Terms of Use Provify.io 

Last updated: October 2023 

These Provify.io Terms of Use (these “Terms of Use”) apply to your use of the Provify.io and any
related Products (the “Product”) provided to you by or on behalf of Provify.io. 

You agree to these Terms of Use by and in consideration for accessing and/or using the Product.
The Product and your use thereof are governed by, and subject to, the terms and conditions set forth in
these Terms of Use. In the event you purport to be the agent of, represent, or otherwise act on
behalf of an entity or any other person who has a valid subscription to the Product (the
“Subscriber”), any separate written agreement by and between Provify.io and the Subscriber
relating to the Subscriber’s use of the shall also govern your use of the Product. Certain capitalised
terms used in these Terms of Use are defined at the end of this document. 

YOU MAY NOT USE THE PRODUCT IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE TERMS AND
CONDITIONS OF THIS TERMS OF USE AGREEMENT. 

Your use of the Product is also subject to and governed by Provify.io Privacy Policy, available here, and any other written agreement by and between you and
Provify.io relating to your use of the Product and/or any other products and Products provided to
you by Provify.io, which Privacy Policy and other agreements are incorporated herein by reference
and made a part of these Terms of Use. 

Please read these Terms of Use carefully before accessing or using the Product. You must read,
agree with, and accept all of the terms and conditions contained in these Terms of Use, which
includes those terms and conditions expressly set out below and those incorporated by reference,
before you access or use the Product. The disclaimers, terms, and conditions in these Terms of Use
are of general application and may be supplemented by mutual agreement of Provify.io and you by
additional policies, procedures, disclaimers, guidelines, rules, terms, and conditions of specific
application provided by Provify.io to you from time-to-time. In the event of a conflict between these
Terms of Use and any additional policies, procedures, disclaimers, guidelines, rules, terms, or
conditions of specific application, the additional policies, procedures, disclaimers, guidelines, rules,
terms, or conditions of specific application will control. 

LICENSE AND ACCESS TERMS 

Access. Provify.io will make the Product available to you pursuant to these Terms of Use on an as-
available basis so long as the Subscriber which you represent continues to have a valid subscription
providing a right of access to the Products (the “Subscription”). The Product may be unavailable as a
result of planned or emergency downtime and any unavailability caused by circumstances beyond
Provify.io’s reasonable control, including, for example, an act of God, global pandemic, act of
government, flood, fire, earthquake, civil unrest, act of terror, strike or other labour problem,
Internet Product provider failure or delay or denial of Product attack. 

Grant of License. Provify.io hereby grants to you a limited, nonexclusive, non-transferable, non-
sublicensable, worldwide right to access and use the Product and any related Documentation solely
for the internal business purposes of the Subscriber which you purport to represent, but only so long
as such Subscriber continues to have a valid Subscription to the Product and such Subscriber has
designated you as an Authorised User of the Product on its behalf. Your use of the Product is subject to your agreement to, compliance with, and satisfaction of, these Terms of Use. Provify.io reserves
all rights not otherwise expressly granted by these Terms of Use. If you do not comply with these
Terms of Use, Provify.io reserves the right to revoke any license or other access rights granted to you
by Provify.io.

Restrictions. You may not: (a) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise
commercially exploit or make available to any third party any portion of the Product in any way; (b)
copy, modify, adapt, alter, translate, create derivative works, reverse engineer, decompile,
disassemble, or otherwise attempt to learn the source code, structure, or ideas upon which the
Product is based; (c) use the Product to develop a competing Product or product; (d) use or merge
the Product or any component thereof with other hardware, software, databases, or Products not
provided or approved in writing by Provify.io; (e) circumvent, or attempt to circumvent, any
electronic protection measures in place to regulate or control access to the Product; (f) use any
material or information made available through the Product in any manner that misappropriates any
trade secret or infringes any copyright, trademark, patent, rights of publicity, or other proprietary
right of any person and/or entity; (g) use the Product in violation of any applicable laws, rules or
governmental regulations relating to the privacy or security of Personal Information, including
without limitation Sensitive Personal Information or (h) delete, modify, hack, or attempt to change
or alter the Product. 

Ownership. All right, title and interest in and to the Product, including without limitation all copies,
modifications and derivatives (in whole or in part) thereof, and all related copyright, patent, trade
secret and other intellectual property and proprietary rights, along with any analytic data regarding
the Product, are and will remain the exclusive property of Provify.io and/or its licensors. Provify.io
and its suppliers, including without limitation all of Provify.io’s third-party licensors and third-party
Product providers, reserve any and all rights, implied or otherwise, which are not expressly granted
to you hereunder. 

LICENSE TO HOST END USER DATA 

You hereby grant Provify.io and its third-party Product providers a worldwide, limited-term license
to host, copy, transmit and display all electronic data and information submitted by you to the
Product or collected and processed by the Product as necessary for Provify.io to provide access to
the Product in accordance with these Terms of Use and/or any other agreement relating to
Subscriber’s Subscription to the Product, including without limitation the Provify.io Product
Agreement. 

UPDATES 

Provify.io may develop updates, upgrades, patches, and software modifications for the Product
(“Updates”) in its sole and absolute discretion. Updates can be released and/or incorporated into
the Product without prior notice and without your consent. By using the Product, you hereby
consent to all Updates. 

OWNERSHIP AND INTELLECTUAL PROPERTY 

Images, trademarks, Product marks, logos and icons displayed on or through the Product are the
property of Provify.io and its licensors and may not be used without Provify.io’s prior written
consent. Trademarks owned by third parties are the property of those respective third parties. The
Product and all related software are Provify.io’s copyrighted property and may not be reproduced,
recreated, modified, accessed, or used in any manner or disseminated or distributed to any other
party except as expressly provided in these Terms of Use. There are no implied licenses in these
Terms of Use and Provify.io reserves all rights in and to the Product that are not expressly granted to
you in these Terms of Use. The Product is licensed, not sold, to you. 

RESTRICTIONS ON USE 

You shall not, and shall not permit any third-party to: (i) modify, adapt, resell, rent, lease, loan,
create or prepare derivative works based upon the Product or any part thereof (you agree that any
works resulting from such actions are derivative works of the Product and as such are the sole and
exclusive property of Provify.io or its licensors), (ii) use the Product other than in accordance with its
Documentation, (iii) copy the Product; (iv) use the Product in contravention to any applicable laws,
rules or government regulations; (v) remove any product identification, proprietary, copyright or
other notices contained in the Product; (vi) use the Product in any manner that infringes intellectual
property or other rights of Provify.io or another party, (vii) use or permit the Provify.io Product to be
used by or for the benefit of any other person or entity who is not an Authorised User acting on
behalf of the Subscriber, (vii) sublicense, sell, assign, transfer or disclose the Product or any copy
thereof to any other party not an Authorised User of the Subscriber for whom you are accessing the
Product, and (viii) decompile, disassemble or otherwise reverse engineer the Product.
You shall not, and shall not permit any third-party to: (i) interfere or disrupt the integrity or
performance of the Product and shall use commercially reasonable efforts to prevent unauthorised
control or tampering of any other unauthorised access to, or use of, the Product or the systems
operated by or on behalf of Provify.io to make available the Product; (ii) attempt to gain
unauthorised access to the Product or Provify.io or its third-party hosting providers’ related systems
or networks; (iii) use the Product in violation of any applicable, laws, rules, regulations or guidelines
(governmental or otherwise); (iv) attempt to probe, scan, or test (including without limitation stress
testing or penetration testing) the vulnerability of any system or network associated with the
Product or breach any security or authentication measures; or (vi) use the Product in order to (a)
send spam or otherwise duplicative or unsolicited messages in violation of applicable local laws; (b)
send or store infringing, obscene, threatening, libelous, or otherwise unlawful, unsafe, malicious,
abusive or tortious material, including material harmful to children or violative of third-party privacy
rights; or (c) send or store material containing software viruses, security vulnerabilities, worms,
Trojan horses or other harmful or malicious computer code, files, scripts, agents or programs which
are intended to damage, disable or otherwise cause harm to the Product, Provify.io or any third-
party hosting providers’ related equipment, hardware, software, systems or networks, or Provify.io
other Subscribers or their data. 

You are responsible for compliance with this Agreement and for all activities that occur under your
Authorised User accounts. You shall: (i) have sole responsibility for the accuracy, quality, integrity,
legality, reliability, and appropriateness of all data provided by the Product, (ii) use commercially
reasonable efforts to prevent unauthorised control or tampering or any other unauthorised access to, or use of, the Product, or the systems on which the Product operates, and notify Provify.io
immediately of any unauthorised use or security breach affecting the Product of which you become
aware; (iii) comply with all applicable local laws, rules and regulations in using the Product; and (iv)
obtain and maintain, at your sole expense, all computer hardware, software, and communications
equipment needed to access and use the Product and pay all access charges incurred in connection
with your access and use of the Product. Notwithstanding any provision to the contrary in the
Agreement, you acknowledge and agree that use of the Product to transmit, process or store
Sensitive Personal Information (as defined below) is unnecessary for use of the Product and
therefore you shall be solely responsible for any such use of the Product by you, and Provify.io shall
bear no responsibility, risk or liability for the same. Further, by using the Product, you agree that
you will not input, and will not solicit any third parties to input, Sensitive Personal Information into
the Product or otherwise use the Product in a manner that could give rise to obligations under
applicable laws, rules, regulations or guidelines relating to Personal Information, including without
limitation Sensitive Personal Information. 

CREDENTIALS

You will safeguard the devices, computers, and all user identification, password and related
information networks used to access the Product (collectively, “User Credentials”). You agree to: (1)
keep your User Credentials secure and confidential and (2) not permit others to use your User
Credentials. You will notify Provify.io immediately if you learn of any unauthorised use of any User
Credentials and Provify.io reserves the right, in its sole discretion and without liability to you or to
the Subscriber for which you are accessing the Products or its other Authorised Users, to take any
action Provify.io deems necessary or reasonable to ensure the security of the Product and all user
Credentials and accounts, including terminating your access or the access of any other Authorised
Users, changing passwords, or requesting additional information to authorise activities related to
your use of the Product. 

DISCLAIMERS 

EXCEPT FOR THE EXPRESS WARRANTIES GRANTED TO THE SUBSCRIBER UNDER AN APPLICABLE
Provify.io PRODUCT AGREEMENT, THE PRODUCT IS PROVIDED “AS-IS”. Provify.io PROVIDES NO
EXPRESS OR IMPLIED WARRANTIES OF ANY KIND TO YOU WITH RESPECT TO THE PRODUCT (WHICH,
FOR PURPOSES HEREOF, INCLUDES ANY DOCUMENTATION, SUPPORT PRODUCTS, PROFESSIONAL
PRODUCTS, TRAINING, DELIVERABLES, THIRD-PARTY PRODUCTS OR OTHER PRODUCTS). Provify.io
SPECIFICALLY DISCLAIMS; AND
EXCLUDES ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY AND ALL WARRANTIES ARISING FROM COURSE OF
PERFORMANCE, COURSE OF DEALING OR TRADE USAGE. TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW, Provify.io LIABILITY UNDER ANY IMPLIED OR STATUTORY WARRANTY, CONDITION,
TERM, REPRESENTATION, UNDERTAKING OR GUARANTEE WHICH CANNOT BE LEGALLY EXCLUDED IS
LIMITED IN RESPECT OF THE PRODUCT TO SUPPLYING THE APPLICABLE PRODUCT AGAIN OR PAYING
THE COST OF SUPPLYING THE PRODUCT AGAIN. 

Provify.io does not warrant that the features, functions or performance of the Product will meet the
requirements of Subscriber or any Authorised Users or that the operation of the Product will be
uninterrupted, error-free or completely secure. You acknowledge that there are risks inherent in
Internet connectivity that could result in the loss of privacy and/or the loss or corruption of
Subscriber Data, Subscriber confidential information and Subscriber property. Further, Provify.io
does not make any representations or warranties with respect to the interoperability of the Product
with hardware, software, Products or other materials not developed or provided by Provify.io. 

LIMITATION ON LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SUBJECT TO ANY LIMITATIONS SET
FORTH IN AN APPLICABLE Provify.io PRODUCT AGREEMENT, IN NO EVENT WILL Provify.io, OR ITS
AFFILIATES, EMPLOYEES OR AGENTS, OR Provify.io SUPPLIERS, BE LIABLE FOR LOSS OF GOODWILL,
PROFITS, BUSINESS, USE OR DATA, OR FOR INTERRUPTION OF BUSINESS OR CORRUPTION OF DATA,
OR FOR COSTS TO PROCURE SUBSTITUTE GOODS OR PRODUCTS, OR FOR ANY OTHER INDIRECT,
INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES EVEN IF ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, REGARDLESS OF THE FORM OF ACTION, NOTWITHSTANDING THE
FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SUJBECT TO ANY LIMITATIONS SET
FORTH IN AN APPLICABLE Provify.io PRODUCT AGREEMENT, IN NO EVENT WILL reviews.provify.io‘s
AGGREGATE, CUMULATIVE MONETARY LIABILITY FOR ALL CLAIMS AND ANY DAMAGES ARISING
FROM OR RELATED TO THESE TERMS OF USE, WHETHER IN CONTRACT OR IN TORT OR UNDER ANY
OTHER LEGAL THEORY (INCLUDING STRICT LIABILITY AND NEGLIGENCE), EXCEED (I) WITH RESPECT
TO THE Provify.io PRODUCT AND RELATED SUPPORT PRODUCTS, THE SUBSCRIPTION FEES PAID TO
Provify.io FOR THE Provify.io PRODUCT IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE
DATE THE CAUSE OF ACTION AROSE, AND (II) WITH RESPECT TO PROFESSIONAL PRODUCTS AND/OR
TRAINING, THE PROFESSIONAL PRODUCTS FEES AND/OR TRAINING FEES PAID TO Provify.io FOR THE
PROFESSIONAL PRODUCTS AND/OR TRAINING THAT ARE THE SUBJECT OF THE CLAIM IN THE TWELVE
MONTHS IMMEDIATELY PRECEDING THE DATE THE CAUSE OF ACTION AROSE. 

The limitations on liability set forth in these Terms of Use are fundamental elements of the basis of
the agreement between you and Provify.io. Provify.io would not agree to provide the Product
without such limitations. Further, nothing in these Terms of Use shall limit Subscriber’s obligation to
pay for all authorised and unauthorised use of the Product and all undisputed amounts due and
payable to Provify.io. 

Provify.io shall not be responsible or liable for any loss, damage or inconvenience suffered by you or
any third person, to the extent that such loss, damage or inconvenience is caused by the failure of
you or such third person to comply with its obligations under this Agreement. 

TERM AND TERMINATION 

These Terms of Use are effective upon your first use of the Products and will continue in full force
for as long as you continue to use the Product, unless earlier terminated as provided in these Terms
of Use. You agree that Provify.io may immediately terminate these Terms of Use and any licenses
granted to you hereunder at any time in the event it believes you have violated any of the terms
and/or conditions set forth in these Terms of Use and for which you are accessing the Product expires or is terminated. Upon termination of these Terms of Use, you must cease using the Product
and uninstall all software, if any, relating to the Product. You may terminate these Terms of Use at
any time by cancelling your subscription and discontinuing your use of the Product; provided,
however, anything to the contrary notwithstanding, termination or cancellation of these Terms of
Use will not affect any right or relief to which Provify.io may be entitled at law or in equity as a result
of your use of the Product. 

All sales are final and Provify does not offer refunds of any kind. You understand and accept that under no circumstances will you be eligible for a refund for any transactions made. Provify provides a free trial period of 14 days; failure to cancel this trial within the specified 14-day period will result in charges, and no refunds will be issued thereafter.

MISCELLANEOUS 

Changes to these Terms of Use. Provify.io reserves the right, at its discretion, to change, modify, add,
or remove portions of these Terms of Use at any time by posting such changes to its website or
otherwise making such changes available to you in writing, including without limitation providing
notice of such changes to the Subscriber of which you are an Authorised User, which shall be
deemed to comprise notice to you hereunder. You understand that you have the affirmative
obligation to check for changes to these Terms of Use periodically. Your continued use of the
Product following the provision of notice of any changes to these Terms of Use as set forth herein
will constitute your acceptance of those changes. 

Governing Law and Venue. These Terms of Use shall be governed by and construed in accordance
with the laws of the England and Wales

EACH PARTY HEREBY IRREVOCABLY AGREES TO SUBMIT AND HEREBY CONSENTS TO THE PERSONAL
AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF COURTS LOCATED WITHIN
ENGLAND AND WALES. The parties irrevocably waive any right to a trial by jury. The English
language version of this Agreement shall govern in lieu of any translation.

Consent To Do Business Electronically. Provify.io may use and rely upon electronic records and
electronic signatures for the execution and delivery of these Terms of Use and any other
agreements, undertakings, notices, disclosures or other documents, communications or information
of any type sent or received in accordance with these Terms of Use and in performing its obligations
and exercising its rights under these Terms of Use. You will not prevent or inhibit Provify.io in any
way from printing, saving, or otherwise storing electronic records sent or otherwise made available
by you or your agents or representatives. You agree not to contest the authorisation for, or validity
or enforceability of, electronic records and electronic signatures, or the admissibility of copies
thereof, under any applicable law relating to whether certain agreements, files, or electronic records
are to be in writing or signed by you to be bound thereby. 

Injunctive Relief. You agree that your breach of the provisions of these Terms of Use would cause
irreparable harm and significant injury to Provify.io which would be both difficult to ascertain and
which would not be compensable by damages alone. As such, each you agree that Provify.io shall
have the right to enforce the provisions of these Terms of Use by injunction (without necessity of
posting bond), specific performance, or other equitable relief without prejudice to any other rights
and remedies Provify.io may have for a breach of these Terms of Use. All remedies available to
Provify.io will be cumulative and the pursuit of one remedy will not be deemed to exclude any other
remedy. 

Entire Agreement. These Terms of Use and the other agreements referenced herein, constitute the
entire agreement between you and Provify.io with respect to the subject matter hereof and
supersedes all prior agreements, both oral and written, with respect to the subject matter here of.

Waiver. Provify.io failure to enforce the provisions of these Terms of Use will not be deemed to be a
waiver of its right to enforce them.

Severability. If any term or provision of these Terms of Use are be held to be invalid, illegal, or
unenforceable, the remaining terms and provisions of these Terms of Use will remain in full force
and effect, and such invalid, illegal, or unenforceable term or provision will be deemed not to be
part of these Terms of Use. 

Survival. The provisions of these Terms of Use that by their content are intended to survive the
expiration or termination of these Terms of Use, including, without limitation, provisions governing
ownership and use of intellectual property, representations, disclaimers, warranties, liability,
indemnification, governing law, jurisdiction, venue, remedies, rights after termination, and
interpretation of these Terms of Use, will survive the expiration or termination of these Terms of
Use for their full statutory period. 

Assignment. You may not assign, transfer, or sell (voluntarily or by operation of law) your rights or
obligations under these Terms of Use, nor delegate your duties hereunder to any other person,
without Provify.io ‘s prior written consent. Any purported assignment without Provify.io’s prior
written consent will be void and will constitute a breach of these Terms of Use. Provify.io may
assign these Terms of Use or delegate or subcontract its obligations under these Terms of Use at any
time. 

Compliance with Law. You may not use the Product in violation of any applicable laws, rules or
governmental regulations, including without limitation any laws, rules or regulations relating to
privacy or information security. 

Certain Definitions. 

“Authorised User” means an individual who has been authorized by the Subscriber to access and use
the Product on its behalf and for whom such Subscriber has a valid license or other right to provide
such authorisation. 

“Documentation” means the most current version of the documentation for the Product made
available from time to time by Provify.io to Authorised Users in the use of the Product, including: (i)
user guides and manuals and other written materials, including al policies and processes, and (ii) on-
line help for use by Authorised Users in connection with the Product. 

“Personal Information” means information that you provide to us which personally identifies you or
any other person, such as a name, email address, or billing information, or other data that can be
reasonably linked to such information by Provify.io, such as information we associate with your
Provify.io account. 

“Sensitive Personal Information” means a particular category of Personal Information including more
sensitive Personal information, such as (a) social security numbers; (b) passport numbers or other
government issued identification numbers, date of birth and/or gender, except solely to the extent
required by applicable regulations of the United Kingdom Government or other government
regulatory body; (c) financial account information which must be protected in accordance with
specific or heightened security requirements imposed by Applicable Laws or industry standards; (d)
information that reveals your race or ethnic origin, political opinions, religious or philosophical beliefs, trade-union membership, sex orientation or activities, or genetic or biometric data; or (e)
other information which a reasonable person would recognise as being highly sensitive (but
excluding, for avoidance of doubt, contact information such as name, mailing address, IP address,
email address, and phone number). 

“Subscriber Data” means all electronic data you or any third party acting on behalf of The Subscriber
submits to the Product for processing, including without limitation all contract documents and related metadata.