disagreement related to Notarizations are governed by the laws of a Notary User’s commissioning jurisdiction which apply to authorization, performance, or validity of Notarization, without regard to its conflicts of law provisions. Otherwise, the Agreement is governed by the laws of the State of New York, without regard to its conflicts of law provisions. Subject to the arbitration requirement in Section 11.8 (Arbitration), (a) the parties agree that jurisdiction for any court proceeding relating to the Agreement is in the state or federal courts of Bay County, Florida, (b) each party consents to and irrevocably waives challenge to this jurisdiction and venue, and (c) EACH PARTY VOLUNTARILY AND IRREVOCABLY WAIVES TRIAL BY JURY IN ANY PROCEEDING RELATED TO THE AGREEMENT. NOTARYDASH AND YOU FURTHER EXPRESSLY WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION OR TO CERTIFY A CLASS FOR ANY CLAIM OR DISPUTE RELATED TO THE AGREEMENT AGAINST THE OTHER PARTY.

11.8 Arbitration. You and NotaryDash mutually agree to submit any and all disputes arising out of or in any way relating to the Agreement or the Platform, including any and all disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, and also including any claims relating to arbitrability of any claim or dispute, to final and binding arbitration. At NotaryDash’s sole discretion, Arbitration shall be performed by either Judicial Arbitration and Mediation Services (“JAMS”) or the American Arbitration Association (“AAA”). The arbitration will be conducted before a single neutral arbitrator in the state of Florida or by telephone or videoconference, and judgment on the arbitration award may be entered in any court of competent jurisdiction. Arbitration (including payment and allocation of all fees) shall be governed by the arbitrators corresponding arbitration rules (e.g., for JAMS, the applicable Streamlined Arbitration Rules and Procedures and Comprehensive Arbitration Rules and Procedures, and for AAA, the applicable Commercial Arbitration Rules and Mediation Procedures and Consumer Arbitration Rules).

11.9 Complaints. NotaryDash is located at 97 W Oak Ave, Suite Sunset, Panama City, FL 32401 or can be reached at that address or [email protected]. If User is a California resident, User may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

11.10 Amendment; No Waiver. NotaryDash may update this Agreement from time to time and will provide notice to You pursuant to Section 11.5 (Notices). User’s continued use of the Platform constitutes acceptance of the updated Agreement. A party’s failure to enforce its rights under the Agreement at any time for any period is not a waiver of those rights, and the exercise of one right or remedy is not a waiver of any other right or remedy.

11.11 Force Majeure. Except for a party’s payment obligations, neither party is liable for a failure or delay in the performing its obligations under the Agreement due to strikes (except with respect to its own labor force), shortages, riots, insurrection, acts of God, pandemic, epidemic, war, governmental action, power or connectivity interruptions, or other causes beyond the affected party’s reasonable control.

11.12 No Third-Party Beneficiaries. Except as expressly provided otherwise in the Agreement, nothing in the Agreement creates any third-party beneficiary, provided that NotaryDash's suppliers of products and services receive the same disclaimers of warranty, limitations on liability and similar exculpatory provisions concerning those products and services as NotaryDash does.

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Exhibit 1

DATA PRIVACY TERMS

The Data Privacy Terms (“DPT”) are incorporated by reference in its entirety into the Agreement.

1. Applicability.

This DPT applies to You and all other Users.

2. Definitions.

Depending on the services, the roles under this DPT may change. This DPT will use the terms Provider and Business, as defined below, to denote the obligations of the Users under this DPT.

2.1 "Authorized Persons” means persons or categories of persons that Business (as defined below) authorizes to give Provider (as defined below) material personal information processing instructions.

2.2 "Business" means an entity that determines the material personal information processing instructions.

2.3 "Business Purpose" means provision of services; or use or access to the Platform.

2.4 "Data Subject” means an individual, who is the subject of Personal Information.

2.5 “De-Identified Data” means information (or any portion thereof) that has been the subject of reasonable efforts to de-identify, aggregate and/or anonymize such data with the intent that no individual, entity or particular record can be identified, such that it is no longer Personal Information as defined by Privacy and Data Protection Requirements.

2.6 "Personal Information” means any information Provider processes for Business that (a) identifies or relates to an individual, who can be identified directly or indirectly from that data alone or in combination with other information in Provider’s possession or control or that Provider is likely to have access to, or (b) the relevant Privacy and Data Protection Requirements otherwise defined as protected personal information.

2.7 "Privacy and Data Protection Requirements” means all applicable federal, state, municipal, and foreign laws and regulations relating to the processing, protection, or privacy of Personal Information, including guidance and codes of practice issued by regulatory bodies in any relevant jurisdiction.

2.8 “Processing, processes, or process” means operation or set of operations which is performed on Personal Information or on sets of Personal Information, whether or not by automated means or that the relevant Privacy and Data Protection Requirements may otherwise include in the definition of processing, processes, or process. Examples include, collecting, receiving, recording, storing, organizing, amending, retrieving, using, disclosing, erasing, or destroying it. Processing also includes transferring Personal Information to third parties.

2.9 "Provider" means the entity that processes personal information on behalf of the Business.

3. Business Obligations and Personal Information Types.

3.1 Business retains control of the Personal Information and remains responsible for its compliance obligations under the Privacy and Data Protection Requirements, including providing any required notices and obtaining any required consents, and for the processing instructions it gives to Provider.

3.2 Upon request, Provider will provide the general Personal Information categories and Data Subject types that Provider may process to fulfill the Business Purpose.

4. Provider Obligations

4.1 Provider will Process Personal Information only to the extent, and in such a manner, as is necessary for the Business Purpose in accordance with Business’s written instructions from Authorized Persons. Provider will not Process Personal Information for any other purpose or in a way that does not comply with this DPT or the Privacy and Data Protection Requirements. Provider must promptly notify Business if, in its opinion, Business’s instruction would not comply with the Privacy and Data Protection Requirements.

4.2 Provider must promptly respond to any reasonable Business request or instruction requiring Provider to stop, mitigate, or remedy any unauthorized processing.

4.3 Provider will maintain the confidentiality of all Personal Information, will not sell it to anyone, and will not disclose it to third parties unless the disclosure is necessary to accomplish the Business Purpose, Business instructs Provider to make the disclosure, this DPT specifically authorizes the disclosure, or if the disclosure is required by law.

4.4 Provider will reasonably assist Business with meeting Business’s compliance obligations under the Privacy and Data Protection Requirements, taking into account the nature of Provider’s processing and the information available to Provider.

4.5 Provider must promptly notify Business of any changes to Privacy and Data Protection Requirements that may adversely affect Provider’s performance of the Agreement.

4.6 Business acknowledges that Provider is under no duty to investigate the completeness, accuracy, or sufficiency of any specific Business instructions from Authorized Persons or the Personal Information other than as required under the Privacy and Data Protection Requirements.

5. Provider Employees.

5.1 Provider will limit Personal Information access to those of its employees who require Personal Information access to meet Provider’s obligations under this DPT and the Agreement; and

5.2 Provider will ensure that all employees:

  1. are informed of Personal Information’s confidential nature and use restrictions;
  2. have undertaken training on the Privacy and Data Protection Requirements relating to handling Personal Information and how it applies to their particular duties; and
  3. are aware of Provider’s duties and their personal duties and obligations under the Privacy and Data Protection

Requirements and this DPT.

6. Cross-Border Transfers. Upon request, Provider will provide a list of the countries where Provider may receive, access, transfer, or store Personal Information.

7. Subcontractors.

7.1 Provider may authorize a subcontractor to process Personal Information only if:

  1. Provider provides notice and Business is given an opportunity to object after Provider supplies Business with full details regarding the subcontractor;
  2. Provider enters into a written contract with the subcontractor that contains terms substantially the same as those in this DPT and, upon Business’s written request, provides Business with a copy of the contract; and
  3. Provider maintains control over all Personal Information it entrusts to the subcontractor.

7.2 Upon request, Provider must provide a list of all approved subcontractors and include any subcontractor’s name, location, and contact information for the subcontractor personnel responsible for privacy and data protection compliance.

7.3 If a subcontractor fails to fulfill its obligations under a written agreement with Provider, Provider remains fully liable to Business for the subcontractor’s performance of its obligations under this DPT.

7.4 Provider is deemed to control any Personal Information controlled by or in the possession of its subcontractors.

8. Data Subject Requests.

8.1 Provider may notify Business if it receives a request from a Data Subject for access to or deletion of their Personal Information. On receiving notice from Provider, Business must process the request in accordance with Privacy and Data Protection Requirements.

8.2 If Provider or Business receives a request from a Data Subject for deletion of their Personal Information, Provider, Business, or the Notary User (if relevant) may be required to retain Personal Information pursuant to legal obligations, including, but not limited to, notarial legal requirements to retain Electronic Notarial Records.

8.3 Provider will reasonably cooperate with Business in responding to any complaint, notice, or Data Subject request.

9. Aggregate and De-identified Data.

Notwithstanding anything in this DPT to the contrary, Provider retains the right to Process De-Identified Data for its own purposes, provided the processing is consistent with applicable law.

10. Term and Termination.

10.1 This DPT will remain in full force and effect so long as the Agreement remains in effect, and thereafter so long as Provider possesses or controls Personal Information related to the Agreement.

10.2 Any provision of this DPT that expressly or by implication should come into or continue in force on or after termination of the Agreement in order to protect Personal Information will remain in full force and effect.

10.3 If a change in Privacy and Data Protection Requirements prevents either party from fulfilling any of its obligations under the Agreement, the parties will suspend active Processing of Personal Information until that processing complies with the new requirements. If the parties are unable to bring Personal Information Processing into compliance, either party may terminate the Agreement on written notice to the other party.

11. Data Return and Destruction.

11.1 At Business’s request, Provider will give Business a copy of, or access to, all or part of the Business Personal Information in its possession or control.

11.2 On termination of the Agreement for any reason, Provider will securely destroy or return all or any Personal Information related to the Agreement in its possession or control, excluding Personal Information that Provider is permitted to retain under the Agreement or required to retain to comply with legal obligations or industry standards.

12. Records.

Provider will keep detailed, accurate, and up-to-date records regarding any Processing of Personal Information it carries out for Business, including but not limited to, the access, control, and security of the Personal Information, approved subcontractors and affiliates, the processing purposes, and any other records required by the Privacy and Data Protection Requirements (“Records”). Provider will ensure that Records are sufficient to enable Business to verify Provider’s compliance with its obligations under this DPT.

13. Audit.

At Business’s reasonable request, Provider will provide information relevant to Provider’s handling of Personal Information and Provider’s compliance with this DPT.

14. Warranties.

14.1 Provider represents and warrants that:

  1. its employees, subcontractors, agents, and any other person or persons accessing Personal Information on its behalf have received the required training on the Privacy and Data Protection Requirements relating to the Personal Information; and
  2. it and anyone operating on its behalf will process Personal Information in compliance with the terms of this DPT, the Privacy and Data Protection Requirements, and other applicable laws, enactments, regulations, orders, standards, and other similar instruments; and
  3. it understands this DPT’s restrictions and prohibitions on selling Personal Information and retaining, using, or disclosing Personal Information outside of the parties’ direct business relationship, and it will comply with them.

14.2 Business represents and warrants that Provider’s use of the Personal Information for the Business Purpose and as specifically instructed by Business will comply with all Privacy and Data Protection Requirements.

15. Indemnification.

Provider agrees to indemnify and defend, at its own expense, Business against all costs, claims, damages, or expenses incurred by Business or for which Business may become liable due to any failure by Provider or its employees, subcontractors, or agents to comply with its obligations under this DPT or the Privacy and Data Protection Requirements.

Any limitation of liability in the Agreement applies to the foregoing indemnity and reimbursement obligations.

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Exhibit 2

Customer Supplemental Terms

These supplemental terms apply to You when you are a Customer (“Customer Supplemental Terms”), who accesses or uses the Platform to obtain Notarization or other services from a Service Provider, and such terms are incorporated herein by reference in its entirety into the Agreement.

1. Transaction Fee. A fee shall be paid by Customer to Service Provider for the completion of a Transaction (“Transaction Fee”). Such fee shall be defined by the Service Provider and may include a fee for the completion of the signing service (“Signing Service Fee”) and a fee for the Notary User performing services (“Notary Fee”). The Service Provider shall transfer the received Notary Fee to the Notary User as mutually agreed upon between the Notary User and the Service Provider.

2. Payment.You shall mutually agree with the Service Provider as to the (i) fee amount and payment process for payment of the Transaction Fee, and (ii) any additional expenses that shall be reimbursed by a Customer to the Service Provider.

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Exhibit 3

Notary User Supplemental Terms

These Notary User supplemental terms (“Notary User Supplemental Terms”) apply to You when you are a Notary User, who accesses or uses the Platform to provide Notarizations or other services to a User, and such terms are incorporated herein by reference in its entirety into the Agreement.

1. Relationship.

You acknowledge and agree that a Notary User is being included within the Platform to help facilitate the Service Provider assigning that Notary User to a Notary Assignment for that Notary User to perform the services relating to that Notary Assignment. This Agreement does not constitute an employment agreement or otherwise create an employment relationship between NotaryDash, Service Provider, Customer and/or any other party or User that the Notary User may engage and/or interact with through the Platform. This Agreement does not affect any express written employment agreement or independent contractor agreement between Notary User and any other party that may be separately signed between Notary User and that party.

2. Obligations

2.1 Responsibilities Notary User shall:

  1. complete the Notary Assignments in accordance with the applicable laws of Notary User jurisdiction and in accordance with the information provided to Notary User in the Signing Request;
  2. be responsible for ensuring that (i) the notarial records are completed, communicated, and/or stored accurately by using the Platform as it was designed, (ii) any incomplete or inaccurate information in the notarial records is corrected by making a notation in the notes section of the notarial journal, (iii) each notarial certificate Notary User completes is accurate and properly completed with all relevant information, and (iv) each notarial seal/stamp Notary User applies to a document is accurate and follows the requirements of Applicable Notary Law;
  3. have obtained and will maintain all certifications, licenses and legal requirements to perform the applicable Notary Assignments and that the Notary User shall comply with all applicable laws and industry standards (including business licenses and, to the extent applicable, the collection and remittance of sales taxes);
  4. maintain valid workers compensation and professional liability insurance policies in amounts sufficient to meet Notary User’s statutory and other obligations and to cover any damages that might occur during or as a result of performing each Notary Assignment;
  5. provide the services related to the Notary Assignment without imposing restrictions or policies not fully described in writing prior to performing the Notary Assignment;
  6. not solicit anyone to pay for Notary User’s services outside of the Platform or otherwise circumvent any fees that are paid or would be payable to Service Provider;
  7. use the Personal Information, provided to Notary User for purposes of performing the Notary Assignment, only to communicate with and provide the services relating to the Notary Assignment, and for no other purpose; and
  8. be solely responsible for the accuracy and completeness of any postings made on the Platform. Such submissions do not obligate NotaryDash to make such postings or any of related content available on the Platform. NotaryDash may remove Notary User posting with or without notice to Notary User at any time for any reason at its sole discretion. You agree that NotaryDash will not be liable for any removal of any posting or any part thereof. You acknowledge and agree that NotaryDash may screen potential Notary Users and that NotaryDash may publish feedback, reviews, and recommendations by anyone of Notary Users ("Notary Feedback"). You further acknowledge and agree that NotaryDash may post Notary Feedback without permitting Notary User to view the Notary Feedback or any information related to the Notary Feedback.

2.2 Compliance.

  1. Notary User will maintain and provide to NotaryDash or Service Provider Compliance Documentation and observe and act in accordance with applicable rules and policies to ensure legal and regulatory compliance of the Platform and the integrity of notarial and other acts facilitated by the Platform, will maintain accurate profile information on the Platform, and will provide current and updated copies of any Compliance Documentation as NotaryDash reasonably requires. Notary User is responsible for maintaining such records in accordance with Applicable Notary Law, and for providing information in accordance with Applicable Notary Law when requested by any party. “Compliance Documentation” means Notary User’s (i) proof of completion of training required by NotaryDash or Applicable Notary Law, (ii) proof of Notary User’s authorization to perform Notarizations, (iii) proof of sufficient insurance, and (iv) any other documentation that NotaryDash reasonably requires to ensure compliance with applicable law. NotaryDash may update Compliance Documentation requirements at any time with reasonable advance notice to Notary User.
  2. Notary User authorizes NotaryDash and Service Provider to verify and share Compliance Documentation with any User or third-party, including verifying insurance coverage, notary certification, proof that Notary User has conducted a background check, and proof that Notary User has a surety bond.
  3. You understand and agree that NotaryDash and Service Provider may (i) store copies of Notary User information, including Compliance Documentation, as permitted or required by Applicable Notary Law, or deemed necessary at either of their sole discretion, and (ii) such information may be deleted upon a Notary User requesting in writing (A) the deactivation of the Notary User account from the Platform and (B) the deletion of the Notary User information associated with the Notary User account from the Platform.
  4. YOU WILL PERFORM ALL NOTARIZATIONS IN ACCORDANCE WITH APPLICABLE NOTARY LAW AND ARE RESPONSIBLE FOR ENSURING THAT TRANSACTIONS IN WHICH YOU PROVIDE SERVICES COMPLY WITH APPLICABLE NOTARY LAW, INCLUDING THE VALIDITY OF ACTS PERFORMED USING AUDIO-VIDEO COMMUNICATION TECHNOLOGY. YOU WILL BE PROVIDED REASONABLE TRAINING ON USE OF PLATFORM TO THE EXTENT REQUIRED BY APPLICABLE NOTARY LAW.
  5. YOU ARE AUTHORIZED TO PERFORM NOTARIZATIONS THROUGH THE PLATFORM ONLY WHILE YOU: (A) ARE DULY AUTHORIZED BY YOUR COMMISSIONING JURISDICTION TO PERFORM NOTARIZATIONS, (B) YOU HAVE A VALID DIGITAL CERTIFICATE (IF APPLICABLE) WHICH COMPLIES WITH APPLICABLE NOTARY LAW, AND (C) ARE PHYSICALLY LOCATED WITHIN THE TERRITORIAL LIMITS OF YOUR COMMISSIONING JURISDICTION.

2.3 Adverse Proceedings If You learn You are the subject to anadministrative inquiry, disciplinary proceeding, or any other legal action (including local, state, or federal civil or criminal action) alleging violation of any laws or regulations, including notarial laws, professional misconduct, or acts of moral turpitude (including, but not limited to, fraud, deceit, and forgery), You shall (a) immediately give written notice of the pending action to [email protected] and provide such supplemental information as NotaryDash may reasonably request. If Your commission is suspended or revoked for any reason, You shall immediately give written notice to [email protected] and discontinue performing Notarizations on the Platform.

2.4 Payment Terms and Processing. All payment terms and processing shall be between You and the Service Provider. NotaryDash has no responsibility or obligation to facilitate the payment of such fees between You and any User.

2.5 Indemnification. You further will indemnify, defend, and hold NotaryDash, is affiliates and their officers, directors, employees, agents and representatives harmless from and against any and all costs, damages, liabilities or expenses (including reasonable attorneys’ fees) arising from any claims resulting from (a) the use or possession by the Notary User of Transaction Data or Platform Data, (b) breach of the Agreement by You, (c) You providing services to anyone pursuant to this Agreement, or (d) access to or use of the Platform by You.

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Exhibit 4

Service Provider Supplemental Terms

These Service Provider supplemental terms (“Service Provider Supplemental Terms”) apply to You when you are a Service Provider, who provides a User access to or ability to use the Platform via an Application to provide Notarizations or other services to a Customer, and such terms are incorporated herein by reference in its entirety into the Agreement.

Accounts. You are responsible for assigning and managing Accounts that are assigned to Users for use and access to the Platform that is part of the Your Application.

1. Transaction Fee. A fee shall be received by You from Your Customer for the completion of a Notarization Assignment (“Transaction Fee”). Such fee shall be defined by the Service Provider and may include a fee for the completion of the Signing Request (“Signing Service Fee”) and a fee for the Notary User performing services (“Notary Fee”). You shall transfer the received Notary Fee to the Notary User as mutually agreed upon between You and the Notary User.

2. Platform Fee. Service Provider will be responsible for paying a fee to NotaryDash for use of the Platform as mutually agreed upon between NotaryDash and the Service Provider (“Platform Fee”).

3. Payment. You shall mutually agree as to the fee amount and payment process with (a) NotaryDash for the Platform Fee, (b) the Customer for the Transaction Fee, and (c) the Notary User for the Notary Fee. You also may agree to any additional costs or expenses that are to be reimbursed by a User.

4. User Verification. You understand and agree that any requested or required verification (if any) of a User’s credentials shall be Your responsibility to perform. These inquiries may include requesting a User to provide a form of government identification (e.g. driver’s license or passport), date of birth, and other information requiring User to take steps to confirm ownership of User’s email address and/or payment provider account; or attempting to screen User’s information against third party databases.

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