‍CertifID, Inc’s Terms of Use
Effective Date: June 1, 2026 | Last Modified: June 1, 2026
ACCEPTANCE OF THE TERMS OF USE
Welcome to https://certifid.com (the “Website”). These terms of use are entered into by and between You and CertifID, Inc. ("Company," "we," "us," "our"). The following terms and conditions, together with any documents they expressly incorporate by reference, including our Privacy Policy available at https://certifid.com/company/privacy-policy (which includes, as Parts II and III respectively, our Consumer Privacy Notice under the Gramm-Leach-Bliley Act and our Biometric Information Privacy Policy), and the Wire Fraud Insurance Program Disclosure published at https://certifid.com/company/legal (collectively, these "Terms of Use"), govern your access to and use of the Website, including all content, information, services, and functionality offered through the Website, and the Payment Services (as defined below) (hereinafter collectively referred to as the "Services"), whether as a guest or a registered user. Note that if you are an enterprise customer, you may have a separate agreement with us (including a master services agreement) in connection with your access and/or use of the Services (an "Enterprise Agreement"). In the event of any conflict between such Enterprise Agreement and these Terms of Use, the Enterprise Agreement shall control.
Please read the Terms of Use carefully before you start to use the Services. By using the Services, you accept and agree to be bound and abide by these Terms of Use. If you do not want to agree to these Terms of Use, you must not access or use the Services.
Please note that CertifID is not a money transmitter and does not perform money transmission services under state money services business laws. All payments are based on instructions received from the user and are processed and disbursed by CertifID's third-party banking partner(s). Separately, CertifID operates as a Third-Party Service Provider (TPSP) and Third-Party Sender (TPS) under the NACHA Operating Rules — this role governs CertifID's handling of ACH Entries on behalf of financial institutions and is described in Section 5 of our Privacy Policy at https://certifid.com/company/privacy-policy. CertifID's NACHA TPSP role does not constitute money transmission.
Our Services, including the Website, are offered to and intended for users who are 18 years of age or older, and reside in the United States or any of its territories or possessions. By using the Services, you represent that you are 18 years of age or older and meet all of the foregoing eligibility requirements to use the Services. If you do not meet all of these requirements, you must not access or use the Services.
The Company is based in the state of Michigan in the United States and provides its Services, including the Website, for use only by persons located in the United States. We make no claims that the Services, including the Website or any of its content, is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
The Company is based in the state of Michigan in the United States and provides its Services, including the Website, for use only by persons located in the United States. We make no claims that the Services, including the Website or any of its content, is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
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The Company provides and makes available products and services other than the Services (the "Other Services"), and your use of or participation in the Other Services may be subject to separate agreements with the Company or additional policies, rules, and/or conditions, including without limitation an End User License Agreement (including any Statement of Work) or the Platform Terms and Conditions (collectively, "Additional Terms"). The applicable Additional Terms shall govern your use of or participation in Other Services, and you understand and agree that by using or participating in any Other Services, you agree to comply with these Additional Terms. In the event of any conflict between these Terms of Use and any provision of any Additional Terms, the Additional Terms shall control with respect to the Other Services.
Notice Regarding Dispute Resolution and Arbitration Agreement: These terms contain provisions that govern how claims between you and Company shall be resolved, including a Dispute Resolution and Arbitration Agreement. Your acceptance of these Terms of Use constitutes your acceptance and consent to the Dispute Resolution and Arbitration Agreement outlined below. Please carefully review the Dispute Resolution and Arbitration Agreement.
OVERVIEW OF THE SERVICES
Our Services include the Website, which contains a web-based platform that provides information relating to the Services provided by Company as well as a platform to verify the identity of individuals and bank account credentials.
Certain Services involve the collection of biometric information (facial geometry) through CertifID's facial-recognition verification feature ("CertifID Match"), the submission of Social Security number information for verification against Social Security Administration records through the eCBSV program, and the verification of telecommunications-carrier-provided subscriber information. These verification methods are optional, require your separate affirmative consent at the point of collection, and are governed by our Privacy Policy (including Part III — Biometric Information Privacy Policy, at https://certifid.com/company/privacy-policy#biometric-policy) and the in-product consent disclosures presented at the time of collection. You may decline any of these verification methods; alternative verification methods may be available through the party requesting verification.
ACCESSING THE WEBSITE AND ACCOUNT SECURITY
We reserve the right to withdraw or amend the Website, or any other Services whether provided through the Website or otherwise, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users, including for reasons such as scheduled maintenance.
By using the Website, you acknowledge that you are responsible for:
Making all arrangements necessary for you to have access to the Website.
Ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.
Reviewing and agreeing to the terms of our Privacy Policy, including in connection with any information you provide in order to register or create an account on the Website. If you do not agree to the Privacy Policy, you may not use the Website or any other Services.
Maintaining the confidentiality of your user name, password, and other information relevant to our security procedures. You agree to not share your password with anyone else. We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time, in our sole discretion.
Immediately notifying us of any unauthorized access to or use of your account, or if you suspect any other unauthorized use or access in connection with our Services, including the Website.
Securely logging out of your account after each session and using extra caution when using the Services or accessing the Website from shared or public computers or networks.
Acknowledging that Company cannot and will not be liable for any loss or damage arising from your failure to comply with the Terms of Use, our Privacy Policy, and for certain registered users, the Statement of Work and CertifID Platform Terms & Conditions.
Acknowledging that, by using the Website, you understand and agree that Internet transmissions are never completely private or secure, and that any message or information you send to the Website may be read or intercepted by others, notwithstanding any notices regarding encryption.
Agreeing that if you create a link to the Website, including by using social media features, that you will not suggest any affiliation, association, approval, or endorsement on our part without our express written consent. You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission, or to disable any social media features and/or links, without notice in our discretion.
PAYMENT SERVICES
CertifID also offers a bi-directional digital payment service that allows You and interested parties the ability to securely send and receive funds to and from an escrow agent (the "Payment Services"). The Payment Services are engineered to be a fully digital, secure, and SOC 2 Type II compliant service that eliminates inefficiencies by bringing transparency into the movement of funds which helps eliminate paper checks and reduce wire fraud.
PAYMENT SERVICES — TRANSACTION PAYMENTS AND FEESÂ
When you use the Payment Services to deliver funds to a title company, escrow agent, closing attorney, or other settlement agent (each, a "Settlement Agent") in connection with a real estate transaction (each, a "Transaction Payment"), you authorize CertifID and its third-party banking partner(s) to initiate one or more electronic debits from the bank account you specify (the "Bank Account") in the amount you approve, and to arrange for the transfer of the Transaction Payment to the Settlement Agent's escrow or trust account (the "Escrow").
By providing that authorization, you acknowledge and agree that: (a) CertifID is not an escrow agent or Settlement Agent and is providing payment infrastructure only; (b) the Settlement Agent retains sole discretion and authority over the underlying real estate transaction and any escrow disbursement decisions; and (c) you represent and warrant that: (i) the Bank Account is held in your name (alone or jointly) and you are authorized to use it for the Transaction Payment; (ii) you have full authority to authorize the debit(s) for the Transaction Payment and any disclosed transaction fee; (iii) you have sufficient available funds in the Bank Account to fund the Transaction Payment and you will maintain sufficient available funds until the debit(s) clear; (iv) the information you provide is accurate and complete; and (v) you will not engage in fraud, intentional misrepresentation, or other unlawful activity in connection with the Payment Services.
You agree that, after you authorize a Transaction Payment, you will not attempt to stop payment, revoke authorization, dispute the debit as unauthorized, or otherwise seek to reverse the Transaction Payment, except as expressly permitted by applicable law (including the Consumer EFT Error Resolution provisions below) or applicable payment network rules.
If (i) a Transaction Payment is authorized by you and funds are delivered to the Settlement Agent, and (ii) the related debit from your Bank Account later fails or is reversed (including due to insufficient funds, a stop-payment request, authorization revocation, or an unauthorized claim), then you remain responsible for completing the Transaction Payment and you agree to promptly repay CertifID the failed or reversed amount in a manner acceptable to CertifID. This repayment obligation does not limit any non-waivable rights you may have under applicable law.
FEES
You agree to pay any transaction fee disclosed to you at the time you authorize a Transaction Payment. In addition, if an authorized Transaction Payment is returned, rejected, or reversed after funds have been delivered to the Settlement Agent, for reasons attributable to you or your Bank Account (and not due to CertifID's error), you agree to pay CertifID an additional "Repayment Recovery Fee" equal to the greater of $100 or 1% of the original authorized Transaction Payment, capped at $1,000, as a reasonable administrative and recovery fee associated with the returned, rejected, or reversed payment. The Repayment Recovery Fee is due upon notice or demand by CertifID and does not limit CertifID's other rights and remedies. If CertifID refers the matter to a collections agency or otherwise pursues collection or enforcement efforts, you also agree to reimburse CertifID for its reasonable costs of collection, including attorneys' fees and collection agency fees, to the extent permitted by applicable law.
DISPUTES ABOUT THE UNDERLYING REAL ESTATE TRANSACTION
CertifID is not a party to your real estate contract. Any dispute about the underlying transaction (including whether a party is entitled to a refund of earnest money) must be resolved between the parties to the transaction and/or the Settlement Agent, subject to applicable law. CertifID may provide transaction records to the Settlement Agent, its banking partner(s), and other third parties as reasonably necessary to operate the Payment Services, prevent fraud, and pursue repayment and recovery.
CONSUMER EFT ERROR RESOLUTION — REGULATION E DISCLOSURES
The following disclosures are provided to consumers under the Electronic Fund Transfer Act (15 U.S.C. §1693 et seq.) and the Consumer Financial Protection Bureau's Regulation E (12 CFR Part 1005). This subsection is identified as "Consumer EFT Error Resolution Notice" for purposes of 12 CFR §1005.7 and is delivered to you at the time you first use the Payment Services and annually thereafter. You may always access the current version of this Notice at https://certifid.com/company/terms-of-service#error-resolution-notice. This subsection applies only to consumer electronic fund transfers — transfers from a bank account held by a natural person primarily for personal, family, or household purposes. Business-to-business and commercial wire transfers are governed by UCC Article 4A and are not subject to this subsection.
TYPES OF ELECTRONIC FUND TRANSFERS CERTIFID PROCESSES.
CertifID's Payment Services process the following types of consumer electronic fund transfers:
One-time electronic debits initiated by you from your bank account to a Settlement Agent's escrow or trust account in connection with a real estate transaction (Transaction Payments).
Related fees you authorize at the time of a Transaction Payment, including any Repayment Recovery Fee described above.
CertifID does not offer recurring electronic debits, consumer bill-pay services, consumer-to-consumer transfers, remittance transfers as defined by Regulation E Subpart B, or preauthorized electronic fund transfers that are not tied to a specific Transaction Payment you have separately authorized.
YOUR LIABILITY FOR UNAUTHORIZED ELECTRONIC FUND TRANSFERS
Your liability for unauthorized electronic fund transfers from your bank account depends on how quickly you report the loss or theft of your credentials, access device, or information used to initiate a transfer. The following limits apply, subject to any lower limits available under applicable state law:
If extenuating circumstances (such as extended travel or hospitalization) kept you from notifying us, the 60-day reporting period above will be extended to a reasonable period. Nothing in this subsection limits or waives any right you may have under applicable state law that provides greater consumer protection.
HOW TO REPORT AN ERROR OR UNAUTHORIZED TRANSFER‍
In case of errors or questions about your electronic fund transfers, call, write, or email us at:
You must contact us no later than sixty (60) days after the first statement on which the problem or error appeared was transmitted to you. When you contact us, please provide: your name and account or transaction reference information; a description of the error or the transfer you are unsure about, with a clear explanation of why you believe there is an error; the dollar amount of the suspected error; and any supporting documentation. If you notify us orally, we may require that you send us your complaint or question in writing within ten (10) business days.
OUR INVESTIGATION
We will determine whether an error occurred within ten (10) business days after we hear from you and will correct any error promptly. If we need more time, we may take up to forty-five (45) days to investigate your complaint or question. If we decide to do this, we will credit your account within ten (10) business days for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within ten (10) business days, we may not credit your account. For errors involving new accounts, point-of-sale transactions, or foreign-initiated transactions, we may take up to ninety (90) days to investigate your complaint or question, and for new accounts we may take up to twenty (20) business days to credit your account. We will tell you the results within three (3) business days after completing our investigation. If we decide there was no error, we will send you a written explanation, and you may ask for copies of the documents that we used in our investigation.
PREAUTHORIZED TRANSFERS AND STOP-PAYMENT RIGHTS
CertifID does not currently offer recurring preauthorized electronic fund transfers from consumer accounts. If we begin offering recurring preauthorized transfers in the future, we will provide you with updated disclosures required by the Electronic Fund Transfer Act and Regulation E before any such transfers begin. Those disclosures will include, at a minimum: your right to stop any individual recurring payment by notifying us at least three (3) business days before the scheduled transfer date; your right to receive advance notice when the amount of a recurring transfer will differ from the previously authorized amount; and any other rights required by applicable law. If you give us a verbal stop-payment order, you must confirm it in writing within fourteen (14) days.
BUSINESS DAYS
For purposes of this subsection, "business day" means every day except Saturdays, Sundays, and federal holidays.
YOUR RIGHT TO DOCUMENTATION; NON-WAIVABLE RIGHTS
You have the right to receive documentation of any error investigation and of any electronic fund transfer processed through the Payment Services. On request, we will provide copies of any documents we relied on in our investigation. Nothing in these Terms of Use waives any right you have under the Electronic Fund Transfer Act, Regulation E, any applicable state consumer protection law, or any other applicable law. Disputes regarding unauthorized electronic fund transfers are not subject to the binding arbitration or class-action waiver provisions of these Terms of Use to the extent those provisions would waive a non-waivable right under the Electronic Fund Transfer Act or Regulation E.
REGULATOR COMPLAINT PATHS
You may also file a complaint about CertifID's Payment Services with:
BUSINESS WIRE TRANSFERS AND SECURITY PROCEDURES (UCC ARTICLE 4A)
If you are not a consumer and you use the Payment Services to send or authorize a payment order that is not subject to the Electronic Fund Transfer Act, that transaction is governed by Article 4A of the Uniform Commercial Code ("UCC 4A") as adopted in the applicable state.
By authorizing a payment order through the Payment Services, you agree that CertifID's identity verification and wire-instruction verification procedures — including, as applicable, CertifID Match facial recognition, multi-factor authentication, device fingerprinting, out-of-band verification, carrier identity verification, SSN verification via eCBSV, and cryptographic verification of wire instructions — constitute a commercially reasonable "security procedure" within the meaning of UCC 4A-201 and UCC 4A-202 for the purpose of verifying that a payment order (and any amendment or cancellation thereof) you authorize through the Payment Services is that of the authorized sender. A payment order that is verified in compliance with such security procedure shall be effective as your order whether or not authorized, subject to any non-waivable provisions of UCC 4A or other applicable law.
You agree that the security procedure described above is commercially reasonable in light of the size, type, frequency, and sophistication of your transactions, the alternatives offered or available to you, and the wire fraud risks characteristic of the real estate transaction context. If you determine that a different security procedure is more appropriate for your business, you should contact us in writing before authorizing any payment order so that an alternative procedure may be considered.
OFAC SANCTIONS SCREENING
CertifID screens parties to Payment Services transactions against sanctions lists maintained by the U.S. Treasury Department's Office of Foreign Assets Control ("OFAC"). If a transaction or a party to a transaction generates a potential match to an OFAC-administered list, CertifID may block or reject the transaction, delay settlement pending additional review, or report the potential match to OFAC as required by law. Blocked transactions cannot be unblocked without authorization from OFAC. CertifID may not be able to disclose to you, or to another party to the transaction, that a transaction has been rejected or blocked due to OFAC sanctions to the extent disclosure is prohibited by law. Additional detail about OFAC screening is provided in Section 5 of our Privacy Policy at https://certifid.com/company/privacy-policy.
BANK SECRECY ACT INFORMATION COLLECTION
For funds transfers and transmittals of funds of $3,000 or more, the Bank Secrecy Act and 31 CFR §1010.410(f) (the "Travel Rule") require CertifID, as a third-party service provider facilitating the transaction, to collect and retain specific information about the originator and the beneficiary, and in some circumstances to transmit that information to other financial institutions in the payment chain. By initiating or authorizing a Payment Services transaction of $3,000 or more, you acknowledge that CertifID will collect, retain, and where applicable transmit the information required by the Travel Rule. Additional detail about CertifID's Travel Rule obligations is provided in Section 5 of our Privacy Policy at https://certifid.com/company/privacy-policy.
PAYMENT SERVICES DISCLAIMER
You understand and agree that CertifID is not representing you in any capacity. Also by using the Payment Services, you may come into contact with or use the services of various real estate agents or brokers, vendors, advertisers, or other third parties. CertifID does not control or supervise any such affiliates, agents, brokers, vendors, advertisers, or other third parties, and CertifID is not responsible for their actions. All terms and conditions between a consumer and a real estate professional are governed by a separate legal agreement that does not involve CertifID and is solely between You and the real estate professional. CertifID does not endorse, validate, or recommend any legal agreements between You and any real estate professionals. Please consult your own attorney or legal representative.
SMS/RCS MESSAGING SERVICES
As part of the Services, CertifID may send you text messages via SMS (Short Message Service) and/or RCS (Rich Communication Services) related to your real estate transaction. These messages are sent when you are added as a participant to a transaction by an authorized title company, law firm, or settlement agent using the CertifID platform.
PROGRAM DESCRIPTION
CertifID's messaging program delivers secure, transactional communications tied to active real estate closings. Messages may include identity verification requests, wire transfer confirmations, secure document links, transaction status updates, and reminders for pending actions. No marketing, promotional, or advertising messages are sent through this program.
MESSAGE FREQUENCY
Message frequency varies based on your transaction activity. You may receive multiple messages during an active real estate closing, but you will not receive messages outside of an active transaction. Typical message volume ranges from 3 to 10 messages per transaction.
CONSENT
By opting in to receive text messages from CertifID, you expressly consent to receive transactional text messages at the mobile phone number provided to your title company, law firm, or settlement agent. Consent to receive text messages is not a condition of using the CertifID platform or completing your real estate transaction. You may decline text messages and still participate in your closing through alternative communication methods provided by your settlement professional.
OPT-OUT
You may opt out of receiving text messages from CertifID at any time by replying STOP to any message. Upon opting out, you will receive a confirmation message and will no longer receive text messages from CertifID. Please note that opting out may prevent you from receiving time-sensitive wire verification and identity confirmation messages related to your real estate closing. To re-subscribe, reply START to any previous CertifID message or contact your title company or settlement agent to be re-added to your transaction.
HELP
For assistance with CertifID text messages, reply HELP to any message or contact us at support@certifid.com.
MESSAGE AND DATA RATES
Standard message and data rates from your wireless carrier may apply to messages you send to or receive from CertifID. CertifID is not responsible for any messaging or data charges imposed by your wireless carrier.
CARRIER DISCLAIMER
CertifID is not liable for any delays or failures in the delivery of text messages caused by your wireless carrier, mobile device, or network conditions. Supported carriers include major U.S. wireless carriers; carrier participation and coverage may vary. For questions about your text or data plan, contact your wireless carrier. For questions about CertifID messaging, contact us at support@certifid.com.
PRIVACY
Your use of CertifID's text messaging services is subject to our Privacy Policy. CertifID will not sell, rent, or share your mobile phone number or messaging data with third parties for their own marketing purposes.
INTELLECTUAL PROPERTY RIGHTS
The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use the Website for your personal, non-commercial use only. Access to the restricted portions of the Website will require You to agree to an additional End User License Agreement, which shall govern Your receipt of commercial services from Company.
You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
You may print one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
You must not:
Modify copies of any materials from the Services, including the Website.
Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
Access or use for any commercial purposes any part of the Website or any Services or materials available through the Website. If you wish to make any use of material on the Services or Website other than that set out in this section, please address your request to: support@certifid.com.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms of Use, your right to use the Website and any other Services will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
TRADEMARKS‍
The Company name, the term "CertifID," the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.
PROHIBITED USES OF THE WEBSITE
You may use our Services, including the Website, only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Services, including the Website:
In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S. or other countries).
To send, knowingly receive, upload, download, use, or re-use any material which you do not own or have a license right in, or which is not related to receiving services from Company.
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," or "spam" or any other similar solicitation.
To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing, or any domain names that include the Company marks).
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website or expose them to liability.
In any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website, including their ability to engage in real time activities through the Website. You agree to not use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website, or use any manual process to monitor or copy any of the material on the Website or for any other unauthorized purpose without our prior written consent.
With use of any device, software, or routine that interferes with the proper working of the Website. You agree to not introduce any viruses, trojan horses, worms, logic bombs, distributed denial-of-service attacks, or other material which is malicious or technologically harmful.
To attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website. You will not probe, scan, or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the site.
To otherwise attempt to interfere with the proper working of the Website. You will not reverse engineer or attempt to derive the source code of the Website. You will not decompile, reverse engineer, or otherwise manipulate or work with the software or software architecture of the Website. You will not use any robot or any other automatic device and you will not use any manual process to monitor or to copy any information in the site for any unauthorized purpose. You will not use any automatic device, software, or other routine to interfere with or attempt to interfere with the functioning of the Website. You will not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to CertifID on or through the Website or any service offered on or through the Website. You will not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.
ADDITIONAL PROHIBITED USES
Submit false, misleading, or fraudulent identity verification information, including forged or altered identification documents, to CertifID or through the CertifID platform.
Initiate or authorize a Transaction Payment using a Bank Account you are not authorized to use, or with knowledge that you have insufficient funds to complete the transaction.
Attempt to manipulate, circumvent, or interfere with CertifID's fraud detection, identity verification, or wire instruction verification systems or procedures.
Use the Services in connection with money laundering, terrorist financing, sanctions evasion, or any other financial crime.
Initiate Transaction Payments as part of a pattern of returned, rejected, or reversed payments.
USER CONTRIBUTIONS TO THE WEBSITE
The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and related information, and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions") on or through the Website. Except for any information provided during creating an account or under any other Agreement, including any End User License Agreement or Statement of Work and CertifID Platform Terms & Conditions, any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.
By submitting a User Contribution, you represent and warrant that:
You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
All of your User Contributions do and will comply with these Terms of Use.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
Unless otherwise agreed in an End User License Agreement or Statement of Work and CertifID Platform Terms & Conditions, we are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Website.
MONITORING AND ENFORCEMENT; TERMINATION
We have the right to:
Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for the Company.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
Terminate or suspend your access to all or part of the Website for any or no reason, including without limitation, any violation of these Terms of Use.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
CONTENT STANDARDS FOR USER CONTRIBUTIONS
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:
RELIANCE ON INFORMATION POSTED
The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
This Website includes content provided by third parties, including materials provided by other users, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
CHANGES TO THE WEBSITE
We may update the content on the Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we make no representation as to the currentness of any material on the Website.
LINKS FROM THE WEBSITE
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use and/or privacy policies for such websites.
The Website may contain advertising and sponsorship from third parties. By using the Website, you acknowledge that third-party advertisements may be served to you on the Website. Company is not responsible or liable for any advertisements or the products or services being advertised, and advises you to review any third party's privacy policy and terms of use for more information about those products, services, and companies. Your dealings with advertisers and third-party vendors found on or through the site or advertisements on the Website, including your participation in promotions, purchase of goods and services, and any terms, conditions, warranties, or representations associated with such activities, are solely between you and the third-party advertiser or vendor.
DISCLAIMER OF WARRANTIES
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website, or from any of our other Services, will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. YOU USE THE SERVICES, INCLUDING THE WEBSITE, AT YOUR OWN RISK. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR FROM US OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE SERVICES, INCLUDING THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES AND WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SERVICES, THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES, WEBSITE, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SERVICES AND WEBSITE AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST COMPANY FOR DISSATISFACTION WITH THE SERVICES, WEBSITE, OR ANY CONTENT IS TO STOP USING THE SERVICES, WEBSITE, OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES. YOU AGREE THAT YOUR USE OF OR RELIANCE UPON ANY INFORMATION OBTAINED THROUGH THE SERVICES OR WEBSITE IS AT YOUR OWN DISCRETION AND RISK.
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
LIMITATION ON LIABILITY
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, OR ANY OTHER SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
INDEMNIFICATION
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Services, including the Website, including, but not limited to, your User Contributions, any use of the Website's content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website.
GOVERNING LAW AND JURISDICTION
All matters relating to the Services, including the Website, and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Michigan without giving effect to any choice or conflict of law provision or rule (whether of the State of Michigan or any other jurisdiction).
Force Majeure. CertifID shall not be liable for any delay or failure to perform any obligation under these Terms of Use (including the processing of Transaction Payments) to the extent caused by circumstances beyond CertifID’s reasonable control, including but not limited to acts of God, natural disasters, epidemics, war, terrorism, riots, government actions or orders, failures or disruptions of the internet or telecommunications networks, failures of third-party banking partners or payment processors, power outages, or disruptions to the ACH network or other payment infrastructure. CertifID will use commercially reasonable efforts to resume performance as soon as practicable after the force majeure event ceases.
DISPUTE RESOLUTION AND ARBITRATION AGREEMENT
PLEASE READ THIS DISPUTE RESOLUTION AND ARBITRATION AGREEMENT ("ARBITRATION AGREEMENT") CAREFULLY, AS IT AFFECTS LEGAL RIGHTS THAT YOU MAY OTHERWISE HAVE, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. THIS ARBITRATION AGREEMENT PROVIDES FOR RESOLUTION OF ANY AND ALL CLAIMS, DISPUTES, AND CONTROVERSIES OF ANY KIND ARISING OUT OF OR RELATING TO (I) THE ARBITRATION AGREEMENT (INCLUDING ITS FORMATION, PERFORMANCE AND BREACH, APPLICATION, FORMATION, INTERPRETATION, CONSTRUCTION, VALIDITY, AND THE ARBITRABILITY OF ANY DISPUTE), (II) YOUR RELATIONSHIP WITH COMPANY, (III) THESE TERMS OF USE (INCLUDING THE CONSUMER EFT ERROR RESOLUTION DISCLOSURES HEREIN), THE PRIVACY POLICY (INCLUDING ITS CONSUMER PRIVACY NOTICE PART AND BIOMETRIC INFORMATION PRIVACY POLICY PART), THE WIRE FRAUD INSURANCE PROGRAM DISCLOSURE (PUBLISHED AT HTTPS://CERTIFID.COM/COMPANY/LEGAL), AND IF APPLICABLE, THE END USER LICENSE AGREEMENT OR STATEMENT OF WORK AND CERTIFID PLATFORM TERMS & CONDITIONS, AND/OR (IV) YOUR PROSPECTIVE OR ACTUAL USE OF ANY OF OUR SERVICES, INCLUDING THE WEBSITE.
BY USING THE SERVICES, INCLUDING THE WEBSITE, YOU AGREE AND CONSENT TO SUBMIT ANY SUCH CLAIM, DISPUTE, OR CONTROVERSY OF ANY KIND TO BINDING ARBITRATION, UNLESS OTHERWISE CONSENTED TO IN WRITING BY COMPANY. ALL SUCH DISPUTES SHALL BE RESOLVED BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION ON A CONFIDENTIAL BASIS IN ACCORDANCE WITH THEIR PROVISIONS ON CONSUMER ARBITRATION RULES (ACCESSIBLE AT WWW.ADR.ORG OR BY CALLING 1-800-778-7879). NOTHING IN THIS ARBITRATION AGREEMENT WAIVES ANY NON-WAIVABLE RIGHT YOU HAVE UNDER THE ELECTRONIC FUND TRANSFER ACT (15 U.S.C. §1693 ET SEQ.), REGULATION E (12 CFR PART 1005), THE ILLINOIS BIOMETRIC INFORMATION PRIVACY ACT (740 ILCS 14/20), ANY OTHER STATE BIOMETRIC-PRIVACY LAW THAT PROVIDES A NON-WAIVABLE PRIVATE RIGHT OF ACTION, OR ANY OTHER APPLICABLE STATE CONSUMER PROTECTION LAW. SUCH RIGHTS AND CLAIMS MAY BE BROUGHT IN THE FORUM PROVIDED BY APPLICABLE LAW; RIGHTS UNDER THE ELECTRONIC FUND TRANSFER ACT AND REGULATION E REMAIN SUBJECT TO THE ERROR-RESOLUTION PROCEDURES DESCRIBED IN THE CONSUMER EFT ERROR RESOLUTION DISCLOSURES IN THE PAYMENT SERVICES SECTION ABOVE.
WAIVER OF CLASS AND COLLECTIVE ACTIONS
You further agree that any arbitration conducted pursuant to the Arbitration Agreement shall be conducted on an individual basis only and not as a class, collective, or representative action. YOU EXPRESSLY WAIVE YOUR RIGHT TO FILE A CLASS OR COLLECTIVE ACTION OR SEEK RELIEF ON A CLASS OR COLLECTIVE BASIS. If any court or arbitrator determines that this waiver of class or collective actions is invalid or unenforceable for any reason, such determination shall not impact the validity or enforceability of any other provision of the Arbitration Agreement and this waiver of class or collective actions shall be modified so it becomes valid and enforceable unless it must be excised as a matter of law.
EXCLUSIVE VENUE FOR LITIGATION
If for any reason this Arbitration Agreement does not apply to a particular dispute, including if Company consents in writing to such effect, any claim, dispute, or controversy arising out of or relating to (i) the Arbitration Agreement, (ii) your relationship with Company, (iii) these Terms of Use, the Privacy Policy (including its Consumer Privacy Notice Part and Biometric Information Privacy Policy Part), the Wire Fraud Insurance Program Disclosure, and if applicable, the End User License Agreement or Statement of Work and CertifID Platform Terms & Conditions, and/or (iv) your prospective or actual use of any of our Services, including the Website, shall be instituted exclusively in the federal courts of the United States or the courts of the State of Michigan to the extent those courts are located in the City of Grand Rapids and Kent County, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
LIMITATION ON TIME TO FILE CLAIMS
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO (I) THE ARBITRATION AGREEMENT, (II) YOUR RELATIONSHIP WITH COMPANY, (III) THESE TERMS OF USE, THE PRIVACY POLICY (INCLUDING ITS CONSUMER PRIVACY NOTICE PART AND BIOMETRIC INFORMATION PRIVACY POLICY PART), THE WIRE FRAUD INSURANCE PROGRAM DISCLOSURE, AND IF APPLICABLE, THE END USER LICENSE AGREEMENT OR STATEMENT OF WORK AND CERTIFID PLATFORM TERMS & CONDITIONS, AND/OR (IV) YOUR PROSPECTIVE OR ACTUAL USE OF ANY OF OUR SERVICES, INCLUDING THE WEBSITE, MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. THE FOREGOING ONE-YEAR LIMITATION DOES NOT APPLY TO CLAIMS FOR UNAUTHORIZED ELECTRONIC FUND TRANSFERS SUBJECT TO THE ELECTRONIC FUND TRANSFER ACT AND REGULATION E, WHICH ARE GOVERNED BY THE REPORTING TIME LIMITS SET FORTH IN THE CONSUMER EFT ERROR RESOLUTION DISCLOSURES IN THE PAYMENT SERVICES SECTION ABOVE.
WAIVER AND SEVERABILITY
No waiver by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Survival. The following provisions shall survive any termination or expiration of these Terms of Use or your use of the Services: Payment Services (solely with respect to any pending or completed Transaction Payments and the Repayment Recovery Fee), Consumer EFT Error Resolution, Fees, Intellectual Property Rights, Disclaimer of Warranties, Limitation on Liability, Indemnification, Governing Law and Jurisdiction, Dispute Resolution and Arbitration Agreement (including the Waiver of Class and Collective Actions, Exclusive Venue for Litigation, and Limitation on Time to File Claims), Waiver and Severability, this Survival clause, and Entire Agreement.
ENTIRE AGREEMENT
These Terms of Use, together with our Privacy Policy (which includes our Consumer Privacy Notice and Biometric Information Privacy Policy), the Wire Fraud Insurance Program Disclosure published at https://certifid.com/company/legal, and, for only certain registered users that are subject to Additional Terms, the Additional Terms, constitute the sole and entire agreement between you and CertifID, Inc. with respect to the Website and the Services, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect thereto. Notwithstanding the foregoing, this Entire Agreement clause does not supersede, modify, or limit any Enterprise Agreement, End User License Agreement, Statement of Work, or CertifID Platform Terms & Conditions (the 'Master Agreement') between you (or your employer or principal) and CertifID; in the event of a conflict between these Terms of Use and any such agreement, the terms of that agreement shall control to the extent of the conflict.
Assignment. You may not assign or transfer these Terms of Use, or any rights or obligations hereunder, without the prior written consent of CertifID. CertifID may assign or transfer these Terms of Use, or any rights or obligations hereunder, without restriction and without your consent, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of CertifID’s assets. Any attempted assignment in violation of this provision shall be null and void. These Terms of Use shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.
CONTACT US
Please direct feedback, comments, requests for technical support, and other communications relating to the Services to us at: support@certifid.com or by mail at CertifID, Inc., 1410 Plainfield Ave., Grand Rapids, MI 49505. For consumer EFT error inquiries, see the contact information in the Consumer EFT Error Resolution subsection above under Payment Services.
CONSUMER COMPLAINT RIGHTS
If you are a consumer and have a complaint about the Services that you believe is not resolved through the channels above, you may also contact:
Nothing in these Terms of Use waives any right you have to file a complaint with a regulatory agency, and no such complaint is subject to the Dispute Resolution and Arbitration Agreement.
COPYRIGHT NOTICES
All notices of copyright infringement claims should be sent to Company's Copyright Agent by email to support@certifid.com or by mail to CertifID, Inc., c/o Copyright Agent, 301 Leonard St., Grand Rapids, MI 49505.
Please include the following information in your correspondence to the Copyright Agent:
CHANGES TO THE TERMS OF USE
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter. Your continued use of the Services following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you. CertifID will use commercially reasonable efforts to redeliver the Consumer EFT Error Resolution disclosures annually, either by redelivery of these Terms of Use with an updated effective date or by separate email notice with a link to the Consumer EFT Error Resolution subsection above; however, the current version of those disclosures is always available at certifid.com/company/terms-of-service#error-resolution-notice.