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Terms of use

1. Introduction and Agreement to Terms

Welcome to Signus.ai, operated by Signus Solutions Inc. and Signus Technologies Inc. ("Signus", "we", "our", or "us"). These Terms of Use ("Terms") govern your access to and use of all Signus websites, products, and services (collectively, the "Platform"), including any associated applications, tools, and communications.

By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, you must not use the Platform.

2. Scope of Users

These Terms apply to all categories of users, including:

  • Visitors: individuals browsing any website hosted by Signus (a "Visitor");

  • Customers: organizations or individuals who have subscribed to or purchased access to Signus services ("Customer");

  • Authorized Users: individuals granted access to Signus by a Customer, such as employees, agents, or contractors ("User").

If you are using Signus on behalf of a company or other entity, you represent that you have authority to bind that entity to these Terms. Your use constitutes acceptance on behalf of the entity you represent.

3. Relationship to Other Agreements

If you are a Customer and have entered into a signed services agreement or master subscription agreement with Signus (collectively, "Customer Agreement"), that agreement governs your specific use of the Platform. In case of conflict between the Customer Agreement and these Terms, the Customer Agreement shall control.

These Terms are intended for business and commercial use only. Signus does not offer services for personal or consumer use as defined under U.S. consumer protection law.

4. Important Legal Notice

THESE TERMS INCLUDE A BINDING ARBITRATION CLAUSE AND WAIVER OF JURY TRIALS AND CLASS ACTIONS. PLEASE REVIEW THE "DISPUTE RESOLUTION" SECTION CAREFULLY, AS IT AFFECTS YOUR LEGAL RIGHTS.

5. Eligibility, Access, and Use of the Signus Platform

5.1. Who May Use Signus

By using Signus, you confirm that:

  • You are at least 18 years old (or the age of majority in your jurisdiction), legally competent, and authorized to enter into binding contracts;

  • You are accessing the Platform on behalf of a business or organization and have the authority to bind it to these Terms;

  • You are not subject to U.S. trade restrictions or listed on any U.S. government sanctions list;

  • You are not accessing Signus from a U.S.-sanctioned territory.

Use of the Platform is prohibited where it would violate applicable U.S. law.

We may deny or revoke access to the Platform if you previously violated these Terms or were banned from using Signus services.

5.2. Limited License to Use

Subject to your compliance with these Terms, Signus grants you a non-exclusive, non-transferable, and revocable right to access and use the Platform strictly for your internal business operations. Any unauthorized use may result in suspension or termination of access, and may give rise to legal claims.

5.3. Service Availability

While Signus may be accessible from various regions, we make no representation that the Platform or its content is appropriate or available outside the United States. You are solely responsible for ensuring that your use of Signus complies with all applicable laws in your location. Access to certain features or services may be restricted without notice.

If you are a competitor or acting on behalf of a competitor, you may not access the Platform without prior written consent from Signus.

5.4. Changes to These Terms

We may update these Terms at our discretion. If we do, we'll post the new version and update the "Effective Date" at the top of the page. Continued use of the Platform after changes take effect constitutes your acceptance of the revised Terms. We encourage you to check this page periodically for updates.

5.5. Communications and Notifications

By using Signus, you consent to receive all communications related to your account or the Platform electronically, including legal notices, product updates, service announcements, and marketing communications. These communications may be sent via email, in-app messages, or posted directly on the Platform.

You can opt out of promotional emails at any time using the unsubscribe link in the footer of our emails. Note: opting out of marketing emails does not affect essential service-related communications.

If you elect to receive SMS notifications, you confirm that the number you provide is yours or that you are authorized to receive messages on that number. Standard text message rates may apply. Signus is not responsible for delays, delivery failures, or disruptions caused by your mobile provider.

6. Intellectual Property and User Contributions

6.1. Ownership and Rights Reserved

The Signus Platform, including all content, tools, features, design elements, and underlying technology, is protected under U.S. intellectual property law. All intellectual property rights---whether existing now or developed in the future---belong exclusively to Signus Solutions Inc., Signus Technologies Inc., or their licensors. This includes, but is not limited to, copyrights, trademarks, service marks, trade secrets, patent rights, and proprietary algorithms.

No rights are transferred to you through use of the Platform, except for the limited license explicitly granted in these Terms. Any unauthorized use, duplication, or derivative creation from our materials is strictly prohibited.

6.2. Trademarks and Brand Elements

The Signus name, logo, domain, and associated branding (including taglines and interface elements) are protected marks and trade dress of Signus. You may not use any Signus trademarks without prior written consent, including in promotional materials, website headers, or third-party applications, except as expressly permitted under a written agreement.

6.3. Downloadable Content and Third-Party Components

From time to time, Signus may make downloadable resources, tools, or software available via the Platform ("Protected Materials"). These materials remain the property of Signus or third-party providers and may be subject to additional licensing terms. You may not copy, distribute, or reverse-engineer any such materials unless explicitly allowed.

Any unauthorized use of Protected Materials may violate intellectual property laws and result in civil or criminal penalties.

6.4. User Contributions and Feedback

The Platform may allow users to post content such as messages, feedback, ideas, or suggestions ("User Submissions"). By submitting content to Signus, you:

  • Grant Signus a worldwide, perpetual, royalty-free, sublicensable license to use, display, modify, adapt, and distribute your content for any lawful purpose, including internal product development and marketing;

  • Represent that you own or have the legal right to share that content;

  • Confirm that your submission is truthful and does not infringe upon any laws or third-party rights.

Signus may---but is not obligated to---moderate, remove, or filter any User Submissions. We reserve the right to take down any content that we, in our sole discretion, consider to be unlawful, harmful, infringing, misleading, or otherwise objectionable.

Note: User Submissions do not include any contract, document, or data uploaded to your Signus account for use with our services. Those are governed separately under our Privacy Statement and relevant customer agreements.

6.5. Responsibility for Data

You are responsible for all data you submit or process using the Platform. It is your responsibility to comply with any laws, industry standards, or regulatory obligations related to your use of that data.

By using Signus, you agree that we may process and store such data in accordance with our Privacy Statement.

7. Acceptable Use Restrictions

To protect the integrity, security, and lawful use of the Signus Platform, you agree not to, and not to permit others to, do any of the following:

7.1. Prohibited Conduct

You must not:

  • Violate any applicable U.S. laws or regulations;

  • Infringe on the rights of others, including intellectual property, privacy, publicity, or proprietary rights;

  • Upload, transmit, or share content that is unlawful, harmful, offensive, obscene, threatening, harassing, defamatory, hateful, or discriminatory;

  • Attempt to impersonate any individual or organization, or misrepresent your affiliation;

  • Access another customer's Signus account or data without permission;

  • Introduce viruses, worms, malware, or any code that may harm systems or disrupt services;

  • Interfere with or overload the Platform's infrastructure, servers, or networks;

  • Attempt to reverse engineer, decompile, or access the source code of any part of the Platform;

  • Circumvent any access controls, usage limits, or authentication measures;

  • Use bots, scrapers, or other automated methods to extract data or bypass restrictions;

  • Resell, sublicense, lease, or commercially exploit any part of the Platform unless explicitly authorized;

  • Benchmark, analyze, or monitor the Platform for the purpose of creating competing products or services;

  • Use any Signus systems, models, architecture, or output to train, test, or improve any machine learning model or AI system that replicates or competes with Signus;

  • Post or link to content that would harm our reputation or mislead others about our association with your service or platform;

  • Attempt or assist others in committing any of the above.

If you observe misuse or suspect abuse of the Platform, please notify us at: support@signus.ai

7.2. Linking and Framing

You may link to the homepage of https://signus.ai for lawful and non-misleading purposes. However:

  • You may not frame or mirror any part of the Platform;

  • You may not link from websites that include unlawful, harmful, or infringing content;

  • We reserve the right to revoke link permissions at any time, at our sole discretion.

7.3. Platform Oversight

While we are not obligated to monitor your activity, we reserve the right to review or investigate use of the Platform to:

  • Maintain service quality;

  • Prevent fraud or abuse;

  • Ensure compliance with these Terms;

  • Comply with applicable laws, court orders, or regulatory obligations.

We may take appropriate enforcement action, including suspension or removal of access, if we believe a violation has occurred.

8. Signus Services: Access, Accounts, and Responsibilities

Certain services provided by Signus ("Signus Services") are subject to the terms in this section and may include additional service-specific policies, subscription plans, and guidelines which will be made available to Customers as applicable.

8.1. Key Definitions

For the purposes of these Terms:

  • Account: A dedicated Signus account created by or on behalf of a Customer to enable access and use of Signus Services by its Authorized Users.

  • Authorized User: A natural person (e.g., employee, contractor, consultant) designated and authorized by the Customer to access and use Signus Services under the Customer's Account, subject to usage limits.

  • Documentation: Any official guides, instructions, training materials, or specifications provided by Signus to support the proper use and configuration of its Services, excluding software source code.

8.2. License and Permitted Use

Subject to these Terms and any applicable subscription plan or customer agreement, Signus grants you a limited, non-exclusive, non-transferable license to:

  • Access and use the Signus Services within the agreed scope of your plan;

  • Configure and manage your Account settings, workflows, and authorized personnel;

  • Use Signus-provided Documentation to support your internal use of the Platform.

You must not circumvent or exceed any technical or contractual usage limits. Misuse or unauthorized extension of your access rights may lead to immediate termination and potential legal consequences.

8.3. Customer Responsibilities

As a Customer, you agree to:

  • Be fully responsible for all activity under your Account;

  • Maintain the confidentiality and security of your login credentials;

  • Notify Signus promptly of any suspected or confirmed unauthorized access;

  • Use Signus Services solely for lawful business purposes;

  • Accept that Signus is not liable for damages arising from unauthorized account use unless required by U.S. law.

8.4. Management and Role-Based Access

Customers may designate one or more Authorized Users to serve as Account Administrators, who may manage team access, set permissions, adjust plan settings, integrate third-party services, monitor usage, and accept notices or terms on behalf of the Customer.

Administrators can be employees or approved external agents (e.g., consultants, vendors) but must always act under confidentiality terms consistent with these Terms.

8.5. Authorized User Requirements

Each Authorized User must have a unique login credential (email + username). Sharing accounts across multiple individuals is prohibited. If a non-employee is granted access, the Customer must ensure that individual is bound by confidentiality and conduct obligations aligned with those in this Agreement and is using Signus Services exclusively in support of the Customer's internal operations.

8.6. Artificial Intelligence Usage

Where Signus Services include AI-driven features or integrations, those features may rely on machine learning technologies. Customer Data may be processed to improve performance, functionality, and outcomes.

We do not use Customer documents to train general-purpose AI models unless explicitly authorized. AI-specific terms and controls will be outlined in the Signus AI Policy, which may include options to manage or restrict how AI-enhanced features interact with your data.

8A. Electronic Signatures and Digital Transactions

This section governs your use of electronic signatures and digital contract workflows through the Signus platform. It is incorporated into and forms part of the Terms of Use.

Unless defined below, capitalized terms carry the meanings provided in the main body of the Terms.

8A.1 Definitions

Document means a file uploaded to the Signus platform for review, signature, or recordkeeping.

Electronic Signature means any electronic symbol, mark, or process that is attached to or logically associated with a Document and executed or adopted by a person with the intent to sign that Document.

Signer means any individual invited through the Signus platform to view, complete, or sign a Document.

Audit Trail means the system-generated metadata associated with a Document, including but not limited to signer actions, time stamps, authentication methods, IP addresses, and completion status.

Transaction Data means non-content metadata related to the transmission and execution of Documents, including sender and signer details, timestamps, delivery information, and event logs. Transaction Data may be retained by Signus to ensure traceability, compliance, and platform integrity.

Signature Request means the electronic transmission of a Document to one or more Signers for completion or approval through the Signus platform.

8A.2 Usage Limitations and Customer Responsibilities

By using electronic signature functionality within the Signus platform, you acknowledge and agree to the following:

8A.2.1 Signus is not a party to any contract, transaction, or agreement executed using its platform. Signus does not review, validate, or provide any representation or warranty regarding the legal enforceability, accuracy, or outcome of documents processed or signed using the Service.

8A.2.2 You, not Signus, control and are solely responsible for the content, format, accuracy, legality, and enforceability of any document submitted, signed, or stored using the platform.

8A.2.3 Certain types of agreements may not be eligible for electronic execution under local, state, federal, or international law (for example: wills, family law agreements, or certain real estate or court filings). It is your responsibility to determine whether a specific document or transaction is legally valid when executed electronically. Signus makes no determination or warranty regarding whether a given document is suitable for electronic signature.

8A.2.4 Signus does not determine or track how long your signed documents must be retained. You are solely responsible for understanding and complying with applicable laws, regulations, and policies concerning document storage, retention, and disclosure.

8A.2.5 If you use Signus to interact with individual consumers, you are solely responsible for complying with any legal requirements applicable to consumer transactions. These may include---but are not limited to---obtaining affirmative consent to conduct business electronically, providing copies of signed agreements, or disclosing required legal notices in a compliant format.

8A.2.6 Signus does not determine whether a signer qualifies as a "consumer" under applicable law, nor does it:

  • Obtain or track any required consumer consent,

  • Provide required notices or disclosures,

  • Confirm whether consent has been withdrawn,

  • Deliver paper or alternative copies of electronically signed documents,

  • Determine or enforce any special rules applicable to consumer-facing agreements.

You are responsible for identifying whether consumer protections apply to a given transaction and complying with any such legal obligations independently.

8A.2.7 The Signus platform is a technical tool to support your workflow. You remain solely responsible for any legal decisions, risk assessments, or business actions you take based on its use. Signus does not provide legal advice and is not a substitute for legal counsel.

8A.3 Document Storage and Deletion

8A.3.1 Default Retention
By default, Signus stores completed documents (including associated metadata and any embedded customer content) for the duration of the active subscription, or until the document is deleted by you---whichever comes first. You may configure custom retention or deletion rules through your account settings or administrative controls.

8A.3.2 Access and Retrieval
During the term of your subscription, you may access and download your stored documents at any time through your Signus account. If your subscription expires or is terminated, you will have a 90-day grace period to retrieve any remaining documents, after which Signus may permanently delete your account data. We strongly recommend downloading important files prior to termination or expiration of your subscription.

8A.3.3 Transaction Metadata
Signus may retain certain non-content metadata---such as audit trails, timestamps, and event logs---for as long as necessary to support platform integrity, regulatory compliance, or legitimate business purposes. Where such data qualifies as confidential under our agreement, Signus will treat it accordingly and maintain appropriate safeguards in line with our confidentiality obligations.

8A.4 Subscription Plans and Fees

Use of Signus's electronic signature capabilities is governed by your subscription plan, as outlined in your Order Form. Plans may include limits based on the number of registered users ("Seats") and/or the number of agreement sets that may be sent during a defined subscription period.

8A.4.1 Seat Allowance

A "Seat" refers to a designated Authorized User who has access to Signus. Your subscription includes a maximum number of Seats ("Seat Allowance"), as listed in your Order Form. No two individuals may use the same Seat login. However, administrators may reassign Seats to new users as needed, provided the total number of concurrently active users does not exceed the Seat Allowance.

8A.4.2 Agreement Set Allowance

An "agreement set" refers to a package of one or more documents grouped for execution and sent as part of a signature request. Your subscription may include an annual or term-based limit on the total number of agreement sets that can be sent. Unless otherwise specified:

  • Each agreement set is counted upon being sent, regardless of whether the recipient receives, opens, or completes it.

  • Automated or bulk-send actions (including those initiated via API or dynamic link) will count toward the total.

  • Public-use templates (e.g., Signus SmartLinks) are also counted when accessed, not only when completed.

8A.4.3 Usage Calculation for Seat-Based Plans

If your subscription includes agreement set limits tied to the number of Seats, the total annual allowance will be calculated by multiplying the Seat Allowance by a predefined number of agreement sets (e.g., 100 per Seat per year, unless otherwise specified). Additional Seats typically include a proportional agreement set allocation.

8A.4.4 Overage Charges

(a) Additional Seats
If you exceed your Seat Allowance, Signus may automatically charge for additional Seats on a pro rata basis for the remainder of the subscription term, at either the list rate or the rate defined in your Order Form.

(b) Additional Agreement Sets
If your usage exceeds the allotted agreement set limit, each excess agreement set will be billed at the per-unit rate specified in your Order Form or, if not specified, at the standard rate for your subscription tier.

8A.4.5 Optional Features and Add-ons

Some capabilities---such as multi-factor authentication, identity verification, or fax-based delivery---may be billed separately, either as add-ons to your base subscription or on a per-use basis, as described in your Order Form.

8A.5 E-Signature Compliance and Legal Validity

Signus warrants that, when used properly and in accordance with applicable laws and platform documentation, the electronic signature functionality provided through the Signus platform meets the definition of a legally valid "electronic signature" under the U.S. Electronic Signatures in Global and National Commerce Act (ESIGN Act, 15 U.S.C. §§ 7001 et seq.) and is capable of supporting compliance with international electronic signature standards, including eIDAS Regulation (EU) No. 910/2014, where applicable.

It remains your responsibility to determine whether electronic execution is appropriate or legally sufficient for a particular document, transaction, or jurisdiction.

8A.6 Payment Integrations (If Enabled)

Signus may offer optional integrations with third-party payment processors to allow users to collect payment authorizations in connection with agreement workflows.

8A.6.1 Third-Party Payment Responsibility
All payment processing activities are handled directly by the third-party payment provider selected by the customer. Signus does not process, store, or control payment information and is not a party to any payment-related transactions. Customers are solely responsible for maintaining their own accounts with such providers and ensuring compliance with any contractual or regulatory requirements related to payment processing.

8A.6.2 Customer Obligations
If you use a Signus-integrated payment feature, you remain solely responsible for:

  • Disclosing to signers how payment data will be used or stored

  • Complying with applicable laws and card network rules (including PCI DSS, if relevant)

  • Resolving any disputes related to payment failures, chargebacks, cancellations, or fulfillment

8A.6.3 Data Handling
Where applicable, Signus may facilitate the temporary transfer of payment-related metadata between you and your selected payment processor to enable the transaction. Payment credentials are never stored or retained by Signus unless expressly stated and permitted under a separate agreement.

8A.7 Optional Identity Verification Features (If Enabled)

Signus may, at its discretion, offer optional identity verification tools or integrations to support customer workflows requiring additional signer authentication.

8A.7.1 Purpose and Scope
These tools, if enabled, may facilitate verification of a signer's identity using third-party services. Signus does not guarantee the accuracy, legality, or authenticity of any identification data submitted through such services.

8A.7.2 Customer Responsibilities
If you choose to use identity verification features, you acknowledge and agree that:

  • You are solely responsible for determining whether identity verification is legally required for your use case;

  • You remain fully responsible for the interpretation and reliance on any verification result;

  • You must ensure that any verification data you collect or retain complies with applicable laws, including data privacy and recordkeeping obligations;

  • You may not use identity verification tools for unlawful, deceptive, or prohibited business activities.

8A.7.3 Compliance and Monitoring
Signus may review usage patterns of any identity verification tool to ensure compliance with platform rules or applicable law. Misuse may result in suspension or termination of access to those features.

8A.7.2 Administrative Activity Monitoring (If Enabled)

Signus may provide administrators with access to system-generated monitoring tools that surface activity logs, access records, or behavioral insights related to usage of the platform.

If such features are available, you acknowledge that:

  • Any metrics, output, or visualizations made available through these tools are proprietary to Signus and may only be used internally by your organization for the duration of your subscription;

  • Signus may remove, limit, or modify access to such data at any time without obligation to preserve historical records after termination of service;

  • You are responsible for ensuring any use of administrative insights complies with applicable data protection laws, especially when viewing activity related to your users, collaborators, or signers.

8A.7.3 Shared Agreement Areas (Future Feature)

If Signus introduces functionality that enables users to manage agreements and related documents in shared, persistent environments (e.g., folders or collaborative areas), access to such environments may be subject to additional terms. Use of any shared environment will be governed by your subscription level and platform permissions.

Signus reserves the right to define usage limits, enforce sharing policies, and modify or remove access to shared areas at any time.

9. Payment Terms and Billing

9.1. Subscription Plans and Pricing

Your access to Signus Services is governed by your selected plan ("Subscription Plan"), which includes usage entitlements, pricing, and billing terms. Subscription Plans may be published on signus.ai, shared with you via in-product prompts, or communicated through order forms or email.

We reserve the right to adjust pricing, entitlements, or plan terms at our discretion. Any changes to active Subscription Plans will apply only at the start of your next renewal cycle unless otherwise agreed.

9.2. Renewals and Auto-Billing

Unless canceled in accordance with these Terms, your Subscription Plan will renew automatically for successive periods equal to your initial term. Renewal charges will be processed using your saved payment method unless:

  • You cancel at least five (5) business days before the end of your current term;

  • You disable auto-renewal in your account settings;

  • We choose not to renew your plan or suspend your access.

9.3. Promotions and Discounts

From time to time, we may offer limited-time promotions. Promotional codes apply only to your initial Subscription Term unless explicitly stated otherwise. Renewals are charged at the standard rate.

9.4. Overage Charges

If your usage exceeds your plan's included entitlements, overage fees may apply. Overage charges are calculated monthly and billed in arrears at the then-current per-unit rate. These fees are due immediately upon invoicing and may be automatically charged to your payment method on file.

Late or failed payments may incur interest, penalties, or access suspension.

9.5. No Refund Policy

Unless required by law or explicitly stated in a separate agreement, all payments are non-refundable. This includes prepayments, unused time, or partial months of service.

9.6. Recurring Billing Authorization

By enrolling in a Subscription Plan, you authorize Signus (or our billing partner) to charge your selected payment method for:

  • Your plan's recurring fees;

  • Any applicable taxes;

  • Additional charges such as add-ons, usage-based fees, or one-time purchases.

This authorization remains in effect until you cancel or your Subscription Plan is terminated. You are responsible for maintaining accurate billing details.

9.7. Late Payments and Collections

Unpaid amounts may accrue interest at 1.5% per month or the maximum permitted by law. You agree to cover all reasonable costs of collection, including legal fees. We may suspend or limit access to the Platform until full payment is received.

9.8. Invoicing and Disputes

Invoices will be delivered electronically. You agree to notify us of any billing disputes within thirty (30) days of the invoice date. Failure to do so waives your right to dispute the charge.

We reserve the right to correct billing errors even after an invoice is issued or payment is processed.

9.9. Billing Cycles

Billing schedules may vary depending on your Subscription Plan (e.g., monthly, annual, usage-based). Charges may be aggregated and invoiced at our discretion. If your plan is terminated, you remain responsible for all charges incurred up to the effective date of termination.

9.10. Third-Party Resellers or Partners

If you purchased Signus through a reseller or authorized partner, any applicable promotions or benefits are subject to their terms. You authorize us to share necessary account or usage data with such partners for billing, support, or eligibility purposes.

9.11. Taxes

All prices are exclusive of applicable taxes. You are responsible for paying all sales, use, VAT, GST, or similar taxes imposed by applicable authorities. If withholding is required by law, you agree to gross up your payment to ensure we receive the full amount.

You confirm that the billing address you provide is the place of supply for tax purposes. If needed, you will supply a valid tax ID to support tax-exempt status.

9.12. App Store Transactions

If your plan is billed via a third-party platform (e.g., Apple App Store or Google Play), their terms and billing processes apply. We are not responsible for any delays or disputes handled by the platform provider. If you fall behind on payments, we may suspend or downgrade your Signus access.

10. Free Trials and Promotional Access

10.1. Trial Offers and Promotional Access

Signus may, at its discretion, offer free trials, limited-time access, or promotional use of certain Signus Services ("Trial Access"). By registering for Trial Access, you agree to any supplemental terms presented during registration. These additional terms are incorporated by reference and apply in full during the trial period, even if they conflict with other sections of these Terms.

10.2. Modifications or Early Termination

Signus reserves the right to shorten, modify, or cancel a free trial at any time and without prior notice, to the extent permitted by applicable law.

10.3. Limitations During Trial

Trial Access may not include all features or service capabilities. Any content, data, or configurations created during the trial may be permanently deleted unless:

  • You purchase a paid plan that includes access to the same data scope and features before the trial ends; or

  • You export your data before the expiration of the trial period.

We strongly recommend backing up all data you wish to retain prior to trial expiration.

10.4. Warranty Disclaimer for Trials

During Trial Access, all Signus Services are provided strictly "as is" and "as available", with no warranties of any kind---express or implied---including merchantability, fitness for a particular purpose, or non-infringement.

To the fullest extent permitted under applicable U.S. law, Signus disclaims all liability arising from your use of Trial Access. In any case, Signus's total aggregate liability for claims related to Trial Access will not exceed $100.

If such limitations are restricted by applicable law, they will be enforced to the maximum extent allowed.

11. Term, Termination, and Account Lifecycle

11.1. Term of Agreement

These Terms remain in effect from the date you first accept them and continue until your Subscription Plan expires or your use of the Signus Platform is otherwise terminated. The agreement automatically renews unless canceled or terminated as provided below.

11.2. Suspension Rights

Signus reserves the right to suspend your access to the Platform or disable your Account---temporarily or permanently---if we determine, in good faith, that you or your Authorized Users:

  • Have violated these Terms or any published policies;

  • Are causing harm to the Platform, Signus infrastructure, or other customers;

  • Are subject to a legal request or regulatory obligation that restricts disclosure; or

  • Are involved in suspected unlawful or fraudulent activity.

When reasonably possible, Signus will attempt to provide notice prior to any suspension. In certain cases (e.g., fraud, legal constraints), notice may be delayed or omitted.

11.3. Subscription Plan Changes

We may update pricing, features, or terms of your Subscription Plan. If changes apply to your current plan, we will provide at least thirty (30) days' notice. Your continued use after such notice constitutes acceptance of the updated plan. You may cancel before the renewal date if you do not accept the new terms.

11.4. Termination by Customer

You may terminate your Subscription Plan at any time by providing written notice to Signus at least ten (10) days in advance. Termination is not complete until confirmed in writing by Signus. If your plan was purchased via a third-party app store or partner, cancellation must be managed through that channel.

At our discretion, we may consider refund requests made within the first 30 days of a new annual Subscription Plan, provided no material usage has occurred. This is not guaranteed and is subject to review.

11.5. Termination by Signus

We may terminate your Account without notice if:

  • Payment obligations are not met;

  • You or your users breach these Terms or applicable laws;

  • You enter bankruptcy or similar proceedings;

  • Continued access would pose a legal or operational risk to Signus or others.

In such cases, we may suspend or close your Account, delete access credentials, apply reactivation fees, and pursue legal remedies. "Affiliates" are defined as entities under common ownership or control with Signus.

11.6. Effect of Termination

Upon termination or expiration:

  • All usage rights and licenses end immediately;

  • Outstanding payment obligations remain due;

  • Access to your Account and data may be deactivated;

  • Sections that by nature should survive (including Payment Terms, No Refunds, Data & IP Ownership, Free Trial Terms, and this Termination section) will remain in effect.

If your Account was terminated due to suspected fraud, abuse, or unlawful activity, Signus may retain specific account information for legal compliance, fraud detection, and risk prevention purposes. We do not retain customer documents for training or external analysis.

11.7. LIMITATION OF LIABILITY FOR TERMINATION-RELATED CLAIMS

TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, SIGNUS'S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO TERMINATION OF YOUR USE OF THE SIGNUS SERVICES---REGARDLESS OF LEGAL THEORY---WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID BY YOU TO SIGNUS FOR THE AFFECTED SERVICE(S) DURING THE TWELVE (12) MONTHS PRIOR TO THE FIRST EVENT GIVING RISE TO LIABILITY; OR (B) ONE HUNDRED U.S. DOLLARS ($100).

THIS LIMITATION APPLIES WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY.

12. Data Handling and Customer Information

12.1. Customer Data

"Customer Data" refers to any content, contracts, files, metadata, or other information uploaded, submitted, or stored within the Signus Platform by or on behalf of a Customer or Authorized User.

All Customer Data is treated as Confidential Information under the terms outlined in Section 13 (Confidentiality), and Signus will implement reasonable and appropriate safeguards to protect its integrity and confidentiality.

12.2. Personal Data Processing

By using Signus Services, you acknowledge and consent to the collection, use, and processing of personal data as described in the Signus Privacy Statement. This includes data you provide directly as well as information collected through your usage of the Platform.

Processing of personal data is conducted in accordance with applicable U.S. data protection laws and is subject to additional terms as defined in customer agreements or privacy-related documentation we may make available from time to time.

12.3. Lawful Access and Disclosure

Signus may access, retain, or disclose data, including Customer Data and personal information, if we reasonably believe it is necessary to:

  • Comply with legal obligations or respond to lawful requests (e.g., subpoenas, court orders);

  • Investigate, prevent, or take action regarding suspected fraud, violations of law, or threats to public safety;

  • Enforce these Terms or defend against legal claims;

  • Protect the rights, property, or safety of Signus, our users, or the public.

Such disclosures may include communication with law enforcement, courts, or government regulators.

12.4. Usage Data

Signus collects and generates technical, analytical, and operational data from your use of the Platform ("Usage Data"). This includes diagnostic logs, performance metrics, and anonymized behavioral insights.

Signus retains all ownership rights to Usage Data and may use it for purposes such as:

  • Improving the Platform and our services;

  • Troubleshooting and support;

  • Aggregated benchmarking and reporting;

  • Security and fraud detection;

  • Product development and internal analytics.

All Usage Data that is shared externally will be aggregated and de-identified to prevent identification of individual users or customers.

12.5. Feedback and Suggestions

If you provide any ideas, recommendations, or suggestions for improving Signus Services ("Feedback"), you grant Signus a royalty-free, perpetual, irrevocable, sublicensable, and worldwide license to use, incorporate, publish, or commercialize that Feedback without restriction or obligation.

Feedback must not include Customer Data or identify specific users. You represent that you have the right to share any such Feedback and that it does not violate any rights of third parties.

For clarity, Feedback is not considered Confidential Information.

12A. Artificial Intelligence Terms

This section applies to any features of the Signus platform that incorporate artificial intelligence ("AI"), machine learning, or automated reasoning technologies. These features may be labeled as "AI-powered," "AI-assisted," or function through embedded automation.

Unless otherwise defined below, capitalized terms retain the meanings assigned elsewhere in this Agreement.

12A.1 Key Terms

AI Services
Refers to any functionality within Signus that uses machine learning, generative models, natural language processing, or similar techniques. This includes---but is not limited to---document summarization, clause analysis, metadata extraction, risk scoring, redlining assistance, and automated content generation.

AI Output
Means the content produced by AI Services in response to your prompts, documents, data, or interactions. This includes suggested or generated language, summaries, extracted fields, classification tags, automated redlines, and full or partial draft agreements.

AI Usage Data
Refers to de-identified, aggregated information derived from user interactions with AI Services. This may include usage metrics, feedback signals, and anonymized performance indicators used to improve Signus features and functionality. AI Usage Data does not include identifiable customer data or document contents.

12A.2 Scope of Applicability

These Artificial Intelligence Terms apply to all Customers who access or use any Signus features that incorporate AI or machine learning functionality. This includes, but is not limited to, AI-assisted document generation, contract analysis, metadata extraction, redlining, summarization, and workflow recommendations.

This section is incorporated into the main Terms of Service and applies in addition to any other agreements or feature-specific terms relevant to the Signus platform.

If a particular AI-powered feature carries additional requirements, limitations, or disclosures, such terms will be presented within the platform, in the applicable Order Form, or via supplemental documentation.

12A.3 AI Output

12A.3.1 Ownership of AI Output

Signus does not claim ownership of the content generated by its AI Services in response to your authorized use ("AI Output"). To the extent protectable under applicable law, you retain all rights in the AI Output generated from your documents or inputs. AI Output is distinct from Customer Data and is not subject to the same data access or portability terms unless expressly stated.

12A.3.2 Permitted Use and Restrictions

You may use AI Output solely for your internal business purposes in connection with the Signus platform. You may not, and will not permit others to:

  • Use AI Output to train, fine-tune, or otherwise develop your own machine learning or AI systems;

  • Attempt to extract, replicate, or reverse engineer any part of the models, systems, or services that power the AI functionality;

  • Conduct adversarial queries, prompt injection, or other tactics intended to probe the behavior or limits of the AI Services;

  • Sell, sublicense, or otherwise distribute AI Output to third parties outside of your organization unless explicitly permitted by an applicable agreement or Order Form.

12A.3.3 License to Use Customer Data and AI Output

To enable the AI Services and related platform features, you grant Signus a non-exclusive, worldwide, royalty-free license to use, host, process, store, and reproduce Customer Data and AI Output as necessary to:

  • Deliver, maintain, and support the Signus platform and its features;

  • Generate AI Usage Data in a de-identified and aggregated format.

This license survives termination of the Agreement only for data created prior to termination. Signus will treat Customer Data and AI Output as Confidential Information in accordance with the confidentiality provisions of this Agreement.

12A.3.4 Aggregation and De-Identification

Before using Customer Data or AI Output to derive aggregate analytics or improve platform features, Signus will de-identify and anonymize all such content. Where applicable, only aggregated and non-attributable data will be used beyond your organization. Such processing is subject to our data handling safeguards and may include subcontracted service providers bound by equivalent obligations.

12A.4 AI/ML Training and Opt-Out Rights

12A.4.1 Use of De-Identified Data for AI Improvement

If permitted by your settings and applicable law, Signus may use de-identified and aggregated Customer Data and AI Output to improve its models, enhance platform performance, and advance overall AI capabilities. This may include training or fine-tuning internal algorithms, systems, and tools, provided that no identifiable information or document content is used in this process.

12A.4.2 Customer Control and Opt-Out

Signus provides customers with the ability to opt out of contributing their data to Signus's AI model improvement efforts. This setting can be managed via your account's administrative controls or any opt-out feature made available through the platform. While opted out, your Customer Data and AI Output will not be used for model training or learning purposes beyond the scope of your organization.

If you previously permitted training and later opt out, Signus may retain and use de-identified data collected during the opt-in period for legitimate improvement purposes---but no further training will occur based on your content while the opt-out remains active.

12A.5 Reservation of Rights

Nothing in this section limits Signus's rights under the broader Agreement. Signus retains all ownership and intellectual property rights in and to:

  • The AI Services and underlying models, algorithms, interfaces, and systems;

  • Any improvements, refinements, or modifications to those systems;

  • AI Usage Data and all derivative insights created therefrom; and

  • Any de-identified or anonymized content, including content described in Section 12A.3.4.

You do not acquire any rights in Signus's AI infrastructure or outputs except as explicitly granted under this Agreement.

12A.6 Customer Representations

In addition to the representations made elsewhere in this Agreement, you confirm and warrant that you have secured all necessary rights, permissions, and legal authority to provide and transmit your Customer Data (including any personal or regulated data) to Signus and its AI Services. This includes ensuring that any data submitted for AI-assisted processing is lawful, authorized, and properly disclosed to the individuals or organizations to whom it pertains.

You remain responsible for the legal basis and accuracy of any data you submit to the platform.

12A.7 DISCLAIMERS

12A.7.1 PLATFORM AND OUTPUT DISCLAIMER

THE AI SERVICES AND ANY AI OUTPUT GENERATED BY SIGNUS ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, SIGNUS DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • FITNESS FOR A PARTICULAR PURPOSE,

  • NON-INFRINGEMENT,

  • ACCURACY OR RELIABILITY OF AI-GENERATED RESULTS, AND

  • UNINTERRUPTED OR ERROR-FREE FUNCTIONALITY.

SIGNUS DOES NOT GUARANTEE THAT ANY AI OUTPUT WILL MEET YOUR EXPECTATIONS OR BUSINESS REQUIREMENTS.

12A.7.2 NATURE OF AI SYSTEMS

ARTIFICIAL INTELLIGENCE SYSTEMS ARE PROBABILISTIC AND MAY GENERATE SIMILAR OR IDENTICAL OUTPUTS ACROSS UNRELATED USERS. AI OUTPUT MAY BE INCOMPLETE, INCORRECT, OUTDATED, BIASED, OR INAPPROPRIATE IN CERTAIN CONTEXTS. SIGNUS DOES NOT MONITOR AI OUTPUT IN REAL TIME AND MAKES NO REPRESENTATION REGARDING ITS FITNESS FOR LEGAL, CONTRACTUAL, OR REGULATORY RELIANCE.

YOU ARE SOLELY RESPONSIBLE FOR REVIEWING, VALIDATING, AND APPROVING ANY AI-GENERATED CONTENT BEFORE USE. THIS INCLUDES---but is not limited to---USING HUMAN JUDGMENT TO ASSESS THE TONE, FACTUAL ACCURACY, AND LEGAL SUFFICIENCY OF AI OUTPUT IN EACH CASE.

SIGNUS SHALL NOT BE LIABLE FOR ANY DECISION, ACTION, OR OUTCOME BASED ON RELIANCE ON AI OUTPUT.

13. Confidentiality

13.1. Definition of Confidential Information

"Confidential Information" means any non-public information disclosed by Signus, whether in written, oral, digital, or other form, that is:

  • Labeled or marked as confidential or proprietary;

  • Related to the Platform's functionality, architecture, or business operations;

  • Reasonably understood by the receiving party to be confidential based on the nature of the information.

Confidential Information includes, without limitation: Signus Services, internal documentation, platform features not generally known to the public, and any negotiated terms or amendments to these Terms. It does not include information that:

  • Becomes publicly known through no breach of these Terms;

  • Was already lawfully in your possession without confidentiality obligations;

  • Is independently developed without use of Signus's Confidential Information;

  • Is received lawfully from a third party with no duty of confidentiality.

13.2. Obligations of Confidentiality

You agree to:

  • Use Confidential Information solely to access and use the Platform as permitted;

  • Protect it using at least reasonable care, no less than you use to protect your own confidential materials;

  • Disclose it only to your employees, contractors, legal or professional advisors, or affiliated entities who have a legitimate need to know and are bound by confidentiality obligations no less restrictive than those here.

13.3. Legal Disclosures

If you are legally required to disclose any of Signus's Confidential Information, you must, where legally permitted, give prompt written notice to Signus and reasonably assist in seeking a protective order or confidential treatment of the disclosed information.

13.4. Ownership of Confidential Information

All Confidential Information remains the sole property of Signus. These Terms grant no right or license to you other than what is expressly stated. Use of or reference to Confidential Information within your own materials does not render it non-confidential.

14. General Termination (Non-Service Specific)

14.1. Termination of General Site Use

You may stop using the public-facing areas of the Signus Platform (e.g., as a site visitor) at any time without notice. Signus may suspend or revoke access to its public websites or Platform features at any time, with or without cause, including for any breach of these Terms.

For termination of paid services or customer accounts, see Section 11 (Term, Termination, and Account Lifecycle).

14.2. Effects of Termination

Upon expiration or termination of these Terms:

  • All rights and licenses granted to you under these Terms will immediately cease;

  • Any outstanding financial obligations accrued prior to termination will remain payable;

  • Access to the Platform, Services, and related content will be disabled;

  • The following sections will survive:

    • Section 9 (Payment Terms and Billing)

    • Section 12 (Data Handling and Customer Information)

    • Section 13 (Confidentiality)

    • This Section 14

    • Section 15 (Warranties and Disclaimers)

    • Section 16 (Indemnification)

    • Section 17 (Limitations of Liability)

    • Section 18 (General Provisions)

15. Disclaimers and Warranty Limitations

15.1. Platform Provided "As Is"

THE SIGNUS PLATFORM AND ALL ASSOCIATED INFORMATION, FEATURES, AND CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND.

Your use of the Platform is at your sole risk. To the fullest extent permitted by law, Signus Solutions Inc., Signus Technologies Inc., and their respective officers, directors, employees, affiliates, contractors, licensors, and agents ("SIGNUS PARTIES"):

  • MAKE NO WARRANTIES---EXPRESS, IMPLIED, OR STATUTORY---INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, NON-INFRINGEMENT, OR SYSTEM COMPATIBILITY;

  • DO NOT GUARANTEE THAT THE PLATFORM WILL BE ERROR-FREE, SECURE, UNINTERRUPTED, OR MEET YOUR EXPECTATIONS;

  • DISCLAIM ALL LIABILITY FOR DAMAGE ARISING OUT OF YOUR ACCESS TO OR USE OF THE PLATFORM, TO THE EXTENT NOT EXPRESSLY PROHIBITED BY LAW.

15.2. No Guarantees Regarding Performance or Content

The Signus Parties do not guarantee that any content, data, or features made available through the Platform:

  • Are accurate, complete, or up to date;

  • Will be delivered without delay, loss, or alteration;

  • Will be free of errors, interruptions, unauthorized access, or data loss;

  • Will be immune from security threats, malware, or third-party interference.

YOU ARE RESPONSIBLE FOR BACKING UP YOUR DATA AND FOR ENSURING THE SECURITY OF YOUR SYSTEMS.

15.3. No Endorsement of Third-Party Services

Signus does not endorse or warrant any third-party services, content, or integrations that may be referenced, linked, or made accessible through the Platform. You are solely responsible for evaluating and engaging with such third parties.

Signus is not a party to any transaction or relationship you enter into with external service providers and assumes no responsibility or liability for those interactions.

15.4. Jurisdiction-Specific Rights

Certain state laws may not allow the exclusion of specific implied warranties or limitations of liability. In such cases, the disclaimers in this Section will apply only to the maximum extent permitted by law.

If you reside in a U.S. state that allows waiver of implied warranties, including New Jersey, you acknowledge and agree that these disclaimers apply in full.

16. Indemnification

16.1. Your Obligations

You agree to defend, indemnify, and hold harmless Signus Solutions Inc., Signus Technologies Inc., and their officers, directors, employees, contractors, affiliates, licensors, and agents ("Signus Parties") from and against any and all third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your access to or use of the Platform;

  • Your breach or violation of these Terms;

  • Your infringement or misappropriation of any intellectual property, privacy, or other rights of a third party;

  • The content, structure, legality, or accuracy of documents, data, or materials you upload, submit, or transmit via the Platform;

  • Any goods, services, or third-party transactions you engage in using the Platform.

16.2. Control of Defense and Settlement

Signus reserves the exclusive right, at its sole discretion, to assume the defense and settlement of any matter subject to indemnification under this section, even if you are the indemnifying party. This includes:

  • Settling claims without requiring your prior approval;

  • Choosing legal counsel and litigation strategy.

You agree to fully cooperate with Signus in defending against any claims. You may not settle any claim involving Signus or any Signus Party without prior written consent.

Signus will make reasonable efforts to notify you promptly of any such claim once we become aware of it.

17. Limitations of Liability

17.1. Disclaimer of Damages

TO THE FULLEST EXTENT PERMITTED UNDER U.S. LAW, NEITHER SIGNUS NOR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, OR AGENTS ("SIGNUS PARTIES") WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF REVENUE, PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR SYSTEM FAILURE.

This limitation applies regardless of:

  • The nature of the claim (whether in contract, tort, negligence, strict liability, or otherwise),

  • Whether or not you were advised of the possibility of such damages,

  • Any alleged failure of essential purpose.

17.2. Covered Claims

Without limiting the generality of Section 17.1, Signus disclaims liability for damages arising out of or related to:

  • Access to or use of the Platform;

  • Any system outage, data breach, or unauthorized access;

  • Malware, viruses, or attacks transmitted through the Platform;

  • The loss or corruption of Customer Data;

  • Actions or omissions by third parties you engage with via the Platform;

  • Errors or omissions in your content or submissions;

  • Disclosures made pursuant to these Terms or our Privacy Statement;

  • Interruptions in data transmission or service availability.

17.3. Liability Cap

NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE TOTAL CUMULATIVE LIABILITY OF SIGNUS FOR ANY AND ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS---REGARDLESS OF FORM OR THEORY OF LIABILITY---WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNT PAID BY YOU TO SIGNUS FOR THE SERVICE(S) GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY; OR (B) ONE HUNDRED U.S. DOLLARS ($100).

This limitation will apply even if multiple claims are made or if any remedy fails of its essential purpose. Nothing in this section limits liability where such limitation is expressly prohibited by applicable law.

17.4. Basis of Bargain

Each limitation, exclusion, and disclaimer in these Terms reflects the parties' intentional allocation of risk and forms an essential basis of the agreement. These provisions are severable and enforceable independently, even if others are held unenforceable or fail of their intended purpose.

17.5. Jurisdictional Limits

Some U.S. states may not allow the full exclusion or limitation of certain damages. In such cases, the above limitations apply only to the extent allowed by applicable state law. If you reside in a state that permits full exclusion (e.g., New Jersey), these limitations apply in full.

18. General Provisions

18.1. Third-Party Content and External Links

The Signus Platform may include links to third-party websites, services, or content over which we have no control. We make no warranties regarding the accuracy, legality, reliability, or availability of third-party resources.

You agree that Signus is not liable for any issues, losses, or damages arising from your interactions with third-party content, services, or transactions. All dealings between you and advertisers, service providers, or external vendors linked through the Platform are solely between you and that party.

18.2. Independent Relationship

These Terms do not create a joint venture, partnership, franchise, or agency relationship between you and Signus. Each party operates as an independent contractor. Neither party may bind or represent the other without prior written authorization. There are no third-party beneficiaries under these Terms.

18.3. Export Control and Trade Compliance

You acknowledge that certain information, software, and technologies accessible through the Platform may be subject to U.S. export control laws and sanctions regulations ("Trade Restrictions").

By using Signus, you represent and warrant that you are not:

  • Located in or under the control of any jurisdiction subject to comprehensive U.S. sanctions (e.g., Cuba, North Korea, Iran, Syria);

  • Listed on any U.S. government list of prohibited or restricted parties (e.g., OFAC's SDN list, BIS Denied Persons List);

  • Engaged in any use of the Platform that would violate U.S. export controls or related laws.

You are solely responsible for ensuring that your use of the Platform complies with all applicable trade and export restrictions. Signus may suspend or terminate access immediately if we believe you are in violation of this section.

18.4. Assignment

You may not transfer or assign your rights or obligations under these Terms without prior written consent from Signus. Any attempted transfer without consent will be null and void. We may assign these Terms, in whole or in part, at any time, with or without notice.

18.5. Notices

Formal notices under these Terms must be sent in writing and delivered by:

  • Certified mail or courier to the address associated with your Signus account, or

  • Email to: legal@signus.ai

Notices are deemed received upon confirmed delivery, or two (2) business days after mailing, whichever comes first. You agree to keep your contact and notice address information current and accurate.

18.6. Force Majeure

Neither party will be liable for any failure or delay in performance due to causes beyond their reasonable control, including but not limited to natural disasters, acts of government, labor disputes, internet outages, or civil unrest.

The affected party must provide prompt notice and make reasonable efforts to resume performance once the disruption ends. This clause does not excuse payment obligations.

18.7. Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS AND INCLUDES A WAIVER OF YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN CLASS ACTIONS.

18.7.1. Agreement to Arbitrate

You and Signus agree that any dispute, claim, or controversy arising out of or relating to these Terms, your relationship with Signus, or your use of the Platform---including claims based on contract, tort, statute, fraud, or any other legal theory---will be resolved exclusively and finally through binding arbitration, and not in court.

This agreement to arbitrate applies to all claims, regardless of when they arose or the legal basis, and survives the termination of these Terms. The only exceptions are certain intellectual property disputes, as described in Section 18.7.7.

This arbitration provision is governed by the Federal Arbitration Act.

18.7.2. Informal Resolution First

Before initiating arbitration or any legal proceeding, you agree to first contact Signus at legal@signus.ai and provide a short, written description of the dispute, your contact information, and any relevant account details.

Both parties agree to engage in good faith efforts to resolve the matter informally for at least 30 days. Arbitration may not be initiated until this period has elapsed.

18.7.3. Arbitration Rules and Provider

If a resolution cannot be reached informally, either party may initiate arbitration. The arbitration will be administered by a reputable arbitration provider selected solely by Signus, using that provider's then-current rules for commercial disputes.

Unless otherwise agreed, the arbitration will take place in Delaware, and will proceed on an individual basis only. Class, collective, or representative arbitrations are not permitted.

The arbitrator will be authorized to award any relief available under applicable law, and their decision will be final and binding. The award may be enforced in any court with jurisdiction.

18.7.4. How to File for Arbitration

To initiate arbitration, you must:

  • Prepare a written Demand for Arbitration outlining your claim and the relief sought;

  • Send a copy of the demand to Signus at: legal@signus.ai;

  • File the demand with the arbitration provider selected by Signus, following their rules and procedures.

18.7.5. No Class Actions or Jury Trials

You and Signus each waive the right to a jury trial and agree that any arbitration or legal proceeding will be conducted solely on an individual basis.

You may not bring any claim as a plaintiff or class member in a class, collective, consolidated, or representative action.

If any part of this Section 18.7 is found to be unenforceable, the remainder will remain in effect to the fullest extent permitted by law.

18.7. Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS AND INCLUDES A WAIVER OF YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN CLASS ACTIONS.

18.7.1. Agreement to Arbitrate

You and Signus agree that any dispute, claim, or controversy arising out of or relating to these Terms, your relationship with Signus, or your use of the Platform will be resolved solely and finally through binding arbitration rather than court litigation.

This includes claims based on contract, tort, statute, misrepresentation, or any other legal theory---regardless of when the claim arose---and is governed by the Federal Arbitration Act.

18.7.2. Informal Dispute Resolution Required

Before starting arbitration, you agree to first contact Signus at legal@signus.ai, provide a brief written summary of your concern, and engage in good-faith efforts to resolve the matter for a minimum of 30 days.

18.7.3. Arbitration Forum and Rules

If the dispute is not resolved informally, either party may initiate arbitration. The arbitration will be conducted by a U.S.-based arbitration provider chosen solely by Signus, under that provider's commercial rules.

Arbitration must be conducted on an individual basis only---class or representative proceedings are not permitted. The arbitrator may award any relief permitted by law. Their decision will be final and binding, and enforceable in court.

Unless otherwise agreed in writing, arbitration will be seated in Delaware, USA.

18.7.4. How to Initiate Arbitration

To start arbitration, you must:

  • Submit a written Demand for Arbitration outlining your claim and requested relief;

  • File the demand and any applicable fee with the arbitration provider;

  • Send a copy to legal@signus.ai.

18.7.5. Waiver of Jury Trial

You understand that by agreeing to this section, you and Signus waive the right to a trial by jury. You acknowledge that arbitration may involve limited discovery and could involve different procedures or costs than litigation.

18.7.6. Fees and Cost-Sharing

If your total claim is less than $2,500:

  • You may choose whether the arbitration is conducted in writing, by phone, or in person;

  • Signus will reimburse up to $500 of your filing fee---unless the arbitrator finds your claim to be frivolous;

  • Signus will not seek to recover legal fees unless your claim is found to be frivolous;

  • You are responsible for your own legal fees unless otherwise required by law.

18.7.7. Venue and Jurisdiction

Arbitration will be conducted in Delaware, unless both parties agree to an alternate location in writing. For the limited purposes of enforcing arbitration or entering judgment on an award, both parties consent to the jurisdiction of the state and federal courts in Delaware.

18.7.8. Class Action Waiver

YOU AND SIGNUS AGREE THAT DISPUTES MUST BE BROUGHT SOLELY IN YOUR OR OUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE PROCEEDING.

If a court or arbitrator determines this waiver is unenforceable, then the entirety of this arbitration provision will be deemed null and void.

18.7.9. Exception for Intellectual Property

Nothing in this section prevents either party from seeking injunctive or equitable relief in court or before an administrative body for claims involving the theft, misuse, or infringement of intellectual property, including but not limited to trademarks, copyrights, patents, and trade secrets.

18.7.10. Survival

This Section 18.7 will survive the expiration or termination of these Terms and your use of the Signus Platform.

18.8. Entire Agreement

These Terms, including any incorporated policies, subscription plans, and service-specific addenda, constitute the entire agreement between you and Signus with respect to the use of the Signus Platform. They supersede all prior written or oral understandings, agreements, or representations related to the subject matter.

Any conflicting terms contained in a purchase order or other ordering document you provide are expressly rejected and will have no effect unless specifically agreed to in writing by Signus.

In the event of a conflict, the following order of precedence applies (highest to lowest):

  1. Your Subscription Plan (if applicable)

  2. Attachments or appendices to a service-specific addendum

  3. Any applicable service-specific terms

  4. These Terms of Use

18.9. Governing Law and Venue

These Terms will be governed by and interpreted in accordance with the laws of the State of Delaware, USA, without regard to its conflict of laws principles.

To the extent permitted by law and notwithstanding the arbitration clause, either party may seek interim or injunctive relief in a court located in Delaware to protect its rights or property pending arbitration.

Both parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any non-arbitrable matters.

18.10. Language

These Terms are written in English and will control in the event of any inconsistency between the English version and any translated version. Any translations are for convenience only.

18.11. Waiver

No waiver by either party of any breach or default will be deemed a waiver of any other or subsequent breach. A failure to enforce any part of these Terms will not be considered a waiver of enforcement rights in the future.

18.12. Severability

If any provision of these Terms is found to be invalid or unenforceable, it will be severed from the Terms, and the remaining provisions will continue in full force and effect. If a limitation on your license rights is found to be invalid, such license will immediately terminate.

18.13. Contact

If you have questions or concerns about these Terms or the Signus Platform, you may contact us at:

Signus Solutions Inc.
251 Little Falls Dr., Wilmington, Delaware 19808, USA
Email: support@signus.ai