Terms of service
Last updated: August 31, 2020
Safeguard Pay User Terms of UseEffective Date: December 3, 2024
THESE TERMS OF USE (“TERMS”) GOVERN THE USE OF THE WEBSITE(S) AND SERVICES MADE AVAILABLE BY SAFEGUARD WORLD INTERNATIONAL GLOBAL PAYROLL USA LLC AND ITS AFFILIATES ("SAFEGUARD PAY") (“APPLICATIONS”). BY ACCESSING OR USING THE APPLICATIONS, YOU AGREE TO BE BOUND BY THESE TERMS AND THE SAFEGUARD PAY PRIVACY POLICY. IF YOU AGREE TO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY (“COMPANY”), YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND COMPANY TO THESE TERMS AND, AS APPLICABLE, "YOU" OR "YOUR" WILL REFER AND APPLY TO YOU AS AN INDIVIDUAL AND TO COMPANY.
You may not modify, copy, distribute, transmit, display, publish, sell licenses, create derivative works, or otherwise use any information available through the Applications for commercial purposes. You acknowledge that the Applications contain valuable trade secrets and confidential information owned by Safeguard Pay or third parties. You agree that you will not, directly or indirectly: i) sell, lease, assign, sublicense, or otherwise transfer; ii) duplicate, reproduce, or copy; iii) disclose, divulge, or otherwise make available to any third party; iv) use, except as authorized by Safeguard Pay in these Terms or another agreement; or v) decompile, disassemble, or otherwise analyze for reverse engineering purposes the Applications. You agree to notify Safeguard Pay immediately of any unauthorized use or disclosure of any trade secrets, or confidential information and to cooperate in remedying such unauthorized use or disclosure.
All brand elements, company name, website names, logos, registered and unregistered trademarks displayed on the Applications or used in connection with the Services are the trademarks of Safeguard Pay (or its suppliers, partner businesses, or third-party licensors).
Any use or misuse of any trademarks or brand elements of Safeguard Pay or any other content appearing on the Applications or in connection with the Services except as provided in these Terms of Use or with the express written consent of Safeguard Pay is strictly prohibited. Safeguard Pay does not grant any license or other authorization to any user of such copyrightable material, or any other intellectual property, by including them in the Applications.
You agree that Safeguard Pay may access your account to provide the services, assist in configuration, provide ongoing support, and perform administrative functions. You acknowledge and agree that you are responsible for: i) the accuracy, integrity, and legality of any information you submit through the Applications; and ii) any action taken with respect to your account. You acknowledge and agree that you, either directly or through Company, have consented to Safeguard Pay’s collection and use of your information, including as set forth in the Safeguard Pay Privacy Policy, and that Company is responsible for your data privacy in relation to your information.
You understand and acknowledge that Safeguard Pay may use third parties to perform some of the services you access or receive through the Applications and/or from Safeguard Pay. See the Safeguard Pay Privacy Policy for more information on how Safeguard Pay transmits, uses, shares and protects business, financial, and personal information.
Additionally, you agree not to:
THE RESULT OF THE ARBITRATION WILL BE BINDING ON THE PARTIES AND THE JUDGMENT ON THE ARBITRATOR’S AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. NOTHING IN THIS AGREEMENT WILL PROHIBIT OR OTHERWISE LIMIT A PARTY’S RIGHT TO INITIATE LITIGATION TO ENFORCE THE ARBITRATOR’S AWARD AS DESCRIBED ABOVE, TO OBTAIN INJUNCTIVE OR EQUITABLE RELIEF PERMITTED BY THE TERMS OF THIS AGREEMENT, OR TO PRESERVE A SUPERIOR POSITION WITH RESPECT TO OTHER CREDITORS.
Contact UsIf you have any questions about the Terms of Use or need to provide notice to, or communicate with, Safeguard Pay under the Term of Use, please contact Safeguard Pay: marketing@safeguard-pay.com.
THESE TERMS OF USE (“TERMS”) GOVERN THE USE OF THE WEBSITE(S) AND SERVICES MADE AVAILABLE BY SAFEGUARD WORLD INTERNATIONAL GLOBAL PAYROLL USA LLC AND ITS AFFILIATES ("SAFEGUARD PAY") (“APPLICATIONS”). BY ACCESSING OR USING THE APPLICATIONS, YOU AGREE TO BE BOUND BY THESE TERMS AND THE SAFEGUARD PAY PRIVACY POLICY. IF YOU AGREE TO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY (“COMPANY”), YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND COMPANY TO THESE TERMS AND, AS APPLICABLE, "YOU" OR "YOUR" WILL REFER AND APPLY TO YOU AS AN INDIVIDUAL AND TO COMPANY.
Intellectual Property
The information available through the Applications is the property of Safeguard Pay, or its licensors, and is protected by copyright, trademark, international treaties, and/or other intellectual property laws. Safeguard Pay, or its licensors, owns all rights, title, and interest, including, but not limited to, copyright, patent, trade secret, and all other intellectual property rights, in the Applications. If you are ever held or deemed to be the owner of any intellectual property rights, you hereby irrevocably assign to Safeguard Pay all such rights, title, and interest. You are granted a limited, non-transferable, non-exclusive right to access and use the Applications.You may not modify, copy, distribute, transmit, display, publish, sell licenses, create derivative works, or otherwise use any information available through the Applications for commercial purposes. You acknowledge that the Applications contain valuable trade secrets and confidential information owned by Safeguard Pay or third parties. You agree that you will not, directly or indirectly: i) sell, lease, assign, sublicense, or otherwise transfer; ii) duplicate, reproduce, or copy; iii) disclose, divulge, or otherwise make available to any third party; iv) use, except as authorized by Safeguard Pay in these Terms or another agreement; or v) decompile, disassemble, or otherwise analyze for reverse engineering purposes the Applications. You agree to notify Safeguard Pay immediately of any unauthorized use or disclosure of any trade secrets, or confidential information and to cooperate in remedying such unauthorized use or disclosure.
All brand elements, company name, website names, logos, registered and unregistered trademarks displayed on the Applications or used in connection with the Services are the trademarks of Safeguard Pay (or its suppliers, partner businesses, or third-party licensors).
Any use or misuse of any trademarks or brand elements of Safeguard Pay or any other content appearing on the Applications or in connection with the Services except as provided in these Terms of Use or with the express written consent of Safeguard Pay is strictly prohibited. Safeguard Pay does not grant any license or other authorization to any user of such copyrightable material, or any other intellectual property, by including them in the Applications.
Security, Privacy, and Confidentiality
Any communication to Safeguard Pay through the Applications will be treated by Safeguard Pay as a communication authorized by you. It is solely your responsibility to maintain the security and confidentiality of your account credentials and the information and services accessible through your account. You are not permitted to share or sell your account credentials to any third-party, unless authorized. If you suspect fraudulent or abusive activity relating to your account, or if your credentials have been lost, stolen, or compromised in any way, you agree to immediately i) change your potentially compromised credentials, ii) notify Company, and iii) notify Safeguard Pay, if you are using the Applications on behalf of a Company.You agree that Safeguard Pay may access your account to provide the services, assist in configuration, provide ongoing support, and perform administrative functions. You acknowledge and agree that you are responsible for: i) the accuracy, integrity, and legality of any information you submit through the Applications; and ii) any action taken with respect to your account. You acknowledge and agree that you, either directly or through Company, have consented to Safeguard Pay’s collection and use of your information, including as set forth in the Safeguard Pay Privacy Policy, and that Company is responsible for your data privacy in relation to your information.
You understand and acknowledge that Safeguard Pay may use third parties to perform some of the services you access or receive through the Applications and/or from Safeguard Pay. See the Safeguard Pay Privacy Policy for more information on how Safeguard Pay transmits, uses, shares and protects business, financial, and personal information.
Prohibited Uses
You may use the Applications as authorized by Company and/or Safeguard Pay and only for lawful purposes and in accordance with these Terms. You agree not to use the Applications:- 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 US or other countries).
- For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
- To send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms.
- To transmit, or procure the sending of, any advertising or promotional material, without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
- To impersonate or attempt to impersonate Safeguard Pay, a Safeguard Pay employee, another user, or any other person or entity (including, without limitation, by using email addresses or account log-in information associated with any of the foregoing).
- To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Applications, or which, as determined by Safeguard Pay, may harm Safeguard Pay or users of the Applications, or expose them to liability.
- To use the Applications in any way that is misleading, deceptive, or perpetuates fraud.
Additionally, you agree not to:
- Use the Applications in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party’s use of the Applications, including their ability to engage in real-time activities through the Applications.
- Use any robot, spider, or other automatic device, process, or means to access the Applications for any purpose, including, but not limited to, scraping, crawling, harvesting, monitoring or copying any of the material on the Applications, except as otherwise expressly approved by Safeguard Pay.
- Use the Applications for any other purpose not expressly authorized in these Terms or the Company’s Safeguard Pay Services Agreement, if applicable, without our prior written consent.
- Use any device, software, or routine that interferes with the proper working of the Applications.
- Introduce any malicious software which may include viruses, Trojan horses, worms, logic bombs, or other material that is malicious, or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any part of the Applications, the server on which the Applications is stored, or any server, computer, or database connected to the Applications.
- Perform, or request that anyone perform on your behalf, any vulnerability or penetration testing of the Applications or Safeguard Pay’s network or systems, including any cloud-hosted environment, without Safeguard Pay’s prior written approval.
- Attack the Applications via a denial-of-service attack or a distributed denial-of-service attack.
- Otherwise, attempt to interfere with the proper working of the Applications.
Content and Materials
You acknowledge that Safeguard Pay is not rendering legal, tax, accounting, or investment advice in connection with the services and/or your use of the Applications. Safeguard Pay is not responsible for your compliance with, nor will Safeguard Pay provide legal or other financial advice, with respect to any and all applicable federal, state, local, and international laws, regulations or ordinances (“Laws”). You are responsible for your compliance with all applicable Laws.Termination
Safeguard Pay reserves the right to limit, suspend, or terminate your access to the Applications, without notice, at any time for any reason. Safeguard Pay reserves the right to change or discontinue, temporarily or permanently, the Applications, and those products and services available on the Applications, including but not limited to revising and/or deleting features or other information without prior notice. You agree that Safeguard Pay will not be liable to you for any damages resulting from its modification, suspension, discontinuance, or deletion of the Applications, any elements comprising the Applications, or any products or services available on or through the Applications. We reserve the right, at our sole discretion, immediately and without notice to you, to suspend or terminate your account and/or your ability to access the Applications for any reason.Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE APPLICATIONS (INCLUDING ALL INFORMATION AND MATERIALS CONTAINED ON THE APPLICATIONS) IS AT YOUR SOLE RISK AND IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS. SAFEGUARD PAY EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND WITH REGARD TO THE APPLICATIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT OF THIRD-PARTY RIGHTS, FREEDOM FROM VIRUSES OR OTHER HARMFUL CODE, OR ARISING FROM A COURSE OF DEALING, LOSS OF DATA OR LOSS PROFITS, USAGE OR TRADE PRACTICE. SAFEGUARD PAY WILL NOT BE LIABLE FOR ANY DELAY, DIFFICULTY IN USE, INACCURACY OF INFORMATION, COMPUTER VIRUSES, MALICIOUS CODE, OR OTHER DEFECTS IN THE APPLICATIONS, OR FOR THE INCOMPATIBILITY BETWEEN THE APPLICATIONS AND FILES AND THE USER’S BROWSER OR OTHER SITE ACCESSING THE APPLICATIONS. SAFEGUARD PAY MAKES NO WARRANTY OF ANY KIND THAT THE APPLICATIONS, OR ANY SERVICES OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY OF YOUR OR ANY THIRD PARTY’S APPLICATIONS, SYSTEM OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.Limitation of Liability
EXCEPT IN CONNECTION WITH BODILY INJURY OR DAMAGE TO TANGIBLE PERSONAL OR REAL PROPERTY, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, FRAUD, DATA PROTECTION, A BREACH OF ANY CONFIDENTIAL INFORMATION PROVISON, A BREACH OF ANY COMPLIANCE WITH LAWS PROVISION OR ANY CLAIM SUBJECT TO INDEMNIFICATION HEREIN, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR INDIRECT, INCIDENTAL, INCONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM ANY CAUSE, INCLUDING, BUT NOT LIMITED TO THE BREACH OF THIS AGREEMENT, SUCH AS, BUT NOT LIMITED TO ANY PAYMENT FOR LOST BUSINESS, FUTURE PROFITS, LOSS OF GOODWILL, REIMBURSEMENT FOR EXPENDITURES OR INVESTMENTS MADE OR COMMITMENTS ENTERED INTO, CREATION OF CLIENTELE, ADVERTISING COSTS, TERMINATION OF EMPLOYEES OR EMPLOYEES SALARIES, OVERHEAD OR FACILITIES INCURRED OR ACQUIRED BASED UPON THE BUSINESS DERIVED OR ANTICIPATED UNDER THIS AGREEMENT. SAFEGUARD PAY’S AGGREGATE LIABILITY IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), MISREPRESENTATION (WHETHER INNOCENT OR NEGLIGENT), RESTITUTION OR OTHERWISE, ARISING IN CONNECTION WITH THE AGREEMENT SHALL BE LIMITED TO THE FEES PAID BY SAFEGUARD PAY FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO LIABILITY.Indemnification
YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD SAFEGUARD PAY AND ITS RESPECTIVE OFFICERS, DIRECTORS, LICENSORS, AND EMPLOYEES HARMLESS FROM ANY AND ALL CLAIMS, COSTS, ATTORNEYS' FEES (INCLUDING IN-HOUSE COUNSEL FEES), AND EXPENSES, RESULTING FROM OR ARISING IN CONNECTION WITH: I) YOUR USE OR MISUSE OF, OR INABILITY TO USE, THE APPLICATIONS; II) YOUR VIOLATION OF ANY OF THE TERMS; III) YOUR VIOLATION OF ANY RIGHTS OF ANOTHER PARTY, INCLUDING ANY OTHER USER OF THE APPLICATIONS; OR IV) YOUR VIOLATION OF ANY APPLICABLE LAWS.Governing Law
These Terms are governed by the governing law of Company’s Safeguard Pay Services Agreement. If Company is accessing or using the Applications in a test environment and has not yet entered into a Services Agreement, these Terms and all aspects of the relationship between Safeguard Pay and Company shall be governed by the laws of the state of Texas, without regard to, or application of, its conflict of laws, rules, and principles. If you are accessing the Applications in your individual capacity and there is no applicable Safeguard Pay Services Agreement, the Terms shall be governed exclusively by the laws of the State of Texas, without regard to, or application of, its conflict of laws, rules, and principles, except for the Dispute Resolution provision below, which shall be governed exclusively by the Federal Arbitration Act, 9 U.S.C. Section 1 et seq. (the "FAA").Dispute Resolution
Except where your claim arises under or is related to a Safeguard Pay Service Agreement, in which case such Agreement shall control, any controversy, claim, or dispute arising out of, related to, or in connection with, the Applications, without regard to the theory of liability asserted. Either Safeguard Pay or the Company may give written notice to the other Party of its intention to arbitrate. The American Arbitration Association (“AAA”) Commercial Arbitration Rules (“AAA Rules”), as modified or revised by the provisions herein, will govern these proceedings. After the arbitrators are selected, the Parties agree first to try in good faith to settle the dispute by mediation administered by the AAA under its Commercial Mediation Rules. If the dispute has not been resolved through mediation within forty-five (45) days after the written notice beginning the arbitration process (or a longer period, if the Parties agree to extend the mediation), the mediation will terminate, and the dispute will be settled by arbitration. The arbitration will be conducted in accordance with the procedures in this Agreement and the then-current AAA Commercial Arbitration Rules. In the event of a conflict, the provisions of this Agreement will control.THE RESULT OF THE ARBITRATION WILL BE BINDING ON THE PARTIES AND THE JUDGMENT ON THE ARBITRATOR’S AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. NOTHING IN THIS AGREEMENT WILL PROHIBIT OR OTHERWISE LIMIT A PARTY’S RIGHT TO INITIATE LITIGATION TO ENFORCE THE ARBITRATOR’S AWARD AS DESCRIBED ABOVE, TO OBTAIN INJUNCTIVE OR EQUITABLE RELIEF PERMITTED BY THE TERMS OF THIS AGREEMENT, OR TO PRESERVE A SUPERIOR POSITION WITH RESPECT TO OTHER CREDITORS.
Force Majeure
Safeguard Pay shall not be responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in performance under these Terms due to causes beyond its reasonable control, including, but not limited to, elements of nature or acts of God, war, pandemics or epidemics, actions or decrees of governmental bodies, acts of terrorism, or acts of cybercriminals (each a “Force Majeure Event”).Assignment
The Terms may not be assigned by you to any third parties without the prior written consent of Safeguard Pay or Company. Any assignment made without such consent will be null and void.Amendments
Safeguard Pay may modify any provision of these Terms by updating the link to these Terms. Your continued use of the Applications after the effective date of the revised Terms constitutes acceptance of the Terms.Website and Services Provided "As Is"
YOU UNDERSTAND AND AGREE THAT THE APPLICATIONS, THE SERVICES, ANY CONTENT AND OTHER INFORMATION, DATA, AND MATERIALS AVAILABLE ON THE WEBSITE, OR PROVIDED AS PART OF THE SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.Contact UsIf you have any questions about the Terms of Use or need to provide notice to, or communicate with, Safeguard Pay under the Term of Use, please contact Safeguard Pay: marketing@safeguard-pay.com.
