Privacy Policy & Terms of Service

Privacy Policy

Date of Last Revision: May 1, 2023

The Binding Source, LLC wants to help you better understand how we collect, use, protect, and share your personal data. This Privacy Policy is designed to help you understand your privacy choices when you visit our site, access our mobile app, or use our services. It does not apply to other websites or services that we do not control, including websites or services of other The Binding Source, LLC users.

This Privacy Policy is incorporated into, and forms an integral part of, the The Binding Source, LLC Terms of Service. Capitalized terms have the meanings ascribed them in the Definitions section or our Terms of Service. Please note that our services may vary by region.

We encourage you to read this Privacy Policy carefully and take the time to get to know our practices. If you have questions about this Privacy Policy or our privacy practices, please contact us at info@BindingSource.com.

Definitions.
1. Information Types.

“Account Information” means data about how and when a The Binding Source, LLC account is accessed and the features used, including Store Information.
“Browser Information” means provided by a browser, including the IP address, the website visited, network connection, device information, and other data, including Cookies.
“Contact Information” means basic personal and business information, such as first and last name, company name, email address, postal address, phone number, and may include social media account information.
“Device Information” means information about your device, such as device ID number, model, and manufacturer, version of your operating system and geographical region, collected from any devices when accessing our website, using the Mobile App, or any of our services.
“Payment Information” means, for example, credit card, ACH or other payment information.
“Security Information” means user ID, password and password hints, and other security information used for authentication and account access.
“Store Information” means information about your store, its products, and its architecture.
“Support Information” includes information about your hardware and software, authentication data, chat session contents, error reports, performance data, and other communication or technical information and may, with express permission, include remote access to facilitate troubleshooting.
“Transaction Information” means the data related to transactions that occur on our platform, including product, order, shipping information, Contact Information, and Payment Information.
“Usage Information” means information collected when you interact with the The Binding Source, LLC website, mobile application or any of our services, including functionalities accessed, pages visited, and other interaction data.

“Automated Decision Making” means a decision made solely by automated means without human involvement.
“Controller” means an entity that determines the purposes and means of the Processing of Personal Data.
“Cookie” means a small file that resides on your computer’s hard drive that often contains an anonymous unique identifier that is accessible by the website that placed it there, but is not accessible by other sites.
“Merchant” means an entity that has used or is using the services for ecommerce.
“Mobile App” means the The Binding Source, LLC Mobile Application available through third-party app stores for mobile devices.
“Partner” means a separate legal entity that is a participant in our Agency Partner Program, our Technology Partner Program or other third-party technology integration with the The Binding Source, LLC platform, a theme designer, reseller, or referrer of the services.
“Personal Data” means information that (i) relates to an identified or identifiable natural person, or (ii) identifies, relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer or household.
“Processing” means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, including, but not limited to, alteration, collection, organization, recording, retrieval, storage, transmission, and use.

10.“Processor” means the entity which processes Personal Data on behalf of the Controller.

11.“Sensitive Personal Data” means any data that reveals racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, biometric data for the purpose of uniquely identifying a natural person, or data concerning health or a natural person’s sex life and/or sexual orientation.

12.“Shopper” means an entity or natural person that interacts with the ecommerce offering of a Merchant through the The Binding Source, LLC platform.

Merchants.
1. Merchant Policies. Merchants should help Shoppers understand how the Merchant, The Binding Source, LLC and relevant third parties collect and process Shoppers’ Personal Data. To that end, Merchants must:

post an accurate privacy policy on their storefront that complies with all applicable laws and regulations;
process Personal Data in accordance with applicable laws and, to the extent required under such laws, provide notice to and obtain informed consent from Shoppers for the use and access of their Personal Data by The Binding Source, LLC and other third parties; and
if the Merchant is collecting any Sensitive Personal Data from Shoppers, obtain affirmative, explicit, and informed consent and allow such Shoppers to revoke their consent to the use and access of Sensitive Personal Data at any time.

Information Collected.

When a Merchant interacts with our Website, for example, by signing up for a trial, a subscription, or a newsletter or other content, or performing transactions, The Binding Source, LLC may collect and control information such as Account Information, Browser Information, Contact Information, Payment Information, Support Information, Device Information, Security Information, Transaction Information, Usage Information and set a Cookie.
When a Merchant interacts with our Mobile App, The Binding Source, LLC may collect and control information such as Account Information, Contact Information, Device Information, Usage Information and Security Information.

Information Usage. We use this information as a Controller to provide Merchants with our services, confirm identities, provide support such as debugging, troubleshooting, automated decision making such as the detection of fraudulent account creation when signing up for our service, for advertising and marketing, invoicing, to resolve incidents related to the use of our Website and services, to improve and personalize our services, such as push notifications regarding your store activities, and to comply with legal requirements. Subject, where applicable, to confidentiality obligations, we may disclose certain information, including Account Information, Contact Information, Support Information and Transaction Information, to Partners that refer Merchants to us or may be engaged by a Merchant to provide services, apps or products relating to the Merchant’s store(s) or use of our Website and services, or to confirm identities and improve and personalize our interactions and services. We may use this information in other cases as consented.

Partners.
1. Information Collected. When a Partner signs up for a partner account or refers a Merchant to us, The Binding Source, LLC may collect and control information such as Account information, Browser Information, Contact Information, Payment Information, Support Information, Security Information, and Usage Information.
2. Information Usage. We use this information as a Controller to provide Partners with our services, confirm identities, provide support, for advertising and marketing, invoicing, to resolve incidents related to the use of our Website and services, to improve and personalize our services, and to comply with legal requirements. We may use this information in other cases as consented.

Visitors.
1. Information Collected. When visitors browse our Website, or engage in communications with us online or offline, we may collect and control, as applicable, Browser Information, Support Information, Contact Information, and Usage Information submitted or communicated to us.
2. Information Usage. We use this information as a Controller to provide our services, and improve and personalize communications, interactions, our services, and provide support if needed. We may use this information in other cases as consented.

Shoppers.
1. Information Collected. When Shoppers interact with a Merchant’s ecommerce offering through the The Binding Source, LLC platform, we may collect and process Browser Information and Transaction Information of the Shopper on behalf of the Merchant.
2. Information Usage. We use this information as a Processor to provide our services to Merchants, support and process orders, and manage risk and fraud. The Merchant is the Controller of this information and Shoppers who have questions about our use of this information should contact the Merchant. We may also use certain information as a Controller to improve and personalize our services, and manage risk and fraud.

Legal Basis for Processing (EEA Residents).
1. Lawful Basis. We generally collect Personal Data from you only where (i) we need the Personal Data to perform a contract with you, (ii) the processing is in our legitimate interests and not overridden by your rights, or (iii) we have your consent to do so. In some cases, we may also have a legal obligation to collect Personal Data from you or may otherwise need the Personal Data to protect your vital interests or those of another person.
2. Notice. If we ask you to provide Personal Data to comply with a legal requirement or to perform a contract with you, we will make this clear at the relevant time and advise you whether the provision of your Personal Data is mandatory or not, as well as of the possible consequences if you do not provide your Personal Data.
3. Legitimate Interest. If we collect and use your Personal Data in reliance on our legitimate interests (or those of any third party), we will make clear to you at the relevant time what those legitimate interests are. For instance, we may rely on our legitimate interests when responding to your queries, improving and personalizing our platform, undertaking marketing, or for the purposes of detecting or preventing illegal activities (e.g. checking your identity, fraud prevention).
4. Questions. If you have questions about or need further information concerning the legal basis on which we collect and use your Personal Data, please contact us using the contact details provided below.

Communications.
1. Promotional. We may send promotional communications to existing and prospective Merchants, Partners, and visitors, by email, phone, and other channels, such as LinkedIn. For example, we may notify a Merchant when a subscription is ending, or invite the recipient to participate in a survey. You can opt-out of receiving promotional communications from us at any time.
2. Account. We send certain required communications, such as account notices or information, to users of our services. You may not opt out of receiving these communications if you have an active storefront.

Information Sharing. Our services are possible because of a variety of third parties and service providers. Sometimes it is necessary to share Merchant, Partner, or Shopper Personal Data with them to support our services. We may access, transfer, disclose, and/or retain that Personal Data with consent or in the following circumstances.
1. Compliance. If we have a good faith belief that doing so is necessary to: (i) comply with applicable law or respond to valid legal process, including from law enforcement or other government agencies; or (ii) protect the rights or property of The Binding Source, LLC, including enforcing the terms governing the use of the services.
2. Protection. If we have a good faith belief that doing so is necessary to: (i) protect Merchants, Partners, Shoppers, or visitors; for example, to prevent spam or attempts to defraud us or users of our services, or in response to threats of safety of any person; or (ii) operate and maintain the security of our products, including to prevent or stop an attack on our computer systems or networks.
3. Affiliates. We share Personal Data among The Binding Source, LLC-controlled affiliates and subsidiaries for the purposes described in this Privacy Policy.
4. Service Providers. The Binding Source, LLC may use from time to time a limited number of third-party service providers, data processors, contractors, and other businesses to assist us in providing our services for the purposes described in this Privacy Policy.
5. SDKs and APIs. The Binding Source, LLC may include third-party libraries such as Software Development Kits (SDKs) or Application Interfaces (APIs) within our applications (including the Mobile App) for the purposes described in this Privacy Policy, including the following:
  1) Functional SDKs: these are software libraries we use to enhance the end user experience and functionality within the application, such as graphics and display of images within the app, and in-app notifications according to preferences.
  2) Analytics SDKs: these are external third-party sub processors’ libraries we use in collecting device and usage data for application performance monitoring.
6. Payment Processing. We share payment data with banks and other entities that process payment transactions or provide other financial services, and for fraud prevention and credit risk reduction.
7. Apps. Upon receiving a Merchant’s consent to install an application, we will share the Merchant’s Contact Information and other information requested by the app with the app Partner.
8. Merger; Sale. We may also disclose Personal Data as part of a corporate transaction such as a merger or sale of assets.

Automated Decision-Making. Some Personal Data may be used in Automated Decision Making to help us screen accounts for risk, fraud, or abuse concerns. You can object to profiling, including profiling for marketing purposes, or contest or dispute such decisions by contacting us at info@BindingSource.com. Subject to applicable law, we can provide you with details underlying the automated decision-making review and rectification of any inaccuracies.

10.Cookies.

Usage. The Binding Source, LLC and its third-party service providers use cookies, web beacons, and similar tracking technologies to recognize you when you visit our website, remember your preferences, and give you a personalized experience. When you visit our websites, we, or an authorized third party, may place a cookie on your device that collects information, including Personal Data, about your online activities over time and across different sites. Cookies allow us to track use, infer browsing preferences, and improve and customize your browsing experience.
Persistence. We use both session-based and persistent cookies on our websites. Persistent cookies remain on your computer when you have gone offline, while session cookies are deleted as soon as you close your web browser. A website may set a cookie if the browser’s preferences allow it. A browser only permits a website to access the cookies that it has set, not those set by other websites.
Types.

Essential. These cookies are necessary for our website to work as intended.
Functional. These cookies enable enhanced functionality, like videos and live chat. Without these cookies, certain functions may become unavailable.
Analytics. These cookies provide statistical information on site usage. For example, these cookies enable web analytics that allow us to improve our website over time.
Targeting and Advertising. These cookies are used to create profiles or personalize content to enhance your experience.

Control. It is possible to disable cookies through your device or browser settings, but doing so may affect your ability to use our website. For instance, we may not be able to recognize your computer or mobile device and you may need to log in every time you visit our website. The method for disabling cookies may vary by device and browser, but can usually be found in preferences or security settings. Please use the following links for further instructions:

Other Resources. To find out more about cookies, including how to see what cookies have been set and how to manage and delete them, visit allaboutcookies.org, or aboutcookies.org.

11.Third Party Application Stores: Third party application stores, such as Apple’s App Store or Google’s Google Play, might collect additional information and share them with us. Please refer to the application store’s Privacy Policy to better understand how they process any of the Personal Data they collect and share with app publishers like ourselves.

12.Information Protection and Retention.

Information Protection. We maintain administrative, technical, and physical security measures designed to provide reasonable protection for Personal Data against unauthorized access, disclosure, alteration, loss, and misuse. These security measures include access controls, encryption, and firewalls. We are certified as a PCI DSS Level 1 compliant service provider, which is the highest level of compliance available, and our platform is audited annually by independent third-party qualified security assessors against the ISO 27001 security standard. Unfortunately, no method of Internet use, data transmission, or electronic storage is completely secure, so we cannot guarantee the absolute security of Personal Data.
Your Responsibilities. While we are dedicated to securing our Website and services, you are responsible for securing and maintaining the privacy of your passwords and account information. We are not responsible for protecting Personal Data shared with a third-party based on an account connection that you have authorized.
Retention. We use and retain your Personal Data for, and as long as, necessary for the purpose for which it was provided, including any purposes set for in this Privacy Policy (e.g., for services, products, or interactions that you have requested or initiated; for communications with you; for invoicing, advertising, and marketing; for improving user experience, such as troubleshooting, optimization, and personalization; and to comply with legal, contractual, and regulatory obligations). We may also use and retain information for other purposes where you have given consent, such as in response to a pricing or hiring inquiry, or where a legitimate commercial interest exists.

13.Accountability and Safeguards for Onward Transfer.

Data Transfer. We provide services around the world. To provide our services, it may be necessary to transmit Personal Data outside of the country, state, or province where the data was received, including to the United States in circumstances where The Binding Source, LLC acts as Controller. Such international data transfers may involve the flow of data from certain countries or regions to others that have different, and potentially less protective, privacy laws. To account for this, The Binding Source, LLC strives to maintain appropriate internal and external data protections, including (i) relying on legally or contractually adequate mechanisms to lawfully transfer data across borders in accordance with applicable laws; and (ii) obligating third parties, including applicable Processors and vendors, to provide at least the same level of data protection and use restriction as maintained by The Binding Source, LLC and required by applicable laws.
Privacy Shield. As a participant in the EU-U.S. Privacy Shield Framework and Swiss-U.S. Privacy Shield Framework, we comply with Privacy Shield principles and are subject to the regulatory and enforcement powers of the U.S. Federal Trade Commission (FTC). Additional information about The Binding Source, LLC’s participation in Privacy Shield can be found in Section 14 of this Privacy Policy.
Standard Contractual Clauses. For third-country transfers outside of the EU/EEA we also use the Standard Contractual Clauses adopted by the EU Commission in Commission Implementing Decision (EU) 2021/914 of 4 June 2021 as an adequate level of protection. We use these Standard Contractual Clauses as modified by the UK International Data Transfer Addendum for data transfers outside of the UK.
Remedial Measures. If we learn Personal Data is not protected according to our contract, or is being processed beyond your consent, we will take reasonable steps to protect your information and/or cease its illegitimate processing.

14.Privacy Shield and EU-US Data Privacy Framework. The Binding Source, LLC complies with, and is a member of, the EU-U.S. and Swiss-U.S. Privacy Shield Frameworks as set forth by the U.S. Department of Commerce regarding the collection, use, retention, and onward transfer of Personal Data transferred from the European Union, the United Kingdom, and Switzerland to the United States. The Binding Source, LLC intends to comply with any successor framework that implements Privacy Shield principles, including the EU-US Data Privacy Framework, which received a draft adequacy decision from the European Commission on 13 December 2022. If there is any conflict between the terms in this Privacy Policy and the Privacy Shield Principles, the Privacy Shield Principles shall govern. To learn more about the Privacy Shield program, and to view our certification, please visit the U.S. Department of Commerce site at https://www.privacyshield.gov/.

The Binding Source, LLC also commits to periodically reviewing and verifying the accuracy of this Privacy Policy and the company’s compliance with the Privacy Shield Principles, and remedying issues identified. All employees of The Binding Source, LLC that have access to Personal Data covered by this Privacy Policy are responsible for conducting themselves in accordance with this Privacy Policy. Failure of a The Binding Source, LLC employee to comply with this Privacy Policy may result in disciplinary action.

For additional information on how to contact The Binding Source, LLC or initiate a Privacy Shield complaint for third-party dispute resolution, please refer to Section 16. If your complaint is not resolved through these channels, under certain conditions a binding arbitration option may be available before a Privacy Shield Panel. For additional information, please visit https://www.privacyshield.gov/article?id=ANNEX-I-introduction

15.Data Subject Rights.

Generally. Under applicable law, you may have the ability to exercise certain rights over your Personal Data. Because The Binding Source, LLC values your Privacy, we strive to provide reasonable steps to allow you to access, rectify, erase, port, and restrict or object to the use of your Personal Data regardless of whether a specific statutory right to do so exists. When collection is based on your consent, we attempt to provide you with notice at collection and the right to withdraw consent at any time, without affecting the lawfulness of processing based on consent before its withdrawal by applicable law. If permitted by applicable law, you may also have the right to lodge a complaint with a supervisory or regulatory authority if you believe that the processing of your personal data infringes your rights. Exercise of certain rights, including requests for deletion of Personal Data, may be limited in certain circumstances and may adversely affect our ability to serve you.
Merchants, Partners, and Visitors. Merchants and Partners are able to update and control many types of Personal Data collected by The Binding Source, LLC directly within their accounts. Please contact us if you are a Visitor or otherwise unable to access or otherwise change your Personal Data within your account.
Shoppers. We serve as a Processor for Merchants. Shoppers may wish to contact Merchants directly regarding their Personal Data, as Merchants act as Controllers over such Personal Data. When appropriately identified, we can forward Shopper requests for access or deletion to Merchants, but we are unable to delete Merchant data.
Laws that may grant particular rights. Several jurisdictions have enacted privacy laws to codify certain rights for their residents. The goals and requirements of these laws are consistent with our longstanding commitment to data protection and transparency, including the general principles, disclosures, and data subject rights articulated in this Privacy Policy. These laws include, but are not limited to:

The General Data Protection Regulation EU (2016/679)(GDPR)
The Brazil Lei Geral de Proteção de Dados (LGPD)
The California Consumer Privacy Act, as modified by the California Privacy Rights Act (CCPA)
The Virginia Consumer Data Protection Act
The Colorado Privacy Act
The Connecticut Data Protection Act
The Utah Consumer Privacy Act
The Nevada Privacy Law

Depending on the jurisdiction, these laws provide individuals with rights to:

Access or know about their information
Correct their information, if inaccurate
Delete or erase their information
Opt-out if a business “sells” their information or uses or “shares” it for certain advertising purposes
Control how a business uses their sensitive information
Be notified about a business’s data practices
Restrict or object to certain types of processing
Nondiscrimination for exercising privacy rights
Contact The Binding Source, LLC’s privacy team or external DPO
Appeal or complain if a business refuses to delete, correct, or provide their information

How to Exercise Your Rights. To exercise your rights under this provision or submit a request to delete your Personal Data, please email info@BindingSouce.com.
Authentication. To protect your Personal Data, we may need to verify your identity by a method appropriate to the type of request you are making. We may also request that your authorized agent have appropriate written permission from you to make requests on your behalf, and we may also need to verify your authorized agent's identity to protect your Personal Data. We reserve any and all rights to decline requests to the extent permitted by applicable law.

16.Contact Information; Enforcement; Recourse.

Contact Information. The Binding Source, LLC commits to resolve complaints about our collection or use of your Personal Data in accordance with applicable law. Individuals with inquiries or complaints regarding our Privacy Policy or practices, including EU or Swiss inquiries or complaints regarding our compliance with Privacy Shield principles, should first contact The Binding Source, LLC at:

   info@BindingSource.com:
   or

   The Binding Source, LLC.
15 Putter Lane
   Torrington, CT 06790
Attention: Legal Department

Inquiries will be reviewed by The Binding Source, LLC’s internal privacy function and escalated to The Binding Source, LLC’s external Data Protection Officer (DPO) where appropriate. The Binding Source, LLC will respond to any such inquiries or complaints without undue delay and in accordance with applicable law.

Enforcement; Recourse. If The Binding Source, LLC fails to respond or its response is insufficient or does not address the concern, applicable law may permit you to complain to supervisory or regulatory authorities, including the Information Commissioner’s Office in the United Kingdom and the Irish Data Protection Commissioner (or your local supervisory authority), in the EEA.

Third Party Dispute Resolution. In accordance with Privacy Shield principles, The Binding Source, LLC has also registered with the Association of National Advertisers (ANA) to provide independent third party dispute resolution at no cost to the complaining party. To contact ANA and/or learn more about the company’s dispute resolution services, including instructions for submitting a complaint, please visit https://thedma.org/resources/c.... Parties complaining under Privacy Shield principles may also, in absence of a resolution by The Binding Source, LLC and ANA, seek to engage in binding arbitration through the Privacy Shield Panel.

         ANA Contact Information:
   ANA
   Attn: Privacy Shield
        225 Reinekers Lane, Suite 325
      Alexandria, Virginia 22314

17.California Disclosures (California Residents).

CCPA Rights. The CCPA provides certain rights to California consumers, including the following:

Notice at Collection: At or before the time of collection, you have the right to receive notice of our Personal Data practices and, where applicable, notice that your data may be collected;
Right to Know: You have the right to request that we disclose certain details to you about the Personal Data we collect, use, or disclose, as well as about our data practices, including the categories of Personal Data have collected from you in the past twelve (12) months and categories of third parties with whom we have shared it;
Right to Request Deletion: You have the right to request that we delete certain Personal Data that we have collected from you;
Right to Non-Discrimination: We will not discriminate against you for exercising any of these rights.

These rights are not absolute, and there may be cases when we decline your request as permitted by law. Further, if you are a California resident and a Merchant, Partner or Visitor, we generally only collect and process Personal Data about you as a result of your business dealings with us. This may limit the extent to which consumer rights under the CCPA apply to you. If you are a California resident and a Shopper, The Binding Source, LLC only processes your Personal Data as a service provider acting on behalf of a Merchant. You should contact the Merchant to exercise any rights under the CCPA.

Selling or Sharing. The Binding Source, LLC does not “sell” Personal Data. The Binding Source, LLC also does not “share” Personal Data as defined by California law for purposes of cross-context behavioral advertising or unauthorized third party direct marketing purposes. In accordance with this Privacy Policy, we may share Personal Data with authorized service providers or business partners who, where necessary based on the nature of the sharing and purpose for which the Personal Data was provided, have agreed to contractual limitations as to their retention, use, and disclosure of such Personal Data. We may also share Personal Data if you use our services to interact with third parties or direct or otherwise authorize us to disclose your Personal Data to third parties.
Information Collected. As set forth in this Privacy Policy, we collect the following types of information from you, your device(s), or from third parties:

identifiers, such as Browser Information, Device Information, and Security Information;
commercial information, such as Account Information, Contact Information, Transaction Information, and Usage Information;
internet or network information, such as Browser Information and Device Information;
geolocation data, such as Browser Information and Device Information;
financial information, such as Payment Information;
other Personal Data, such as Support Information; and
information derived from other categories, which could include your preferences, interests, and other information used to personalize your experience.

We may disclose this Personal Data to the categories of third parties and for the business purposes described in this Privacy Policy, such as disclosures to service providers that assist us with securing our services or marketing our products.

Exercising Your Rights. To exercise your rights under the CCPA, please refer to Section 15 and contact us at info@BindingSource.com.
Do Not Track.Because there is no common understanding about what a 'Do Not Track' signal is supposed to mean or how it should be interpreted, our website does not respond to such signals in any particular way.
Children. As a general rule, our services and website are not targeted toward children or those under the age of majority under any applicable law. We do not knowingly collect the Personal Data of children, or use it in a manner not permitted by the U.S. Children’s Privacy Protection Act (COPPA). If you are a parent or guardian and you believe we have collected information from your child in a manner not permitted by law, please submit a data subject request under Section 15 or contact us at info@BindingSource.com. We will remove the data to the extent required by applicable laws.
Updates. We may update this Privacy Policy from time to time in response to changing legal, technical or business developments. When we update our Privacy Policy, we will take appropriate measures to inform you, consistent with the significance of the changes we make. We will obtain your consent to any material Privacy Policy changes if and where this is required by applicable data protection laws. You can see when this Privacy Policy was last updated by checking the “Date of Last Revision” date displayed at the top of this Privacy Policy.

Terms of Service

Date of Last Revision: May 1, 2023

Introduction
1. Acceptance. By using the Website or Services in any manner, you are bound by these Terms of Service, as well as the Incorporated Terms identified below (collectively, the “Terms”). If you do not agree to the Terms, then do not use the Website or Services. If you are accepting these Terms on behalf of a company, organization, government, or other legal entity, you represent and warrant that (a) you are authorized to do so, (b) the entity agrees to be legally bound by the Terms, and (c) neither you nor the entity are barred from using the Services or accepting the Terms under the laws of the applicable jurisdiction.
2. Scope. These Terms govern your use of the Website and the Services. Except as otherwise specified, these Terms do not apply to Third-Party Products, which are governed by their own terms of service.
3. Incorporated Terms. The following policies, guidelines, and agreements (“Incorporated Terms”) are hereby incorporated into, and form an integral part of, the Terms to which you are agreeing to be bound:
  1. Privacy Policy
  2. Acceptable Use Policy
  3. API Terms
  4. Fees and Billing Terms
  5. Infringing Materials Protocol
  6. Merchant-Client Terms
  7. Store Terms
  8. Data Processing Addendum
    1. Contracting Entity. “The Binding Source, LLC” means the The Binding Source, LLC entity with which you are entering into these Terms. If you have previously entered into an agreement with a The Binding Source, LLC entity, then “The Binding Source, LLC” means that entity. If you have not previously entered into an agreement with a The Binding Source, LLC entity, then “The Binding Source, LLC” means the entity identified in the following table:

Country of Residence of Merchant

The Binding Source, LLC Entity

Governing Law

United States

The Binding Source, LLC, Inc., a Connecticut
corporation in the United States

Certain Definitions.
“Order Form” or “Order” means one or more The Binding Source, LLC order forms executed by the parties for the purchase of Services and that reference these Terms.
“Services” means all The Binding Source, LLC products, services, and materials located on or accessible through the Website or otherwise described in an Order.
“Third-Party Products” means any third-party information, website, product, service, or materials referenced in, accessible through, or provided in connection with, the Website or Services.
“Website” means the The Binding Source, LLC website located at www.BindingSource.com (including all associated internet country codes), together with all The Binding Source, LLC websites and webpages accessible there, and the Account control panel.

Eligibility.
1. Minimum Age. The Services and Website are available only to persons who are the age of majority and can form legally binding contracts under applicable law. Without limiting the foregoing, the Services and Website are not intended to be used by individuals under the age of 18. If you do not qualify, please do not use the Services or access the Website.
2. Registration. In order to use the Services, you must establish a Services account (“Account”) by registering with The Binding Source, LLC. You may be required to submit a valid means of payment for which you are authorized to purchase Services. You will provide true, accurate, current, and complete information when registering for an Account and will update the information as necessary to keep your Account and payment information current. As part of the registration process, you will provide The Binding Source, LLC with a user name and password for your Account (together “Account Credentials”). The Binding Source, LLC reserves the right to refuse registration of, or cancel, accounts that violate these Terms or The Binding Source, LLC’s Acceptable Use Policy.

Security.
1. Generally. You are responsible for maintaining the security of your Account Credentials and for all Services ordered, accessed, or otherwise used in connection with your Account Credentials and all actions taken in association therewith. You will not share your Account Credentials with any third party.
2. Payment Cards. The Binding Source, LLC is responsible for the security of credit cardholder data to the extent that The Binding Source, LLC has control of that data. To that end, The Binding Source, LLC undertakes regular assessments consistent with the applicable Payment Card Industry Data Security Standards (“PCI”). You represent and warrant that you will determine the PCI merchant requirements applicable to you and your use of the Services.
3. Checkout Environment; PCI. The Binding Source, LLC will provide a secure environment (including appropriate technical, physical and organizational security measures and safeguards) for customer data stored and processed via the standard The Binding Source, LLC checkout (“Customer Data”) in order to protect Customer Data from unauthorized access and use. The Binding Source, LLC’s secure environment is certified under the Payment Card Industry Data Security Standard. The Binding Source, LLC will maintain PCI certification for the designated portions of the Services that you use to store and process credit card data, subject to the following (each a “PCI Compliance Condition”): (i) you comply with The Binding Source, LLC documentation and in-product notifications, and (ii) you use a The Binding Source, LLC checkout environment that has not been modified except through the The Binding Source, LLC control panel. To the extent permitted by applicable law, The Binding Source, LLC excludes and disclaims any liability related to the unauthorized use of Customer Data, including liability due to PCI noncompliance, in the event any PCI Compliance Condition is not satisfied. For example, you will be solely liable for PCI compliance with respect to modifications to the checkout environment, including modifications via apps or a developer, modifications of The Binding Source, LLC's distributed open source checkout code in any manner that could result in or contribute to PCI noncompliance, use of a checkout environment not provided by The Binding Source, LLC, or use of a payment provider for which The Binding Source, LLC does not provide an integration.

Use Restrictions.This is an agreement for Services, and you are not granted a license to any software by these Terms. Except as permitted and non-excludable under applicable law, you will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of or included in the Services or any software, documentation or data related to the Services (“Software”); modify, translate or create derivative works based on the Services or any Software; or copy (except for archival purposes), distribute, pledge, assign or otherwise transfer or encumber rights to the Services or any Software; use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels.

Intellectual Property.
1. User Content.
2. License. We do not claim any intellectual property rights over the content you provide to The Binding Source, LLC. All of your content remains yours. When providing content using the Services (directly or indirectly), you grant us a non-exclusive, worldwide, royalty-free, sublicensable (through multiple tiers) right to exercise any and all copyright, trademark, patent, publicity, moral (where permitted), database, and/or other intellectual property rights (collectively, "IP Rights") you have in that content or associated with your store in connection with our provision of the Services, in any media known now or developed in the future.
3. Representations and Warranties. You represent and warrant that, for all such content you provide, you own or otherwise control all necessary rights to do so and to meet your obligations under these Terms. You represent and warrant that such content is accurate. You represent and warrant that use of any such content (including derivative works) by us, our users, or others in contract with us, and in compliance with these Terms, does not and will not infringe any IP Rights of any third party. To the extent permitted by applicable law, The Binding Source, LLC takes no responsibility and assumes no liability for any content provided by you or any third party.
  1. The Binding Source, LLC Content.
  2. Restrictions. All rights not expressly granted by The Binding Source, LLC to you in these Terms are hereby reserved by The Binding Source, LLC. There are no implied rights save to the extent rights cannot be excluded by applicable law. You may not use, imitate, or copy, in whole or in part, any The Binding Source, LLC trademark, service mark, trade dress, logo, or other branding (collectively, “Marks”) without, in each instance, The Binding Source, LLC’s prior written consent, in The Binding Source, LLC’s discretion. All permitted use of The Binding Source, LLC’s Marks will inure to the benefit of The Binding Source, LLC.
  3. Ownership. As between the parties, the Website and Services, including, without limitation, any and all APIs, Software, documentation, images, video, content, logos, page headers, custom graphics, design and user interface elements, scripts, and other materials contained therein or provided in connection therewith, and all modifications, enhancements, and updates thereto, as well as all IP Rights associated with any of these materials (collectively, "The Binding Source, LLC IP") are owned by The Binding Source, LLC and/or its third party sponsors, partners, and suppliers. You have no right or license in or to the The Binding Source, LLC IP other than the right to use the Services, in compliance with the Terms, during the applicable subscription period.
    1. Feedback. You may provide The Binding Source, LLC with ideas, opinions, recommendations, feedback, or advice in connection with your use of the Services (collectively, "Feedback"). If you submit Feedback to The Binding Source, LLC, you hereby grant The Binding Source, LLC an irrevocable, perpetual, transferable, non-exclusive, fully-paid-up, royalty-free, worldwide license (sublicensable through multiple tiers) to: (a) use, copy, distribute, reproduce, modify, create derivative works of, adapt, publish, translate, publicly perform, and publicly display such Feedback (or any modification thereto), in whole or in part, in any format, medium or application now known or later developed; and (b) use, and permit others to use, Feedback in any manner and for any purpose (including, without limitation, commercial purposes) that The Binding Source, LLC deems appropriate in its discretion (including, without limitation, incorporating Feedback, in whole or in part, into any technology, product or service).

Indemnification.
1. Indemnification. You will defend, indemnify, and hold The Binding Source, LLC and its suppliers and affiliates, and the respective directors, officers, employees and agents of each, harmless from and against any and all claims, losses, damages, liabilities and costs (including, without limitation, reasonable attorneys’ fees and court costs) arising out of or relating to your breach of any of these Terms, the User Content, or use by you or any third party (authorized, permitted or enabled by you) of the Services, except to the extent the foregoing directly result from The Binding Source, LLC’s own gross negligence or willful misconduct. The Binding Source, LLC reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. This Indemnification Section will survive any termination or expiration or these Terms.

Discussion Areas.
1. No Warranty. The Binding Source, LLC makes no representations or warranties with respect to any forums, blogs, private messages, emails, or other electronic discussion mediums made available through or in connection with the Services (collectively, "Discussion Areas") or with respect to any information or materials contained in the Discussion Areas. Your use of, or reliance upon, any such information or materials is at your sole risk.
2. Your Postings. All information, content, or materials you post to a Discussion Area must comply with the Acceptable Use Policy. The Binding Source, LLC will have no obligation to monitor the Discussion Areas, but may do so at its discretion and may delete, move, or edit any information or materials in the Discussion Areas.

Arbitration Agreement, Class Action Waiver and Mediation.
1. Purpose. This Arbitration Agreement and Class Action Waiver (“Arbitration Agreement”) facilitates the prompt and efficient resolution of any disputes that may arise between you and The Binding Source, LLC. For the purpose of this Arbitration Agreement, “The Binding Source, LLC” means The Binding Source, LLC, Inc., a Connecticut corporation, and each of its parents, subsidiaries, and affiliated companies, and each of their respective officers, directors, employees, and agents. This Arbitration Agreement applies to these Terms and any other agreement you may have with The Binding Source, LLC.

Arbitration is a form of private dispute resolution in which parties to a contract agree to submit their disputes and potential disputes to a neutral third person (called an arbitrator) for a binding decision, instead of having such dispute(s) decided in a lawsuit, in court, by a judge or jury trial. You have the right to opt-out of this Arbitration Agreement (as explained below), which means you would retain your right to litigate your disputes in a court, either before a judge or jury.

Please read this Arbitration Agreement carefully. It provides that all disputes between you and The Binding Source, LLC will be resolved by binding arbitration. Arbitration replaces the right to go to court. In the absence of this Arbitration Agreement, you may otherwise have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions). Entering into this Arbitration Agreement constitutes a waiver of your right to litigate claims in court and all opportunity to be heard by a judge or jury. There is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow this Arbitration Agreement and can award the same damages and relief as a court (including attorney’s fees, if otherwise authorized by applicable law).

The term “Dispute” means any dispute, claim, or controversy between you and The Binding Source, LLC regarding any aspect of your relationship with The Binding Source, LLC, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, gross negligence or reckless behavior), or any other legal or equitable theory, and includes the validity, enforceability or scope of this Arbitration Agreement (with the exception of the enforceability of the Class Action Waiver clause below). “Dispute” is to be given the broadest possible meaning that will be enforced.

WE EACH AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS ARBITRATION AGREEMENT.

Pre-Arbitration Dispute Resolution. For all Disputes you must first give The Binding Source, LLC an opportunity to resolve the Dispute. You must commence this process by mailing written notification to:

Legal Department
The Binding Source, LLC.
15 Putter Lane
Torrington, CT 06790

That written notification must include (1) your name, (2) your address, (3) a written description of the Dispute, and (4) a description of the specific relief you seek. If The Binding Source, LLC does not resolve the Dispute to your satisfaction within 45 days after it receives your written notification, you may pursue your Dispute in arbitration.

Arbitration Procedures. If this Arbitration Agreement applies and the Dispute is not resolved as provided above (“Pre-Arbitration Claim Resolution”) either you or The Binding Source, LLC may initiate arbitration proceedings. The American Arbitration Association (“AAA”), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all Disputes, and the arbitration will be conducted before a single arbitrator. The arbitration will be commenced as an individual arbitration, and will in no event be commenced as a representative or class arbitration. All issues will be for the arbitrator to decide, including the scope of this Arbitration Agreement.

For arbitration before the AAA, the AAA’s Commercial Arbitration Rules and the AAA’s Optional Rules For Emergency Measures Of Protection will apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Arbitration Agreement governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action, representative action, or collective action procedures or rules apply to the arbitration.

Because your contract with The Binding Source, LLC, these Terms, and this Arbitration Agreement concern interstate commerce, the Federal Arbitration Act (“FAA”), if applicable, governs the arbitrability of all Disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.

Exclusions from Arbitration/Right to Opt Out. Notwithstanding the above, you or The Binding Source, LLC may choose to pursue a Dispute in court and not by arbitration if (a) the Dispute qualifies, it may be initiated in small claims court or equivalent in the applicable jurisdiction; or (b) YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). You may opt out of this Provision by mailing written notification to

Legal Department
The Binding Source, LLC.
15 Putter Lane
Torrington, CT 06790

Your written notification must include (1) your name, (2) your address, and (3) a clear statement that you do not wish to resolve disputes with The Binding Source, LLC through arbitration. Your decision to opt-out of this Arbitration Provision will have no adverse effect on your relationship with The Binding Source, LLC. Any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your Dispute in arbitration or small claims court.

Arbitration Award. The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator’s award will be in writing, will be signed by the arbitrator, and will include a determination of all the questions submitted to the arbitrator the decision of which is necessary in order to determine the controversy. Such award by the arbitrator will be final and binding on the parties, except for any right of appeal provided by law, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.
Location of Arbitration. You may initiate arbitration in the federal judicial district that includes your address that you provide in your written notification of Pre-Arbitration Dispute Resolution. In the event that The Binding Source, LLC initiates an arbitration, it may only do so in the federal judicial district that includes your address that you provide in your written notification of Pre-Arbitration Dispute Resolution or the billing address for your account.
Payment of Arbitration Fees and Costs. The Binding Source, LLC will pay all arbitration filing fees and arbitrator’s costs and expenses upon your written request given prior to the commencement of the arbitration. You are responsible for all additional fees and costs that you incur in the arbitration, including, but not limited to, attorneys or expert witnesses. Fees and costs may be awarded by the arbitrator as provided pursuant to applicable law. In addition to any rights to recover fees and costs under applicable law, if you provide notice and negotiate in good faith with The Binding Source, LLC as provided in the “Pre-Arbitration Dispute Resolution” Section and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover from The Binding Source, LLC your actual and reasonable attorney’s fees and costs as determined by the arbitrator.
Class Action Waiver. The parties agree that the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, representative action, consolidated action or private attorney general action) unless both you and The Binding Source, LLC specifically agree in writing to do so following initiation of the arbitration. Neither you, nor any other user of the Services, can be a class representative, class member, or otherwise participate in a class, representative, consolidated or private attorney general proceeding without having complied with the opt-out requirements above.
Limitation of Procedural Rights. You understand and agree that, by entering into this Arbitration Agreement, you and The Binding Source, LLC are each agreeing to arbitration instead of the right to a trial before a judge or jury in a public court. In the absence of this Arbitration Agreement, you and The Binding Source, LLC might otherwise have had a right or opportunity to bring Disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). You give up those rights, to the extent permitted by applicable law. Other rights that you would have if you went to court, such as the right to appeal and to certain types of discovery, may be more limited in arbitration. The right to appellate review of an arbitrator’s decision is much more limited than in court, and in general an arbitrator’s decision may not be appealed for errors of fact or law.

10.Severability. If any clause within this Arbitration Agreement (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Arbitration Agreement, and the remainder of this Arbitration Agreement will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, then this entire Arbitration Agreement will be unenforceable, and the Dispute will be decided by a court.

11.Continuation. This Arbitration Agreement will survive the termination of your contract with The Binding Source, LLC and your use of the Services.

Anti-Corruption, Export and Sanctions Compliance. With respect to these Terms, you represent, warrant, and covenant that you:
1. have not and will not violate, or cause any party to be in violation of, any applicable anti-bribery or anti-corruption law (including, but not limited to, the U.S. Foreign Corrupt Practices Act of 1977, as amended, the U.S. domestic bribery statute in 18 U.S.C. 201, the U.S. Travel Act, or the UK Bribery Act 2010), anti-kickback laws, anti-money laundering and anti-terrorist financing laws, sanctions, embargoes, export controls, import controls, anti-fraud laws, or any other applicable law, regulation, or order (collectively, “Applicable ABAC Laws”);
2. have not and will not use or apply the Services or the Website in violation of Applicable ABAC Laws;
3. have not and will not with a corrupt, improper, or illegal intention directly or indirectly (through third parties) pay, provide, promise, offer, authorize, solicit, or accept any money, gift, hospitality, entertainment, favor, financial advantage, or other thing of value to or from any individual, organization, political party, or entity whether in the public or private sector in any country in order to obtain, retain, or direct regulatory approvals, licenses, permits, business, contracts, investments, sales, tax or duty assessments, import or export clearances, foreign exchange clearances, or other advantages;
4. shall cause all of your employees, officers, directors, agents, contractors, vendors, and partners (collectively, “Relevant Parties”) to comply with all of the terms contained in this Anti-Corruption, Export and Sanctions Compliance Section;
5. are not, and will ensure that your Relevant Parties and customers are not, (a) nationals, residents, agents or representatives of Iran, Cuba, North Korea, Syria, the Crimea Region of Ukraine, or any other region subject to comprehensive U.S. sanctions; (b) on the List of Specially Designated Nationals & Blocked Persons, the Sectoral Sanctions Identifications (SSI) List, or Foreign Sanctions Evaders List maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury, or any other applicable list of sanctioned, embargoed, blocked, criminal, or debarred persons maintained by any U.S. or non-U.S. government, the European Union, Interpol, the United Nations, the World Bank, or any other public international organization (each such list, a “Sanctions List”); (c) an entity that is 50% or more owned, individually or in the aggregate, directly or indirectly, by, is controlled by (including without limitation by virtue of such person being a director or owning voting shares or interests), or acts, directly or indirectly, for or on behalf of, any person or entity on a Sanctions List; or (d) otherwise the target of any sanctions, suspensions, embargoes or debarment by the U.S. government or any other government or public international organization;
6. shall secure all necessary export/sanctions licenses or authorizations to the extent applicable and necessary;
7. shall implement an effective, risk-based compliance program and necessary internal controls (including, but not limited to, conducting sanctions screenings of your Relevant Parties and customers) to ensure compliance with Applicable ABAC Laws and this Anti-Corruption, Export and Sanctions Compliance Section;
8. shall review and adhere to The Binding Source, LLC’s Company Associate Compliance Guide if provided by The Binding Source, LLC; and
9. shall reasonably cooperate with The Binding Source, LLC to (a) ensure compliance with sanctions, embargoes, and other Applicable ABAC Laws and/or (b) review and remediate actual or potential violations of sanctions or other Applicable ABAC Laws, including, but not limited to, suspending or terminating the supply of products or services to customers or other persons that appear on a Sanctions List or are otherwise the target of sanctions and other similar restrictions.

A violation of the foregoing representations, warranties, or covenants will constitute a material breach of these Terms, and, in the event of such a violation, The Binding Source, LLC may, at its sole option, terminate these Terms for cause and without further liability or obligation on the part of The Binding Source, LLC. Any such breach will entitle The Binding Source, LLC to seek to be indemnified by you and/or obtain injunctive and other emergency or equitable relief, in addition to any other remedies which may be available under applicable laws.

10.CGA Terms.

Modifications. The Binding Source, LLC reserves the right, in its discretion, to change, modify, add to, or remove portions of the Terms (collectively, “Changes”), at any time. The Binding Source, LLC will notify you of Changes by sending an email to the address identified in your Account and by posting a revised version of the Terms incorporating the Changes to its Website. Your continued use of the Website or Services following notice of the Changes (or posting of the Terms incorporating the Changes in the event your email address is no longer valid, is blocked, or is otherwise not able to receive the notice) will mean that you accept and agree to the Changes. Such Changes will apply prospectively beginning on the date the Changes are posted to the Website.
Term; Termination.
Term. The Services will be provided to you for the duration of your Services subscription or Order Form, unless earlier cancelled by you or terminated by The Binding Source, LLC. You may cancel your Services subscription at any time. These Terms will automatically terminate upon the cancellation of all of your Services subscriptions. The Binding Source, LLC may terminate these Terms or your Services subscription(s) at any time, with or without cause, upon written notice. The Binding Source, LLC will have no liability to you or any third party because of such termination. Termination of these Terms will terminate all of your Services subscriptions.
Effect of Termination.Upon termination of these Terms by either party for any reason, or cancellation or expiration of your Services subscriptions: (i) The Binding Source, LLC will cease providing the Services; (ii) you will not be entitled to any refunds of any subscription or usage fees, or any other fees, pro rata or otherwise; (iii) any fees you owe to The Binding Source, LLC will immediately become due and payable in full; and (iv) The Binding Source, LLC may delete your archived data within 30 days. All sections of the Terms that expressly provide for survival, or by their nature should survive, will survive termination of the Terms, including, without limitation, confidentiality, indemnification, warranty disclaimers, and limitations of liability.
1. Limitations of Liability.
2. Excluded Damages and Theories. THE BINDING SOURCE, LLC AND ITS SUPPLIERS AND AFFILIATES ASSUME NO RESPONSIBILITY WITH RESPECT TO YOUR OR YOUR USER’S USE OF THE WEBSITE, SOFTWARE, OR SERVICES AND WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXTRAORDINARY, EXEMPLARY OR SPECIAL DAMAGES, INCLUDING, WITHOUT LIMITATION THE FOLLOWING, UNLESS PROHIBITED BY APPLICABLE LAW, LOSS OF USE, BUSINESS INTERRUPTIONS, LOSS OF DATA, LOSS OF PROFITS, AND LOST REVENUE, WHETHER SUCH DAMAGES ARE ALLEGED IN TORT, CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT THE BINDING SOURCE, LLC IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
3. Aggregate Liability. THE BINDING SOURCE, LLC AND ITS SUPPLIERS AND AFFILIATES WILL IN NO EVENT BE LIABLE IN AGGREGATE FOR MORE THAN THE TOTAL FEES ACTUALLY RECEIVED BY THE BINDING SOURCE, LLC FROM YOU FOR THE SERVICES DURING THE 12-MONTH PERIOD BEFORE THE CLAIM OR CAUSE OF ACTION AROSE.
4. Multiple Claims; Time Limits. MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION. ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE, SOFTWARE, OR SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CLAIM AND CAUSE OF ACTION WILL BE PERMANENTLY BARRED.
5. Jurisdictions; Limitations. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF LIABILITY FOR FRAUD, WILLFUL MISCONDUCT, GROSS NEGLIGENCE, DEATH OR PERSONAL INJURY OR FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH EVENT, THE LIABILITY OF THE BINDING SOURCE, LLC AND ITS SUPPLIERS AND AFFILIATES FOR SUCH DAMAGES WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. THIS LIMITATIONS OF LIABILITY SECTION WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS.
  1. Disclaimers.
  2. General. YOUR USE OF THE WEBSITE, SOFTWARE, AND SERVICES WILL BE AT YOUR OWN RISK AND ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. THE BINDING SOURCE, LLC AND ITS SUPPLIERS AND AFFILIATES DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES, CONDITIONS AND REPRESENTATIONS OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
  3. Specific. THE BINDING SOURCE, LLC MAKES NO WARRANTIES, CONDITIONS OR REPRESENTATIONS ABOUT (i) THE ABILITY OF THE WEBSITE, SERVICES, OR SOFTWARE TO PERFORM WITHOUT LIMITATION OR RESTRICTION IN ANY GIVEN ENVIRONMENT, (ii) THE ACCURACY, COMPLETENESS, OR CONTENT OF THE WEBSITE, SERVICES, OR SOFTWARE, (iii) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY LINKED SITES (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE), AND/OR (iv) THIRD-PARTY PRODUCTS, AND THE BINDING SOURCE, LLC ASSUMES NO LIABILITY OR RESPONSIBILITY THEREWITH.
  4. Third-Party Products. THE REFERENCE TO, OR AVAILABILITY OF, THIRD-PARTY PRODUCTS IN CONNECTION WITH THE SERVICES OR WEBSITE DOES NOT CONSTITUTE, AND WILL NOT BE CONSTRUED AS CONSTITUTING, AN ENDORSEMENT, AUTHORIZATION, SPONSORSHIP, OR AFFILIATION BY OR WITH THE BINDING SOURCE, LLC WITH RESPECT TO SUCH THIRD-PARTY PRODUCTS.
  5. Legal, Tax, Financial, Other Communications. NO ORAL OR WRITTEN INFORMATION OR ADVICE OR COMMUNICATIONS PROVIDED BY THE BINDING SOURCE, LLC OR ANY OF ITS EMPLOYEES WILL CONSTITUTE PERSONAL, LEGAL, TAX OR FINANCIAL ADVICE OR CREATE A WARRANTY, CONDITION OR REPRESENTATION OF ANY KIND.
  6. Jurisdictions; Limitations. THESE DISCLAIMERS APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF IMPLIED REPRESENTATIONS, CONDITIONS OR WARRANTIES, OR ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH EVENT, THE BINDING SOURCE, LLC’S WARRANTIES, CONDITIONS AND REPRESENTATIONS WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW IN SUCH JURISDICTION.
    1. Confidentiality.
    2. Definition. “Confidential Information” means the business, technical and financial information disclosed to one party (the “Receiving Party”) by the other party (the “Disclosing Party”) pursuant to these Terms and includes all information marked by the Disclosing Party as confidential and any other information, whether written or oral, that the Receiving Party should reasonably understand is confidential to the Disclosing Party.
    3. Obligations. The Receiving Party will: (i) hold the Confidential Information of the Disclosing Party in trust and confidence and not disclose or release the Confidential Information to any third party except as provided in these Terms; and (ii) not use the Confidential Information for any purpose except for the purposes described in these Terms. The disclosure of Confidential Information pursuant to these Terms is not intended in any way to transfer or grant any right, title or interest in or to such Confidential Information to the Receiving Party unless otherwise expressly indicated by the Disclosing Party in writing.
    4. Standard of Care. The standard of care imposed on each party pursuant to this Section will be the same degree of care as it uses to avoid the unauthorized use, disclosure, or dissemination of its own Confidential Information of a similar nature, but not less than a commercially reasonable degree of care.
    5. Limitation. Each party will disclose the Confidential Information of the other party only to those of its employees, consultants and contractors (“Personnel”) who have agreed, either as a condition of employment, representation or in a written agreement, to be bound by terms and conditions substantially as protective as the confidentiality terms and conditions applicable to the Receiving Party under this Section.
    6. Exclusions. Confidential Information excludes information that is (i) rightfully in the Receiving Party’s possession without obligation of confidentiality prior to receipt from the Disclosing Party, (ii) a matter of public knowledge through no fault of the Receiving Party, (iii) rightfully furnished to the Receiving Party by a third party without restriction on disclosure or use; or (iv) independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.
    7. Requests for Confidential Information. A Receiving Party may disclose Confidential Information pursuant to a valid court order or order of an authorized government agency, provided that (if not legally prohibited) the Receiving Party has given the Disclosing Party prompt notice so that the Disclosing Party will have an opportunity to defend, limit or protect against such disclosure and the Receiving Party limits such disclosure to only that Confidential Information subject to the applicable order.
    8. Survival. The terms of this Section will survive for as long as the Confidential Information remains confidential.
      1. Backup Storage. For its own operational efficiencies and purposes, The Binding Source, LLC from time to time back up data on its servers, but is under no obligation or duty to you to do so under these Terms or otherwise. IT IS SOLELY YOUR DUTY AND RESPONSIBILITY TO BACKUP SEPARATELY YOUR FILES AND DATA THAT MAY RESIDE ON THE BINDING SOURCE, LLC SERVERS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE BINDING SOURCE, LLC BE LIABLE TO YOU, YOUR USERS, OR ANY THIRD PARTY FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, FOR LOSS OF FILES AND/OR DATA ON ANY THE BINDING SOURCE, LLC SERVER.
      2. No Assignment by You. You may not assign your rights or obligations under these Terms without the prior written consent of The Binding Source, LLC, which The Binding Source, LLC may refuse in its sole discretion. Any attempted assignment without prior written consent from The Binding Source, LLC will be deemed null and void. The Binding Source, LLC may assign its rights and/or obligations under these Terms at any time. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their respective successors and permitted assigns.
      3. Entire Agreement. These Terms are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms, and any modifications must be in a writing signed by both parties, except as otherwise provided herein.

11.Miscellaneous.

Governing Law; Jurisdiction. The law that will govern the validity and construction of these Terms and apply in any dispute or lawsuit arising out of or relating to these Terms is as set forth in table in the Contracting Entity Section above. YOU HEREBY CONSENT TO, AND WAIVE ALL DEFENSES OF LACK OF PERSONAL JURISDICTION AND FORUM NON CONVENIENS WITH RESPECT TO, THE JURISDICTION AND VENUE OF THE FEDERAL AND STATE COURTS LOCATED IN TRAVIS COUNTY, TEXAS (USA). The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms and is hereby expressly excluded.
Severability. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms will otherwise remain in full force and effect and enforceable.
Waiver. No waiver of any provision of these Terms, nor consent by The Binding Source, LLC to the breach of or departure from any provision of these Terms, will in any event be binding on or effective against The Binding Source, LLC unless it be in writing and signed by a duly authorized representative of The Binding Source, LLC, and then such waiver will be effective only in the specific instance and for the specific purpose for which given.
Notices.
You consent to receive electronically any communications from The Binding Source, LLC. We may communicate with you through the email address specified in your account or by posting notices on the Website. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any requirement that such communications be in writing. All notices from us intended for receipt by you shall be deemed delivered when sent to the email address you provide to us.
Notices to The Binding Source, LLC must be sent to: info@BindingSource.com.
1. Section Headings. The section headings and titles in these Terms are for convenience only and have no legal or contractual effect. These Terms will be interpreted without application of any strict construction in favor of or against you or The Binding Source, LLC.
2. Independent Contractors. No agency, partnership, joint venture or employment relationship is created by these Terms or your use of the Services, and you do not have any authority of any kind to bind The Binding Source, LLC in any respect whatsoever.
3. Marks. The Binding Source, LLC shall have the non-exclusive right and license to use the names, trademarks, service marks and logos associated with your store(s) to promote the Services.
4. Force Majeure. The Binding Source, LLC will have no liability to you, your users, or any third party for any failure by The Binding Source, LLC to perform its obligations under these Terms in the event that such non-performance arises as a result of the occurrence of an event beyond the reasonable control of The Binding Source, LLC, including, without limitation, an act of war or terrorism, natural disaster, failure of electricity supply, riot, civil disorder, or civil commotion or other force majeure event.
5. Third-Party Service Integration. Certain Third-Party Products may be integrated with the Services. The Binding Source, LLC may, in its discretion and without liability to you, decide to no longer support such integration and migrate your Services subscription to a different integration.

10.Hosting Services. The Binding Source, LLC has entered into arrangements with one or more third parties for hosting services that are essential to the Services, incorporated within the Services and without which the Services could not be provided to you.