Terms of Service

This agreement constitutes the governing your relationship with File BOI, LLC, a New York limited liability company (the “Terms of Service”).

 

The terms “File BOI,” “we,” “us” and “our” means File BOI, LLC.

 

The term “Services” means this website and any other content, applications, features, functionality, information, and services offered by File BOI through this website.

The terms “you,” “your” or “user” means the end users of the Services as authorized by these Terms of Service.

 

These Terms of Service are a legally binding contract between you and File BOI. By accessing or using the Services, or by otherwise accepting these Terms of Service, you (an individual or entity) agree to the terms and conditions set forth in these Terms of Service. 

 

These Terms of Service and/or the Services may be changed at any time and notice of such changes shall be given by posting updated Terms of Service on this website or otherwise through the Services with the updated date next to “Last Updated.” Your continued use of the Services following any such change constitutes acceptance of the updated Terms of Service.

 

1. Licenses

 

Subject to the terms and conditions herein, we grant you a limited, non-exclusive, non-transferable, revocable, license to access and use the for the preparation and submission of Beneficial Ownership Information reports (“Reports”) required by the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”).

 

2. Submission of Reports

 

We provide tools to assist you with the preparation and submission of Reports to FinCEN’s server. We do not, and cannot, assure that Reports submitted through the Services will be accepted by FinCEN, or that Reports successfully submitted through our Services means that the individual or entity for which the Report is submitted (the “Subject”) is in compliance with the Corporate Transparency Act and corresponding reporting obligations. FileForms does not provide legal advice or other professional services.

 

You are responsible for the accuracy of information that you provide through the Services. We do not independently verify the accuracy of any information that you provide. Additionally, you are required to and hereby represent that you: have complied with and are in compliance with all applicable laws, including data privacy laws, and any restrictive agreements such as confidentiality agreements, in sharing any personal information through the Services.

 

We are not responsible for any outages which impedes our ability to file a Report with FinCEN including but not limited to, internet outages, FinCEN server outages and the like. You acknowledge that any FinCEN server outages might prevent us from filing a Report on a timely basis and you hereby release us from any liability associated with our inability to file a Report on a timely basis due to circumstances outside of our control.

 

By submitting a Report, you represent that you have the proper authorization of the Subject to submit the Report with the included details. You represent and warrant to us that we may submit the Report to FinCEN on the Subject’s behalf.

 

3. Your Privacy

By using the Services, you are consenting to the collection, use, disclosure, and other handling of your information as described in our Privacy Policy (as updated from time to time), which is incorporated into these Terms of Service and also governs your use of the Services.

 

4. Prices and Payment 

Prices and availability of the Services are subject to change without notice. 

 

5. Account Registration

Certain features or functionality of the Services require that you register an account (“Account”). In order to register an Account, you will need to provide us with certain information, including but not limited to, your name, company name, address, payment information, email address, and phone number. You represent and agree that all of the information you provide us will be true and complete. You agree to keep any Account information current and up to date, keep your username and password confidential, and to access the Services from devices that have up-to-date operating systems and security software. You agree not to share your Account with any other person. You will be responsible for all purchases made, and other activity that occurs, through your Account.

 

6. Proprietary Rights 

You acknowledge that we retains all ownership rights in the Service and that the Service is our sole property or the property of our licensors, including all applicable rights to 

patents, copyrights, trademarks and trade secrets inherent or embodied therein or appurtenant thereto. 

 

Any use of the Services except as permitted herein, including, without limitation, the modification, distribution, transmission, performance, publication, uploading, licensing, reverse engineering, transfer, sale of, or the creation of derivative works from any material, information, software, products, or services obtained from the Services, or use of the Services or any content on the Services for purposes competitive with us or for other commercial purposes, is expressly prohibited. You agree to abide by all additional restrictions displayed on the Services as they may be updated from time to time.

7. Acceptable Use of the Services

As a condition of your license to use and access the Services, you agree that you will not do any of the following:

Use the Services if you are under the age of 18 or otherwise unable to enter into binding legal agreements;

Share any Account or password with others;

Use the Services unlawfully or for an unlawful purpose;

Use the Services in a manner that is fraudulent or deceptive;

Impersonate another, misrepresent or falsely identify yourself;

Use any device, software or routine to interfere or attempt to interfere with the proper working of the Services;

Take any action that imposes an unreasonable or disproportionately large load on our servers;

Use the Service to act as a service bureau to file Reports for others, or otherwise to provide services to any third parties, or enter into any arrangement by which any third party may utilize the Service to provide filing of Reports, without our written prior consent; or

Use any robot, spider or other automatic device, or a manual process, to collect or harvest information about users or Services for sale.

 

8. Email Communications

You consent to receive communications from us including emails, SMS messages, mobile push notices, or notices and messages. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing (“Required Notices”). You may withdraw such consent to receive Required Notices electronically contacting us by email under the “Contact Us” section below. 

 

9. Refund Policy

All sales are final. We does not offer refunds, except to correct billing errors including charges for Services that are not delivered. By making a purchase through our Services, you are agreeing to this Refund Policy.

 

11. Limitation of Liability 

We make no representations or warranties about Reports, including without limitation that a Report is complete, accurate, acceptable, filed on a timely basis, or compliant with pertinent rules and laws. You hereby release us from all liability relating to any claims related to your Reports.

 

IN NO EVENT SHALL WE, OUR OFFICERS, DIRECTORS, AGENTS, AFFILIATES, EMPLOYEES, ADVERTISERS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SERVICES.

 

IN NO EVENT SHALL OUR AGGREGATE LIABILITY FOR ANY DAMAGES EXCEED THE GREATER OF ONE HUNDRED ($100) US DOLLARS OR THE AMOUNT YOU PAID US IN THE PAST TWELVE MONTHS.

 

12. No Warranty

THE SERVICES ARE PROVIDED “AS IS”. WE MAKE NO WARRANTIES, EXPRESSED OR IMPLIED, AND HEREBY DISCLAIMS AND NEGATES ALL WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. WE  DO NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, OR RELIABILITY OF THE SERVICES.

 

WE DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (III) THE RESULTS OF USING THE SERVICES WILL MEET YOUR EXPECTATIONS. YOU USE THE SERVICES SOLELY AT YOUR OWN RISK.

 

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

13. Indemnification

You agree, to the fullest extent permitted by applicable law, to indemnify, defend, and hold harmless us and our subsidiaries and affiliates, and as to each, their officers, directors, employees, contractors, agents, licensors, service or third party providers, subcontractors, and suppliers, from and against, any and all losses, liabilities, expenses, damages, and costs, including reasonable attorneys’ fees and court costs, arising out of or relating to your access to, or use of, the Services, your violation of law or infringement of the rights of a third party, or your other violation of these Terms of Service.

 

We reserve the right to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in any case, you agree to cooperate with us if and as requested by us in the defense of such matter.

 

14. Outages

We periodically schedule system downtime for the Services for maintenance and other purposes. Unplanned system outages may also occur. You agree that we have no responsibility and is not liable for: (a) the unavailability of any of the Services; (b) any loss of data, information or materials caused by such system outages; (c) the resultant delay, misdelivery or non-delivery of data, information or materials caused by such system outages; or (d) any outages caused by any third parties, including without limitation any companies or servers hosting any of the Services, any Internet service providers or otherwise

 

15. Termination

We may terminate your Account. If you delete your Account, your personal information (name, phone number, address, email, profile picture, etc.) will be deleted permanently and cannot be recovered. You will not be able to reactivate your Account. However, information where other members are involved (conversations with other people, transactions you have made, reviews you have given to others, etc.) is not removed when you delete your Account, but your name will no longer be displayed next to this information.

 

We may close your Account, cease to permit you to purchase paid features of the Services, at any time in our sole discretion and without notice to you, including if we believe you are using the Services in a manner not intended by us or in a way that violates our Terms of Service, or for any other reason. In no case will our closure of your Account, or reduction of your access to the Services, waive or affect any other right or relief to which we may be entitled.

 

We may change, suspend, or discontinue any of the Services at any time, for any reason. We will not be liable to you for the effect that any changes to the Services may have on you.

 

These Terms of Service will remain in effect even after your access to the Services is terminated, or your use of the Services ends.

 

16. Arbitration 

 

All controversies which may arise between the parties concerning the Services or  this Terms of Service shall be determined by arbitration pursuant to the rules then pertaining to the American Arbitration Association and governed by the laws of the State of New York without regard to its conflict of law provisions. The arbitration must be conducted in the New York County, New York, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. In the event that either party seeks any interim or preliminary relief from a court related to an arbitration, the sole venue shall be New York Supreme Court, New York County. Judgment on any award of any such arbitration may be entered in the Supreme Court of the State of New York or in any other court having jurisdiction over the party against whom such award is rendered. The parties agree that the determination of the arbitrators shall be binding and conclusive upon them.

 

You acknowledge and agree that:  

 

(i) Arbitration is final and binding on the parties. 

(ii) The parties are waiving their right to seek remedies in court, including the right to a jury trial. 

(iii)  The arbitrator's award is not required to include factual findings or legal reasoning and any party's right to appeal or to seek modification of rulings by arbitrators is strictly limited.    

(iv) Any notice of such arbitration or for the confirmation of any award in any arbitration shall be sufficient if given in accordance with the provisions of this Agreement.  The parties agree that the determination of the arbitrators shall be binding and conclusive upon them.  

 

17. Miscellaneous

 

A. No Waiver. Any failure to us to exercise or enforce any right or provision of the Terms of Service will not be deemed to be a waiver of such right or provision.

 

B. Entire Agreement. This Terms of Service, together with the Privacy Policy, and any amendments and additional agreements, shall constitute the entire agreement between you and us concerning the Services, and shall supersede any prior terms you had with us regarding the Services.

 

C. Severability. If any provision of these Terms of Service is deemed invalid, then that provision will be limited or eliminated to the minimum extent necessary, and the other provisions of these Terms of Service shall remain in full force and effect.

 

D. Limitation of Claims. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.

 

Contact Us

If you have any questions or comments, please contact us by emailing us at info@fileboi.org