Sanasign Terms of Use

Effective date: July 28, 2026

These Terms of Use (these "Terms") govern your access to and use of the website at www.sanasign.com (the "Site"), the demonstration version of the Sanasign application, and any related communications (together, the "Services"), each provided by Sanasign, Inc. ("Sanasign," "we," "our," or "us").

By accessing or using the Services, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Services.

PLEASE READ SECTION 9 CAREFULLY. IT REQUIRES MOST DISPUTES BETWEEN YOU AND SANASIGN TO BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION RATHER THAN IN COURT, AND WAIVES YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION. YOU MAY OPT OUT OF ARBITRATION WITHIN 30 DAYS — SEE SECTION 9.9.

Scope: what these Terms cover, and what they do not. Sanasign is pre-production. The Services described here are a public marketing website and a demonstration environment that runs on sample data. They are not a live clinical system, and they are not authorized to receive protected health information. See Section 1.4.

When we make the production service generally available, organizations that use it will sign a Healthcare Provider User Agreement that includes a business associate agreement (a "Provider Agreement"). Once your organization has signed a Provider Agreement, it will govern that organization's use of the production service, these Terms will apply only to matters the Provider Agreement does not address, and any conflict will be resolved in favor of the Provider Agreement. No Provider Agreement is in effect merely because you agree to these Terms, and nothing in these Terms creates one.

1. Accessing the Services

1.1 The Public Site

Parts of the Site are available without an account. You may use them for your own informational and internal business purposes, including linking to pages on the Site, provided you do not hold yourself out as an employee, agent, or representative of Sanasign and do not use our name or marks in a way that suggests we endorse you.

If you operate a general-purpose search engine that honors the robots.txt protocol and any crawl directives we publish, you may crawl and index the public Site and publish links to it, provided you do so in compliance with those directives and cease if we ask you to.

You may not use the Site, or any content on it, to train or fine-tune machine learning or artificial intelligence models, or to build a dataset for that purpose, without our prior written permission. This is true whether or not our robots.txt or other machine-readable directives address your crawler specifically. We grant no license by implication, and we reserve all rights we do not expressly grant.

1.2 Accounts and Credentials

Most of the Services require an account. To obtain one, you or your organization must provide accurate information about you, your professional credentials where applicable, and the organization on whose behalf you are acting.

Your account credentials — usernames, passwords, API keys, tokens, secure links, and any second authentication factor (together, "Credentials") — are personal to you. You agree that:

The information you provide to obtain Credentials is accurate and complete, identifies you truthfully, and identifies each organization on whose behalf you act;
You will not share your Credentials with anyone, and will not permit anyone else to use your account;
You will keep your Credentials confidential and will enable the security features we make available, including multi-factor authentication;
You will not attempt to access any part of the Services without valid, active Credentials, or through any means other than a standard web browser, an application we publish, or an API using Credentials we issued to you; and
You will notify us immediately at [email protected] if you learn or suspect that your Credentials have been compromised.

You are responsible for everything that happens under your account until you have notified us of a compromise and we have had a reasonable opportunity to act.

Signatures are attributable to you. When you apply an electronic signature through the Services, you are representing that you are the person identified as the signer and that you are personally taking that action. Do not sign on behalf of another person, and do not permit anyone to sign on your behalf. Delegating review or preparation to your staff is expected and supported; delegating the signature itself is not permitted.

1.3 Guest Provider Access

We allow an agency to send a document to a provider who does not have an account, using a secure link. If you receive such a link, these Terms apply to your use of it. The link is personal to the recipient identified in it, expires, and may not be forwarded or shared. If you receive a link that was not intended for you, or that concerns a patient who is not under your care, do not sign it — decline it in the application or contact the sending organization, and let us know at [email protected].

1.4 The Demonstration Environment — No Protected Health Information

We make demonstration, trial, sandbox, and evaluation access available so that prospective customers can see how Sanasign works (the "Demo Environment"). This Section overrides anything to the contrary elsewhere in these Terms.

1.4.1 No PHI. This is a condition of your access, not a suggestion.

You may not enter, upload, paste, transmit, or otherwise introduce protected health information, or any other information identifying a real patient, into the Demo Environment. Use the sample patients we provide, or invent your own.

You acknowledge and agree that:

We are not your business associate. No business associate agreement is in effect between us. We have not agreed to safeguard protected health information on your behalf, and the Demo Environment has not been assessed, configured, or contracted for that purpose.
Putting PHI here may be your violation, not just ours. If you or your organization is a covered entity or a business associate, disclosing protected health information to a vendor with no business associate agreement in place may itself be an impermissible disclosure under HIPAA. You are responsible for ensuring that you do not place protected health information into any environment — ours or anyone else's — where the required agreement is not in place. You represent that you have your organization's authority to use the Demo Environment and that doing so is consistent with your organization's policies.
We can see what you type. Demonstration data is not segregated the way production data will be. Our personnel may view, copy, and analyze anything entered into the Demo Environment in the ordinary course of building, supporting, and improving the product.
Nothing here is confidential or retained. Do not enter confidential, proprietary, or regulated information of any kind, including your employer's. Demo Environment data may be reset, altered, or deleted at any time without notice, and we have no obligation to preserve, return, or export it.

If protected health information is entered into the Demo Environment, whether by you or by someone else, notify us immediately at [email protected]. We will delete it promptly and confirm when we have done so, and we may delete it, suspend the account, or reset the environment without prior notice. Notification does not cure any obligation you or your organization may have under HIPAA or state law, and it does not shift responsibility for the disclosure to us.

1.4.2 No clinical, legal, billing, or regulatory effect.

Nothing done in the Demo Environment has any operational effect. A signature applied there is not a valid order, certification, or plan of care; it is a demonstration of a signature. Do not rely on it, do not place it in a patient record, and do not submit it to Medicare, Medicaid, or any other payer, regulator, accreditor, or surveyor.

1.4.3 Provided as-is, with no commitments.

We may change, suspend, or discontinue the Demo Environment at any time, with or without notice. There is no service level, uptime commitment, or support commitment. It may contain functionality that is unfinished, unreleased, or that we never release, and it may behave differently from the production service.

1.5 Acceptable Use

You agree that you will not, and will not attempt to, and will not permit anyone else to:

Use the Services in violation of any law or regulation, or in a way that infringes or violates the rights of any person or organization;
Access, use, or disclose any information in the Services that you are not authorized to access, use, or disclose, including protected health information you have no treatment, payment, or operations reason to see;
Extract, sell, transfer, or repurpose information obtained from the Services — including provider directory information — for marketing, list-building, or any purpose other than the one for which the Services provided it to you, or use it to send unsolicited commercial messages;
Scrape, harvest, index, or systematically retrieve any portion of the Services, or use any robot, crawler, or automated means to access them, except as expressly permitted in Section 1.1;
Use the Services or any content from them to train or fine-tune machine learning or artificial intelligence models;
Circumvent, disable, or interfere with any authentication, access control, rate limit, or other technical safeguard, or exceed the limits of our published API documentation;
Probe, scan, or test the vulnerability of the Services or any supporting system or network, except under Section 1.6;
Introduce any malicious code, or any code or device that permits unauthorized access to, damages, disables, degrades, or overburdens the Services or any supporting system;
Reverse engineer, decompile, or disassemble any part of the Services, or attempt to derive their source code, except to the extent applicable law prohibits this restriction;
Copy, modify, create derivative works from, distribute, sell, sublicense, or make the Services available to any third party, or use them to build a competing product;
Remove or obscure any copyright, trademark, or other proprietary notice; or
Falsify your identity, your credentials, your licensure, your NPI, or your authority to act for any organization or patient.

1.6 Security Research

We welcome good-faith security research. If you believe you have found a vulnerability, report it to [email protected] and give us a reasonable opportunity to remediate before disclosing it publicly. If you do that, and if in the course of your research you make a good-faith effort to avoid privacy violations, data destruction, and service degradation, and you do not access, modify, retain, or exfiltrate any protected health information or other real customer data, we will not pursue legal action against you for the conduct described in Section 1.5 and will treat your research as authorized. Stop as soon as you have confirmed a vulnerability, and tell us what you found.

1.7 Eligibility

You must be at least 18 years old and have the legal capacity to enter into a binding contract to use the Services. The Services are professional tools for healthcare organizations and clinicians acting in that capacity. Sanasign does not offer patient accounts and is not a consumer service. If you are using the Services on behalf of an organization, you represent that you are authorized to bind that organization to these Terms.

1.8 United States Only

We operate the Services in the United States for users in the United States. Do not use the Services in any jurisdiction where offering or using them would be unlawful.

2. What the Services Are — and Are Not

2.1 Overview

Sanasign is a workflow and electronic signature platform. It helps organizations that deliver care in the home prepare orders and clinical documents, route them to the ordering provider, capture the provider's review and signature, and retain a record of what happened. It is a tool for moving and documenting work. It does not practice medicine, make clinical judgments, or determine what care is appropriate, medically necessary, or covered.

Sanasign is not an electronic health record, is not certified health information technology under the ONC Health IT Certification Program, and does not provide electronic prescribing, computerized provider order entry, clinical decision support, or Direct/HISP secure messaging. It is not a system of record.

Sections 2.3 through 2.6 describe how the product is designed to work and the responsibilities that will attach to its use. They are included so you understand what you are evaluating. They do not mean the Demo Environment may be used clinically — it may not, and nothing done in it has any effect. See Section 1.4.

2.2 Not for Emergencies

The Services are not designed for urgent or time-critical clinical communication. Delivery of documents and notifications depends on networks, email providers, and systems we do not control, and may be delayed or fail. Do not use Sanasign to send anything that requires immediate attention, and do not treat the absence of a response as clinical acknowledgement. Anything urgent belongs on the phone.

2.3 Clinical Content Is Yours

All clinical content in the Services — assessments, diagnoses, goals, interventions, orders, narratives, certifications, and everything else — is created and controlled by users, not by us. We do not review it, verify it, or vouch for it.

If you are a provider, you are solely responsible for the content of any document you sign. Signing through Sanasign is the same act as signing on paper: you are attesting that you have reviewed the document, that its content is accurate to the best of your knowledge, and that you are the provider ordering or certifying the care described. Templates, prompts, structure, default values, prior-document carryover, and any automated extraction or suggestion in the Services are conveniences to reduce transcription work. They are not a substitute for your professional judgment, and they do not relieve you of the obligation to read what you sign.

If you are an agency, hospice, or practice, you are responsible for the accuracy and completeness of the documents you prepare, for sending them to the correct provider, and for confirming that the person who signed had the authority to do so.

2.4 Electronic Signatures

The production Sanasign service is designed so that signatures it captures are electronic signatures within the meaning of the federal Electronic Signatures in Global and National Commerce Act (ESIGN) and the Uniform Electronic Transactions Act as adopted in the applicable state, and so that a signature applied through it has the same legal effect as a handwritten one. The service captures and retains the identity of the signer, the date and time of signature, and an audit record of the actions leading to it.

A signature applied in the Demo Environment is a demonstration and has no legal effect of any kind. It is not an order, a certification, or an attestation, and it must not be relied on, filed, or submitted to anyone.

Separately, you consent to transact with us electronically as described in Section 4.

We designed the Services to support the signature and documentation requirements that apply to orders and certifications for care in the home, including those in 42 C.F.R. § 424.22 and the applicable CMS program manuals. We do not warrant that any document you create, send, or sign satisfies those requirements, or that any payer will accept it. Whether a particular document is complete, timely, properly signed, supported by the required face-to-face encounter, and otherwise sufficient for payment or survey depends on facts and clinical judgment we do not control. That determination — and compliance with Medicare, Medicaid, state law, payer contracts, and your own policies — remains yours.

2.5 No Legal, Regulatory, Coding, or Reimbursement Advice

Content in the Services may reference regulations, coverage criteria, coding, or payer requirements. It is general information, current only as of when it was written, and it is not legal, regulatory, compliance, coding, or reimbursement advice. No attorney-client relationship is created. Consult your own counsel and compliance staff.

2.6 Provider and Practice Directory

The Services include a searchable directory of providers and practices, assembled from public registries and from information users and their organizations supply. It exists so that documents reach the right recipient. It is not comprehensive, may be out of date, and does not include every provider. A listing is not a recommendation, an endorsement, or a representation about anyone's licensure, credentials, competence, availability, or willingness to accept a document. Confirm the identity, credentials, and licensure of any provider before sending a document, and confirm that the provider is the one responsible for the patient's care.

2.7 Third-Party Links and Services

The Services may link to, or interoperate with, websites and systems operated by others. We do not control them and are not responsible for their content, availability, security, or privacy practices, and a link is not an endorsement. If you connect a third-party system to Sanasign, your use of that system is governed by your agreement with its provider.

3. Content, Data, and Intellectual Property

3.1 Your Data

As between you and Sanasign, you and your organization own the documents, records, and other content you submit to the Services ("Your Data"). We claim no ownership of it.

You grant us a limited, non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, display, reformat, and process Your Data as necessary to provide, secure, support, maintain, evaluate, and improve the Services and to comply with law. This license is not a license to sell Your Data, to disclose it to anyone you have not directed us to, or to provide it to third parties for the training of their artificial intelligence models.

Because the Demo Environment runs on sample data, Your Data submitted to it should contain nothing of value to you and nothing confidential. We may delete it at any time. When your organization signs a Provider Agreement, that agreement will set the license, retention, return, and deletion terms for real clinical data, and will supersede this Section as to that data.

We may create de-identified and aggregated data as described in our Privacy Policy.

3.2 Your Representations About Your Data

You represent and warrant that you have the right and authority to submit Your Data to the Services and to direct us to transmit it to the recipients you designate, that doing so does not violate HIPAA, any other law, or any third party's rights, and that you have obtained any consent or authorization required.

3.3 Feedback

If you send us ideas, suggestions, feature requests, or comments about the Services ("Feedback"), we may use them for any purpose without obligation, attribution, confidentiality, or payment to you. Please do not send us anything you consider confidential or proprietary as Feedback, and do not include protected health information in it.

3.4 Our Intellectual Property

Except for Your Data, all right, title, and interest in the Services — including the software, interfaces, design, templates, documentation, and the selection, structure, and arrangement of everything in them — belongs to Sanasign and our licensors. "Sanasign" and our logo are our trademarks. We grant you only a limited, revocable, non-exclusive, non-transferable right to access and use the Services in accordance with these Terms and any Provider Agreement. All other rights are reserved.

3.5 Copyright Complaints

If you believe material in the Services infringes your copyright, send a notice with the elements required by 17 U.S.C. § 512(c)(3) — your signature (physical or electronic), identification of the work claimed to be infringed, identification of the allegedly infringing material and enough information for us to find it, your contact information, a statement of good-faith belief that the use is unauthorized, and a statement, under penalty of perjury, that the notice is accurate and that you are authorized to act for the copyright owner — to:

Sanasign, Inc. Attn: Copyright Agent 160 Belvedere St San Francisco, CA 94117 [email protected]

We may remove material we believe in good faith to be infringing, without prior notice, and we terminate the accounts of repeat infringers in appropriate circumstances.

4. Communications and Electronic Contracting

When you submit a form, sign in, email us, or use the Services, you are communicating with us electronically, and you consent to receive communications from us electronically. Service and administrative communications — signature requests, status notifications, security alerts, and notices about these Terms — are part of the Services, and you may not be able to opt out of them while you hold an account. Marketing communications are optional and can be unsubscribed from at any time.

You agree that electronic communications, agreements, consents, notices, and disclosures satisfy any legal requirement that they be in writing, and that your electronic submissions constitute your agreement and intent to be bound.

5. Suspension, Termination, and What Happens to Your Data

We may suspend or terminate your access to the Services at any time, with or without cause or notice. Access to the public Site and the Demo Environment is provided at our discretion and as an accommodation; we owe you no continued access to either. We will generally give notice where it is practical and lawful to do so, but we are not obligated to, and we may act immediately where we believe you have violated these Terms, where access presents a security or legal risk, where protected health information has been introduced into the Demo Environment, or where the law requires it.

On termination, your right to access the Services ends and any data in the Demo Environment may be deleted without further notice. The Demo Environment is not a system of record and has no export guarantee. Keep your own copies of anything you want.

Once your organization signs a Provider Agreement, that agreement's suspension, termination, data return, and data deletion provisions will govern the production service.

Sections 2 through 9 survive termination, along with any other provision that by its nature should survive.

6. Disclaimers

THE SERVICES AND ALL CONTENT IN THEM ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, AND QUIET ENJOYMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; THAT ANY DOCUMENT OR NOTIFICATION WILL BE DELIVERED, OPENED, OR ACTED ON; THAT ANY PROVIDER WILL REVIEW OR SIGN ANY DOCUMENT; THAT ANY DOCUMENT WILL SATISFY THE REQUIREMENTS OF ANY PAYER, REGULATOR, ACCREDITOR, OR SURVEYOR; OR THAT ANY CLAIM WILL BE PAID. YOU ARE SOLELY RESPONSIBLE FOR YOUR ACTS AND OMISSIONS AND FOR ANY RELIANCE YOU PLACE ON THE SERVICES OR THEIR CONTENT.

WE DISCLAIM LIABILITY FOR THE CONDUCT OF ANY USER OR ANY OTHER ORGANIZATION USING THE SERVICES, INCLUDING THE CONTENT THEY CREATE, THE DOCUMENTS THEY SEND, AND THE SIGNATURES THEY APPLY.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

7. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER SANASIGN NOR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS (THE "SANASIGN PARTIES") WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, DELAYED OR DENIED REIMBURSEMENT, CLAIM DENIALS, LOST BUSINESS, LOSS OF GOODWILL, OR LOSS OF OR CORRUPTION OF DATA, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE SANASIGN PARTIES' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS (US $100) AND (B) THE AMOUNTS YOUR ORGANIZATION ACTUALLY PAID US FOR THE SERVICES IN THE SIX (6) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

THESE LIMITATIONS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND THEY ALLOCATE RISK BETWEEN US IN A WAY REFLECTED IN OUR PRICING. WHERE A JURISDICTION LIMITS THE ENFORCEABILITY OF SUCH PROVISIONS, THEY APPLY TO THE MAXIMUM EXTENT PERMITTED. NOTHING HERE LIMITS LIABILITY THAT CANNOT LAWFULLY BE LIMITED.

If your organization signs a Provider Agreement, the limitation of liability in that agreement will govern the production service instead of this Section.

8. Indemnification

You will defend, indemnify, and hold harmless the Sanasign Parties from any claim, demand, proceeding, loss, liability, damage, penalty, fine, or expense (including reasonable attorneys' fees) arising out of or related to: your use of the Services; Your Data; your violation of these Terms or any applicable law; your violation of any third party's rights; your introduction of protected health information or other information about a real patient into the Demo Environment in violation of Section 1.4, including any regulatory penalty, breach-notification cost, or third-party claim resulting from it; any clinical decision, order, certification, or signature you make or apply; or any claim that a document you created or signed was inaccurate, incomplete, unauthorized, or non-compliant. We may assume exclusive defense and control of any matter subject to indemnification, at your expense, and you will cooperate with us.

9. Disputes, Arbitration, and Governing Law

9.1 Governing Law

These Terms, and any dispute arising out of or relating to them or the Services, are governed by the laws of the State of California, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. This Section 9 is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq., which the parties agree applies because the Services involve interstate commerce.

9.2 Talk to Us First

Before starting an arbitration or a lawsuit, the party raising a dispute will send the other a written notice describing the dispute, the facts behind it, and the relief sought. Send yours to [email protected]; we will send ours to the email address associated with your account. The parties will then try in good faith to resolve the dispute informally for sixty (60) days. Neither party may begin arbitration or litigation before that period ends, and the applicable statute of limitations is tolled while it runs. This requirement is a condition precedent to filing, and either party may ask a court to enforce it.

9.3 Agreement to Arbitrate

Except for the claims described in Section 9.6, you and Sanasign agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or the relationship between us — including its formation, interpretation, breach, termination, validity, or enforceability, and including claims that arose before you accepted these Terms — will be resolved by final and binding arbitration, and not in court.

Arbitration is a private process before a neutral arbitrator instead of a judge or jury. Discovery is more limited than in court, and review of the award is very limited. You and Sanasign are each giving up the right to sue in court and the right to a jury trial for claims covered by this Section.

9.4 How Arbitration Works

The arbitration will be administered by JAMS under its Comprehensive Arbitration Rules and Procedures in effect when the demand is filed, or under the JAMS Streamlined Arbitration Rules and Procedures where JAMS determines those apply. Those rules, and the process for beginning an arbitration, are available at www.jamsadr.com or by calling JAMS. If JAMS is unavailable or unwilling to administer the arbitration consistently with this Section, the parties will agree on a substitute administrator, and if they cannot, a court of competent jurisdiction will appoint one.

Number of arbitrators. The number of arbitrators will be determined under the applicable JAMS rules.

Selecting the arbitrator. The arbitrator will be appointed under the applicable JAMS rules, which give each party a role in the selection. The arbitrator must be a retired judge or an attorney with substantial experience in commercial or technology disputes, must be neutral, and must disclose any conflict.

Where and how. The seat of arbitration is the City and County of San Francisco, California. The arbitrator may conduct the proceeding by telephone, videoconference, or on written submissions, and will do so where that is reasonable and neither party is prejudiced. You will not be required to travel to San Francisco for a hearing unless the arbitrator determines an in-person hearing is necessary.

Authority and award. The arbitrator has exclusive authority to resolve any dispute about the interpretation, applicability, enforceability, or formation of this Section, except that a court decides whether Section 9.5 is enforceable. The arbitrator may award any relief a court could award to that individual claimant under applicable law, and no more. The arbitrator may not award relief to, or against, anyone who is not a party. The award will be in writing with a reasoned explanation, and judgment on it may be entered in any court of competent jurisdiction.

Fees. Filing, administrative, and arbitrator fees are governed by the applicable JAMS rules and fee schedule. Each party bears its own attorneys' fees and costs unless the arbitrator awards them to a party entitled to recover them under applicable law.

Confidentiality. The parties will keep the arbitration and the award confidential, except as necessary to enforce or challenge the award, to comply with law, or to inform insurers or professional advisors bound to confidentiality.

9.5 Class Action Waiver

Arbitration under this Section is individual only. You and Sanasign each waive any right to bring or participate in a class, collective, consolidated, coordinated, private attorney general, or other representative proceeding, whether in arbitration or in court. Claims of more than one person may not be joined or consolidated without the written consent of all parties.

This waiver does not sever. If a court or arbitrator finds this Section 9.5 unenforceable as to a particular claim or request for relief, then Sections 9.3 through 9.7 do not apply to that claim or request for relief, which will instead proceed in court under Section 9.8. The remainder of this Section 9 continues to apply to all other claims. Under no circumstances is any party required or permitted to arbitrate on a class or representative basis.

9.6 Claims Not Covered

This Section 9 does not apply to, and either party may bring in court:

An individual claim in small claims court, so long as it stays there and stays individual;
A claim to obtain a temporary restraining order, preliminary injunction, or other equitable relief to protect intellectual property, confidential information, or the security or integrity of the Services — which either party may seek in any court of competent jurisdiction, without posting a bond, and without waiving any other part of this Section;
A claim alleging sexual assault or sexual harassment, which you may elect to bring in court under the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2021; and
A claim that applicable law makes non-arbitrable.

Requesting relief permitted by this Section is not a waiver of the right to arbitrate other claims.

9.7 Coordinated Filings

If twenty-five (25) or more demands for arbitration raising substantially similar claims are filed against Sanasign by or with the assistance of the same or coordinated counsel, the parties will ask JAMS to administer them in batches of no more than fifty (50), each batch before a single arbitrator, with a single set of filing and administrative fees per batch. The parties will cooperate in good faith with JAMS to select bellwether cases and to apply any efficiencies JAMS offers. Statutes of limitation are tolled for demands awaiting a batch.

9.8 Court Proceedings and Jury Waiver

For any claim not subject to arbitration — including claims described in Section 9.6, claims for which Section 9.5 has been found unenforceable, and claims by anyone who has opted out under Section 9.9 — the state and federal courts located in the City and County of San Francisco, California have exclusive jurisdiction. You consent to the personal jurisdiction of those courts and waive any objection to venue or forum, including forum non conveniens.

To the fullest extent permitted by law, each party waives any right to a trial by jury in any such proceeding.

In any court proceeding under this Section, the prevailing party is entitled to recover its reasonable attorneys' fees and costs to the extent permitted by applicable law.

9.9 Your Right to Opt Out of Arbitration

You may opt out of Sections 9.3 through 9.7 within thirty (30) days after you first accept these Terms. To opt out, send an email to [email protected] with the subject line "Arbitration Opt-Out" that includes your full name, the organization you are acting for (if any), the email address associated with your access, and a clear statement that you decline to arbitrate. That is all that is required, and we will confirm receipt.

Opting out affects nothing else. It will not affect your access to the Services, and we will not treat you differently for doing it. Every other provision of these Terms, including the jury waiver in Section 9.8 and the venue provisions, continues to apply. If you opt out, disputes proceed in court under Section 9.8.

If you do not opt out within thirty (30) days, you agree to arbitrate as described above.

9.10 Changes and Survival

If we amend this Section 9 after you accept these Terms, the amendment will not apply to any dispute for which a notice under Section 9.2 was already sent, or for which a proceeding was already filed, before the amendment took effect. This Section 9 survives termination of these Terms and the end of your use of the Services.

10. General

Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable while preserving its intent, and the rest of these Terms will remain in effect.

No waiver. Our failure to enforce any provision is not a waiver of it or of any later breach.

Assignment. You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition, financing, reorganization, or sale of assets, or by operation of law.

Entire agreement. These Terms, together with our Privacy Policy and any Provider Agreement, are the entire agreement between you and Sanasign regarding the Services, and supersede any prior or contemporaneous understanding on the subject. In a conflict, the order of precedence is: (1) a signed Provider Agreement, including its business associate agreement; (2) these Terms; (3) the Privacy Policy.

Interpretation. "You" means the individual using the Services and, where you act for an organization, that organization; if you act for an organization, you represent that you have authority to bind it and you and it are jointly and severally responsible. "Include," "includes," and "including" mean "without limitation." "Will" and "shall" have the same meaning. Headings are for convenience only.

Notices. We may give notice by email to the address associated with your account, by posting in the Services, or by posting on the Site. You may give notice to us at [email protected].

Force majeure. Neither party is liable for a failure or delay caused by events beyond its reasonable control, other than payment obligations.

Changes to these Terms. We may update these Terms. We will post the updated version with a new effective date, and if a change materially affects your rights or obligations we will give at least thirty (30) days' notice by email or in the Services before it takes effect, unless a shorter period is needed to address a legal or security requirement. Your continued use after the effective date means you accept the change. If you do not accept it, stop using the Services. The current version always governs.

Contact

Sanasign, Inc. 160 Belvedere St San Francisco, CA 94117 [email protected]