Terms of Use

NOTARIZE TERMS OF USE

Notarize, Inc. and its subsidiaries, including Notarize, LLC (collectively, “Notarize”), have created this website at http://notarize.com (the “Website” or the “Site”) and a mobile software application (the “App”) through which users can obtain electronic notarizations and specified electronic services, form and use electronic signatures and other e-processes, obtain identity verification services, and other related services. The terms “Notarize,” “we,” “us,” and “our” refer to Notarize, Inc. and its subsidiaries.

To assist you in using the Platform, we have created (i) these Terms of Use, and (ii) a Privacy Policy. Our Terms and Privacy Policy apply to anyone accessing our Platform (collectively, “you”). You and Notarize are collectively referred to as the “Parties” and each individually as a “Party”.

PLEASE READ THIS DOCUMENT CAREFULLY BEFORE YOU ACCESS OR USE THE PLATFORM OR PARTICIPATE IN OUR SERVICES. BY ACCESSING OR REGISTERING TO USE THE PLATFORM, YOU AGREE TO BE BOUND BY: (I) THE UNIVERSAL TERMS OF USE AND E-SIGN DISCLOSURE AND CONSENT; (II) THE DEFINITIONS FOR TERMS OF USE; AND, AS APPLICABLE, THE (III) NOTARIAL, E-SIGN OR IDENTITY VERIFICATION SERVICES TERMS OF USE FOR BUSINESS SUBSCRIBERS, CONSUMER SUBSCRIBERS OR SIGNATORIES AND WITNESSES/PARTICIPANTS.

IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE DO NOT ACCESS OUR PLATFORM OR REGISTER TO PARTICIPATE IN OUR SERVICES.

THESE TERMS AND OUR PRIVACY POLICY ARE UPDATED FROM TIME TO TIME. CONTINUING TO ACCESS OR USE THE PLATFORM AFTER REVISED TERMS AND CONDITIONS ARE POSTED CONSTITUTES YOUR ACCEPTANCE AND AGREEMENT TO THE CHANGES. ACCORDINGLY, PLEASE CHECK THESE TERMS AND OUR PRIVACY POLICY REGULARLY SO YOU ARE AWARE OF ANY CHANGES, AS THEY ARE BINDING ON YOU.

THESE TERMS INCLUDE AN E-SIGN DISCLOSURE AND CONSENT, AND A REQUIREMENT THAT DISPUTES BE ARBITRATED AND A WAIVER OF CLASS ACTIONS. THIS AGREEMENT ALSO COVERS THE RECORDING OF EACH AUDIO-VIDEO SESSION AND OTHER SESSION DATA. PLEASE REVIEW THESE PROVISIONS CAREFULLY.

IF YOU HAVE ANY QUESTIONS ABOUT THESE TERMS, THE PRACTICES OF THIS PLATFORM, OR YOUR DEALINGS WITH NOTARIZE, PLEASE CONTACT US AT: SUPPORT@NOTARIZE.COM

THE EFFECTIVE DATE OF THESE TERMS IS JUNE 27, 2018

COPYRIGHT AND LEGAL NOTICE: COPYRIGHT © 2018 NOTARIZE, INC. ALL RIGHTS RESERVED.

UNIVERSAL TERMS OF USE (APPLICABLE TO ALL VISITORS AND USERS OF THE PLATFORM)

1 Terms That Govern My Use. Section 2 (General Provisions) and Section 3 (E-Sign Disclosure and Consent)(below) and the Definitions for Terms of Use apply to all users of the Platform. Additional terms and conditions that govern your use of the Platform depend on what type of user you are. Please read the descriptions of each user and choose the type of user you are. The link will bring you to the additional terms and conditions applicable to you.

1.1 Business Subscriber. You are a “Business Subscriber” if you are a business that has registered on the Website to offer our Services to your customers. Please click the link to access the Business Subscriber Terms of Use. If you are a Business Subscriber which has also entered into a separate Subscription Agreement with us, then such Subscription Agreement supersedes these Terms of Use with respect to any conflict between these terms and the terms in such Subscription Agreement.

1.2 Consumer Subscriber. You are a “Consumer Subscriber” if you are a consumer who has registered to obtain Services via the Platform, either for your own direct use for a Signatory designated by you. Please click the link to access the Consumer Subscriber Terms of Use.

1.3 Signatory. You are a “Signatory” if you have been designated by another user (a “Designator”) to sign a document. You are a “Witness” if you are participating in a Transaction on the Platform at the request of, or with the permission of, a Signatory, Subscriber or other party to the Transaction. Click here to access the Signatory And Witness/Participant Terms of Use.

2 General Provisions. The following general provisions are incorporated into the Terms of Use:

2.1 Definitions. The Definitions for Terms of Use set out defined terms that are used in Section 2 (General Provisions) and they are incorporated herein. Other capitalized terms are defined in the context in which they are used.

2.2 Consent and License to Use of User Content and Subscriber Data.

2.2.1 You agree that we may use your User Content and Subscriber Data for all purposes necessary and appropriate to perform the requested Services, to verify your identity including by using third-party identity database service providers, to maintain records, to communicate with you as provided for in these Terms of Use, and as otherwise provided by applicable law and as set forth in our Privacy Policy.

2.2.2 Your consent includes a nonexclusive license for Notarize to access and use (and to permit its Service Providers to access and use) Subscriber Data and User Content as follows: (i) to review, copy, reformat, modify, display, distribute, or otherwise use such information to provide the Services; (ii) to capture and store data and information relating to your account, your identity validation, your Transaction, and other Services; (iii) to transmit and display the Notarized Documents, E-Signed Documents, Identity Verification Documents and key transactional and identity validation information to Document Recipients, and also to display such information on our Verification Portal in accordance with our Privacy Policy; (iv) the right to convey your User Content to your Designator or other third parties as provided by relevant agreements or applicable law; (v) to transmit your information to third-party service providers in connection with the Services; and (vi) to store, maintain, display, and otherwise provide access to Subscriber Data and User Content in notary journals and other records of the Services and your Transaction. You represent and warrant that you have sufficient authority and rights to provide the grant of rights in this Section.

2.3 Privacy Policy. We respect the information that you provide to us, and want to be sure you fully understand exactly how we use that information. We have and make available to you a separate Privacy Policy which you should review. It is available at any time at this link: Privacy Policy. Our Privacy Policy describes, among other things, Notarize’s obligation to provide privacy and security of data, our uses of data and your rights respecting your data, as well as your responsibility to protect passwords.

2.4 Consent to Recording of Session Data, Audio Video and Transaction Information. Your notarial, e-sign or identity verification or other transaction is important. You confirm and consent to our Platform creating a record of your session and of the Transaction process. The record of your session will be electronically stored by us, and may also be stored by other parties pursuant to Transaction agreements, your permission or applicable law. The data from your session includes your User Content, results of database searches, credential analysis and other processes authorized by law to validate your identity, the uploaded and completed documents, session and connection information, all information required for the notary’s journal or Transaction record, and, where applicable given the Service requested, the recording of your audio-video session with a Notary Provider or Identity Verification Designated Agent, and any other Signatories or Witnesses. We take very seriously the privacy and security of your data. Our use and disclosure of your data is governed by applicable law and these Terms of Use and our Privacy Policy.

2.5 Consent to Participation By Others. You agree to the participation, in any meeting or session in which you receive Services, of Notary Providers, Designated Agents, and other Signatories and any Witnesses/Participants (such as, for example, title agents or realtors) who are requested or entitled by relevant agreements or law to participate. You may cancel a meeting at any time if you do not wish to continue or do not believe any other person is entitled to participate.

2.6 Acknowledgement Concerning Applicable Notary Law. To the extent you request any Notarizations on or through the Platform, you acknowledge: that the Provider Notaries are commissioned by and operate in a Home State pursuant to such Home State’s Applicable Notary Law; (ii) that they perform the Services solely by virtue of such laws of the Home State; (iii) that you are specifically invoking the Provider Notaries’ authority under the Applicable Notary Laws of the Home State, irrespective of your geographic location (or the Signatory’s, Designator’s, or Subscriber’s geographic location (as applicable)); and (iv) that the Provider Notaries are performing the requested Notarial Acts in the Home State, regardless of whether you (or the Signatory, Designator, or Subscriber (as applicable)) are accessing the Services from locations outside of the Home State (collectively, the “Home State Acknowledgment”). Notarize conditions its provision of the Services on your Home State Acknowledgment, and would not provide the Services but for this Home State Acknowledgement.

2.7 Identity Verification Services. To the extent you request Identity Verification Services, such Services will be performed by an Identity Verification Designated Agent acting on your behalf. Such Agent may be a commissioned notary, but Identity Verification Services are not Notarial Acts, are not governed by any Applicable Notarial Law, and will not be accompanied by placement of a notarial seal or entries in a notarial journal. Identity Verification Services are governed by our separate Identity Verification Agreement with you and will be conducted in accordance with your specifications, the requirements of specific government or third-party forms, as applicable, and by requirements of non- notarial law, if applicable. We will maintain a record of Identity Verification Services in accordance with our separate Agreement with you, which record will include a record of the identity information provided by the Signatory to Notarize, session information as specified, the recording of the audio-video session between the Signatory and the Identity Verification Designated Agent, and any Identity Verification Documents resulting from the Services.

2.8 Acceptable Use Policy. You shall not use the Platform (i) in a way prohibited by applicable law; (ii) to violate the legal rights of others; (iii) to attempt to gain or to gain unauthorized access to or disrupt any third party service, device, data, account or network; (iv) to distribute spam or malware; or (v) in a way that could materially harm the functionality or performance of the Platform.

2.9 Age of Participation. Our website is not designed for use by minors. No person under the age of 16 is permitted to use or appear upon the Platform or in any audio-video session, and persons between the age of 16 and the age of legal majority (18 in many states) may use the Platform only under the direct supervision of, and with the express permission and participation of, a parent or legal guardian. Notaries on our Platform do not perform Notarial Acts for persons under the age of 18. It is the responsibility of each User to ensure that no person participates on the Platform or in an audio-video session who is not authorized and required to participate.

2.10 Safety. No person may participate in using the Services while operating a vehicle or in any other circumstance which would present a risk of injury to themselves or others.

2.11 Volunteered Feedback. The term “Feedback” means suggestions, ideas, feature requests, and recommendations by Notarize customers relating to the Platform or other elements of Notarize’s business. The term “Volunteered Feedback” means Feedback that embodies Intellectual Property Rights owned or controlled by a customer. Notarize neither seeks nor requests Volunteered Feedback, and this Agreement places no obligations on you to provide Notarize with Volunteered Feedback. To the extent that you choose to provide Volunteered Feedback to Notarize, (i) you hereby transfers to Notarize your rights in Volunteered Feedback (including Intellectual Property Rights) and (ii) Notarize hereby grants back to you a nonexclusive, perpetual, irrevocable, paid-up license to copy, modify, distribute, and otherwise exploit such Volunteered Feedback.

2.12 Confirmation of Identity, Capacity and Freedom of Action. You confirm that you will provide truthful, accurate, and complete information in registering your account, in participating on the Platform, and in responding to questions or other requests by Notary Providers and Designated Agents acting through our Platform. You will also truthfully identify yourself for all purposes in connection with the Services. You also confirm and warrant to us that you are participating in the Services knowingly and intentionally for their intended purpose, and that you are acting willingly without duress or coercion.

2.13 Outside the United States. If at the time you access the Website or Platform or request the Services you are physically located outside the United States, you confirm to us: (i) that it is not illegal or prohibited in the jurisdiction in which you are physically located to obtain Notarizations or other Services from us; (ii) that the document or Transaction pertains to a matter before a court, governmental entity, public official, or other entity located in the territorial jurisdiction of the United States, or involves property located in the territorial jurisdiction of the United States, or a transaction substantially connected with the United States.

2.14 Analytics. Notarize shall be entitled to collect, compile, analyze and otherwise use and exploit (i) statistical data related to the use of and participation in Services and (ii) other data that qualifies as De-Identified Data (collectively “Notarize Analytics”); provided, however, that any such use as to information (including Personal Information) shall comply with the Privacy Policy. The term “De-identified Data” means information that meets each of the following criteria: the information (i) does not identify a particular natural person; (ii) does not identify, by network Internet Protocol address, raw hardware serial number, or raw MAC address, a particular device or computer associated with or used by a person; (iii) does not identify the user; and (iv) is not reasonably linkable to a particular natural person due to technical, legal, or other controls. No compensation will be paid by Notarize with respect to its use of the Notarize Analytics.

2.15 Disclaimer. THE PLATFORM AND ALL NOTARIZE’S PERFORMANCE OBLIGATIONS AND ALL PERFORMANCE OBLIGATIONS OF NOTARIZE’S SERVICE PROVIDERS ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. NOTARIZE DOES NOT WARRANT: (i) THAT THE PLATFORM OR OTHER PERFORMANCE OBLIGATIONS WILL MEET YOUR REQUIREMENTS OR RESULT IN ANY DESIRED OUTCOME; (ii) THAT THE PLATFORM’S OPERATION OR THE DELIVERY OF SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (iii) THAT A THIRD PARTY WILL ACCEPT A NOTARIZED DOCUMENT OR E-SIGNED DOCUMENT HEREUNDER FOR ITS INTENDED PURPOSE; OR (iv) THAT A COURT OR OTHER AUTHORITY THAT DECLINES TO FOLLOW APPLICABLE NOTARY LAW AND/OR APPLICABLE ELECTRONIC SIGNATURES LAW WILL RECOGNIZE A NOTARIZATION HEREUNDER AS VALID OR ENFORCEABLE. TO THE FULLEST EXTENT PERMITTED BY LAW, NOTARIZE HEREBY DISCLAIMS (FOR ITSELF, ITS PROVIDER NOTARIES, ITS SERVICE PROVIDERS AND ITS LICENSORS) ALL OTHER REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE NOTARIZE PLATFORM AND OTHER PERFORMANCE OBLIGATIONS UNDER THE TERMS, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.

2.16 Governing Law; No Class Actions; Arbitration of Disputes.

2.16.1 Governing Law; Exclusive Jurisdiction. The Parties agree and acknowledge that any question, conflict, requirement, interpretation, or disagreement related to Notarial Acts (including the validity of such Notarial Acts) shall be governed by and construed in accordance with the Applicable Notary Law of the Home State, without regard to its conflicts of law provisions (each a “Notarial Claim”). Other than Notarial Claims, these Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, USA, without regard to its conflicts of law provisions.

2.16.2 Jury Trial and Class Action Waiver. WITHOUT LIMITING THE ARBITRATION REQUIREMENTS IN THE BELOW SECTION (Arbitration of Disputes), BOTH YOU AND NOTARIZE HEREBY VOLUNTARILY AND IRREVOCABLY WAIVE TRIAL BY JURY IN ANY ACTION OR OTHER PROCEEDING BROUGHT IN CONNECTION WITH THESE TERMS. YOU FURTHER EXPRESSLY WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION OR SEEK CLASS ACTION STATUS. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS.

2.16.3 Arbitration of Disputes. The Parties agree to submit any disputes arising from the use of these Terms or the Platform, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration administered by JAMS pursuant to the JAMS Rules. The arbitration will be conducted in Arlington County in the Commonwealth of Virginia, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Payment of all fees will be governed by JAMS Rules. To the extent it is more convenient for you, you and any permitted representative of yours may, if you prefer, participate in the arbitration from your home or office by telephone or audio-video conference.

2.17 No Waiver. The failure of either Party to enforce its rights under these Terms at any time for any period will not be construed as a waiver of such rights, and the exercise of one right or remedy will not be deemed a waiver of any other right or remedy.

2.18 Unenforceability. If any provision of these Terms is determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable.

2.19 No Legal Advice. In the course of receiving the Services, you may receive information from Notarize concerning laws governing electronic signatures, electronic notarization, and other subject matter areas. This information is for general informational purposes only and does not constitute legal advice. Notarize is not a lawyer or law firm, is not licensed to practice law in any state, and is not providing you legal advice. It is your responsibility to obtain professional legal advice concerning any and all aspects of the Services or your transactions.

2.20 Authority. If you are agreeing to these Terms of Use and our Privacy Policy on behalf of an entity, you represent that you have all necessary power and authority to act on such entity’s behalf and to bind it to these Terms and our Privacy Policy.

2.21 Force Majeure. Neither Party shall be liable for a failure or delay in the performance of its obligations under these Terms due to strikes (except with respect to its own labor force), shortages, riots, insurrection, acts of God, war, governmental action, power or connectivity interruptions, or other causes beyond the Party’s reasonable control.

2.22 Notices. All notices under these Terms to Notarize will be in writing, in English and delivered to support@notarize.com.

2.23 Contact for Alleged Copyright Infringement. We respect the intellectual property rights of others and require that our users do the same. If you believe that content on the Platform or other activity taking place on the Platform constitutes infringement of a work protected by copyright, please notify our agent, designated under the Digital Millennium Copyright Act (17 U.S.C. §512) (the "DMCA") to respond to such concerns, as follows: support@notarize.com. Your notice must comply with the DMCA. Upon receipt of a compliant notice, we will respond and proceed in accordance with the DMCA.

2.24 Survival. The following shall survive the termination or expiration of this Agreement for whatever reason or cause: Section 2.1 (Definitions); Section 2.11 (Volunteered Feedback); Section 2.14 (Analytics); Section 2.16 (Governing Law; No Class Actions; Arbitration of Disputes); Section 2.24 (Survival).

3 Your Consent to Conducting Transactions by Electronic Means. This Disclosure and Consent provides you with important information about using our Services and our Platform. In connection with each transaction which brings you to our Platform to use our Services, you may be entitled by law to receive certain information “in writing” – which means you would be entitled to receive it on paper. If you choose to receive such information electronically, and also to conduct transactions with us and to view, sign and access your documents electronically, you must consent to do so. Your consent is set forth below.

3.1 Consent to Use Electronic Means; Scope. You agree to receive the Services and to conduct transactions over our Platform by electronic means. You also consent to receive, by electronic means, all documents and communications relating to your transactions and involving use of our Platform and our Services. We and any business involved in providing the documents for which you are accessing our Platform and Services will communicate with you electronically, including over the internet and by email or through notices we post via the Platform. You are providing this Consent to us, and also for the benefit of all other parties providing documents as part of your transactions on our Platform. In addition to the foregoing, you consent to do all the following by electronic means rather than in paper form: (i) convey, receive, access and view documents, (ii) acknowledge your signature, be placed under oath, or do those things necessary for all required notarial acts, (iii) communicate via an internet-based audio/video link with us, (iv) create an electronic signature and use it to sign all documents, as required, and (v) receive all documents, notices and communications, as electronic records, via email and an internet link which you can use to view, download or print for your records.

3.2 Withdrawal of Consent. You may choose not to consent to conduct transactions and communications by electronic means, or to withdraw your consent at any time. To do so, please notify us at support@notarize.com. But if you do not consent to conduct transactions and communications electronically as set out above, or if you choose later to withdraw your consent, you will not be able to participate in our Platform or use our Services, and will no longer be able to conduct new transactions with Notarize, as it is an electronic web-based service for notarization, e-signing of documents, identity verification and related Services. All actions taken by you before withdrawal of consent, including signing of documents and participating in notarial acts, remain valid and enforceable even after a subsequent withdrawal of your consent to conduct transactions by electronic means.

3.3 Requests for Certain Materials in Paper Form. After any signing session is complete, all documents will be available to you to view and print via an internet link that will be provided to you at the email address you’ve provided to us. In addition, you may request from us, at support@notarize.com, a paper copy of this consent and these Terms of Service. If applicable law requires us to provide you with access to your signed and notarized documents or other communications via paper form rather than electronic means, we will comply with such law and will charge the fees for such paper access as are permitted by law, if any. If you wish to receive any documents related to your transaction in paper form prior to signing, you will need to obtain them from the business or other source which originally provided them to you.

3.4 Questions about your transaction itself? If you have any questions about the underlying documents or transactions for which you wish to use our Services and our Platform, including what the documents mean, please direct those questions to the party asking you to have the document signed and/or notarized, or to its intended recipient, or to your attorney, who will be able to answer those questions for you.

3.5 Viewing Documents During and After Your Signing Session. Documents shown in the web browser during the electronic signing and notarization process are a rendering of the actual document. This rendering looks the same as the electronic document, but has added features that facilitate the online viewing and signing process. If your signature is required and you choose to sign, your electronic signature will be placed by you on the document. After the signing session, you may access and view your signed and notarized documents using an internet link that will be provided to you after the session is complete.

3.6 Consent to Use Electronic Signature. You agree to create or adopt and use an electronic signature to sign all documents or forms requiring your signature or initials. You understand that your electronic signature and initials on a document or form are just as valid and legally binding on you as your pen and ink signature and initials.

3.7 Indicating your Consent. By setting up your account on our Platform and consenting to these Terms of Service and by using our Services, you consent to conduct your transactions on our Platform as indicated above, and to receive all communications electronically, and also to sign and receive Documents according to the process described above. You also confirm that you have the hardware and software required (as specified in the following section) to use the Platform and Services and to access, view, sign, receive (and if desired) print the Documents provided to you in electronic form.

3.8 System Requirements; Changes to Requirements. You understand and represent that your systems include, at a minimum, software and hardware as set forth below, and that you are able to access and use the Platform and our Services using your systems:

3.8.1. A Windows PC or Mac computer with one of the following operating systems and memory adequate to access, view and (if desired) store and print documents: (i) Windows Vista or later; or (ii) Mac OS X 10.6 or later; or an iOS device running iOS 10.0 or later; or an Android device running Android 5.0 (Lollipop) or later and with an autofocus camera;

3.8.2. Adobe Acrobat or Adobe Reader, for viewing and printing electronic documents. In order to access the digital certificate logically attached to your notarized record, you will need Acrobat Reader, Acrobat Standard or Acrobat Professional. JavaScript and browser display must be enabled. For a free copy of Adobe Reader, go to www.adobe.com. You must have one of the following versions of Acrobat or Reader: 6.x or later;

3.8.3. Adobe Acrobat or Adobe Reader, for viewing and printing electronic documents. In order to access the digital certificate logically attached to your notarized record, you will need Acrobat Reader, Acrobat Standard or Acrobat Professional. JavaScript and browser display must be enabled. For a free copy of Adobe Reader, go to www.adobe.com. You must have one of the following versions of Acrobat or Reader: 6.x or later;

3.8.4. Internet access through an Internet Service Provider selected by you using a broadband connection sufficient to support a live, real-time audio video connection to a Notarize Virginia electronic notary, and a webcam, microphone and speaker sufficient to engage in a real-time audio-video conference;

3.8.5. For PC or MAC computer access, one of the following Internet web browsers with Cookies and JavaScript enabled: (i) Firefox version 2.0 or greater; or (ii) Google Chrome version 1.2 or greater.

3.8.6. Internet connected E-mail capability.

3.8.7. A printer (if you want to print copies of electronic records).

3.8.8. Your Responsibility. You are responsible for configuring your system to accommodate the above computer requirements.

3.8.9. Changes to Requirements. If we change the minimum hardware or software requirements needed to access or retain records, and the change creates a material risk that you will not be able to access or retain a subsequent record, then before the change takes effect we will notify you of the new requirements via email. If you do not wish to meet the changed requirements, you will be entitled to terminate your account, in accordance with Section 3 (Your Consent to Conducting Transactions by Electronic Means). Using our system after notification of such changes is reaffirmation of your consent.

CONSUMER SUBSCRIBER TERMS OF USE

Please read these Consumer Subscriber Terms of Use (these “Consumer Subscriber Terms of Use”) carefully before you access or use the Platform or our services.

Agreement

4 Incorporation of Other Provisions. The terms and conditions set out in the Universal Terms of Use are incorporated herein. The Definitions for Terms of Use set out defined terms that are used in these Consumer Subscriber Terms of Use and are incorporated herein. Other terms are defined in the context in which they are used.

5 The Services. Subject to the terms and conditions of these Consumer Subscriber Terms of Use, Notarize shall provide the Consumer Subscriber with the Services. Notarize will use commercially reasonable efforts to process compliant Transaction Requests for Services within the time period specified in the Transaction Request.

6 Consumer Subscriber Responsibilities With Respect to Services.

6.1 Consumer Subscriber Transaction Requests; Designating Signatories. To obtain Notarized Document Services, E-Sign Services or Identity Verification Services, and other associated Services, a Consumer Subscriber shall, in accordance with instructions provided on the Portal, submit a Consumer Subscriber Transaction Request. A Consumer Subscriber shall set up an account on the Platform, upload the documents and required information including identity and payment information, and initiate the request to complete a Transaction. A Consumer Subscriber may seek Notarize’s Services for his or her own direct use, but may also designate one or more Signatories and Witness/Participants to participate in a Transaction. Upon receipt of a complete Consumer Subscriber Transaction Request, Notarize shall process the Consumer Subscriber Transaction Request.

6.2 Accuracy of Consumer Subscriber Transaction Documents. The Consumer Subscriber is solely responsible for the accuracy, content, legality, and nature of (i) all information contained in Transaction Documents in the form delivered to Notarize, and (ii) all other Consumer Subscriber Data that is submitted by Consumer Subscriber or its Signatories in connection with the Services.

6.3 Consumer Subscriber Systems. The Consumer Subscriber is responsible, at its expense, for obtaining the Consumer Subscriber Systems. The Consumer Subscriber is responsible for corresponding backup, recovery, network security and maintenance service for the Consumer Subscriber Systems.

6.4 Consumer Subscriber Data Backups; Retention. The Consumer Subscriber shall retain copies of Consumer Subscriber Data submitted to Notarize, Notarized Documents, E- Signed Documents or Identity Verification Documents received from Notarize, and other Consumer Subscriber Data associated with the Services. The Consumer Subscriber shall be solely responsible for backup of such data, and to retain such data in accordance with application retention requirements. Notarize has (i) no obligation to backup Consumer Subscriber Data, and (ii) although Notarize will make Notarize Documents, E-Signed Documents or Identity Verification Documents (as applicable) available via the Platform, Notarize has no obligation to retain any such Documents.

7 Relationship with Consumer Subscriber’s Signatories and Witnesses/Participants; Terms. As a condition to its provision of applicable Services, and if a Consumer Subscriber designates any Signatories or Witnesses/Participants other than the Consumer Subscriber, Notarize shall be entitled to require such Signatories and Witnesses/Participants to agree to its then-current Terms of Use and Privacy Policy. The Parties acknowledge that the acts or omissions of the Consumer Subscriber’s Signatories and Witnesses/Participants might affect their respective rights and obligations under these Subscriber Terms. It is accordingly hereby agreed (i) that the Consumer Subscriber shall not challenge the enforceability of the Signatory and Witnesses/Participants Terms of Use; (ii) that Notarize shall not seek to hold the Consumer Subscriber liable for its Signatory’s or Witnesses/Participants non-compliance with the Terms unless (a) the Consumer Subscriber has aided or otherwise facilitated such non-compliance or (b) the Terms do not provide an adequate remedy in light of the conduct at issue; and (iii) that Notarize shall be excused from performance under these Consumer Subscriber Terms of Use to the extent a Signatory’s or Witnesses/Participant’s acts or omissions materially impair Notarize’s provision of Services (or fulfillment of other obligations) to the Consumer Subscriber.

8 Consumer Subscriber Support and Maintenance.

8.1 Consumer Subscriber Support Services. Notarize will use commercially reasonable efforts to provide the Consumer Subscriber with Support Services. Before submitting a support request, the Consumer Subscriber shall first review the User Documentation (as such may be available). If a support request could have been resolved through reasonable review of such User Documentation, Notarize shall not be obligated to provide a response, other than referring the Consumer Subscriber to the User Documentation (if applicable).

8.2 Consumer Subscriber Maintenance Services; Availability. Notarize shall, using commercially reasonable efforts and commercially reasonable response and resolution times, during Service Business Days: (i) correct material errors reported by the Consumer Subscriber and (ii) make the Platform available to the Consumer Subscriber without material interruption for purposes of processing Transactions, subject to reasonable downtime for maintenance and error corrections.

9 Consumer Subscription License; Grant of Rights and Ownership.

9.1 Subscription License to Consumer Subscriber to Notarize Platform. Notarize hereby grants the Consumer Subscriber, under Notarize’s Intellectual Property Rights and during the term, a nonexclusive, non-sublicenseable, non-transferable subscription license to access and use the Platform, and to permit its Signatories and Witnesses/Participants to access and use the Platform, solely for the purposes permitted under the Consumer Subscriber Terms of Use. The Consumer Subscriber shall be limited to cloud-based access to an instance of the Notarize System that resides in object code form on servers controlled by Notarize; (ii) the access shall be via a browser approved by Notarize, or the App; and (iii) the Platform shall in all respects be the current version generally made available by Notarize to its customers.

9.2 License to Consumer Subscriber for User Documentation. Notarize hereby grants to the Consumer Subscriber, during the term and under its Intellectual Property Rights, a nonexclusive license to access and use (but not modify), the User Documentation (where provided) solely in connection with the Consumer Subscriber’s use of the Platform.

9.3 Limitations on Consumer Subscriber Use. By way of clarification and not limitation, an example as to conduct that is not permitted under the above licenses, the Consumer Subscriber shall use the Platform for its internal purposes only, and expressly shall not: (i) use the Platform to act as a service bureau or otherwise permit unauthorized third parties to obtain Services under the Consumer Subscriber Terms of Use; (ii) seek to modify, decompile, disassemble, or reverse engineer the Platform (or any of its components); or (iii) use the Platform for purposes of acting as a reseller (without Notarize’s express written consent) of Notarize’s Services or for building or providing a competitive product or service.

9.4 Consumer Subscriber License to Notarize to Perform Services. The Consumer Subscriber hereby grants to Notarize, during the term and under its Intellectual Property Rights, a nonexclusive license to access and use (and to permit its Service Providers to access and use) Consumer Subscriber Data and User Content including Signatory Data for purposes of providing the Services to the Consumer Subscriber and its Signatories and Witnesses/Participants.

9.5 Ownership Applicable to Consumer Subscriber. Except as expressly provided in this Section (Consumer Subscription License; Grant of Rights and Ownership), as between the Parties, Notarize is and shall remain sole owner of all right, title and interest in and to (i) the Platform and its components, including all Intellectual Property Rights embodied therein; (ii) the User Documentation; (iii) other Notarize confidential information; (iv) all Notarize trademarks, copyrights, and logos; and (v) any improvements or modifications thereto. Similarly, except as expressly provided in this Section (Consumer Subscription License; Grant of Rights and Ownership), as between the Parties, the Consumer Subscriber is and shall remain sole owner of all right, title and interest in and to Consumer Subscriber Data and Notarized Documents, E-Signed Documents and Identity Verification Documents, as applicable, and Notarize shall have a license to use and store such Data and Documents as provided for in the Terms of Use and Privacy Policy.

9.6 No Implied Rights for Consumer Subscriber. There shall be no licenses or rights implied under the Consumer Subscriber Terms of Use or based on any course of conduct.

10 Representations and Warranties Applicable to Consumer Subscriber.

10.1 Mutual Representations and Warranties Applicable to Consumer Subscriber. Each Party represents and warrants: (i) its execution, delivery and performance of these Consumer Subscriber Terms of Use will not violate or constitute a default under any agreement of such Party; (ii) it has the full right, power, and authority to enter into and be bound by the terms and conditions of these Consumer Subscriber Terms of Use and to perform its obligations under these Consumer Subscriber Terms of Use; and (iii) that it will avoid deceptive, misleading, illegal or unethical practices that may be detrimental to the other Party (and, in the case of Notarize, detrimental to its Service Providers).

10.2 Consumer Subscriber Representations and Warranties. The Consumer Subscriber represents and warrants that it owns all right, title and interest in and to the Consumer Subscriber Data, or that it has otherwise secured rights in the Consumer Subscriber Data necessary to permit the access, use and processing of such Consumer Subscriber Data in accordance with these Consumer Subscriber Terms of Use.

10.3 Notarize Representations and Warranties to Consumer Subscriber. Notarize represents and warrants to the Consumer Subscriber (i) that the Services will be performed by qualified personnel (including Provider Notaries and Identity Verification Designated Agents), in accordance with good industry practice; (ii) that it and its Provider Notaries shall perform Notarial Acts under these Consumer Subscriber Terms of Use in compliance Applicable Notary Law; (iii) that it and, as applicable, its Provider Notaries shall employ and obtain electronic signatures that comply with Applicable Electronic Signature Law; (iv) that those elements of the Service that do not involve Notarial Acts or electronic signatures shall comply with all laws applicable to cloud services providers; (v) that Platform software will be scanned using commercially available virus scanning and removal software in accordance with good industry practice and frequency; and (vi) that it is duly organized, validly existing and in good standing, and is qualified and/or licensed to do business in all jurisdictions to the extent necessary to carry out its obligations under these Consumer Subscriber Terms of Use.

10.4 Right to Corrections with Consumer Subscriber. If the Services do not conform to the representations and warranties set out in subsections (i) through (iv) of this Section (Notarize Representations and Warranties) Notarize shall provide Compliant Service Correction after receiving a Notice of the Non-Conformity emailed to support@notarize.com. This Section (Right to Corrections with Consumer Subscriber) shall be the Consumer Subscriber’s sole and exclusive remedy for the non-conforming Services.

11 Consumer Subscriber Indemnity. You agree to defend, indemnify and hold Notarize and its subsidiaries, affiliates, officers, directors, agents and employees harmless from any liability to third parties, including any liability for damages, costs, or other expenses (including reasonable attorneys’ fees), arising from or related to your breach of these Consumer Subscriber Terms of Use.

12 Infringement Claims Applicable to Consumer Subscriber. If the Platform becomes, or in the Notarize's opinion is likely to become, the subject of an infringement or misappropriate claim, Notarize may, at its option: (i) procure for the Consumer Subscriber the right to continue using the Platform; (ii) replace or modify the Platform so that it becomes non-infringing; or (iii) terminate the Consumer Subscriber’s right to use the Platform. If neither (i) through (iii) above are not practicable in Notarize’s judgment, then Notarize shall be entitled to immediately terminate the Agreement without any additional liability to the Consumer Subscriber and the Consumer Subscriber shall immediately cease use of the Platform.

13 Consumer Subscriber Fees and Payment. In consideration for the Services, you shall pay to Notarize the fees specified on the Platform, in accordance with the following terms, unless a Subscription Agreement between you and Notarize provides for different fees and payment terms.

13.1 Consumer Subscriber Payments. You will timely pay Notarize all fees associated with the Services at the time you receive the Services.

13.2 Consumer Subscriber Taxes. You will be responsible for taxes associated with your receipt of the Services.

14 Limitations on Remedies.

14.1 Consequential Damages Waiver. IN NO EVENT SHALL NOTARIZE BE LIABLE TO YOU FOR ANY INDIRECT, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS; LOSS OF DATA; LOSS OR INTERRUPTION OF USE; COST TO PROCURE SUBSTITUTE TECHNOLOGIES, GOODS OR SERVICES; OR OTHER ECONOMIC LOSS, EVEN IF NOTARIZE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2 Non-Acceptance or Invalid Notarization. Except as provided in the above Section (Right to Corrections with Consumer Subscriber), if a Notarized Document, E-Signed Document or Identity Verification Document (i) is not accepted by your intended recipient due to any act or Service provided or facilitated by us, including a Notarial Act performed by a Provider Notary, or (ii) is later found invalid by a court of competent jurisdiction based upon the Notarization or any act or Service provided or facilitated by us on the Platform; or if any other Service provided by Notarize is deemed defective, invalid or ineffective in any way; then Notarize will refund all fees, if any, you have directly and personally paid to Notarize for the Notarized Document Service, E-Sign Service, Identity Verification Service or other Service in question (a “Full Refund”). THE PAYMENT BY NOTARIZE OF A FULL REFUND SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY ARISING OUT OF OR RELATING TO NON-ACCEPTANCE OR INVALIDATION OF THE NOTARIAL ACT OR OTHER SERVICE IN QUESTION, AND FOR ANY CLAIMED DAMAGES RESULTING FROM SUCH NON- ACCEPTANCE OR INVALIDATION OR DEFECT BASED UPON THE NOTARIZATION OR NOTARIZED DOCUMENT SERVICE, E-SIGN SERVICE, IDENTITY VERIFICATION SERVICE OR OTHER SERVICE. IT IS YOUR RESPONSIBILITY TO VERIFY THAT YOUR DOCUMENT IS ELIGIBLE FOR ELECTRONIC SIGNATURE AND NOTARIZATION, THAT YOUR INTENDED RECIPIENT WILL RECOGNIZE AS VALID AND ACCEPT AN E-SIGNED DOCUMENT OR A DOCUMENT NOTARIZED VIA AUDIO-VIDEO COMMUNICATION UNDER APPLICABLE NOTARY LAW, AND THAT THE E-SIGNED OR NOTARIZED DOCUMENT WILL BE LEGALLY VALID AND BINDING FOR YOUR INTENDED PURPOSES. YOU MUST CONSULT AND RELY ON YOUR OWN LEGAL COUNSEL FOR DETERMINATIONS AS TO SUCH ELIGIBILITY, VALIDITY, AND ACCEPTANCE.

14.3 Limitation of Liability. IN NO EVENT WILL THE LIABILITY OF NOTARIZE, IN THE AGGREGATE, EXCEED FIVE THOUSAND DOLLARS ($5,000). THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THESE CONSUMER SUBSCRIBER TERMS OF USE AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.

15 Consumer Subscriber Termination.

15.1 Consumer Subscriber Termination for Convenience. The Consumer Subscriber may terminate the Consumer Subscriber Terms of Use by following the instructions on the Platform to terminate the Consumer Subscriber’s account.

15.2 Consumer Subscriber Termination for Cause. Either Party shall be entitled to terminate the Consumer Subscriber Terms of Use for material breach by the other, upon providing notice to the other Party (a “Notice of Breach”) and a thirty (30) day period to cure, commencing on such Party’s receipt of this notice (the “Cure Period”). In the event the Party in breach does not effect a cure within the Cure Period, the Consumer Subscriber Terms of Use shall be deemed terminated as of the date of the Notice of Breach.

16 Term. Consumer Subscriber Terms of Use shall take effect on the Effective Date and shall continue in force until termination or expiration.

17 Effect of Termination or Expiration on Consumer Subscriber.

17.1 Consumer Subscriber Cessation of Services; Certain Licenses. Upon termination or expiration of these Consumer Subscriber Terms of Use, Notarize shall cease providing the Services to you and all your licenses (if any are in existence) shall end.

17.2 No Effect on Consumer Subscriber’s Prior Obligations. Expiration or termination of these Consumer Subscriber Terms of Use shall not affect any obligation which accrued prior to such expiration or termination, and the Consumer Subscriber shall promptly remit to Notarize all unpaid fees according to the terms of these Consumer Subscriber Terms of Use.

17.3 Additional Survival Provisions Applicable to Consumer Subscribers. The following shall survive the termination or expiration of these Subscriber Terms for whatever reason or cause: Section 4 (Incorporation of Other Provisions); Section 9.5 (Ownership Applicable to Consumer Subscriber); Section 11 (Consumer Subscriber Indemnity); Section 14 (Limitations on Remedies); and Section 17.3 (Additional Survival Provisions Applicable to Consumer Subscribers).

BUSINESS SUBSCRIBER TERMS OF USE

Please read these Business Subscriber Terms of Use (these “Business Subscriber Terms of Use”) carefully before you access or use the Platform or our services.

Agreement

18 Incorporation of Other Provisions. The terms and conditions set out in the Universal Terms of Use are incorporated herein. The Definitions for Terms of Use sets out defined terms that are used in these Business Subscriber Terms of Use and are incorporated herein. Other terms are defined in the context in which they are used.

19 Business Subscriber Additional Services. Notarize offers optional Additional Services (either directly, or as a reseller). If the Business Subscriber wishes to include any Additional Services, then it must identify to Notarize which of such optional services (if any) the Business Subscriber wishes to include in its subscription.

20 Business Subscriber Responsibilities With Respect to Services.

20.1 Business Subscriber Transaction Requests; Designating Signatories And Witnesses/Participants. To obtain Notarized Document Services, E-Sign Services or Identity Verification Services and other associated Services, the Business Subscriber shall, in accordance with instructions provided on the Portal, submit a Business Subscriber Transaction Request, and may designate Signatories and Witnesses/Participants. Upon receipt of a complete Transaction Request, Notarize shall process the Business Subscriber Transaction Request as agreed between the Parties.

20.2 Business Subscriber Use of Application Programming Interface. Subject to availability, and if offered by Notarize, the Business Subscriber has the option of using the Notarize API to streamline the submission and processing of Business Subscriber Transaction Requests. The Notarize Portal provides specifications and other information needed for the Business Subscriber’s implementation of the API. Notarize will provide reasonable support to assist the Business Subscriber in implementing the API, in accordance with the Support Services.

20.3 Business Subscriber Transaction Volumes. Notarize structures its Services in reliance on projected volumes of Business Subscriber Transaction Request. Notarize shall be entitled reasonably to postpone (or decline) a Business Subscriber Transaction Request if they exceed reasonably projected volumes. Notarize will notify a Business Subscriber of any such rejection or postponement and will work with Business Subscriber to more effectively project and plan for future volumes.

20.4 Accuracy of Business Subscriber Transaction Documents. The Business Subscriber is solely responsible for the accuracy, content, legality, and nature of (i) all information contained in Transaction Documents in the form delivered to Notarize, and (ii) all other Business Subscriber Data that is submitted by the Business Subscriber or its Signatories in connection with the Services.

20.5 Business Subscriber Systems. The Business Subscriber is responsible, at its expense, for obtaining the Business Subscriber Systems. The Business Subscriber is responsible for corresponding backup, recovery, network security and maintenance service for the Business Subscriber Systems.

20.6 Business Subscriber Data Backups; Retention. The Business Subscriber shall retain copies of Business Subscriber Data submitted to Notarize, Notarized Documents, E-Signed Documents or Identity Verification Documents received from Notarize, and other Business Subscriber Data associated with the Services. The Business Subscriber shall be solely responsible for backup of such data, and to retain such data in accordance with application retention requirements. Notarize has (i) no obligation to backup Business Subscriber Data, and (ii) although Notarize will make Notarized Documents, E-Signed Documents and Identity Verification Documents available via the Platform, Notarize has no obligation to retain any such Documents.

21 Relationship with Business Subscriber’s Signatories and Witnesses/Participants; Terms. As a condition to its provision of applicable Services, Notarize shall be entitled to require Signatories and any Witness/Participants to agree to its then-current Terms of Use and Privacy Policy. The Parties acknowledge that the acts or omissions of the Business Subscriber’s Signatories and Witnesses/Participants might affect their respective rights and obligations under these Business Subscriber Terms of Use. It is accordingly hereby agreed (i) that the Business Subscriber shall not challenge the enforceability of the Signatory and Witness/Participant Terms of Use; (ii) that Notarize shall not seek to hold the Business Subscriber liable for its Signatory’s or Witnesses/Participants non- compliance with the Terms unless (a) the Business Subscriber has aided or otherwise facilitated such non-compliance or (b) the Terms do not provide an adequate remedy in light of the conduct at issue; and (iii) that Notarize shall be excused from performance under these Business Subscriber Terms of Use to the extent a Signatory’s acts or omissions materially impair Notarize’s provision of Services (or fulfillment of other obligations) to the Business Subscriber.

22 Business Subscriber Support and Maintenance.

22.1 Business Subscriber Support Services. Notarize will use commercially reasonable efforts to provide the Business Subscriber with Support Services. Before submitting a support request, the Business Subscriber shall first review the User Documentation (as such may be available). If a support request could have been resolved through reasonable review of such User Documentation, Notarize shall not be obligated to provide a response, other than referring the Business Subscriber to the User Documentation (if applicable).

22.2 Business Subscriber Maintenance Services; Availability. Notarize shall, using commercially reasonable efforts and commercially reasonable response and resolution times, during Service Business Days: (i) correct material errors reported by the Business Subscriber and (ii) make the Platform available to the Business Subscriber without material interruption for purposes of processing Transactions, subject to reasonable downtime for maintenance and error corrections.

22.3 Additional Support and Training Terms Applicable to Business Subscriber. Notarize is entitled to charge the Business Subscriber, in accordance with Notarize’s (or its Service Providers’) then-current pricing and other applicable policies, for provision of Support Services required due to (i) problems, errors, or inquiries caused by the Business Subscriber’s actions or omissions, Business Subscriber Data, or the Business Subscriber Systems, and (ii) excessive requests for Support Services. Notarize shall also be available to offer reasonable additional support and training under separate, mutually agreeable terms and conditions.

23 Business Subscription License; Grant of Rights and Ownership.

23.1 Subscription License to Business Subscriber for Notarize Platform. Notarize hereby grants the Business Subscriber, under Notarize’s Intellectual Property Rights and during the term, a nonexclusive, non-sublicenseable, non-transferable subscription license to access and use the Platform, and to permit its Signatories to access and use the Platform, solely for the purposes permitted under the Business Subscriber Terms of Use. The Business Subscriber shall be limited to cloud-based access to an instance of the Notarize System that resides in object code form on servers controlled by Notarize; (ii) the access shall be via a browser approved by Notarize, the App, or the API (as applicable); and (iii) the Platform shall in all respects be the current version generally made available by Notarize to its customers.

23.2 License to Business Subscriber for User Documentation and API. Notarize hereby grants to the Business Subscriber, during the term and under its Intellectual Property Rights, a nonexclusive license to access and use (but not modify), solely in connection with the Business Subscriber’s use of the Platform: (i) the User Documentation (where provided); and (ii) the API, to the extent available and, if available, to the extent the Business Subscriber chooses to access the Platform through the API.

23.3 Limitations on Business Subscriber Use. By way of clarifying example, but in no way a limitation as to conduct that is not permitted under the above licenses, the Business Subscriber shall use the Platform for its internal purposes only, and expressly shall not: (i) use the Platform to act as a service bureau or otherwise permit unauthorized third parties to obtain Services under the Business Subscriber Terms of Use; (ii) seek to modify, decompile, disassemble, or reverse engineer the Platform (or any of its components); or (iii) use the Platform for purposes of acting as a reseller (without Notarize’s express written permission) of Notarize’s Services or for building or providing a competitive product or service.

23.4 Business Subscriber License to Notarize To Perform Services. The Business Subscriber hereby grants to Notarize, during the term and under its Intellectual Property Rights, a nonexclusive license to access and use (and to permit its Service Providers to access and use) the Business Subscriber Data and User Content including Signatory Data, for purposes of providing the Services to the Business Subscriber and its Signatories and Witnesses/Participants.

23.5 Business Subscriber Private Label Branding. If Notarize agrees, in its sole discretion after the Business Subscriber’s request, to private-label Services set out in the Business Subscriber Terms of Use under one or more of the Business Subscriber’s trademarks, service marks, or logos (the “Business Subscriber Marks”), then the requirements set out in the following Section (Use of Business Subscriber Marks) apply as to Notarize’s use of the Business Subscriber Marks.

23.6 Ownership Applicable to Business Subscriber. Except as expressly provided in this Section (Business Subscription License; Grant of Rights and Ownership), as between the Parties, Notarize is and shall remain sole owner of all right, title and interest in and to (i) the Notarize Platform and its components, including all Intellectual Property Rights embodied therein; (ii) the User Documentation; (iii) other Notarize Confidential Information; (iv) the Notarize Marks; and (v) any improvements or modifications thereto. Similarly, except as expressly provided in this Section (Business Subscription License; Grant of Rights and Ownership), as between the Parties, the Business Subscriber is and shall remain sole owner of all right, title and interest in and to (i) Business Subscriber Data (including Business Subscriber Confidential Information) and Notarized Documents, E- Signed Documents and Identity Verification Documents, as applicable, with Notarize having a license to use and store such Data and Documents as provided for in the Terms of Use and Privacy Policy; and (ii) the Business Subscriber Marks.

23.7 No Implied Rights for Business Subscriber. There shall be no licenses or rights implied under the Business Subscriber Terms of Use or based on any course of conduct.

24 Business Subscriber Marketing and Promotion.

24.1 Business Subscriber Press Release. The Parties may, upon mutual agreement, prepare a joint press release on or before the Effective Date, and both Parties shall be free to use such press release (and quotations other content from this press release) as it sees fit in connection with their marketing efforts.

24.2 Use of Business Subscriber Marks. The Business Subscriber grants Notarize a limited non- exclusive, non-transferable permission to display the Business Subscriber Marks on its website and its marketing materials to indicate that the Business Subscriber is or intends to be a user of the Services. Notarize acknowledges that, as between the Parties, the Business Subscriber is the sole and exclusive owner the Business Subscriber Marks and all goodwill associated with the Business Subscriber Marks, and that any goodwill created by the Business Subscriber Terms of Use under the Business Subscriber Marks shall inure solely and exclusively to Business Subscriber.

24.3 Business Subscriber Use of Notarize Marks. At Notarize’s option, the Business Subscriber shall post on its website, in a commercially reasonable location and format, the trademark and/or logo designated by Notarize for such purpose (the “Notarize Marks”), and shall indicate that the Business Subscriber is a user, or intends to become a user, of the Services. Notarize grants the Business Subscriber a limited non-exclusive, non- transferable permission to display the Notarize Marks on its website and in its marketing materials for such purposes. The Business Subscriber acknowledges that, as between the Parties, Notarize is the sole and exclusive owner the Notarize Marks and all goodwill associated with the Notarize Marks, and that any goodwill created by the Business Subscriber Terms of Use under the Notarize Marks shall inure solely and exclusively to Notarize.

25 Business Subscriber Fees and Payment. In consideration for the Services, the Business Subscriber shall pay to Notarize the fees specified on the Platform, in accordance with the following terms, unless a Subscription Agreement between the parties provides for different fees or payment terms:

25.1 Business Subscriber Invoices. You will timely pay Notarize all fees associated with the Services you receive at the time such Services are rendered, unless we have agreed with you in writing that you will be invoiced for payment, in which case you will pay Notarize in accordance with our invoices.

25.2 Business Subscriber Pre-Paid Subscription. If Notarize chooses to offer you pre-paid subscriptions to our Services, and if you select such a plan (the “Pre-Paid Plan”), Notarize shall invoice the Business Subscriber for the Committed Fees, on the frequency set out in Pre-Paid Plan.

25.3 Business Subscriber True-Up. Upon conclusion of the term, Notarize shall determine if the Business Subscriber has ordered more Transactions than the commitment set out on the Pre-Paid Plan and, if so, Notarize shall invoice the Business Subscriber for the additional Transactions at its standard rates and submit this invoice after expiration of the term.

25.4 Business Subscriber Payment Terms. The Business Subscriber shall pay invoices in full (without deduction, set-off or counterclaim) within thirty (30) days from the date of the invoice in US dollars at Notarize’s address or to an account specified by Notarize. Past due amounts shall bear a late payment charge, until paid, at the rate of one and one-half percent (1.5%) per month or the maximum amount permitted by law, whichever is less. All payments on invoices are non-refundable.

25.5 Business Subscriber Taxes. All payments required by the Business Subscriber Terms of Use are exclusive of federal, state, local and foreign taxes, duties, tariffs, levies, withholdings and similar assessments (including without limitation, sales taxes, use taxes, and value added taxes), and the Business Subscriber agrees to bear and be responsible for the payment of all such charges, excluding taxes based upon Notarize’s net income. All amounts due hereunder shall be grossed-up for any withholding taxes imposed by any foreign government.

25.6 Business Subscriber Usage Reports. In connection with its invoice for Committed Fees, Notarize shall provide the Business Subscriber with a usage report, totaling the number of Notarizations the Business Subscriber has procured over relevant period.

26 Representations and Warranties Applicable to Business Subscriber.

26.1 Mutual Representations and Warranties Applicable to Business Subscriber. Each Party represents and warrants: (i) its execution, delivery and performance of these Business Subscriber Terms of Use will not violate or constitute a default under any agreement of such Party; (ii) it has the full right, power, and authority to enter into and be bound by the terms and conditions of these Business Subscriber Terms of Use and to perform its obligations under these Business Subscriber Terms of Use; and (iii) that it will avoid deceptive, misleading, illegal or unethical practices that may be detrimental to the other Party (and, in the case of Notarize, detrimental to its Service Providers).

26.2 Business Subscriber Representations and Warranties. The Business Subscriber represents and warrants that (i) it owns all right, title and interest in and to the Business Subscriber Data, or that it has otherwise secured rights in the Business Subscriber Data necessary to permit the access, use and processing of such Business Subscriber Data in accordance with these Business Subscriber Terms of Use, and (ii) it is duly organized, validly existing and in good standing, and is qualified and/or licensed to do business in all jurisdictions to the extent necessary to carry out its obligations under the Business Subscriber Terms of Use.

26.3 Notarize Representations and Warranties to Business Subscriber. Notarize represents and warrants to the Business Subscriber (i) that the Services will be performed by qualified personnel (including Provider Notaries and Identity Verification Designated Agents), in accordance with good industry practice; (ii) that it and its Provider Notaries shall perform Notarial Acts under these Business Subscriber Terms of Use in compliance Applicable Notary Law; (iii) that it and, as applicable, its Provider Notaries shall employ and obtain electronic signatures that comply with Applicable Electronic Signature Law; (iv) that those elements of the Service that do not involve Notarial Acts or electronic signatures shall comply with all laws applicable to cloud services providers; (v) that Platform software will be scanned using commercially available virus scanning and removal software in accordance with good industry practice and frequency; and (vi) that it is duly organized, validly existing and in good standing, and is qualified and/or licensed to do business in all jurisdictions to the extent necessary to carry out its obligations under these Business Subscriber Terms of Use. Additionally, Notarize Represents and warrants that, with respect to any Additional Services that involve eNotes, it shall use commercially reasonable efforts to comply with all standards of The Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation regarding uniform eNote instruments applicable to each applicable SMART Doc.

26.4 Right to Corrections with Business Subscriber. If the Services do not conform to the representations and warranties set out in subsections (i) through (iv) of this Section (Notarize Representations and Warranties to Business Subscriber), Notarize shall provide Compliant Service Correction after receiving a Notice of the Non-Conformity emailed to support@notarize.com. This Section (Right to Corrections with Business Subscriber) shall be the Business Subscriber’s sole and exclusive remedy for the non-conforming Services.

27 Business Subscriber Term. The Business Subscriber Terms of Use commence as of the Effective Date and shall continue in force until termination or expiration. Subject to mutual agreement with Notarize, the Business Subscriber has the option of delaying the commencement of Services (the “Delayed Start-Date Option”). If the Business Subscriber selects an approved Delayed Start-Date Option, Services will not commence, and the Business Subscriber will incur no fees under Section 25 (Business Subscriber Fees and Payments), until the start date agreed upon by the Parties. For the avoidance of doubt, if the Business Subscriber enters into a “Pre-Paid Plan” with Notarize, the Business Subscriber Terms of Use expire after (i) the Pre-Paid Plan has concluded; (ii) all fees for Services associated with the Pre-Paid Plan have been paid; (iii) the Business Subscriber does not choose anymore pre-paid subscriptions; and (iv) the Business Subscriber notifies Notarize of its intent to no longer be a Business Subscriber. Upon successful completion of the Services during the term, the Parties will discuss in good faith a continuation of their Business Subscription Relationship under either the Business Subscriber Terms of Use or other mutually agreeable terms and conditions.

28 Business Subscriber Indemnity. You agree to defend, indemnify and hold Notarize and its subsidiaries, affiliates, officers, directors, agents and employees harmless from any liability to third parties, including any liability for damages, costs, or other expenses (including reasonable attorneys’ fees), arising from or related to your breach of these Business Subscriber Terms of Use.

29 Infringement Claims Applicable to Business Subscriber. If the Platform becomes, or in the Notarize's opinion is likely to become, the subject of an infringement or misappropriate claim, the Notarize may, at its option: (i) procure for the Business Subscriber the right to continue using the Platform; (ii) replace or modify the Platform so that it becomes non-infringing; or (iii) terminate the Business Subscriber’s right to use the Platform. If neither (i) through (iii) above are not practicable in the Notarize’s judgment, then Notarize shall be entitled to immediately terminate the Agreement without any additional liability to the Business Subscriber and the Business Subscriber shall immediately cease use of the Platform.

30 Limitations on Remedies Applicable to Business Subscriber.

30.1 Consequential Damages Waiver Applicable to Business Subscriber. IN NO EVENT SHALL NOTARIZE BE LIABLE TO THE BUSINESS SUBSCRIBER FOR ANY INDIRECT, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS; LOSS OF DATA; LOSS OR INTERRUPTION OF USE; COST TO PROCURE SUBSTITUTE TECHNOLOGIES, GOODS OR SERVICES; OR OTHER ECONOMIC LOSS, EVEN IF NOTARIZE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

30.2 Business Subscriber Non-Acceptance or Invalid Notarization. Except as otherwise provided in the above Section (Right to Corrections with Business Subscriber), if a Notarized Document, E-Signed Document or Identity Verification Document (i) is not accepted by your intended recipient due to any act or service provided or facilitated by us, including a Notarial Act performed by a Provider Notary, or (ii) is later found invalid by a court of competent jurisdiction based upon the Notarization or any or Service provided or facilitated by us; or if any other Service provided by Notarize is deemed defective, invalid or ineffective in any way; then Notarize will refund all fees, if any, you have directly and personally paid to Notarize for the Notarization, Notarized Document Service, E-Sign Service, Identity Verification Service or other Service in question (a “Full Refund”). THE PAYMENT BY NOTARIZE OF A FULL REFUND SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY ARISING OUT OF OR RELATING TO NON-ACCEPTANCE OR INVALIDATION OF THE NOTARIAL ACT OR OTHER SERVICE IN QUESTION, AND FOR ANY CLAIMED DAMAGES RESULTING FROM SUCH NON-ACCEPTANCE OR INVALIDATION OR DEFECT BASED UPON THE NOTARIZATION OR NOTARIZED DOCUMENT SERVICE, E-SIGN SERVICE, IDENTITY VERIFICATION SERVICE, OR OTHER SERVICE. IT IS YOUR RESPONSIBILITY TO VERIFY THAT YOUR DOCUMENT IS ELIGIBLE FOR ELECTRONIC SIGNATURE AND NOTARIZATION, THAT YOUR INTENDED RECIPIENT WILL RECOGNIZE AS VALID AND ACCEPT AN E-SIGNED DOCUMENT OR A DOCUMENT NOTARIZED VIA AUDIO-VIDEO COMMUNICATION UNDER APPLICABLE NOTARY LAW, AND THAT THE E-SIGNED OR NOTARIZED DOCUMENT WILL BE LEGALLY VALID AND BINDING FOR YOUR INTENDED PURPOSES. YOU MUST CONSULT AND RELY ON YOUR OWN LEGAL COUNSEL FOR DETERMINATIONS AS TO SUCH ELIGIBILITY, VALIDITY, AND ACCEPTANCE.

30.3 Limitation of Liability Applicable to Business Subscriber. IN NO EVENT WILL THE LIABILITY OF NOTARIZE, IN THE AGGREGATE, EXCEED FIVE THOUSAND DOLLARS ($5,000). THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THESE SUBSCRIBER TERMS AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.

31 Business Subscriber Effect of Termination or Expiration.

31.1 Business Subscriber Cessation of Services; Certain Licenses. Upon termination or expiration of these Business Subscriber Terms of Use, Notarize shall cease providing the Services to you and all your licenses (if any are in existence) shall end.

31.2 No Effect on Business Subscriber’s Prior Obligations. Expiration or termination of these Business Subscriber Terms of Use shall not affect any obligation which accrued prior to such expiration or termination, and the Subscriber shall promptly remit to Notarize all unpaid fees according to the terms of these Business Subscriber Terms of Use.

31.3 Additional Survival Provisions Applicable to Business Subscribers. The following shall survive the termination or expiration of these Business Subscriber Terms of Use for whatever reason or cause: Section 18 (Incorporation of Other Provisions); Section 23.6 (Ownership Applicable to Business Subscriber); Section 28 (Business Subscriber Indemnity); Section 30 (Limitations on Remedies Applicable to Business Subscriber); and Section 31.3 (Additional Survival Provisions Applicable to Business Subscribers).

32 Business Subscriber Termination.

32.1 Business Subscriber Early Termination Fee; Termination for Convenience. The Business Subscriber shall be entitled to terminate the Business Subscriber Terms of Use for convenience before expiration of a Pre-Paid Plan, upon the payment of a termination fee equaling the amount of any unpaid Committed Fees.

32.2 Business Subscriber Termination of Additional Services. Notarize shall be entitled to terminate Additional Services if its Service Provider terminates or adversely modifies such Service.

32.3 Termination for Cause Applicable to Business Subscriber. Either Party shall be entitled to terminate the Business Subscriber Terms of Use for material breach by the other, upon providing notice to the other Party (a “Notice of Breach”) and a thirty (30) day period to cure, commencing on such Party’s receipt of this notice (the “Cure Period”). In the event the Party in breach does not effect a cure within the Cure Period, the Business Subscriber Terms of Use shall be deemed terminated as of the date of the Notice of Breach.

32.4 Business Subscriber Insolvency. Either Party shall be entitled to terminate the Business Subscriber Terms of Use immediately upon written notice, if the other Party makes any assignment for the benefit of creditors, or a receiver, trustee in bankruptcy or similar officer is appointed to take charge of any or all of the other Party’s property, or the other Party seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or comparable proceeding or such a proceeding is instituted against the other Party and is not dismissed within 90 days, or the other Party becomes insolvent or, without a successor, dissolves, liquidates or otherwise fails to operate in the ordinary course.

33 Additional General Provisions Applicable to Business Subscribers.

33.1 Business Subscriber Publicity. The Business Subscriber of Use hereby consents to the inclusion of its name and logos in customer lists that may be published as part of Notarize’s marketing and promotional efforts.

33.2 Business Subscriber Assignment. The Business Subscriber Terms of Use may not be assigned, in whole or in part, by either Party without the other Party’s written consent; provided, however, such consent is not needed (i) for Notarize to subcontract performance of all or any part of the Service, or (ii) for an assignment by either Party to the Business Subscriber Terms of Use to any successor to all or substantially all of its business which concerns the Business Subscriber Terms of Use (whether by sale of assets or equity, merger, consolidation or otherwise). The Business Subscriber Terms of Use shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the Parties hereto.

33.3 Business Subscriber Independent Contractors. The Parties shall be independent contractors under the Business Subscriber Terms of Use, and nothing herein will constitute either Party as the employer, employee, agent or representative of the other Party, or both Parties as joint venturers or partners for any purpose.

SIGNATORY AND WITNESS/PARTICIPANT TERMS OF USE

Notarize offers services to Subscribers via its proprietary Platform. Notarize offers Notarizations and related Services using Provider Notaries commissioned in a particular US state or Territory, called the notary’s Home State. Notarize also offers E-Sign Services and Identity Verification Services, among other related Services.

A Subscriber, acting as a Designator, has designated you as a Signatory with respect to one or more specified documents that need to be accessed by you and then notarized and/or signed. Alternatively, and as applicable, a Subscriber, Signatory or other interested party has designated you as a Witness/Participant to participate in a Transaction.

Please read these Signatory and Witness Terms of Use (these “Signatory and Witness Terms of Use”) carefully before you access or use the Platform or participate in our Services (including the Authentication Services).

Agreement

34. Incorporation of Other Provisions. The terms and conditions set out in the Universal Terms of Use are incorporated herein. The Definitions for Terms of Use set out defined terms that are used in these Signatory Terms of Use and are incorporated herein. Other terms are defined in the context in which they are used.

35. Agreement to Participate; Authentication of Signatories and Witnesses. Notarize is providing you with access to the Platform in order for you to complete the signing of specified documents and, if applicable, to appear before a Notary Provider for the completion of required Notarial Acts. Alternatively, you are accessing the Platform in order to participate as a Witness/Participant in a Transaction. In either case, you are participating in receiving Services in connection with a Transaction at the request of a Subscriber with whom you have a business relationship or other shared interest in the subject Transaction.

35.1. In order to be a Signatory in connection with Notarize’s Services, your identity must be verified by means of the Authentication Services. You must also agree to these Terms and to participate in the Notarial Acts, E-Signing of Documents, Identity Verification or other applicable Services. You also agree to the participation of a Notary Provider or Designated Agent and any Witnesses/Participants.

35.2. In order be a Witness/Participant in a Transaction, you must agree to these Terms and to participate with Signatories and others during a meeting in which Services are provided by Notarize. Depending upon the specific type of act you are engaging in as a Witness/Participant, you may be required either to identity yourself on the record during the meeting or to have your identity verified using the Authentication Services. You also agree to the participation of a Notary Provider or Designated Agents and any other Signatories and other Witnesses/Participants.

36. Support Services. Notarize will use commercially reasonable efforts to provide you with technical support for the Services you are receiving and in which you are participating, including Authentication Services (the “Signatory Support Services”). If you require Signatory Support Services, contact support@notarize.com.

37. Ownership; Grant of Rights. Notarize is and shall remain sole owner of all right, title and interest in and to the Notarize Platform and its components, including all Intellectual Property Rights embodied therein. Notarize hereby grants you, under Notarize’s Intellectual Property Rights and during the term, a nonexclusive, non-sublicenseable, non-transferable subscription license to access Platform solely for the purposes permitted under these Signatory Terms of Use. There shall be no licenses or rights implied under these Signatory Terms of Use or based on any course of conduct.

38. Your Grant of Rights and Licenses to Us. By participating in Notarize’s Services and submitting User Content, either as a Signatory or as a Witness, you grant Notarize a nonexclusive license to access and use (and to permit its Service Providers to access and use) User Content including Signatory Data for purposes of providing the Services;

39. Responsibility for Fees. In the email invitation to participate as a Signatory on the Platform, your Designator indicated whether the Designator or you would be responsible for the fees for Notarize’s Services. If you are responsible, payment is due in full at the time such Services are provided to you. If your Designator is responsible, they will pay Notarize separately and you will not be responsible for payment. A Witness is not responsible for paying fees to Notarize for his or her participation, in that capacity, in a Transaction on the Platform.

40. Indemnity. You agree to defend, indemnify and hold Notarize and its subsidiaries, affiliates, officers, directors, agents and employees harmless from any liability to third parties, including any liability for damages, costs, or other expenses (including reasonable attorneys' fees), arising from or related to your breach of these Signatory Terms of Use.

  1. Limitations on Remedies.

41.1. Damages Waiver. IN NO EVENT SHALL NOTARIZE BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS; LOSS OF DATA; LOSS OR INTERRUPTION OF USE; COST TO PROCURE SUBSTITUTE TECHNOLOGIES, GOODS OR SERVICES; OR OTHER ECONOMIC LOSS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

41.2. Limitation of Liability. IN NO EVENT WILL THE LIABILITY OF NOTARIZE, IN THE AGGREGATE, EXCEED THE TOTAL AMOUNT OF PAYMENTS YOU DESIGNATOR MADE FOR THE AUTHENTICATION SERVICES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS THESE SIGNATORY TERMS OF USE AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.

42. Term and Termination. These Signatory Terms of Use will be effective when you accept the these Signatory Terms of Use and continue in full force and effect until the document that you have been designated as a Signatory to execute has become a Notarized Document, E-Signed Document or Identity Verification Document (the “Signatory Period”). These Signatory Terms of Use shall automatically terminate at the conclusion of the Signatory Period. Upon termination or expiration of these Signatory Terms of Use, Notarize shall cease providing Services to you and all your licenses (if any) shall end. The following shall survive termination or expiration of these Signatory Terms of Use for whatever reason or cause: Section 34 (Incorporation of Other Provisions); Section 37 (Ownership; Grant of Rights (ownership and no implied rights provisions only); Section 38 (Your Grant of Rights to Us); Section 40 (Indemnity); Section 41 (Limitation on Remedies); and Section 42 (Term and Termination) (survival portion only).

DEFINITIONS FOR TERMS OF USE

Capitalized terms used in the Terms of Use have the meanings set out below. Other capitalized terms are defined in the context in which they are used in the Terms of Use:

1 “Additional Services” means optional additional services that Notarize offers (either directly, or as a reseller).

2 “API” means the application programming interface designed by Notarize or its Service Providers to permit certain parties (i) to submit documents and requests for Services and (ii) to receive responses from the Platform in an automated manner.

3 “App” means Notarize’s mobile application.

4 “Applicable Electronic Signature Law” means the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. sec. 7001 et seq. and, as applicable, laws relating to electronic signatures and electronic notarization in: (a) the Commonwealth of Virginia, and (b) other states in addition to Virginia in which commissioned notaries are legally authorized to perform notarial acts using electronic means and in which the Uniform Electronic Transactions Act or other applicable state law allows transactions to be signed and records to be created, transmitted and stored using electronic means.

5 “Applicable Notary Law” means the notarial and other applicable laws of each US state or Territory which has authorized its notaries to perform notarial acts, including traditional as well as remote online notarial acts, and in which Notarize offers Notarization Services performed by notaries duly commissioned in such a state or Territory. By way of example only, in Virginia such laws include VA Code Title 47.1 (Notaries and Out-of-State Commissioners); in Texas such laws include TX Govt Code 406.001 et seq; and in Nevada such laws include NRS 240.001 et seq.

6 “Authentication Services” means, with respect to a Notarial Act and the signing of any non-notarized documents included as part of the same transaction and same session as a Notarial Act, the following services that Provider Notaries employ to authenticate a Signatory: (i) such identify-verification methods and procedures as may be required by Applicable Notary Law; and additionally, where remote online notarization services on the Platform are involved, (ii) identity verification using third- party identity database services combined with video and audio conference technology (or other permitted technology) that allows the Provider Notary to communicate with and identify the Signatory at the time of the Notarial Act, as specified by Applicable Notary Law. With respect to transactions involving documents which are e-signed outside the context of a unified session involving Authentication Services for Notarial Acts, Authentication Services include such identity- verification methods as specified by law, if applicable; or otherwise in the agreements between Notarize and the parties requesting and using such e-signature services.

7 “Business Subscriber Data” means the Subscriber Data provided to Notarize by the Business Subscriber or its Signatory (or Signatories).

8 “Business Subscriber Systems” means the IT infrastructure the Business Subscriber is responsible for obtaining, at its own expense to: (i) deliver Business Subscriber Transaction Request and Transaction Documents to Notarize; (ii) to receive Notarized Documents, E-Signed Documents or Identity Verification Documents and related information (where applicable) from Notarize, and (iii) engage in other associated interactions with Notarize and the Platform.

9 “Business Subscriber Transaction Request” means (i) a Business Subscriber’s request to the Portal together with (ii) the Transaction Documents, and (iii) requisite information designating and identifying the Signatory or Signatories and any Witnesses/Participants associated with the Transaction or Transaction Documents.

10 “Business Subscriber” means a business that has registered on the Website to offer Notarize’s Services to its customers.

11 “Committed Fees” means the fees that Notarize invoices the Business Subscriber in advance for the specified Transactions and Additional Services (where applicable).

12 “Compliant Service Correction” means the services Notarize will provide at no cost to the Subscriber so that non-conforming Services duly described in the Notice of Non-Conformity are reperformed so that they comply with Notarize’s representations and warranties.

13 “Consumer Subscriber Data” means the Subscriber Data provided to Notarize by the Consumer Subscriber or its Signatory (or Signatories).

14 “Consumer Subscriber Systems” means the IT infrastructure the Consumer Subscriber is responsible for obtaining, at its own expense to: (i) deliver Consumer Subscriber Transaction Request and Transaction Documents to Notarize; (ii) to receive Notarized Documents, E-Signed Documents or Identity Verification Documents and related information (where applicable) from Notarize, and (iii) engage in other associated interactions with Notarize and the Platform.

15 “Consumer Subscriber Transaction Request” means (i) a Consumer Subscriber’s request to the Portal together with (ii) the Transaction Documents and (iii) requisite information designating and identifying the Signatory or Signatories and any Witnesses or Participants associated with the Transaction or Transaction Documents.

16 “Consumer Subscriber” means a consumer who has registered to obtain Services via the Platform.

17 “Core Services” means all the services offered by Notarize except the Additional Services, including: (i) Authentication Services; (ii) Notarized Document and E-Signed Document Services; (iii) Provider Notary Services; (iv) Notarization Services; (v) Identity Verification Services; (vi) Signatory Support Services; and (vii) Support Services.

18 “Definitions for Terms of Use” means these definitions for the Terms of Use.

19 “Designator” means a Subscriber who designates a Signatory.

20 “Effective Date” means the date that you accept the Terms applicable to your use of the Platform and/or Service.

21 “E-Signed Document” means a document in digital form that has been e-signed on the Platform in accordance with the Terms of Use.

22 “E-Sign Services” means the following service Notarize provides: an email or other notice is sent from the Platform to a Signatory (and also where agreed, to a Subscriber) attaching a link to one or more documents to be reviewed and e-signed, along with such other information as is customary to be sent respecting such transactions on the Platform. The email (or other notice) may contain a link to additional information related to the documents, as determined by Notarize in its reasonable judgment. Then, after the documents are e-signed, an email or other notice is sent to the Signatory (and also where agreed, to a Subscriber) attaching the E-Signed Documents or a link to the documents. The email (or other notice) may contain a link to additional information related to the E-Signed Documents, as determined by Notarize in its sole discretion. Notarize shall make the E- Signed Documents and related information (where applicable) available, via the Verification Portal, to Verification Portal Users designated by the Subscriber and/or its Signatories and to others with necessary permissions or the legal right to view such documents.

23 “Home State” means the state under whose Applicable Notary Law a Notarial Act was performed.

24 “Identity Verification Document” means a document in digital form that has been e-signed on the Platform, in connection with the provision of Identity Verification Services, in accordance with the Terms of Use.

25 “Identity Verification Services” means specific services, not associated with or constituting a Notarial Act, which we perform in order to gather and review evidence presented by or with respect to a Signatory relating to the asserted identity of a Signatory. Such services will be performed using methods as specified by law, if applicable; or otherwise in the agreements between Notarize and the parties requesting and using such Identity Verification Services.

26 “Identity Verification Designated Agent” means an individual engaged by Notarize to provide Identity Verification Services. The Designated Agent may be a commissioned notary, but will not be performing a notarial act when performing Identity Verification Services as an Identity Verification Designated Agent.

27 “Multiple-Source Transaction Request” means the Business Subscriber’s right to (i) identify its Signatories to Notarize via the functionality provided on the Portal, and (ii) permit its Signatories to directly submit applicable Transaction Documents and other requisite information to Notarize.

28 “Intellectual Property” or “Intellectual Property Rights” means (i) Patent Rights; (ii) rights under trademark law; (iii) rights under copyright law; (iv) rights in trade secrets and confidential information; and (v) other similar rights to exclude another from the use or enjoyment of an asset or process.

29 “JAMS Rules” means the JAMS’ Streamlined Arbitration Rules and Procedures, if applicable, or otherwise pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules.

30 “JAMS” means the Judicial Arbitration and Mediation Services.

31 “Notarial Acts” means acts, as specified by applicable law, that a notary, commissioned or authorized by that state, territory or other lawful jurisdiction or authority, is entitled to conduct, such as for example the taking of acknowledgements, administering of oaths and affirmations, witnessing or attesting a signature, or certifying a copy.

32 “Notarizations” means a transaction where a Provider Notary conducts Notarization Services.

33 “Notarize” means Notarize, Inc. and its subsidiaries, including Notarize, LLC. The terms “we,” “us,” and “our” also refer to Notarize, Inc. and its subsidiaries.

34 “Document Recipient” means a person or entity that is requesting Notarized Documents, E-Signed Documents or Identity Verification Documents, or another interested party that is going to receive or rely on the Documents, or another party that is given permission from a Subscriber or Signatory to receive or view the Documents. For example, in connection with a mortgage transaction, a Document Recipient may include the Signatory’s lender or title underwriter, title agent or realtor.

35 “Notarized Document Services” means the following services where remote online Notarial Acts on the Platform are requested: an email or other notice is sent from the Platform to a Signatory (and also where agreed, to a Subscriber) attaching a link to one or more documents to be reviewed and Notarized, along with such other information as is customary to be sent respecting such transactions on the Platform. The email (or other notice) may contain a link to additional information related to the documents, as determined by Notarize in its reasonable judgment. After the Provider Notary has completed the Notarization, an email or other notice is sent from the Platform to the Subscriber attaching the Notarized Documents or a link to the documents. The email (or other notice) may contain a link to additional information related to the notarization, as determined by Notarize in its reasonable judgment, and then, for a reasonable period of time, as determined by Notarize in its sole discretion, Notarize shall make the Notarized Documents and related information (where applicable) available, via the Verification Portal, to Verification Portal Users designated by the Subscriber and/or its Signatories and to others with necessary permissions or the legal right to view such documents. Where traditional Notarial Acts are requested by a Subscriber, Notarized Document Services may, in place of or in addition to the foregoing, include arranging a physical meeting between a Provider Notary and the Signatory or Signatories to complete all Notarized Documents and any other documents requested by a Subscriber to be executed as part of the same meeting.

36 “Notarized Document” means a document in paper or digital form that has been Notarized in accordance with the Terms of Use.

37 “Notice of Non-Conformity” means the notice you provide Notarize describing a service provided by Notarize which you claim does not conform to the representation and warranties applicable to the Services.

38 “Terms” means the Terms of Use and Privacy Policy, each of which shall be available via the Portal.

39 “Patent Rights” means rights under and to patents, patent applications, divisions, continuations, continuations-in-part, reissues, renewals, extensions, supplementary protection certificates, utility models, and the like of such patents and patent applications, and foreign counterparts and equivalents thereof.

40 “Personal Information” means information that meets the following two criteria: the information (i) is protected under applicable law governing the disclosure, transfer or use of information concerning natural persons; and (ii) identifies the natural person at issue, including (as determined by applicable law) such person’s name, e-mail, username, IP address, telephone number, postal address, biometric record, driver’s license number, social security number or account number.

41 “Platform” means (i) the API; (ii) the App; (iii) the Portal; (iv) the Services; and (v) the System, as they each currently exist and each may be modified by Notarize after the Effective Date.

42 “Portal” means the website, currently located at http://notarize.com/ through which Notarize offers remote notary services to members of the general public and others.

43 “Privacy Policy” means Notarize’s privacy policy, located at https://notarize.com/privacy/.

44 “Provider Notary Services” means the service Notarize provides where it maintains a panel of Provider Notaries to perform Notarizations in accordance with the Terms.

45 “Provider Notary” means an individual engaged by Notarize to provide Notarizations in connection with the Services.

46 “Notarization Services” means the service Notarize provides where it causes its Provider Notaries to conduct Notarizations as specified in Transaction Requests from the Subscriber which shall comply with Applicable Notary Law. In connection with such Notarizations, and for the avoidance of doubt, Provider Notaries shall authenticate a Signatory or Signatories (where applicable) for purposes of a Notarization using the Authentication Services.

47 “Service Business Day” means, with respect to remote online Notarial Acts and E-Sign Services provided on the Platform: (i) for Provider Notaries acting in respect to mortgage Transactions, Monday through Friday 7:00 AM to 8:00 PM EST, and (ii) for all other Transactions not described in (i), Provider Notaries and E-Sign Services are available on a 24/7 basis. Requested services involving traditional Notarial Acts are available during normal business hours, weekday evenings until 8:00 PM local time, and on weekends from 9:00 AM to 6:00 PM local time, subject to advance scheduling with Signatories.

48 “Service Provider” means a service provider to Notarize, or an entity whose products or services Notarize resells.

49 “Services” means (i) the Core Services and (ii) the Additional Services (if any).

50 “Signatory Support Services” means the commercially reasonable efforts Notarize will use to provide a Signatory with technical support for the Authentication Services.

51 “Signatory” means a person a Designator has designated to sign a Transaction Document.

52 “Subscriber Data” means: (i) Transaction Documents, and (ii) information concerning Signatories; and (iii) confidential information that the Business Subscriber provides to Notarize in accordance with the Business Subscriber-Specific Terms of Use.

53 “Subscriber Systems” means (i) Consumer Subscriber Systems and (ii) Business Subscriber Systems.

54 “Subscriber” means (i) Consumer Subscriber and (ii) Business Subscriber.

55 “Support Services” means the technical support that Notarize provides for the Service in accordance with its standard practices.

56 “System” means the software, business rules, methods, data, know-how, and technology developed or acquired by Notarize to enable the services it provides (i) to subscribers and other users; (ii) to its Provider Notaries; and/or (iii) to users of the Verification Portal.

57 “Terms of Use” means: (i) the Universal Terms of Use; (ii) the Definitions for Terms of Use; and (ii) the (a) Business Subscriber Terms of Use; (b) Consumer Subscriber Terms of Use; (c) Signatory and Witness Terms of Use (as the case may be).

58 “Transaction Document” means a document in electronic form that the Subscriber (or one of its Signatories) presents on the Platform to be notarized by a Provider Notary, or separately E-Signed outside the context of a notarial act, or in connection with an Identity Verification.

59 “Transaction Request” means: (i) a Business Subscriber Transaction Request; (ii) a Consumer Subscriber Transaction Request; and (iii) a Multiple-Source Transaction Request, as the case may be.

60 “Transaction” means the set of services provided by Notarize in connection with a specified document or set of documents which are to be Notarized or E-Signed, or a set of requested and inter- related business process activities, or one or more related Identity Verifications, as the case may be.

61 “Universal Terms of Use” mean the terms and conditions located here.

62 “User Content” means your provision of content, including, but not limited to, personal information, payment information, identity information, credentials, biometric information and documentation, notarial or other transaction information, documents for signature and/or notarization, and information obtained and data recorded (including the recording made of the audio-video session between a you and a Provider Notary or Identity Verification Designation Agent, if applicable) during a Transaction.

63 “User Documentation” means user instructions, help information, service descriptions, system requirements information, and other similar materials that Notarize provides to the Subscriber for use with respect to the Services.

64 “Verification Portal User” means a person or entity that meets the following two criteria: the person or entity (i) has been designated by the Subscriber or its Signatory as having requisite permissions with respect to a Notarized Document or E-Signed Document or a closing or Identity Verification Service on the Platform, or is a Notarized Document or E-Signed Document or Identity Verification Document Recipient; and (ii) has registered in accordance with Verification Portal instructions.

65 “Verification Portal” means the Portal features that provide access to Notarized Documents, E- Signed Documents, Identity Verification Documents and related information Notarize may make available.

66 “Witness/Participant” means a person who participates in a Transaction in any capacity in which the person is not a principal signer in the underlying Transaction itself. A Witness/Participant includes a witness to the principal’s signature on the document; a credible witness to the identity of a principal signer; or an attorney, title agent, realtor or other person who is interested in the underlying Transaction and who is participating on the Platform at the request of, or with the permission of, a Signatory, Subscriber, or other party to the Transaction.

67 “You” means anyone accessing out Platform.