1. I understand and agree that Filio Technologies LLC is not a law firm or an attorney, may not perform services performed by an attorney, and its forms or templates are not a substitute for the advice or services of an attorney. Rather, I am representing myself in this legal matter. No attorney-client relationship or privilege is created with Filio Technologies LLC.
2. If, prior to my purchase, I believe that Filio Technologies LLC gave me any legal advice, opinion or recommendation about my legal rights, remedies, defenses, options, selection of forms or strategies, I will not proceed with this purchase, and any purchase that I do make will be null and void.
3. I UNDERSTAND THAT THESE TERMS CALL FOR THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO ME IN THE EVENT OF A DISPUTE AS DESCRIBED IN THE FILIO TECHNOLOGIES LLC ARBITRATION AGREEMENT, CONTAINED IN SECTION 15, BELOW.
4. I UNDERSTAND THAT THE Filio Technologies LLC REVIEW OF MY ANSWERS IS LIMITED TO COMPLETENESS, SPELLING, AND FOR INTERNAL CONSISTENCY OF NAMES, ADDRESSES, AND THE LIKE. IN EVERY CASE, I WILL READ THE FINAL DOCUMENT(S) BEFORE SIGNING IT, WHERE APPLICABLE, AND AGREE TO BE SOLELY RESPONSIBLE FOR THE FINAL DOCUMENT(S).
To the best of my knowledge, I have provided accurate information to Filio Technologies LLC and have obtained all third-party consents required for my order.
I give Filio Technologies LLC consent to affix my electronic signature where required to file my documents. I understand I may withdraw my consent, provided my documents have not already been filed, by contacting Filio Technologies LLC Customer Support.
(a) Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FILIO TECHNOLOGIES LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, SERVICE PROVIDERS, DESIGNATED REGISTERED AGENTS, AND AGENTS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF GOODWILL, PHYSICAL COURIER LOSSES, OR OPERATIONAL DISRUPTIONS ARISING OUT OF OR RELATED TO YOUR USE OF, OR INABILITY TO USE, THE PLATFORM, SITE, APPLICATIONS, OR SERVICES, EVEN IF FILIO TECHNOLOGIES LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER SUCH CLAIMS ARE PREDICATED ON GOVERNMENT-SIDE COMPLIANCE MANDATES OR BENEFICIAL OWNERSHIP REPORTING DELAYS.
(b) Aggregate Liability Cap.
NOTWITHSTANDING ANY CONTRARY PROVISION CONTAINED WITHIN THESE TERMS OF SERVICE, THE TERMS OF USE, OR ANY APPLICABLE SUPPLEMENTAL REGISTERED AGENT TERMS, SUBSCRIPTION TERMS, OR THIRD-PARTY SERVICES TERMS, THE MAXIMUM TOTAL AGGREGATE LIABILITY OF FILIO TECHNOLOGIES LLC AND ITS CO-BOUND ENTITIES FOR ALL CLAIMS, LOSSES, CAUSES OF ACTION, LAWSUITS, OR LIABILITIES ARISING OUT OF OR RELATING TO THE ECOSYSTEM PLATFORM, APPLICATIONS, CORE SERVICES, OR THIS LEGAL STACK SHALL NOT EXCEED UNDER ANY CIRCUMSTANCES THE GREATER OF: (A) THE TOTAL AMOUNT EXCLUSIVELY PAID BY YOU TO FILIO TECHNOLOGIES LLC FOR THE SPECIFIC INDIVIDUAL SERVICE PIPELINE GIVING RISE TO THE INTENDED CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY, OR (B) ONE THOUSAND U.S. DOLLARS (US $1000.00). THE EXISTENCE OF ACCUMULATED CLAIMS OR COORDINATED CLAIMS ACROSS DIFFERENT AGGREGATED DOCUMENTS WITHIN THIS ECOSYSTEM SHALL NOT EXPAND, MULTIPLY, OR ACCELERATE THIS MAXIMUM MATHEMATICAL CEILING. NOTHING IN THIS SECTION LIMITS OR EXCLUDES LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW, INCLUDING LIABILITY ARISING FROM FILIO TECHNOLOGIES LLC’S OWN GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD, OR FOR DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE; THE FOREGOING CAP APPLIES ONLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
(c) Application and Scope.
THE LIMITATIONS AND CEILINGS SET FORTH IN THIS SECTION 7 APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER PREDICATED ON BREACH OF CONTRACT, TORT (INCLUDING ACTIVE OR PASSIVE NEGLIGENCE), STRICT LIABILITY, STATUTORY DUTY VIOLATIONS, BREACH OF WARRANTY, OR OTHERWISE, AND SHALL CONTROL EXCLUSIVELY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IF ANY OTHER MASTER TERMS, OPERATIONAL POLICIES, OR SUPPLEMENTAL AGREEMENTS WITHIN THE FILIO TECHNOLOGIES LLC LEGAL INFRASTRUCTURE CONFLICT WITH THIS SECTION, THIS SECTION 7 SHALL CONTROL.
(d) Indemnification.
YOU AGREE TO FULLY DEFEND, INDEMNIFY, AND HOLD HARMLESS FILIO TECHNOLOGIES LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, DEPLOYED SERVICE PROVIDERS, AND REGISTERED AGENT APPOINTEES FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, REGULATORY PROCEEDINGS, DIRECT DAMAGES, LOSSES, FINANCIAL LIABILITIES, SETTLEMENT COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES, INTERNAL INVESTIGATIVE EXPENDITURES, COURT ADMINISTRATIVE EXPENDITURES, AND DISCOVERY-RELATED COSTS) ARISING OUT OF OR IN ANY WAY RELATED TO: (A) YOUR USE, INTERACTION, MISUSE, OR ILLEGAL DEPLOYMENT OF THE PLATFORM, TOOLS OR SERVICES, SITE, REGISTRATION HUB, OR SERVICES; (B) YOUR EXPLICIT VIOLATION OF THESE TERMS OR ANY SUPPLEMENTAL INCORPORATED AGREEMENT; (C) YOUR VIOLATION OF APPLICABLE FEDERAL, STATE, OR LOCAL LAW (INCLUDING THE CORPORATE TRANSPARENCY ACT, FINCEN MANDATES, OR INTERNAL REVENUE CODE PROVISIONS); OR (D) YOUR DIRECT INFRINGEMENT, MISAPPROPRIATION, OR UNAUTHORIZED MISUSE OF THIRD-PARTY INTELLECTUAL PROPERTY OR CORPORATE INFORMATION ENTERED INTO THE PLATFORM SYSTEM. FILIO TECHNOLOGIES LLC RESERVES THE EXCLUSIVE RIGHT, AT YOUR SOLE EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OR FIRST-PARTY DISPUTE GIVING RISE TO INDEMNIFICATION BY YOU, AND YOU AGREE TO COMPLETELY COOPERATE WITH OUR CHOICE OF LEGAL COUNSEL IN SUCH MATTERS.8. Terms of Use.
I understand that the Site's general terms of use (the "Terms of Use") also apply to these Terms of Service and in agreeing to these Terms of Service, I acknowledge that I have read and agree to those Terms of Use, available at filio.online/legal which are incorporated herein by reference.
I understand that my purchase may be subject to additional terms and conditions. I understand that Filio Technologies LLC Registered Agent Services are subject to the Supplemental Terms of Service for Registered Agent Services, available at filio.online/legal; subscription and third-party services are subject to the Supplemental Terms of Service for Subscriptions and Third-Party Services, available at filio.online/legal. If applicable, I acknowledge that I have read and agree to the supplemental terms, which are incorporated herein by reference.
If I purchased a product that involves third party services, I understand that I may be required to accept additional terms located on the third party's site or sign third party agreements if I choose to use the service. The third party may contact me by email and/or phone with instructions on how to access my benefits. FILIO TECHNOLOGIES LLC HEREBY DISCLAIMS LIABILITY FOR ANY INFORMATION, MATERIALS, PRODUCTS OR SERVICES POSTED OR OFFERED AS PART OF ANY THIRD PARTY SERVICES. FILIO TECHNOLOGIES LLC IS NOT LIABLE FOR ANY FAILURE OF PRODUCTS OR SERVICES OFFERED OR ADVERTISED AT THOSE SITES. A THIRD PARTY MAY HAVE A PRIVACY POLICY DIFFERENT FROM THAT OF FILIO TECHNOLOGIES LLC AND THE THIRD PARTY WEBSITE MAY PROVIDE LESS SECURITY THAN THE FILIO TECHNOLOGIES LLC SITE.
If I choose to add a product or service to my order subsequent to this initial purchase, or if I use a complimentary additional product or service, these Terms of Service will apply to all additional product or service purchases as well.
12(a). Refunds
I understand that, unless Filio Technologies LLC is at fault and other than as required by applicable law, I shall have no right to cancel any order for cash refund after thirty (30) days have elapsed from the purchase date. Refunds shall be governed by the Filio Technologies LLC Refund Policy, available at filio.online/refund-policy. All itemization of fees are displayed for convenience only.
12(b). Unilateral Fee Modifications.
Filio Technologies LLC explicitly reserves the right to modify its standard service fees, filing charges, compliance management rates, and recurring service costs at any time to account for changing market conditions, operational expenditures, inflationary variations, or escalations in government-side intake fees.
For any recurring, ongoing, or automatically renewing core service governed under these Terms of Service, Filio Technologies LLC will provide you with clear electronic notice of any fee escalation via email to the last known email address tied to your user account at least thirty (30) days before the modified rate is billed or implemented. Your failure to terminate your services or close your account prior to the effective date of the fee adjustment, coupled with your continued utilization of the Filio Technologies LLC platform, applications, or filing workflows after such notice, constitutes your express, unconditional, and legally binding consent to the modified pricing tier.
Nothing in this Section limits any non-waivable rights you may have under applicable law, including the California Automatic Renewal Law, New York General Business Law § 527-a, or similar state automatic-renewal statutes. Where any such law requires notice, consent, or cancellation mechanics beyond those described here, Filio Technologies LLC will comply with those requirements, and this Section will be read consistently with them.
12(c). Chargeback Prohibition, Merchant Dispute Constraints, and Collection Cost-Shifting.
Before disputing any charge with your card issuer or bank, you agree to first contact Filio Technologies LLC in writing at support@filio.online so we can attempt to resolve the issue directly. This contact-first step does not limit any rights you have under the Fair Credit Billing Act or applicable card-network rules. If you initiate a chargeback for a charge that was validly authorized and that we are able to document as properly billed, you agree we may submit our transaction records to the card network in response, and you remain responsible for amounts ultimately determined to be validly owed.
If you initiate an unauthorized chargeback or payment reversal that is subsequently resolved in favor of Filio Technologies LLC, you acknowledge that such action constitutes a material breach of this Agreement. In such cases, you agree to reimburse Filio Technologies LLC immediately for all administrative expenses, credit card fees, and merchant processing chargeback assessments incurred. Furthermore, Filio Technologies LLC reserves the absolute right to outsource the recovery of any unpaid balances or reversed transaction amounts to a third-party collection agency or legal counsel, and you shall be strictly liable for the advancement and repayment of all associated collection costs, court expenditures, and reasonable attorneys' fees.
If I do not provide the information necessary to complete my order within thirty (30) days, the order may be canceled and considered abandoned. Both parties acknowledge that Filio Technologies LLC is out of pocket time and money for undertaking the work and both parties fully intend to complete the order. Abandoned orders will result in liquidated damages equal to the amount paid to Filio Technologies LLC for reimbursement of our commitment to service this order.
If Filio Technologies LLC encounters evidence of suspicious activity in connection with my account, I acknowledge that Filio Technologies LLC, in its sole discretion, may opt to temporarily or permanently disable my account. Evidence of suspicious activity includes, but is not limited to, evidence that my account is being used by someone who is not authorized to do so, or evidence that orders are being placed to generate documents for individuals or businesses other than the parties to the original order. In the event that Filio Technologies LLC disables my account, I understand that, absent a subpoena or court order, no information about my account will be provided to anyone outside Filio Technologies LLC, including me or any authorized contact. Additionally, I understand that Filio Technologies LLC, in its sole discretion, may decide not to send any documents associated with my account to me or file any such documents with any government authority, while my account is disabled. I acknowledge that Filio Technologies LLC will not be liable for any delays caused by these policies and procedures.
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND FILIO TECHNOLOGIES LLC TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER, UNLESS YOU OPT OUT OF ARBITRATION BY FOLLOWING THE INSTRUCTIONS SET FORTH IN SECTION 15(f), BELOW. NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE ALLOWED UNDER THIS ARBITRATION PROVISION. IN ADDITION, ARBITRATION PRECLUDES YOU AND FILIO TECHNOLOGIES LLC FROM SUING IN COURT OR HAVING A JURY TRIAL.
(a) No Representative Actions. You and Filio Technologies LLC agree that any dispute or claim between us, including those arising out of or related to these Terms or our Services, is personal to you and Filio Technologies LLC and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action, or any other type of representative proceeding. For the purposes of this Arbitration Agreement, references to "Filio Technologies LLC," "you," and "us" include our respective subsidiaries, affiliates, agents, employees, employers, business partners, shareholders, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or products under these Terms or any prior agreements between us.
(b) Arbitration of Disputes. Most concerns can be resolved quickly and to the customer's satisfaction by contacting our Customer Support. In the unlikely event that the Filio Technologies LLC Customer Care Center is unable to resolve your complaint to your satisfaction (or if we have not been able to resolve a dispute after attempting to do so informally), this Section 15 applies. Except for (i) individual actions in small claims court located in Albany County, New York, or the county of your primary residence, or (ii) actions in court seeking injunctive or other equitable relief for the alleged infringement or misappropriation of intellectual property, you and Filio Technologies LLC agree to waive your rights to a jury trial and to have any dispute or claim arising out of or relating to any aspect of the relationship between us (collectively, "Disputes") resolved through binding individual arbitration as set forth in this Section 15.
Disputes include, but are not limited to, the following: (1) those arising out of or related to these Terms or our Services, (2) those related to advertising, privacy, data security, and the use of our website, and (3) those arising out of services provided by third-party partners engaged by Filio Technologies LLC in the course of fulfilling your order, for which such partners are express third-party beneficiaries of this arbitration agreement. This Arbitration Agreement applies to all Disputes based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, Disputes arising before you accepted these or any prior Terms, Disputes that are currently the subject of purported class action litigation in which you are not a member of a certified class, and Disputes asserted against Filio Technologies LLC by those you list as authorized contacts on your order.
(c) Informal Arbitration Procedures. For any Dispute that you have against Filio Technologies LLC, or that Filio Technologies LLC has against you, you and Filio Technologies LLC agree to attempt to resolve the Dispute informally via the following process. If you assert a claim against Filio Technologies LLC, you will first contact Filio Technologies LLC by sending a written notice of your Dispute ("Claimant Notice") to Filio Technologies LLC by U.S. certified mail addressed to Notice of Dispute, Filio Technologies LLC, 418 Broadway, STE N, Albany, NY 12207; a courtesy copy of the Notice should also be sent by email to support@filio.online. The Claimant Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the Dispute; and (c) set forth the specific relief sought. For any Dispute that Filio Technologies LLC may have against you, we will provide you notice ("Filio Technologies LLC Notice") in similar form to that described above via the mailing address and email address associated with your account. The statute of limitations and any filing fee deadlines shall be tolled for thirty (30) days from the date that either you or Filio Technologies LLC first send the applicable Notice so that the parties can engage in this informal dispute resolution process in good faith.
(d) Formal Arbitration Administration. If you and Filio Technologies LLC cannot reach an agreement to resolve the Dispute within thirty (30) days after informal notice is provided, then either party may submit the Dispute to binding confidential arbitration administered by the American Arbitration Association ("AAA") or, under the limited circumstances set forth in this Section 15, in a court of competent jurisdiction. All Disputes submitted to AAA will be resolved through binding arbitration before one single neutral arbitrator. Unless the parties agree in writing to a different location, arbitration proceedings will be held in Albany County, New York; if you are a Consumer, however, you may elect to hold the arbitration in your county of primary residence. For purposes of this Section 15, a "Consumer" means a natural person using the Services exclusively for personal, family, or household purposes.
If you are a Consumer, you and Filio Technologies LLC agree to use the AAA Consumer Arbitration Rules. If you are not a Consumer, you and Filio Technologies LLC agree to use the AAA Commercial Arbitration Rules, including the Expedited Procedures for all Disputes with a value of $75,000 or less. The most recent versions of the AAA Consumer and Commercial Arbitration Rules are available on the AAA's website at adr.org/Rules and such rules are hereby incorporated by reference into this Arbitration Agreement. You either acknowledge and agree that you have read and understand the applicable AAA Arbitration Rules or waive your opportunity to read the AAA Arbitration Rules and waive any claim that such rules are unfair or should not apply for any reason.
(e) Individualized Arbitration Proceedings and Remedies. You and Filio Technologies LLC agree that these Terms affect interstate commerce and that the enforceability of this Section 15 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. Section 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the AAA Rules, the arbitrator will have exclusive authority to grant any relief that would otherwise be available in court and to make all procedural and substantive decisions regarding any Dispute, including those arising out of or relating to interpretation or application of this Arbitration Agreement, including the enforceability, revocability, or validity of the Arbitration Agreement or any portion thereof. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual's claims, preside over any type of class or representative proceeding, or preside over any proceeding involving more than one claimant.
(f) Opt Out of Arbitration. You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 15 by sending, via U.S. certified mail, a written Notice of Opt Out to Filio Technologies LLC. The Notice of Opt Out must be addressed to: Notice of Opt Out, Filio Technologies LLC, 418 Broadway, STE N, Albany, NY 12207; a courtesy copy of the Notice of Opt Out should also be sent by email to support@filio.online. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 16, though you explicitly reaffirm that any such action will be brought strictly as an individual action, and will not be brought as a class arbitration, class action, or any other type of representative proceeding.
(g) Mass Arbitration and Batch Procedures.
(i) Coordinated Mass Filing Definition. If fifty (50) or more similar individual arbitration demands are asserted against Filio Technologies LLC by or with the assistance of the same law firm, coordinated group of law firms, association of cooperating firms, or a coordinated group of claimants within a ninety (90) day window (a "Mass Arbitration"), you explicitly agree that the individual resolution of your claim shall be structurally delayed, prioritized, and administered in coordinated batches as set forth below.
(ii) Batching Mechanics and Bellwether Cycles. The parties agree that the selected arbitration provider (the American Arbitration Association ("AAA"), JAMS, or an alternative mutually selected neutral administrator) shall administer the Mass Arbitration in sequential batches of up to fifty (50) individual demands per cycle (each a "Batch"). For each separate Batch, the administrator shall appoint a single neutral arbitrator, streamline administrative procedures, and resolve all claims within that active Batch before moving to any subsequent sequence. To promote efficiency, the parties agree to select four (4) individual claims from the initial Batch (two selected by Filio Technologies LLC and two by the claimants' counsel) to proceed to full "Bellwether Hearings" to establish an evidentiary and structural baseline to guide mandatory global settlement and mediation frameworks.
(iii) Fee Staging and Scope. Filing, administrative, platform infrastructure, case management, ingestion, and arbitrator fees for claims included within a Mass Arbitration shall be assessed, invoiced, and become due from Filio Technologies LLC only when those specific individual cases are formally assigned to an active Batch sequence being administered by the arbitration provider. To the extent permitted by applicable law and provider rules, the procedures set forth in this Section shall govern the administration of any Mass Arbitration. Any applicable statute of limitations shall be automatically tolled for claims subject to a Mass Arbitration from the moment the initial arbitration demand is submitted until that specific claim is formally assigned to an active Batch sequence for resolution.
(iv) The 180-Day Small Claims Safety Valve. If an individual arbitration demand has not been formally assigned to an active Batch sequence within one hundred and eighty (180) days following the initial submission of your demand, either party may elect to withdraw your claim from the arbitration provider's arbitration administration queue and proceed exclusively in a small claims court of competent jurisdiction within Albany County, New York, or your county of primary residence.
(v) Class Action Waiver Integration. Nothing in this Section 15(g) shall be interpreted to authorize, validate, or permit class arbitration, consolidated arbitration, collective actions, or representative proceedings of any kind within this arbitration framework unless expressly required by applicable law.
(h) Confidentiality. The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. You and Filio Technologies LLC agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and/or other materials that might be exchanged or the subject of discovery in the arbitration. You and Filio Technologies LLC agree to seek such protection before any such information, documents, testimony, and/or materials are exchanged or otherwise become the subject of discovery in the arbitration.
(i) Payment of Arbitration Fees. The costs of arbitration shall be governed by the AAA's fee schedules, available at adr.org/Rules. If you are a Consumer and you initiate arbitration of a Dispute, you agree to pay the applicable AAA Consumer Case Filing Fee, and Filio Technologies LLC will pay the remaining AAA fees and costs. If you are not a Consumer and you initiate arbitration of a Dispute valued at less than $75,000, you agree to pay $250 towards any arbitration filing fees and Filio Technologies LLC will pay the remaining AAA fees and costs. If you are not a Consumer and your arbitration proceeding is valued at $75,000 or more, you and Filio Technologies LLC will share equally the costs and fees of AAA Commercial Arbitration. If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards in Federal Rule of Civil Procedure 11(b)), then the payment of all AAA fees will be governed by the applicable AAA Rules.
(j) Additional Terms and Non-Severability Clause. If any portion of this Section 15 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 15 or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 15; and (c) to the extent that any claims must proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. If you wish to seek public injunctive relief against Filio Technologies LLC, such claim (and only such claim) must be severed from the arbitration and brought in court in accordance with the provisions of Section 16.
You and Filio Technologies LLC agree that the state or federal courts of the State of New York and the United States sitting in Albany County, New York have exclusive jurisdiction over the enforcement of an arbitration award made pursuant to this Arbitration Agreement.
NOTWITHSTANDING ANY CONTRARY PROVISION CONTAINED IN THESE TERMS OF SERVICE OR ANY APPLICABLE SUPPLEMENTAL TERMS WITHIN THIS INFRASTRUCTURE, THE CLASS ACTION WAIVER SET FORTH IN THIS AGREEMENT IS ABSOLUTELY NON-SEVERABLE. IF A COURT OF COMPETENT JURISDICTION OR AN ARBITRATOR ENTERS A FINAL, UNAPPEALABLE DETERMINATION INVALIDATING, MODIFYING, OR STRIKING DOWN THE CLASS ACTION WAIVER, JURY TRIAL WAIVER, OR REPRESENTATIVE ACTION PROHIBITION IN WHOLE OR IN PART AS TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF, THEN THE ENTIRETY OF THIS SECTION 15 (ARBITRATION AGREEMENT) SHALL IMMEDIATELY BE DEEMED NULL, VOID, AND UNENFORCEABLE WITH RESPECT TO SUCH CLAIM. IN SUCH EVENT, THE PARTIES EXPLICITLY AGREE THAT THE DISPUTE SHALL BE RESOLVED EXCLUSIVELY IN A COURT OF COMPETENT JURISDICTION IN ALBANY COUNTY, NEW YORK, IN ACCORDANCE WITH THE GOVERNING LAW AND VENUE PROVISIONS SPECIFIED HEREIN, AND THAT THE UNDERLYING CLAIM SHALL OPERATE STRIPPED OF ALL ARBITRATION MECHANICS BUT REMAIN STRICTLY SUBJECT TO INDIVIDUAL, NON-CLASS TRIAL LAWS.
Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of New York, without regard to conflict of law rules or principles (whether of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of New York and the United States, respectively, sitting in Albany County, New York. You consent to personal and exclusive jurisdiction in these courts.
Subscription Plans. Filio Technologies LLC offers the following subscription plans: Essentials, Complete, Business Launch, and Premium. Subscription plan features, pricing, and availability are subject to change at the sole discretion of Filio Technologies LLC. Current plan details are available at filio.online.
Auto-Renewal. Unless you cancel your subscription before the end of your then-current billing period, your subscription will automatically renew for successive annual periods at the then-current rate. You authorize Filio Technologies LLC to charge the payment method on file for each renewal period.
Cancellation. You may cancel your subscription at any time by contacting Filio Technologies LLC Customer Support at (917) 985-8677 or by emailing support@filio.online. Cancellation will take effect at the end of the then-current billing period. No pro-rated refunds will be issued for unused portions of a subscription period, except as required by applicable law.
Billing. You must provide valid credit or debit card information at the time of purchase. You agree to notify Filio Technologies LLC immediately of any changes to your payment information. If your payment method is declined, Filio Technologies LLC may make multiple attempts to process the charge. If payment cannot be collected, Filio Technologies LLC reserves the right to suspend or terminate your account and any associated services, including but not limited to registered agent services.
Price Changes. Filio Technologies LLC may increase subscription fees upon not less than thirty (30) days' prior written notice to the email address associated with your account. If you do not agree to the new pricing, you may cancel your subscription before the next renewal date.
Notice of Automatic Renewal. Filio Technologies LLC may send a reminder email to the email address of record for your account before your renewal date. You acknowledge and agree that this notice is provided as a courtesy only, and Filio Technologies LLC is not obligated to provide such notice. Your failure to receive such notice does not affect the automatic renewal of your subscription.
Definition. Except as otherwise defined, "filing fees" refer to amounts that must be paid in order to successfully submit a filing to a federal, state, county, or local government office. Filing fees include, but are not limited to name reservation fees, initial report fees, publication notice fees, capitalization fees, franchise tax fees, expedite fees, certified copy fees, walk-in fees, courier fees, and other transactional fees incurred on your behalf by Filio Technologies LLC.
Authorization to pay filing fees required to complete order. When you purchase a product or service from us that involves submitting a filing to a government office, you agree that we may charge your credit card any and all filing fees, including any applicable late fees or penalties, that are necessary to successfully complete your filing.
Scope of Service. As part of certain subscription plans, Filio Technologies LLC provides biennial statement filing services with the New York State Department of State ("DOS") and, where applicable, other state filing agencies. You authorize Filio Technologies LLC to prepare and file biennial statements on behalf of your business entity using the information provided in your account.
Customer Responsibility. You are solely responsible for ensuring that all information provided to Filio Technologies LLC for biennial statement filings, including but not limited to entity name, address, officer and member information, and registered agent details, is accurate, current, and complete. Filio Technologies LLC shall not be liable for any penalties, rejections, or adverse consequences resulting from inaccurate or incomplete information provided by you.
Government Processing Times. You acknowledge and understand that government processing times are beyond the control of Filio Technologies LLC. While Filio Technologies LLC maintains a 100% on-time filing rate for documents submitted to government agencies, the time required for a government agency to process, approve, or return a filed document varies and is not guaranteed by Filio Technologies LLC. Filio Technologies LLC shall not be liable for any delays attributable to government processing.
Filing Confirmation. Filio Technologies LLC will provide electronic confirmation of filing submission through your account dashboard. Receipt of filing confirmation from Filio Technologies LLC does not constitute confirmation of acceptance by the relevant government agency.
Scope of Service. As part of certain subscription plans, Filio Technologies LLC provides annual corporate minutes preparation services for corporations and limited liability companies. These minutes are prepared based on information provided by you and using templates customized for your entity type.
Not Legal Advice. The corporate minutes prepared by Filio Technologies LLC are based on standard templates and the information you provide. They do not constitute legal advice. You are responsible for reviewing the minutes for accuracy and completeness before adopting them. Filio Technologies LLC recommends that you consult with an attorney if you have specific legal questions about corporate governance requirements.
Customer Review. You are solely responsible for reviewing, approving, and executing the annual corporate minutes. Filio Technologies LLC's preparation of minutes does not relieve you of any obligation to hold required meetings or maintain proper corporate records under applicable law.
Scope of Service. Filio Technologies LLC provides business entity formation services, including but not limited to LLC formation, corporation incorporation, Employer Identification Number (EIN) applications, and preparation of operating agreements or bylaws.
Organizer, Incorporator, or Authorized Representative. By accepting these Terms of Service and requesting business filing services or other related Filio Technologies LLC services that involve filing paperwork with a government entity, you are authorizing Filio Technologies LLC to take all the necessary steps to form your entity or complete the filing service in your requested state. Such steps may include, but are not limited to (i) listing you, another authorized representative that you have appointed, or Filio Technologies LLC as the organizer, incorporator, or authorized representative of your company; (ii) affixing your signature, the signature of the authorized representative you have appointed, or Filio Technologies LLC's signature as your authorized representative, to the paperwork that needs to be filed, in any format, including but not limited to handwritten signatures and electronic signatures; (iii) completing business filing documents on your behalf; (iv) filing formation documents on your behalf; or (v) removing Filio Technologies LLC as the organizer or incorporator of your company.
Government Processing. Formation processing times depend on the applicable government agency and are not within Filio Technologies LLC's control. Estimated processing times are provided for informational purposes only and are not guaranteed.
EIN Applications. If your order includes an EIN application, you authorize Filio Technologies LLC to apply to the Internal Revenue Service on your behalf. You acknowledge that the IRS may reject or delay your application, and Filio Technologies LLC is not responsible for IRS processing times or rejections.
Filio Technologies LLC offers good standing certificate procurement services. You acknowledge that (a) good standing certificates are issued by the applicable Secretary of State or equivalent government authority and reflect the status of your entity as of the date of issuance; (b) Filio Technologies LLC does not guarantee that your entity is in good standing and cannot obtain a certificate if your entity is not in compliance with applicable state requirements; and (c) processing times for good standing certificates are determined by the applicable government authority and are not guaranteed by Filio Technologies LLC.
Filio Technologies LLC offers "Doing Business As" (DBA) filing services, also known as assumed name, fictitious name, or trade name filings. You acknowledge that (a) DBA filing requirements vary by jurisdiction; (b) Filio Technologies LLC will prepare and submit filings based on the information you provide; (c) you are solely responsible for the accuracy of the information provided and for ensuring that your proposed DBA name does not infringe on the rights of any third party; and (d) approval of a DBA filing is determined by the applicable government authority, and Filio Technologies LLC does not guarantee approval.
Scope of Service. For New York LLCs and other entities required to publish notice of formation pursuant to Section 206 of the New York Limited Liability Company Law or other applicable provisions, Filio Technologies LLC coordinates publication in designated newspapers as required by law.
County Requirements. Publication requirements, including the specific newspapers in which publication must occur, are determined by the county clerk in the county where the LLC's office is located. Filio Technologies LLC will arrange publication based on the county designation you provide.
Fees. Publication fees vary by county and newspaper and may be substantial. Newspaper publication charges are third-party fees passed through to you at cost. These fees are separate from and in addition to Filio Technologies LLC's service fees.
Timeline. New York law requires publication for six consecutive weeks. Certificates of publication are issued by the newspapers upon completion. Filio Technologies LLC will coordinate the filing of the Certificate of Publication with the Department of State upon receipt. Processing timelines are dependent on the newspapers and government agencies involved and are not guaranteed by Filio Technologies LLC.
Scope of Service. Filio Technologies LLC offers website and domain bundle services through third-party service providers. When you purchase these services, Filio Technologies LLC will coordinate the setup of your website and domain registration through its designated partner providers.
Third-Party Services. Website hosting, domain registration, and related technical services are provided by third-party vendors. Your use of these services is subject to the applicable third-party provider's terms of service and privacy policy in addition to these Terms. Filio Technologies LLC is not responsible for the performance, uptime, or availability of any third-party website or domain services.
Domain Ownership. Domains registered through our service are registered in your name. You are responsible for maintaining your domain registration, including timely renewal. Filio Technologies LLC is not liable for any loss of a domain resulting from failure to renew.
If you have purchased a Legal Form from Filio Technologies LLC, the following provisions apply to you:
(a) License. Filio Technologies LLC grants you a nonexclusive, nontransferable worldwide right to use the legal form(s) you have purchased. This license allows you to access, download, use, and edit the legal form(s) you have purchased for your personal use. You may not: (i) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise make available to any third party the legal form(s); or (ii) modify, reproduce, reverse engineer, or make derivative works based on, referring to, or exploiting the legal form(s) or its source code, except for modifications to the forms for your personal use. All rights not expressly granted to you are reserved by Filio Technologies LLC and its licensors.
(b) No Guarantee. Filio Technologies LLC does not guarantee that any Legal Form provided is suitable for a particular purpose, or that any Legal Form provided is accurate, reliable, complete or timely. The Legal Forms provided are for information purposes only, and should not be relied upon as legal advice.
If you have purchased our business license product or a subscription that includes business licenses, the following provisions apply to you:
(a) Our business license products provide you with a list of licenses and permits that is generated based on the industry type, location, and business activities you provide to Filio Technologies LLC. The list is a summary of the licenses that you may need. It is not intended to constitute legal advice and is for informational purposes only. The list is intended to meet the minimum license requirements for your industry type and jurisdiction at the time the list is generated. The list does not include tax registrations and it does not include professional licenses or certificates that may be required for certain business types (e.g. dentistry or accounting). Additional licenses may be needed depending on your business type, activities, and the relevant laws in your jurisdiction, all of which are subject to change. Ongoing compliance with applicable laws is the responsibility of the user. No representations or warranties, express or implied, are given regarding the legal or other consequences resulting from the use of our services and lists. If you would like to seek legal advice about how licenses apply to your business, please talk to an attorney.
(b) If you have a subscription that includes business licenses, Filio Technologies LLC will notify you on an ongoing basis about updates to your list of licenses, if and when available, and will automatically update your list accordingly. Subscribers will also be able to upload, view, and share their business licenses from their account and may receive notifications about license renewal dates, where applicable. If you purchased a business license product that is not included with a subscription, you are not entitled to the aforementioned subscription benefits.
(c) Customer obligations. You are responsible for accurately completing and submitting all license applications and forms to the relevant filing authority and paying related fees. You are responsible for the accuracy, quality, legality, completeness, and integrity of the data provided.
After your purchase, you may receive an email survey request from Filio Technologies LLC. You may also write a review on the Site. If you complete the survey or submit a review, your opinions may be posted, in whole or in part, on the Site or used in marketing material. The review may be accompanied by limited identifying information, such as your first name and last initial, the product you purchased, your city and/or state, and age range.
To use Filio Technologies LLC services, I must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. I am responsible for providing all equipment necessary to make such connection to the World Wide Web, including a computer and Internet access. Access to certain Filio Technologies LLC services may be limited or delayed based on problems inherent in the use of Internet and electronic communications. I understand that Filio Technologies LLC is not responsible for delays, delivery failures, or other damage resulting from such problems.
Filio Technologies LLC shall not be considered in breach of or default under these Terms of Service or any contract with me, and shall not be liable to me for any cessation, interruption, or delay in the performance of its obligations hereunder by reason of earthquake, flood, fire, storm, lightning, drought, landslide, hurricane, cyclone, typhoon, tornado, natural disaster, act of God or the public enemy, epidemic, famine or plague, action of a court or public authority, change in law, explosion, war, terrorism, armed conflict, labor strike, lockout, boycott or similar event beyond our reasonable control, whether foreseen or unforeseen (each a "Force Majeure Event"). If a Force Majeure Event continues for more than sixty (60) days in the aggregate, Filio Technologies LLC may immediately terminate these Terms of Service and shall have no liability to me for or as a result of any such termination.
I acknowledge that Filio Technologies LLC reserves the right to refuse service to anyone.
I acknowledge that Filio Technologies LLC may use artificial intelligence ("AI") technology, including but not limited to machine learning models, natural language processing, and automated document analysis, in providing products and services to me.
AI technology may be used for, among other things: (i) document preparation and review; (ii) compliance monitoring and deadline tracking; (iii) data extraction and processing from government databases; (iv) automated form completion; (v) customer support assistance; and (vi) generating recommendations for business compliance actions.
I understand that while Filio Technologies LLC employs AI to enhance the accuracy and efficiency of its services, AI-generated outputs may contain errors. All AI-assisted documents and filings are subject to human review before submission to any government agency. Filio Technologies LLC does not guarantee the accuracy of AI-generated content and recommends that I review all documents carefully before adoption or execution.
I acknowledge that my use of Filio Technologies LLC's AI-powered features constitutes my consent to the processing of my data by AI systems in accordance with the Filio Technologies LLC Privacy Policy.
Filio Technologies LLC maintains commercially reasonable physical, administrative, technical, and organizational security measures designed to safeguard your personal and business data, both in transit and at rest. These protocols are structured to align with appropriate industry practices and applicable legislative standards for data security protection, including the administrative and technical safeguard standards contemplated under the New York SHIELD Act (Stop Hacks and Improve Electronic Data Security Act, N.Y. Gen. Bus. Law Section 899-aa et seq.). You explicitly acknowledge and agree that this provision establishes a standard of commercial reasonableness and does not create an independent contractual warranty, absolute guarantee, or stricter standard of care than that required by applicable law. In the event of a security incident or data breach triggering notification mandates under applicable statutes, including the New York SHIELD Act breach notification frameworks, Filio Technologies LLC will provide notice to you in the manner and timeline prescribed by such laws.
Filio Technologies LLC is a business compliance services company and is not a law firm, legal document assistant, or attorney. Filio Technologies LLC registered agent address is 418 Broadway, STE N, Albany, NY 12207.
I acknowledge that I have had the opportunity to view sample templates of Filio Technologies LLC documents and may call Filio Technologies LLC Customer Care at (917) 985-8677 or email support@filio.online with questions or for assistance locating sample templates.
Filio Technologies LLC utilizes commercial efforts to submit your document filings to relevant government authorities in a timely manner. However, you explicitly acknowledge and agree that Filio Technologies LLC exercises no control over, and shall have absolutely no liability for, any delays, rejections, backlogs, technological downtime, or processing errors caused by state Departments of State, county clerks, the Internal Revenue Service ("IRS"), or third-party mailing couriers (including but not limited to USPS, FedEx, and UPS). Filio Technologies LLC is completely absolved of any liability for financial losses, fines, operational disruptions, or missed business opportunities resulting from government-side delays or administrative processing timelines.
I understand that these terms affect my legal rights and obligations. If I do not agree to be bound by all of these terms, I will not use this service. By proceeding with my purchase, I agree to these Terms of Service.