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8am Terms of Service

Updated: August 19, 2025

PART I—PLATFORM TERMS

1. Welcome and who we are

Welcome to a new day with 8am! Through our professional business Platform, we provide a range of Services to legal, accounting, and other client-based professionals located in the United States and Canada. Our Services include:

  • Practice and case management software solutions, including 8am CasePeer, 8am DocketWise, and 8am MyCase (the "Practice Management Solutions");
  • Payment and financial management software solutions, including 8am AffiniPay, 8am ClientPay, 8am CPACharge, 8am LawPay, and Payment processing features embedded within our Practice Management Solutions (the "Payment Solutions"); and
  • Add-on services (the "Add-On Services").

In case you were wondering—yes, we have a new name and a refreshed look! We used to be AffiniPay, and we are now 8am. From time to time, you may see references to "AffiniPay" on our Platform or even in certain agreements referenced in these Terms. Please note that "8am" is intended in those instances.

2. Our agreement

Please carefully review these 8am Terms of Service (the "Terms") and all other terms that form the Agreement. To help you navigate these Terms, we have bolded a handful of provisions that we believe represent important legal rights or obligations. The bolded provisions may not highlight all rights and obligations that are important to you, so please read the Terms fully. By accessing or using our Platform, you agree that you have read, accepted, and are bound by the agreements, policies, guides, and documents listed below (the "Agreement"):

  • The Terms, which are divided into 3 parts:
  • Part I—Platform Terms (“Part I”)—these apply to the Platform as a whole;
  • Part II—Payment Terms (“Part II”)—these apply to our Payment Solutions specifically; and
  • Part III—Tool Terms (“Part III”)—these apply to certain Add-On Services and features within certain Services, which we collectively refer to as “Tools”;

By accessing or using our Platform, you represent, warrant, and covenant that:

  • You are at least 18 years of age and are capable of entering into a binding contract;
  • If you are an individual acting as an employee or agent on behalf of a firm, company, or person, you are authorized to act on behalf of and bind that firm, company, or person, and you hereby accept the terms of the Agreement on their behalf;
  • You have all necessary authority to enter into and perform your obligations under the Agreement, without requiring the consent of, or violating an agreement with, a third party or violating applicable law; and
  • Any information you provide to us regarding your firm, company, business, products, services, or transactions is accurate and complete.

If you do not accept the Agreement, you may not access or use our Platform (including any Service).

3. Definitions

Capitalized terms that are used throughout the Terms have the meanings set forth in Appendix C—Definitions.

4. Term of the agreement

The Agreement becomes effective when you first access or use our Platform (including any Service) and ends when the Agreement is terminated in accordance with Section 13 of Part I—Termination. When you access our Websites (regardless of whether you register for or use a Service), you are bound by these Terms for the duration of such access.

Our Services are subscription-based (unless otherwise stated in your Order) and will automatically renew on a monthly or annual basis. You will be charged for the applicable Service Fees on the automatic renewal date of your subscription unless you timely terminate your subscription in accordance with Section 13 of Part I—Termination.

5. Account registration

To register for a Service, you must complete an order either by submitting the online order form available through the Website for that Service, or—if an online order form is not available—by using an order form or other sign-up mechanism provided by a member of our sales team (an “Order”). If an order form for a particular Service you are interested in is not available on our Websites, please contact Customer Support using the contact information in Section 9 of Part I—Customer support.  

Your Order may confirm, among other things:

  • The Service and Service tier, if applicable;
  • The subscription term, if applicable;
  • The duration of any free trial period, if applicable;
  • The Service Fees, including the billing frequency;
  • Your payment method;
  • Your Initial Administrative User; and
  • Your acceptance of the Agreement.

If you would like to subscribe to additional Services (including any Add-On Service), you may need to complete a new Order.

6. Account activation and maintenance

After we have processed your Order, you must create an account within the Service (an “Account”) and provide certain information requested by us, all of which must be accurate, complete, and current. Once your Account has been created, your initial Administrative User may perform certain actions through your Account, including:

  • Adding or removing Authorized Users;
  • Assigning or modifying access privileges of Authorized Users;
  • Providing and/or updating your contact information and payment method;
  • Upgrading or downgrading your tier of Service;
  • Submitting or modifying transactions, including Payments; and
  • Cancelling your subscription.

You must assign a unique username and password to each individual Authorized User. A username and password must only be used by the Authorized User to whom it is assigned and may not be shared with or used by any other person.

You have sole responsibility and liability for:

  • The set-up and configuration of your Account—We may (but are not obligated to) provide limited set-up support at no additional charge upon your request and at your own risk. We make no guarantees, representations, or warranties—express or implied—regarding the accuracy, completeness, or outcomes of any complimentary set-up support we provide and disclaim all liability arising from such support.
  • Obtaining and maintaining, at your own expense, a high-speed internet connection and up-to-date computer hardware, software, and communications equipment necessary to access and use the Services.
  • The management and administration of your Account, including adding/removing Authorized Users—We will not provide a refund to you if you fail to remove an Authorized User, including where such person is no longer your business partner, employee, or agent.
  • All activity occurring under your Account, including acts or omissions of Authorized Users—You must notify us immediately if you suspect or become aware of a breach of the Agreement by an Authorized User, and you must immediately terminate that Authorized User’s access to the Services. We reserve the right to disable any of your Authorized Users’ access to the Services (or any component of the Platform) at any time without notice if we have determined that you or they have breached the Agreement.  
  • Implementing and maintaining appropriate security measures for your devices, networks, and Account, the confidentiality of your Account (including usernames and passwords of all Authorized Users), and all transactions, damages, losses, and other consequences resulting from any unauthorized access to, hacking into, or tampering with your Account, except to the extent directly caused by our breach of the Agreement or applicable laws—You must notify us within 24 hours following the procedures described in Section 17 of Part I—Information security if you suspect or become aware of any unauthorized access to or use of your Account, that an Authorized User’s username or password has been stolen, lost, misused, or compromised, or if you otherwise suspect a Data Incident.
  • Using the Platform in compliance with applicable law and any rules of professional conduct applicable to your profession.
  • Obtaining all required authorizations, consents, and permissions, providing all necessary notices, and taking all other actions required by applicable law to permit our receipt and use of any Personal Information that you provide to us in connection with the Services. This includes any consents that may be required or recommended for us to store sensitive information of your clients, including, without limitation, case-related, financial, or other confidential data that you collect from your clients in the course of providing legal, accounting, or other professional services.
  • Fulfilling all of your obligations to your customers and clients who interact with the Services through your Account and using best efforts to resolve any disputes with them.

7. Scope of our services

Subject to your payment of all applicable Service Fees and compliance with the Agreement, we grant you and your Authorized Users a limited, non-exclusive, revocable, non-transferable, and non-sublicensable license to use the Services to which you have subscribed solely for your internal business purposes and the purposes described in the Agreement.

The Platform is intended to be used by legal, accounting, other client-based professionals located in the United States and Canada. We do not provide legal or accounting advice and are not engaged in the practice of law. Any information we provide on our Websites or in any communication is only for general informational purposes.

8. Third-party services

For your convenience only, we may provide access to third-party products, services, or website links through the Platform (“Third-Party Services”), including through our Websites, or we may integrate a Third-Party Service into a Service.

Your use of a Third-Party Service is at your own risk, and we disclaim all liability arising from your use of a Third-Party Service. We do not have control over any Third-Party Service, nor do we represent that we endorse any Third-Party Service. These Terms and our Privacy Policy do not govern any Third-Party Service. Your use of a Third-Party Service is subject to that Third-Party Service’s own contractual terms and privacy policies. You are responsible for locating, reviewing, and complying with any terms that are applicable to your use of a Third-Party Service. We reserve the right to modify or remove integrations with or access to any Third-Party Service at any time without notice.

9. Customer support

Our customer support team (“Customer Support”) will use commercially reasonable efforts to provide basic support services at no additional charge during our standard support hours: Monday through Friday from 7:00 a.m. to 7:00 p.m. Central Time (excluding Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day, New Year’s Day and certain other U.S. holidays). In addition to basic support services, we may offer upgraded support services for a fee. You may contact Customer Support by emailing or calling us at support@8am.com or 844- 952-0688.

We may offer AI-powered chatbots on our Platform to help answer questions, provide support, or assist with sales inquiries. These chatbots generate responses automatically based on information available to them and may occasionally provide incomplete, outdated, or inaccurate information, including about the Agreement or our offerings or policies. You should not rely solely on information provided by these chatbots, and we disclaim all liability for decisions made or actions taken based on chatbot responses. It is your responsibility to independently verify any information before taking action based on it. You are also responsible and liable for all inputs you submit to our AI-powered chatbots, and you understand that we will process and store those inputs in accordance with our Privacy Policy.

In addition, we may provide videos, articles, and other general information on the Platform at no additional charge to assist you in using our Services—look for links on our Websites titled “Support”, “Help Center”, “Training” and/or “Help Articles”. Upon your request, we may also provide limited remote, live, or recorded training sessions at no additional charge.

We make no guarantees or representations regarding our support services or training materials.

10. Modifications, suspensions, discontinuations, and disruptions

We may make available to you without notice, and you agree to receive, periodic updates, patches, and bug fixes with respect to the Platform (including any Service) that we may develop and make generally available to our customers from time to time. We also reserve the right to modify or discontinue (temporarily or permanently) the Services and/or any features or portions thereof without prior notice. If that occurs, we will not be liable to you or any third party (including your clients and customers) for compensation, reimbursement, or damages, except in those circumstances where we permanently discontinue a Service as a whole before your subscription term expires, in which case your sole and exclusive remedy will be a pro-rated refund for any pre-paid Service Fees.  

We may make available Beta Services, which may contain defects or deficiencies. We may discontinue a Beta Service at any time, in our sole discretion, or decide not to make a Beta Service generally available. Your use of any Beta Service is at your own risk, and we disclaim all liability to you and any third party for any harm or damage arising out of or in connection with any Beta Services.

From time to time, our Platform (or a particular Service) may experience disruptions. We will not be liable to you or any third party (including your clients and customers) for any compensation, reimbursement, or damages arising out of or relating to: (i) service disruptions or delays (regardless of the reason therefor), or other problems inherent in the use of the internet and electronic communications, (ii) service downtime or outages (scheduled or unscheduled), or (iii) any loss of data or content due to service disruption.

11. Our fees and billing practices

The fees for our Services (“Service Fees”) are final and non-refundable. Our Service Fees for certain Services, including applicable transaction and processing fees, are published on our Websites linked in Appendix B—Pricing. The Service Fees applicable to your Service may also be stated in your Order. All Service Fees will be charged in U.S. dollars. Service Fees may be charged on a per-user or per-company basis. We may change our pricing from time to time by providing prior written notice to you. Price changes for subscriptions will take effect at the start of the next subscription period following the date of the price change. 

You expressly agree that we may automatically charge the applicable Service Fees to the payment method designated in your Account. Our Services are subscription-based (unless otherwise stated in your Order) and automatically renew on a monthly or annual basis. Payment Solutions are subject to transaction and/or processing fees, which are in addition to the subscription-based Service Fees. You will continue to be charged the applicable Service Fees on the automatic renewal date of your subscription unless your subscription is terminated in accordance with Section 13 of Part I—Termination. Monthly subscription Service Fee will be charged in advance each month after the date of the initial subscription charge. Annual subscriptions will be charged in advance annually on the anniversary date of the initial subscription charge, unless a different billing frequency is stated in your Order. Applicable transaction and/or processing fees for Payment Solutions will be charged monthly in arrears. You will not be entitled to a full or partial refund if you fail to timely terminate your subscription before the automatic renewal date in accordance with Section 13 of Part I—Termination.

If the payment information provided in your Account is not accurate, complete, and current, we may suspend or terminate your Account. If you do not notify us of updates to your payment information, we may participate in programs supported by your credit card provider to try to update your payment information, and you authorize us to continue billing your Account with the updated information that we obtain.

If you make changes to your subscription during the middle of your subscription term, we will automatically charge you for the adjusted Service Fees on your next-scheduled billing date, except in the following circumstances if you have an annual subscription:

  • If you add Authorized Users during the middle of your annual subscription, we may prorate the Service Fee for the additional Authorized Users and charge you for the prorated amount on the date the Authorized Users are added; or
  • If you upgrade your Service tier during the middle of your annual subscription, we may prorate the Service Fee for the upgrade and charge you for the prorated amount on the date of the upgrade.  

You will not be entitled to a full or partial refund if your subscription is terminated before the subscription term expires, your subscription is for a partial month or year, you decrease your number of Authorized Users, you downgrade your Service tier, or your perceived use of the Services is limited due to Account set-up time or otherwise.

Additional fees may apply if you have an exceptionally high number of Authorized Users, experience an unusually high Customer Support monthly ticket rate per agent, or use extraordinary amounts of bandwidth. In such cases, we will notify you in writing and provide a reasonable opportunity for you to modify your usage of the Services or terminate your subscription to avoid additional Service Fees.

If you subscribe to a Service that includes a free trial period, you may need to provide a valid payment method before the trial ends in order to retain access to the Service and any content provided to, or created through, the Service. If you fail to do so, we will suspend or close your Account at the end of the trial and will only reactivate it upon receipt of a valid payment method. We disclaim liability for any loss of access to the Services or data resulting from such suspension or closure. If you provide a valid payment method before the trial ends (including if you provide a payment method up front when you sign up for the free trial), you will be charged upon the expiration of the trial period at the frequency specified in your Order. Subscriptions cancelled prior to the end of a trial will not be charged.

You are responsible for all sales, use, value-added, withholding, or similar taxes imposed by any federal, state, or local authority arising from your use of the Services. If we are required to pay or collect such taxes, the appropriate amount will be invoiced to and paid by you unless you provide a valid tax exemption certificate from the relevant taxing authority. If you fail to pay Service Fees or other charges on time, we may (i) immediately suspend or terminate your account; (ii) charge interest on delinquent amounts at the lesser of 1.5% per month or the maximum rate permitted by law; (iii) engage an attorney or collections agency to recover the amounts owed; and/or (iv) with respect to late payment of Service Fees for Payment Solutions, deduct any such amounts you owe us from any Settlement Account or other account you have on file with us that is not a Trust Account. You will be liable for all costs associated with such collection efforts, including court fees, attorneys’ fees, collections agency fees, and interest as specified above.

12. Prohibited activities

We are under no obligation to monitor your use of the Platform, including to determine if you have engaged in a Prohibited Activity; however, we may do so at our discretion. You may not (and may not allow others to) engage in any Prohibited Activity listed below with respect to the Platform or any Third-Party Service included within a Service:

  • Use the Platform except as expressly authorized under the Agreement or use the Platform (including any Service) in any manner that is inconsistent with its intended use;
  • Disable, work around, or circumvent any security or technical features, measures, or limitations of the Platform, enable or access any functionality that is disabled, or otherwise attempt to do any of the foregoing;
  • Disassemble, reverse engineer, decompile, or otherwise attempt to decipher any code related to the Platform or create derivative works of the Platform;
  • Copy, reproduce, republish, publicly display, upload, post, transmit, resell, or distribute in any way any component of the Platform or Sensitive Data except as permitted by the Agreement;
  • Send us any Personal Information of children under 13 or the applicable age of digital consent or allow minors to use the Platform, in either case, without written consent from their parent or guardian or unless otherwise permitted by applicable law;
  • Take any action that renders our processing of Personal Information you provide to us a sale or sharing of such Personal Information under applicable data protection laws;
  • Use the Platform in any competitive way or to build a competitive product or otherwise permit our competitors to access your Account;
  • Act as a master merchant, payment facilitator, crowdfunding platform, peer-to-peer payments platform, digital wallet, service bureau, or pass-through agent for the Services on behalf of any other person or entity;
  • License, sublicense, sell, rent, assign, distribute, time-share, transfer, lease, loan, resell for profit, or otherwise commercially exploit the Platform or any content therein;
  • Perform or attempt to perform any actions that interfere with the normal operation of the Platform or impair use of the Platform by other users;
  • Impose an unreasonable or disproportionately large load on the Platform;
  • Perform penetration tests, vulnerability scans, or attempt any form of security testing on our systems;
  • Use the Platform to store or transmit any viruses, worms, time bombs, Trojan horses, or other harmful or malicious code, files, scripts, agents, or programs;
  • Use any robot, spider, or other automated device, process, or means to access, retrieve, scan, scrape, index the Platform;
  • Use the Platform to conduct, publish, or facilitate benchmarking or performance testing;
  • Frame, mirror, or otherwise embed any portion of the Platform;
  • Use the Platform to transmit or store infringing, libelous, obscene, threatening, or otherwise unlawful, malicious, harmful, or tortious material or material that violates third-party rights;
  • Use the Platform to threaten, incite, promote, or actively encourage violence, terrorism, or other serious harm or use the Platform to promote child exploitation or abuse;
  • Use the Platform to send spam or other unsolicited messages in violation of applicable law;
  • Use the Platform to engage in illegal, fraudulent, or deceptive practices; and
  • Use the Platform in a manner that violates applicable import or export control laws or access the Platform from a country listed on any sanctions or export restriction lists maintained by the U.S.

13. Termination

We may terminate your subscription with immediate effect at any time. You may terminate your subscription at any time through your Account or by emailing Customer Support, in which event your subscription will end immediately prior to your next renewal date, unless Customer Support consents to a different termination date in writing. If your subscription is terminated, your Account will be closed immediately, and the Agreement will terminate automatically.

Upon termination of the Agreement:

  • All licenses granted to you under the Agreement will terminate immediately;
  • You must immediately cease all use of the Platform, remove all of our logos and all Network logos from your website and any other materials or locations where they are displayed, and promptly destroy all of our Confidential Information in your possession;
  • You will remain bound by all surviving obligations under the Agreement, including your obligation to pay Service Fees, your indemnification obligations, and any other provision that is reasonably necessary to accomplish or enforce the purpose of the Agreement; and
  • We have the right, without liability to you, to delete your account, including all associated Customer Content, payment information, and other account-related data in our possession; provided, however, we may retain any such information in accordance with our Privacy Policy and/or any data management policy applicable to such information.

14. What we own—the platform and feedback

We own all title, interest, and intellectual property rights worldwide in and to the Platform (including all underlying software and content), and any inventions, improvements, modifications, ideas, processes, computer programs, works of authorship, products, documentation, information, trade secrets, and know-how developed by us, by you, or by your Authorized Users that relate to the Platform or otherwise arise from your or your Authorized Users’ use of the Platform. To the extent any such rights vest in you or your Authorized Users, you (on behalf of yourself and your Authorized Users) hereby irrevocably assign all such rights to us.

In addition, we own all Feedback, which you may choose, or we may invite you, to submit through our Website, emails, telephone calls, videoconferences, or another means. You (on behalf of yourself and your Authorized Users) acknowledge and agree that (i) we are not obligated to compensate you for any Feedback we solicit or that you provide except in limited circumstances in which we offer in writing, in our sole discretion, nominal compensation in exchange for Feedback (e.g., a gift card); (ii) we own all right, title, and interest in and to all Feedback and all intellectual property rights therein or arising therefrom; (iii) no jointly-owned intellectual property will be created as a consequence of the Feedback; and (iv) we are free to disclose and use the Feedback without restriction and without compensation to you. In addition, you agree that you will not improperly use or disclose to us third-party Confidential Information in your Feedback. If we offer nominal compensation for your Feedback, you are free to accept or reject such compensation.

The Platform and Services are licensed, not sold, and we retain and reserve all rights in the Platform (including the Services) and our other intellectual property that are not expressly granted to you herein. We do not grant you any rights to our trademarks or service marks, and you are not permitted to remove, obscure, or alter any of our trademarks or service marks included in the Platform.

15. What you own—customer content

You own all title, interest, and intellectual property rights worldwide in and to the Customer Content. By using the Platform, you grant us a non-exclusive, royalty-free, worldwide license to use, reproduce, store, transmit, transfer, display, publish, and otherwise process the Customer Content as needed to provide the Platform and/or applicable Service to you. This license applies only while you use the Platform or are otherwise subscribed to a Service, except that we will retain a perpetual, irrevocable license to use aggregated and anonymized versions of the Customer Content—excluding Personal Information—only for our internal business use to improve and develop our Platform. In addition, we may make and store routine backup copies of the Customer Content as part of our normal business processes.

We do not pre-screen, validate, or monitor the Customer Content you upload or post to the Platform, and you have sole responsibility and liability for its accuracy, quality, integrity, legality, reliability, and appropriateness. You also acknowledge that transmitting Customer Content and other information over the internet, telephone, or other electronic means carries inherent risks (e.g., such information can be intercepted by unauthorized parties). We are not responsible for any Customer Content that is delayed, altered, lost, intercepted, or stored during its transmission except to the extent directly caused by our breach of the Agreement or applicable laws.

We reserve the right to disable access to any Customer Content without notice that we believe, in our sole discretion, violates applicable law or the Agreement. 

16. Confidential information

Each of us agree to take reasonable measures to protect the other party’s Confidential Information, using at least the same degree of care that the receiving party uses to protect its own similar confidential information, but in no event less than reasonable care. The receiving party will not use, disclose, or disseminate the disclosing party’s Confidential Information except as necessary to perform its obligations or exercise its rights under the Agreement or with the disclosing party’s prior written consent. The receiving party may disclose Confidential Information on a need-to-know basis to its directors, officers, personnel, contractors, affiliates, business partners, regulators, auditors, and service providers who are obligated to keep such information confidential. In addition, the receiving party may disclose Confidential Information if, and to the extent, required by law or order of a court, regulatory authority, or other governmental body. In such cases, the receiving party will provide prompt notice to the disclosing party, to the extent permitted by applicable law, to allow the disclosing party to seek a protective order or other appropriate remedy. The receiving party acknowledges that a breach (or threatened breach) of this section may cause irreparable harm for which monetary damages may be insufficient and agrees that the disclosing party will be entitled to seek injunctive and other equitable relief in the event of such a breach (or threatened breach) in addition to any other available remedies.

You agree that any Personal Information that you provide or that we access in connection with the Platform is subject to our Privacy Policy, and that our Privacy Policy governs the processing of such Personal Information and supersedes and replaces this Section 16 of Part I—Confidential information to the extent of any conflict.

17. Information security

You must protect all Sensitive Data you receive through the Platform. You may not disclose or distribute any such Sensitive Data, and you will only use such Sensitive Data in conjunction with your use of the Platform and as permitted by the Agreement. You understand that any security measures we provide with respect to the Customer Content, your Confidential Information, and Sensitive Data may not be appropriate or adequate for your specific business, and you agree to implement security controls that meet your specific requirements. You are solely responsible for the security of any Sensitive Data in your possession, or that you are otherwise authorized to access or handle. You will implement security controls consistent with industry standards for your systems, including the use of multi-factor authentication for administrative access. When handling or maintaining Sensitive Data, you will comply with our Privacy Policy and applicable privacy and data protection laws (and with applicable Payment-Related Security Standards if the Sensitive Data includes Payment Data), and you will provide evidence of your compliance to us promptly upon our request. If you do not provide evidence of such compliance to our satisfaction, we may suspend or terminate your Account without notice.

You will notify us by emailing security@8am.com within 24 hours if you have any reason to believe that there has been a security breach, leak, loss, or compromise of Sensitive Data on your systems or any systems of your service providers (a “Data Incident”). In the event of any Data Incident (whether reported by you or otherwise):

  • You must take immediate steps to contain and remedy the Data Incident and prevent any further Data Incident immediately following your knowledge or reasonable suspicion of a Data Incident, including taking any and all action necessary to comply with applicable law;
  • You must investigate the Data Incident and provide to us all relevant records, forensics, and information required to comply with applicable law or otherwise requested by us immediately following your knowledge or reasonable suspicion of a Data Incident ;
  • You will provide us with reasonable access to logs, systems, and personnel during investigations related to Data Incidents;
  • You agree that we have the sole right to determine whether notice of the Data Incident, as it relates to our Sensitive Data, is to be provided to any individuals, regulators, law enforcement agencies, consumer reporting agencies, or others as required by applicable law, or otherwise in our discretion, as well as the contents of such notice, whether any type of remediation may be offered to affected persons, and the nature and extent of any such remediation, unless prohibited by applicable law; and
  • We may require you to permit a third-party auditor approved by us to conduct a security audit of your systems and facilities, and you must fully cooperate with any requests for information or assistance that the auditor makes to you as part of the security audit. The auditor will issue a report to us, which we may share with third parties (including Networks and Banks).  

We may take any action that we determine is necessary or reasonable to maintain the integrity and security of the Platform or to prevent harm to you, us, or third parties, including suspension of your Account without notice. You waive any right to make a claim against us for losses you incur as a result of such actions, and you agree to bear and/or reimburse us for the costs of such actions and any other efforts we reasonably deem necessary or reasonable in connection with a Data Incident, except to the extent the Data Incident arose solely from our acts or omissions in violation of applicable law or the Agreement.

18. Disclaimer

YOUR USE OF THE PLATFORM (INCLUDING ANY SERVICE) IS AT YOUR OWN RISK. IF YOU ARE DISSATISFIED WITH THE PLATFORM, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING IT. THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS, AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND—EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, QUIET ENJOYMENT, AND WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WE DO NOT REPRESENT, WARRANT, OR COVENANT THAT:

  • THE PLATFORM WILL MEET YOUR SPECIFIC BUSINESS NEEDS OR REQUIREMENTS;
  • THE INFORMATION, DATA, AND DOCUMENTATION PROVIDED THROUGH OR STORED IN THE PLATFORM, INCLUDING ANY TEMPLATES OR FORMS WE PROVIDE IN CONNECTION WITH A SERVICE AND CONTENT OR INFORMATION ON OUR WEBSITES, IN OUR COMMUNICATIONS, OR PROVIDED BY OUR AI CHATBOTS OR ANY RECOMMENDATIONS, ADVICE, OR STATEMENTS (WRITTEN OR ORAL) BY OUR EMPLOYEES, CONTRACTORS, AND OTHER REPRESENTATIVES WILL BE ACCURATE, COMPLETE, RELIABLE, OR COMPLIANT WITH APPLICABLE LAWS, RULES, OR REGULATIONS;
  • THE PLATFORM WILL BE FREE OF DEFECTS OR ERRORS, OR THAT WE WILL CORRECT ANY SUCH DEFECTS OR ERRORS;
  • THE PLATFORM WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, OR WILL FUNCTION WITHOUT DELAY OR BE UNINTERRUPTED, REGARDLESS OF WHETHER THE DELAY OR INTERRUPTION IS CAUSED BY AN EVENT OR CONDITION BEYOND OUR CONTROL;
  • THERE WILL BE NO UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS OR ANY PERSONAL INFORMATION STORED THEREIN OR THAT YOUR DATA WILL BE SECURE FROM LOSS OR DAMAGE; OR
  • THE PLATFORM (OR ANY PARTICULAR SERVICE) WILL BE FREE OF BUGS, VIRUSES, TROJAN HORSES, MALICIOUS CODE, OR OTHER HARMFUL COMPONENTS.

LAWS, RULES, AND REGULATIONS APPLICABLE TO YOUR USE OF THE PLATFORM (INCLUDING, WITHOUT LIMITATION, THOSE GOVERNING TRUST ACCOUNTING AND PAYMENT SURCHARGES) MAY CHANGE FREQUENTLY AND VARY BY JURISDICTION. WHILE WE STRIVE TO KEEP THE PLATFORM CURRENT AND IN COMPLIANCE WITH APPLICABLE LAWS, WE CANNOT GUARANTEE THAT ALL FEATURES, INFORMATION, OR FUNCTIONS WILL ALWAYS REFLECT THE MOST RECENT LEGAL REQUIREMENTS. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE YOUR USE OF THE PLATFORM, AND ANY ACTIONS YOU TAKE IN RELIANCE ON INFORMATION OR FEATURES PROVIDED BY THE PLATFORM, COMPLY WITH ALL APPLICABLE LAWS, RULES, AND REGULATIONS. WE RECOMMEND THAT YOU CONSULT WITH QUALIFIED LEGAL COUNSEL TO ENSURE YOUR COMPLIANCE OBLIGATIONS ARE SATISFIED.

YOU ACKNOWLEDGE AND AGREE THAT YOUR AGREEMENT TO THESE TERMS IS NOT CONTINGENT UPON THE DELIVERY OF ANY FUTURE FUNCTIONALITY OR FEATURES WITH RESPECT TO THE PLATFORM. WE ASSUME NO LIABILITY FOR ANY INVESTMENTS OR EXPENDITURES MADE BY YOU IN CONNECTION YOUR USE OF OR ACCESS TO THE PLATFORM. NOTHING IN THESE TERMS OPERATES TO EXCLUDE, RESTRICT, OR MODIFY THE APPLICATION OF ANY IMPLIED CONDITION, WARRANTY, OR GUARANTEE, OR THE EXERCISE OF ANY RIGHT OR REMEDY, OR THE IMPOSITION OF ANY LIABILITY UNDER LAW WHERE SUCH EXCLUSION, RESTRICTION, OR MODIFICATION WOULD CONTRAVENE APPLICABLE LAW OR RENDER ANY PROVISION IN THESE TERMS VOID.

19. Indemnification obligations

You agree to defend, indemnify, and hold harmless us and our service providers, licensors, and banking, processing, and other partners (and our and their respective employees, directors, agents, affiliates, and representatives) from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a third party that arises out of or relates to:

  • Your use of the Platform and all activity occurring under your Account, including acts or omissions of your Authorized Users or your or their violation of applicable laws or third-party rights;
  • Your use of a Third-Party Service, including your or your Authorized Users’ violation of any terms applicable to such Third-Party Service;
  • Any unauthorized access to your Account or a Data Incident, and all transactions and other consequences resulting from such unauthorized access, except to the extent directly caused by our breach of the Agreement or applicable laws;
  • Any modification to a Service made by you, including any combination of a Service with a third-party service that we have not provided through the Service at issue;  
  • Your Customer Content and any instructions you provide to us in connection with the Services;
  • Your or your Authorized Users’ actual or alleged breach of any representation, warranty, or covenant in the Agreement;
  • Your or your Authorized Users’ negligent acts or omissions, willful misconduct, or fraud; and
  • Any dispute between you and any third party or between Authorized Users, including any disputes relating to Account ownership or Authorized User activity.

We will promptly notify you of any claim subject to indemnification; however, our failure to provide such notice will not relieve you of your indemnification obligations except to the extent the delay materially prejudices your ability to defend the claim. You will have the sole right to control the defense and settlement of the claim; however, you may not settle any claim without our prior written consent unless the settlement includes a full and unconditional release of all indemnified parties from all liability. We will, at your request and expense, provide reasonable assistance in the defense of the claim. We may also participate in the defense or settlement of the claim with counsel of our own choosing and at our own expense.

If we are required to respond to a subpoena, court order, or other compulsory legal process relating to your Account, upon our written request, you will also compensate us for the time our personnel must devote to prepare a response at a reasonable rate determined by us in our sole discretion, and you will reimburse us for any related costs.

20. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, (I) WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY (INCLUDING YOUR CUSTOMERS AND CLIENTS) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, USE, OR DATA, ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE PLATFORM—REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE)—EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND (II) OUR TOTAL CUMULATIVE LIABILITY UNDER THE AGREEMENT WILL BE LIMITED TO THE AMOUNT OF NET FEES EARNED BY US IN CONNECTION WITH YOUR USE OF THE SERVICES DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. FOR PURPOSES OF THIS SECTION, “WE” AND “OUR” INCLUDES OUR SERVICE PROVIDERS, LICENSORS, BANKS, NETWORKS, AND PARTNERS (AND OUR AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, AFFILIATES, AND REPRESENTATIVES).

21. Disputes involving your account

Disputes may arise between business partners, firm members, or other persons claiming ownership of an Account and/or the data associated with it. If we are notified or become aware of a dispute regarding Account ownership, we reserve the right (but are not obligated) to determine who we believe is the rightful owner and to take one or more of the following actions, with or without notice: (i) request additional documentation from any party claiming ownership (e.g., a government-issued ID, business license, governing documents, court orders, or a written settlement agreement); (ii) require joint written instructions signed by all parties claiming ownership; (iii) suspend access to the Account; or (iv) transfer control of the Account to the party we believe is the rightful owner. If we are unable to determine the rightful owner within 30 days of becoming aware of the dispute, we may (but are not obligated to) suspend access to the Account and all related data until the disputing parties provide written documentation, in a form satisfactory to us, proving that the dispute has been resolved.

We do not arbitrate or resolve ownership or internal management disputes and will act solely in our discretion based on the information provided to us. You acknowledge and agree that we are not responsible for any representations made to us by your Authorized Users, and we are not liable for any decision we make regarding ownership of your Account based on the information available to us at the time.

22. Disputes between you and us

If you have any concerns regarding the Platform, we want to understand and resolve your concerns quickly and to your satisfaction. Please first contact Customer Support using the contact information in Section 9 of Part I—Customer support.

If our Customer Support team is unable to resolve your concern, you and we agree that all disputes arising out of or relating to the Agreement and the Platform will be resolved exclusively through final and binding individual arbitration, administered by the American Arbitration Association in accordance with its applicable rules, and governed by the Federal Arbitration Act, 9 U.S.C. §§ 1–16. The arbitration will be conducted by a single arbitrator in Austin, Texas, unless both parties agree otherwise in writing. Either party may elect to conduct the arbitration by telephone or based solely on written submissions, subject to the arbitrator’s discretion. The arbitrator’s decision will be final and binding and may be entered as a judgment in any court of competent jurisdiction. Arbitration fees will be governed by the American Arbitration Association’s rules. YOU AGREE TO ARBITRATE ONLY ON AN INDIVIDUAL BASIS—THIS MEANS: (I) NO CLASS ARBITRATIONS, (II) NO CLASS ACTIONS, (III) NO PRIVATE ATTORNEY GENERAL ACTIONS, AND (IV) NO CONSOLIDATION OF ARBITRATIONS WITH OTHERS. YOU ALSO WAIVE ANY RIGHT TO A TRIAL BY JURY. THIS PROVISION WILL APPLY EVEN IF ANY PART OF THIS SECTION IS FOUND UNENFORCEABLE AND IS SEVERED.

This arbitration requirement does not prevent (i) us from pursuing a claim in court or assigning your Account for collection, (ii) us (or a collection agency) from pursuing in any court of competent jurisdiction any claim that is strictly limited to the collection of past due amounts and any interest or cost of collection permitted by law or these Terms or (iii) you or us from seeking injunctive or equitable relief in a court of law. Any court proceedings must be brought exclusively in the state courts of Travis County, Texas, or in the U.S. District Court for the Western District of Texas, Austin Division, and you consent to personal jurisdiction and venue in those courts.

UNLESS OTHERWISE REQUIRED BY APPLICABLE LAW, YOU MUST COMMENCE ANY ACTION OR PROCEEDING FOR ANY DISPUTE ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE PLATFORM WITHIN 1 YEAR AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH DISPUTE.

23. Governing law

The Agreement, and any dispute arising out of or relating to the Agreement or the Platform, will be governed by and construed in accordance with the laws of the State of Texas, without regard to any conflict of law principles that would require the application of the laws of another jurisdiction, and applicable U.S. federal laws (including the Federal Arbitration Act).

24. Amendments

We continually update and enhance our Platform to better serve you and to ensure these Terms accurately reflect our Platform and practices. We may amend these Terms (or any other component of the Agreement) at any time. If we make a material change, we will notify you as described in Section 27 of Part I—Electronic disclosure and consent. Changes that we determine are not material may not be individually notified, so please review the Agreement periodically for updates. Revised Terms will supersede prior versions.

Your continued use of the Platform after we publish or otherwise notify you of an amendment constitutes your acceptance of such amendment unless you provide a written objection to legal@8am.com within 30 days after we publish or (in the event of a material amendment) notify you of the amendment, whichever is later. If you timely object to an amendment, the terms in place immediately before the effective date of the amendment will continue to apply to you. In certain circumstances, we may ask you to affirmatively accept an amendment before you are permitted to continue to use the Platform. If you do not accept the amendment, we reserve the right to terminate your Account immediately.

25. Force majeure

Neither we nor you will be liable for any failure, delay, or default in performing our obligations under the Agreement (excluding your payment obligations under the Agreement) if such failure, delay, or default results from causes beyond the affected party’s reasonable control. These causes may include, but are not limited to: natural disasters; pandemics or epidemics; acts of war, terrorism, civil unrest, or riots; labor disputes, strikes, or embargoes; explosions, fires, or other physical damage; governmental orders, laws, or decrees; actions or inactions of third parties (including telecommunications or internet service providers); or failures of our cloud hosting providers, payment processors, and other critical third-party infrastructure. The party affected by such an event must promptly notify the other party in writing when the event begins, specifying the nature of the event and the anticipated impact on its obligations. The affected party must also notify the other party as soon as the event and its effects have ceased, and resume performance of its obligations as soon as reasonably practicable.

26. Miscellaneous

The Agreement constitutes the entire agreement between you and us regarding your access to and use of the Platform. In the event of any conflict between the terms and conditions of the Terms and those set forth in any Order, the terms and conditions of the applicable Order shall govern and control to the extent of such conflict. If any provision of the Agreement is found to be invalid or unenforceable under applicable law, it will be interpreted and modified to achieve its intended purpose to the greatest extent possible, and the remaining provisions will remain in full force and effect. The rights and remedies under the Agreement are cumulative. No failure or delay by either party in exercising any right under the Agreement will operate as a waiver of that right. You may not assign or transfer any of your rights or obligations under the Agreement without our prior written consent. Any unauthorized assignment will be null and void. Nothing in the Agreement creates a partnership, joint venture, agency relationship, fiduciary duty, or other form of legal association between you and us—or between you and any Network. Each party to the Agreement, including each Network, is acting as an independent contractor. Neither you nor we have authority to bind any third party to a contract or other obligation, and neither party will represent that it has such authority. Headings and any bolded terms are for convenience only and do not affect the interpretation of the Terms. As used in the Terms, “including” and “include” mean “including without limitation,” and “or” is not exclusive. You must send all legal notices or questions about the Agreement to legal@8am.com.

Any Services provided to the U.S. Government are provided as “commercial items,” “commercial computer software,” “commercial computer software documentation,” and “technical data” (as defined in the Federal Acquisition Regulation and the Defense Federal Acquisition Regulation Supplement) with the same rights and restrictions generally applicable to the Services. If you are using the Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government’s needs or are inconsistent in any respect with federal law, you will immediately discontinue your use of the Services.

By using the Platform, you agree that we may send you communications from time to time, including notifications about your Account or changes to the Platform or the Agreement or other communications. A communication will be deemed to have been received by you 24 hours after the time we post a communication to our Website or we email/text a communication to you. By using the Platform and/or creating an Account:  

  • You agree and consent to us providing all communications, agreements, documents, notices, and disclosures to you electronically, including via our Website, our desktop or mobile applications, and/or the email address provided in your Account, and, if we so choose, to the physical address provided in your Account;
  • You agree that your electronic consent will have the same legal effect as a physical signature, and that electronic delivery of a communication has the same legal effect as if we provided you with a physical copy; and
  • You authorize us to provide communications to you via text message to allow us to verify your or your Authorized Users’ authority to use your Account (such as through multi-factor authentication), and to provide you with other time-sensitive notifications regarding the Platform.

You will need a computer or mobile device, Internet connectivity, and an updated browser to access the Website and review the communications provided to you. If you are having problems viewing or accessing any communications, please contact Customer Support using the contact information in Section 9 of Part I—Customer support to enable us to find another means of delivery. Standard text or data charges may apply to text message communications. Where offered, you may disable text message notifications by following instructions provided in the message; however, by disabling text messaging, you may be disabling important security controls relating to the Platform and may increase your risk of loss.

28. Copyright policy (DMCA notice)

We respect the intellectual property rights of others and ask that everyone accessing or using the Platform do the same. In accordance with Title 17, United States Code, Section 512(c) (the Digital Millennium Copyright Act or DMCA), you may submit a notice of claimed copyright infringement to our designated copyright agent—the 8am Legal Department at legal@8am.com—if you believe that your work has been reproduced on the Platform in a way that constitutes copyright infringement. Your notice must include the following information:

  • Identification of the copyrighted work that you claim has been infringed;
  • Identification of the material that you claim is infringing and needs to be removed or access to which should be disabled, including a description of where it is located on the Platform so that we can locate it;
  • Your address, telephone number, and, if available, email address;
  • A signed statement (i) that the above information is accurate, (ii) that you have a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law, and (iii) under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.

We may remove or disable access to the identified material in accordance with the DMCA and, in appropriate circumstances, may suspend or terminate users who are repeat infringers.

Please note that 8am acts solely as a service provider and does not monitor, access, or control content uploaded by users. All user-uploaded content is the sole responsibility of the party that submitted it.

[End of Part I]

PART II—PAYMENT TERMS

Part II applies to you if you use a Payment Solution. The terms in Part II are intended to supplement the terms in Part I. If any terms in Part II directly conflict with Part I, the conflicting term in Part II will control. All capitalized terms used but not defined in Part II will have the meanings set forth in Appendix C—Definitions; provided, however, “Services” as used in Part II specifically refers to Payment processing and related services provided through our Payment Solutions.

If you process Payments through 8am MyCase and your Payment processor is WorldPay, LLC, your Payment Solution will be governed by the 8am MyCase Payment Terms in lieu of the terms in this Part II. For clarity, your Payment processor is Worldpay, LLC if your monthly statement identifies Worldpay, LLC.

1. Overview

The Services allow you to receive Payments from persons or entities who wish to pay you for goods, services, deposits, or other transactions (“Purchasers”). Neither 8am, nor any Bank, is a party to these Payment transactions. In providing the Services, we will comply with the applicable provisions of the PCI-DSS.

For Payments by credit or debit card, we initiate the Payment process by providing information, directly or indirectly, to the Networks. The Bank is obligated to pay you under both (i) the provisions of its agreement with us and (ii) Network Rules that make the Bank responsible for settling with you as a merchant. For Payments by bank transfer, we initiate the ACH Payment process by providing information to the Bank through NACHA. Payments processing proceeds are deposited in the appropriate Settlement Account associated with your Account, as further described in the 8am Payment Solution User Guide. Any Authorized User may modify or replace a Settlement Account by contacting Customer Support and providing any requested identification information. Such changes may be subject to our approval, which we will not unreasonably withhold. Neither 8am, nor any Network or Bank, is liable for any unauthorized changes to a Settlement Account.

We may add or remove Banks and Networks at any time. We do not represent that we endorse any Bank or Network in any respect, including their policies, practices, or beliefs, or any Purchaser’s existence, legitimacy, policies, practices, or beliefs. Further, we have no control over, and disclaim all liability relating to, goods and services that are paid for via the Services.  

In addition to your other representations, warranties, and covenants set forth in the Terms, by using the Services, you agree that:

  • You will comply with all applicable Network Rules and Payment-Related Security Standards when using the Services;
  • You will not use the Services for any business or activity listed in the 8am Prohibited Businesses List or for any personal, family, or household purposes, peer-to-peer money transmission, or intercompany transactions;
  • Any Payments will represent a transaction for permitted products, services, or donations, and any related information will accurately describe the transaction; and
  • You will use the Payment Solutions in compliance with the 8am Payment Solution User Guide, which contains additional terms and conditions applicable to merchants who process Payments through 8am.  

2. Payment processing terms

The Payment processing terms of our partners listed below are applicable to your use of any Payment Solution excluding those who process Payments with WorldPay, LLC through 8am MyCase. By using a Payment Solution (subject to the exception above), you agree you are bound by such terms, including terms that separately bind you with processors, Networks, and/or Banks. You acknowledge that a Bank or Network may enforce these terms, or other applicable terms of the Agreement, directly against you. We may add or remove Banks, Payment Solution partners, Networks at any time without notice. Additional terms applicable to those Banks and Networks will apply to you. Unless otherwise stated below or in your monthly statements provided by us or your processor, as applicable, or the onboarding documentation we provide to you when signing up for a Payment Solution, your Payments are processed through Adyen N.V., and you are subject to the Adyen Terms and Conditions.

Payment Processing Partner Applicable Terms
Adyen N.V. Adyen Terms and Conditions
TSYS/Synovus Bank/ Priority Payments Systems Merchant Services Agreement
Affirm, Inc. (8am Pay Later) Agreement for Affirm Services

If your monthly statement identifies Total System Services, Inc.​​, Priority Payment Systems, LLC, or any of their respective affiliates (“TSYS”), your processor is TSYS. You are subject to the TSYS Merchant Services Agreement linked above—not the Adyen Terms and Conditions.

If your business is located in Canada, your Payment processor is First Data Canada Ltd. (“FDC”). You are subject to the merchant terms and conditions you accepted directly with FDC during onboarding for your Payment Solution—not any terms linked above in this Section 2 of Part II—Payment processing terms.

If your monthly statement identifies Worldpay ISO, Inc., or any of its affiliates other than WorldPay, LLC (“Worldpay ISO”), your Payment processor is Worldpay ISO. You are subject to the merchant terms and conditions you accepted directly with Worldpay ISO during onboarding for your Payment Solution—not any terms linked above in this Section 2 of Part II—Payment processing terms.

You may contact Customer Support using the contact information in Section 9 of Part I—Customer support for assistance in validating which Payment processor terms are applicable to your Account.

3. Information we may request

When you subscribe to a Service, we may request that you provide certain financial information or information we could use to identify you, your representatives, principals, officers, directors, managers, owners, beneficial owners, and other persons or entities associated with your Account. We may share information about your Account with Networks, Banks, and other service providers, or use such information on our own behalf, in order to verify your eligibility to use the Services, establish any necessary accounts or credit with Networks and Banks, monitor Payments and other activity, and conduct risk management and compliance reviews. We will review and may conduct further intermittent reviews of your Account information to determine whether you are eligible to use the Services. You authorize us and our affiliates to obtain from third parties any financial and credit information relating to you to facilitate our continuing evaluation of your financial and credit status and assessment of your eligibility to use the Services.

4. 8am professional payments network

When you subscribe to a Service, you may be enrolled in the 8am Professional Payments Network (PPN) automatically, which is a group of merchants, billers, banks, insurance companies, accounts payable vendors, financing providers, and other payors. The PPN allows Purchasers to automate and accelerate Payments to you using the Services rather than relying on paper checks. In order to allow Payments via the PPN, we may share your address and other relevant business information with other PPN members.

Payments from Purchasers to you through the PPN may be made via virtual card, eCheck, or other method, and will be processed using your Payment Solutions in accordance with the Agreement. You acknowledge and agree that Payments made through the PPN will be subject to the same Service Fees (including processing fees and transaction fees described in Section 5 of Part II—Our transaction and processing fees) as other Payments of the same type (card or eCheck (ACH), for example), and you agree to pay such Service Fees.

If you wish to opt-out of participation in the PPN, you may do so through your Account or by contacting Customer Support using the contact information in Section 9 of Part I—Customer support. We also may prohibit, or otherwise limit, participation in, the PPN for any reason or no reason and without notice.

5. Our transaction and processing fees

When you use the Services, we charge you for transaction and/or processing fees, as well as certain other fees, as set forth in Appendix B—Pricing and/or your Order. These transaction and processing fees are debited from your bank account(s) or netted against other funds due to you; however, you agree to pay the transaction and processing fees regardless of whether there are funds due to you or there is sufficient money in your bank account for us to debit.

Subject to the terms of the Agreement, Network Rules, and applicable law, we reserve the right to change our transaction and processing fees at any time by providing prior written notice to you in accordance with Section 11 of Part I—Our fees and billing practices. However, the Networks may change applicable pass-through fees or we may change the allocation of such pass-through fees at any time without prior notice.

6. Our tax reporting obligations

You acknowledge that we or our Payment processors may have tax reporting responsibilities in connection with the transactions processed using the Services, such as filing an IRS report on Form 1099-K, which reports your gross transaction amounts each calendar year, and other state taxing authority requirements. You agree that (i) we or our processors may report the total amount of transactions received by you in connection with the Services each calendar year, as required by the applicable taxing authorities; (ii) we and our processors may use and disclose your taxpayer information and other personal or transaction data necessary to fulfill tax reporting responsibilities described in this section; (iii) you will cooperate with us and our processors in providing accurate and complete information required by applicable taxing authorities to fulfill tax reporting obligations described in this section; and (iv) you represent and warrant that we and our processors may rely on the information submitted by you.

You agree that we, our processors, and any related financial institution or other service provider will not be liable for any penalty or other damages stemming from any Form 1099-K or other tax filing that is issued incorrectly if it comports with the information provided by you. While we and our processors may investigate or attempt to verify or validate the information you provide to us under this section, neither we nor our processors have any obligation to do so. You understand and acknowledge that we will submit such information exactly as you provided it to us.

7. Prohibited activities

In addition other Prohibited Activities identified elsewhere in these Terms (including Section 12 of Part I—Prohibited activities), you may not use any Payment Solution:

  • To deposit a Payment that does not result from an act between you and a Purchaser;
  • To deposit a Payment for any purpose other than the purpose for which you were approved;
  • To engage in illegal, fraudulent, or deceptive practices;
  • For personal, family or household purposes;
  • To perform services in or for the benefit of a country, organization, entity, or person embargoed or blocked by the U.S. government, including those on sanctions lists identified by the U.S. Office of Foreign Asset Control (OFAC); or
  • To, or to enable any person to, operate or otherwise benefit from any business or activity listed in our 8am Prohibited Businesses List, which we may update from time to time without notice.

8. 8am Pay Later

8am Pay Later is a Payment Solution powered by Affirm, Inc. (Affirm) that allows you to receive a Payment amount from a Purchaser up front while the Purchaser pays the fees it owes to you for your professional services over time through monthly installments. When 8am Pay Later is enabled on your Payment webpage, your Purchasers can select the “Pay Later” option and complete a simple application with Affirm to receive financing, subject to Affirm’s approval. We do not guarantee that you or your Purchasers will be permitted to use 8am Pay Later or that Affirm will approve any 8am Pay Later loan applications that your Purchasers may submit. 

For security and fraud prevention purposes, your Purchasers may not submit an 8am Pay Later loan application using a shared device, including public computers, library terminals, kiosks, or any device used by more than one person. All 8am Pay Later loan applications must be completed from a personal device that is used exclusively by the Purchaser. You may not make any of your devices, including shared office devices, available to Purchasers for submitting an 8am Pay Later loan application. Any violation of this provision may result in the denial, suspension, or termination of the Purchaser’s loan application. Further, if your Purchasers’ repeatedly violate this restriction, we may, or Affirm may direct us to, terminate your ability to access and use 8am Pay Later.

By using and/or offering 8am Pay Later to your Purchasers, you must comply with the Agreement for Affirm Services referenced in Section 2 of Part II—Payment processing terms. Any of your Purchasers who use 8am Pay Later must also comply with all terms set forth in their loan application, including any loan agreement or other terms and conditions imposed by Affirm.

9. Cost shift programs

If you elect to impose a fee on Purchasers with respect to transactions (including a surcharge for credit card transactions, a discount for non-card transactions, a convenience fee, service fee, or other similar type of fee) (a “Cost Shift Program”), you are solely responsible for ensuring that your Cost Shift Program complies with all applicable laws and Network Rules and for providing any required consumer disclosures. If we elect, in our sole discretion, to assist you with disclosures and practices relating to a Cost Shift Program, we disclaim all liability associated with such disclosures and practices and make no guarantee that any disclosures or practices we recommend or assess comply with the Network Rules or applicable laws. You must provide us and the applicable Bank with at least at 30 days prior written notice before implementing (or announcing publicly that you intend to implement) any Cost Shift Program that would be considered a “surcharge program” under the Network Rules.

10. Disclaimer

In addition to our disclaimers set forth elsewhere in these Terms (including Section 18 of Part I—Disclaimer), WE DO NOT HAVE CONTROL OVER TRANSACTION PROCESSING TIMES OR PAYOUT SCHEDULES AND MAKE NO GUARANTEES TO YOU REGARDING TRANSACTION PROCESSING TIMES AND PAYOUT SCHEDULES.

11. Indemnification obligations

In addition to your other indemnification obligations set forth elsewhere in these Terms (including Section 19 of Part I—Indemnification obligations), by using the Services, you agree to defend, indemnify, and hold harmless us and our service providers, licensors, and banking, processing, and other partners (and our and their respective employees, directors, agents, affiliates, and representatives) from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a third party that arises out of or relates to:

  • Your violation of Network Rules in using the Services;
  • Any Payment submitted by you or a Purchaser through the Services (including the accuracy of any product or service information that you provide or any claim or dispute arising out of products or services offered or sold by you);
  • Any Refunds, Reversals, or Fines or other liabilities arising from your use of the Services; and
  • Your implementation of (and your acts, omissions, and disclosures relating to) a Cost Shift Program.

12. Account termination

If your Account is closed (either by you or us), any pending transactions will be canceled. Any funds that the Bank holds in custody for you at the time of closure, less any applicable Service Fees accrued and owed to us, will be paid out to you according to your payout schedule, assuming all payout-related authentication requirements have been fulfilled. If an investigation is pending at the time you close your Account, the Bank may hold your funds as described in Section 13 of Part II—Security interest. If you are later determined to be entitled to some or all of the funds in dispute, the Bank will release those funds to you.

13. Security interest

Clearing Funds—All funds resulting from Payments are held in pooled clearing accounts with our banking partners. We will settle funds to and from the clearing accounts in the manner described in this section; however, you have no rights to the clearing accounts or to any funds held in the clearing accounts, you are not entitled to draw funds from the clearing accounts, and you will not receive interest from funds maintained in the clearing accounts.

Reserves—We may withhold funds by temporarily suspending or delaying payouts to you and/or designate an amount of funds that you must maintain in bank accounts associated with your Account or in a separate reserve account with a Bank (a “Reserve”) to secure the performance of your obligations to us. We may require a Reserve for any reason related to your use of the Services. The Reserve will be in an amount as reasonably determined by us to cover potential losses relating to your Account. We may raise, reduce, or remove the Reserve at any time, in our sole discretion, based on your payment history, a credit review, or otherwise as we, Banks, or our processing partners may determine or require. We may fund the Reserve from any funding source associated with your Account, including any funds due to you, or available in your bank account.

Security Interest—You grant us a lien and security interest in all Reserves and funds for transactions that we process for you, including funds that we deposit into your Settlement Accounts, as well as funds held in any other bank accounts to which such transaction funds are deposited or transferred. This means that if you have not paid funds that you owe to us or your Purchasers, we have a right superior to the rights of any of your other creditors to seize or withhold funds owed to you for transactions that we process through the Services, and to debit or withdraw funds from any bank account associated with your Account (including your Settlement Accounts). Upon our request, you will execute and deliver any documents and pay any associated fees we consider necessary to create, perfect, and maintain a security interest in such funds (such as the filing of a form UCC-1). We do not, and will not in any event, take any lien or security interest in any Trust Accounts in which you are prohibited by applicable law or ethical codes of conduct enforced by your state bar association (if applicable) from granting any security interest.

Collection and Set-Off Rights—You agree to pay all amounts you owe to us on demand, including all Service Fees and collection costs. Whenever possible, we will default to collecting amounts you owe to us through the preferred method of settlement; however, we reserve the right to attempt to collect the amount you owe to us from the balance(s) in your Account, including money from your use of the Services or from funds that we hold in Reserve, or to deduct (set off) what you owe to us by charging it from your Settlement Account or any other bank or funding account that we reasonably believe is linked to your Account. We may also deduct what you owe to us from your Account balance (or debit your Settlement Account) to collect amounts owed to us in connection with related 8am Accounts. We will never set off amounts you owe us from a Trust Account, under any circumstances.

Guarantees—As a condition to using the Services, we may require a personal or other guarantee from your principal, owner, or other guarantor, in a form acceptable to us, which will consist of a legally binding promise by the guarantor to pay any amounts you owe to us in the event that you fail to or are unable to pay.

14. ACH and eCheck processing terms

If you are using our eCheck or other ACH, electronic check, or other check processing Services, you represent, warrant, and covenant that:

  • You will authorize us to initiate any and all debit or credit ACH entries (“Entries”), and we will not originate any Entries on your behalf without your authorization;
  • You will comply with NACHA Network Rules;
  • You will not initiate or request that we initiate any Entries that that violate applicable law;
  • You have not restricted the types of Entries that we may initiate, though we may restrict the types, volumes, or amounts of Entries at our discretion;
  • We may terminate our Agreement, or suspend the initiation of Entries for your violation of (or if we have reason to suspect that you have violated) NACHA Network Rules;
  • We have the right to audit your compliance with the terms of our Agreement and NACHA Network Rules; and
  • With respect to all Entries originated by you, (i) each counterparty whose account is being debited/credited (the “Receiver”) has authorized the debiting and or crediting of its account, (ii) each Entry is for an amount agreed to by the Receiver, and (iii) each Entry is in all other respects properly authorized.

15. Bankruptcy and debt-related restrictions

You may use the Services to accept Payments from your clients and customers solely to enable them to pay for services that you provide to them (e.g., receiving Payment of a retainer or fixed/hourly service fees). However, you are not permitted to, and you agree that you will not use the Services to receive payments:

  • For any form of debt collection, including receiving payments intended to satisfy or settle overdue debts or past due amounts owed by your clients or customers to a third party;
  • For account collections or credit repair collections; or
  • On a credit card from a debtor or bankruptcy client when that client intends to list that same credit card charge as a debt in the bankruptcy filing—You will expressly advise all debtor or bankruptcy clients of this fact in writing prior to accepting any credit card Payment by including this restriction in your engagement letter with your client. We may withhold funds in your Account and/or recover any amounts we have to pay as a result of your client filing a bankruptcy claim against us, including associated costs and attorneys’ fees.

If you are an attorney or law firm who is providing services to a client relating to mortgage foreclosure rescue and loan modifications, you will comply with the Mortgage Assistance Relief Services (MARS) Rule promulgated by the U.S. Federal Trade Commission, which places a ban on collecting advanced fees from clients who are seeking mortgage relief. Specifically, if you collect advanced fees from such clients using our Services, you must meet the following conditions for an exemption from the MARS Rule:

  • You must be engaged in the practice of law;
  • You must be licensed in the state where the consumer or the dwelling is located;
  • You must comply with state laws and regulations governing attorney conduct related to the MARS Rule; and
  • You must place any advanced fees in a Trust Account and comply with the state laws and regulations covering such accounts.

If you fail to comply with any of these obligations, we may terminate your Account immediately in addition to other remedies available to us at law or in equity.

[End of Part II]


PART III—TOOL TERMS

Part III applies to you if you subscribe to an Add-On Service or use a feature within a Service that is covered in this Part III. We collectively refer to our Add-On Services and features as “Tools”. The terms in Part III are intended to supplement the terms in Part I. If any terms in Part III directly conflict with Part I, the conflicting term in Part III will control. All capitalized terms used but not defined in Part III will have the meanings set forth in Appendix C—Definitions.

We may provide additional Tools that are not specifically identified in this Part III. If you would like more information about all of the Tools we offer, please visit our Website or contact Customer Support using the contact information in Section 9 of Part I—Customer support.

1. 8am IQ

A. Overview

CasePeer IQ, DocketWise IQ, MyCase IQ and any future IQ features we provide (collectively, “8am IQ”) are AI Tools that may be available within our Practice Management Solutions. These Tools are enabled via large language models (LLMs) and allow you to perform certain AI-powered tasks.  

B. IQ content—inputs and outputs

You may provide Input to 8am IQ and receive Output from it based on your Input. To the extent permitted by applicable law, and as between you and us, you retain all ownership rights in the Inputs and Outputs (“IQ Content”), and you license such IQ Content to us in accordance with these 8am IQ Terms. We will process and store IQ Content in accordance with our Privacy Policy and will use and retain it as necessary to comply with applicable laws or for the performance, development, and improvement of the Services, to enforce the Agreement, or identify misuse of the Services. The LLMs we use to provide 8am IQ may retain IQ Content for a certain period of time; however, this data will not be used to train any LLMs.

We are not obligated to verify or validate any IQ Content. You are responsible and liable for all Inputs and represent and warrant that you have all necessary rights, licenses, and permissions to provide Inputs to the Services and to enable its processing and retention by us and our service providers. You are solely responsible for your use of the Outputs and for evaluating their accuracy and appropriateness before relying on them for any purpose, including through human review. You acknowledge that 8am IQ is a nascent technology and that Outputs may not meet your intended use and may be inaccurate, incomplete, or offensive. Further, while 8am IQ is designed to assist legal professionals with streamlining their law practice and communications, it is not a substitute for legal judgment or analysis, and you may not rely on it for legal research or as a source of legal advice.  

You acknowledge that due to the nature of our Services and AI technology in general, Output may not be unique, and our other customers may receive similar output content from their use of 8am IQ. Output requested and generated for other customers are not considered your IQ Content.

C. Your responsibilities

If you use 8am IQ to process Personal Information, you represent, warrant, and covenant that you have, and will maintain for the duration of your use of 8am IQ, all necessary rights, consents, and authorizations to permit us and our service providers to use, disclose, retain, and otherwise process the Personal Information in connection with the 8am IQ Services. As a condition of using 8am IQ to process Personal Information, you must: (i) provide required privacy notices and obtain any required consents from individuals regarding the processing of their Personal Information by the 8am IQ Services, (ii) process Personal Information in accordance with applicable data protection and privacy laws, and (iii) comply at all times with our Privacy Policy.

D. Prohibited activities

You may not, and may not allow others to:

  • Use IQ Content or other information received or derived from 8am IQ to directly or indirectly create, train, test, or otherwise improve any machine learning algorithms or artificial intelligence systems, including any architectures, models, or weights;
  • Use IQ Content in a manner that violates the Agreement, third-party rights, or any applicable laws;
  • Use 8am IQ to engage in the unauthorized practice of law or offer legal advice without a qualified person reviewing the information; or
  • Include in any Input (i) material or information that requires a government license for release or export, (ii) “protected health information”, as defined by the Health Insurance Portability and Accountability Act of 1996, or (iii) “cardholder data”, as defined by the PCI-DSS.

2. 8am Data Import Services

A. Overview

We may offer data import services as an Add-On Service to certain Practice Management Solutions and Payment Solutions for a separate Service Fee. If data import services are available for your Practice Management Solution or Payment Solution, you may order the data import services via the Order used to subscribe to your main Service or in a new Order. If you are interested in our data import services but are unable to locate an Order for such services on our Website, please contact Customer Support using the contact information in Section 9 of Part I—Customer support.

The data import services involve the import of data and/or documents from your legacy system/software into the Practice Management Solution or Payment Solution to which you are subscribed. These services do not include recreating merge document templates from your legacy system/software, nor will these services fix or clean-up incorrect, incomplete, or duplicate data entered into your legacy system/software. We will notify you of any other limitations that we might identify during the data import process.

The data import services begin on the date of your initial data pull and will end when the data import process is completed, as confirmed by us in writing. We will schedule your initial data pull after you order the data import services and have paid all data import Service Fees in full. Any quoted timeframe we provide for our performance of the data import services is an estimate only—not a guarantee.

You may cancel the data import services at any time by contacting Customer Support using the contact information in Section 9 of Part I—Customer support. You will not be entitled to a full or partial refund of any pre-paid data import Service Fees, including if you terminate the services before they are completed. We make no guarantees, representations, or warranties—express or implied—regarding the accuracy, completeness, or outcomes of our data import services. 

B. Data import services fees

The non-refundable data import Service Fees will be set forth in your Order and must be paid in full in advance before the data import services begin.

C. Your responsibilities

You will identify individuals familiar with your legacy data and legacy system/software to thoroughly review and provide feedback to us, and any other information we reasonably request, during the data import process. You will also provide prompt feedback on any data import review checklist we may provide to you. We disclaim all liability to you and any third party (including your customers and clients) if we are delayed in or prevented from performing the data export services because of your failure to provide timely feedback, information, and/or reasonable assistance upon our request.

3. 8am Data Export Services

A. Overview

We may offer data export services as an Add-On Service to certain Practice Management Solutions and Payment Solutions for a separate Service Fee. If data export services are available for your Practice Management Solution or Payment Solution, you may order our data export services via a new Order. If you are interested in our data export services but are unable to locate an Order for such services on our Website, please contact Customer Support using the contact information in Section 9 of Part I—Customer support.

The data export services involve the export of data and/or documents from the Practice Management Solution or Payment Solution to which you are subscribed. The scope of our data export services varies for each of our Practice Management Solutions and Payment Solutions and will be detailed in your Order.

The data export services will begin after you pay the data export Service Fees in full and will end when the data export process is completed, as confirmed by us in writing. You acknowledge that any quoted timeframe we provide for our performance of the data export services is an estimate only—not a guarantee.

You may cancel the data export services at any time by contacting Customer Support using the contact information in Section 9 of Part I—Customer support. You will not be entitled to a full or partial refund of any pre-paid data export Service Fees, including if you terminate the services before they are completed. We make no guarantees, representations, or warranties—express or implied—regarding the accuracy, completeness, or outcomes of our data export services.

B. Data export services fees

The non-refundable data export Service Fees will be set forth in your Order and must be paid in full in advance before the data export services begin.

C. Your responsibilities

You will provide reasonable assistance requested by us in connection with the data export services. We disclaim all liability to you and any third party (including your customers and clients) if we are delayed in or prevented from performing the data export services because of your failure to provide timely feedback, information, and/or reasonable assistance upon our request.

4. 8am Website Services

A. Overview

8am Website Services is a subscription-based Add-On Service for legal professionals that can be added to an existing subscription to any of our Practice Management Solutions or Payment Solutions designed for the legal industry by completing a new Order, which you can access by contacting websites@8am.com. Eligibility to use the 8am Website Services is conditioned on maintaining an active subscription to one of these Practice Management Solutions or Payment Solutions. If you subscribe to 8am Website Services, and your main Practice Management Solution or Payment Solution is terminated, your 8am Website Services description will immediately terminate without notice.

The 8am Website Services consist of website onboarding services and website hosting services, as detailed in the Order. 8am Website Services subscriptions automatically renew on a monthly basis in accordance with the billing frequency described below under “Service Fees” and in the Order. 8am Website Services subscriptions may be terminated at any time by emailing websites@8am.com, in which event the subscription will terminate in accordance with Section 13 of Part I—Termination.

You must have an active domain name as a condition to us performing the 8am Website Services. If you do not have a registered domain name, as part of the website onboarding services, we will provide commercially reasonable assistance to register one domain name on your behalf upon your request, which assistance will not include negotiating with third parties for domain name release. If we register a domain name on your behalf, the annual cost of the domain name cannot exceed $50USD, and we will own the domain name for the duration of your 8am Website Services subscription. If you already have a domain name, you may transfer one domain name to us for the duration of your 8am Website Services subscription. You will be responsible for all third-party fees and costs associated with any domain name registration or transfer (including costs to transfer any files or other content).

As part of the website onboarding services, we will provide our proprietary design templates and, upon your request, custom designs (not custom photography) to build your website, together with a limited selection of alternative text, third-party sourced images, and colors.

As part of the website hosting services (and subject to you having paid all applicable Service Fees), we will maintain one current domain name registration for any domain name we purchase on your behalf or that you transferred to us for the duration of your 8am Website Services subscription, the cost of which is included in the 8am Website Services monthly subscription fee. If we did not purchase your domain name on your behalf or you did not transfer your domain name to us, we are not responsible or liable for your domain name in any respect, including if your domain name gets released back to the TLD Registry for any reason.

Upon termination of your 8am Website Services subscription:

  • Your website will be deactivated immediately, and we will retain your unpublished website in the format maintained by us in the production environment. Upon your written request to websites@8am.com, which must be provided no later than 30 days after termination of your 8am Website Services subscription, we will (i) provide the website copy and logo files from your deactivated website and/or (ii) delete your deactivated website, and all related data. We will not provide our design templates or themes, any customized elements, test or draft versions, or any images or image files sourced from our third-party vendors.
  • If your domain name was originally purchased by us or you transferred your domain name ownership to us, you may submit a request to websites@8am.com during the 30-day period after your 8am Website Services subscription ends to transfer your domain name, in which case we will use commercially reasonable efforts to transfer your domain name in accordance with your instructions. If you have not timely requested a domain name transfer (or you have otherwise not provided reasonable instructions and/or assistance to enable us to transfer your domain name), we will relinquish control of your domain name and release it back to the TLD Registry. We will not be liable to you in any respect for releasing your domain name to the TLD Registry in such circumstances. Further, we will not pay or be liable for any additional domain name maintenance fees upon termination of your subscription.  

B. Website services fees

The non-refundable Service Fees for the 8am Website Services will be set forth in your Order and will be comprised of:

  • A one-time website onboarding Service Fee, automatically charged to the payment method in your Account upon submission of your Order for 8am Website Services; and
  • A monthly subscription-based website hosting Service Fee, automatically charged to the payment method in your Account as follows: your first monthly fee will be charged on the earlier of: (i) the next monthly billing date of your Practice Management Solution or Payment Solution after we confirm to you in writing that your website is “live” or (ii) the second monthly billing date of your Practice Management Solution or Payment Solution after the date on which you submit an Order for 8am Website Services; provided, however, if your Practice Management Solution or Payment Solution is on an annual subscription that charges annually, the “next monthly” and “second monthly” billing dates are the dates your charge would fall on if it were monthly.

To illustrate how these Service Fees will be charged—let’s assume you subscribed to 8am MyCase on August 1st. Your billing dates for 8am MyCase would fall on the 1st of each month (or would be deemed to fall on the 1st of each month if your subscription were annual). On August 2nd, you subscribe to 8am Website Services, and we charge you the one-time onboarding fee immediately. If we confirm your website is “live” on August 15th, your first monthly Service Fee charge would be on September 1st (i.e., the next monthly 8am MyCase billing date after your website is “live”). If instead we confirm your website is “live” on October 15th, your first monthly Service Fee charge would be on October 1st (i.e., the second monthly 8am MyCase billing date after your subscribed to 8am Website Services, which is earlier than the next monthly billing date after we confirm your website is “live” of November 1st).

By subscribing to 8am Website Services, you expressly authorize us to charge all Service Fees for the 8am Website Services to the payment method provided in your Account.

C. Your responsibilities

You are solely responsible and liable for:

  • The selection of the design template and/or customized elements and the overall look of your website;
  • All materials, data, information, blog posts, and other content on your website, including all content you submit to us or upload to your website (the “Website Content”);
  • Promptly providing information, materials, and reasonable assistance requested by us to enable us to perform the 8am Website Services;
  • Integrating any Third-Party Services into your website; and
  • Ensuring that your website complies with applicable laws, including the Americans with Disabilities Act.

You represent and warrant that (i) you own or have a valid license to the Website Content, (ii) the Website Content is not fraudulent or misleading, and (iii) your use, publication, and/or display of the Website Content does and will not violate applicable laws or third-party rights, including intellectual property rights. We are not obligated to monitor or exert editorial control over the Website Content or any other aspect of your website. However, we may remove from our servers any Website Content that violates the Agreement, applicable law, or is otherwise objectionable, as we determine in our sole discretion, and you will not be entitled to refunds or any compensation in the event we take such corrective action.

You are solely responsible for ensuring that your website complies with all applicable data protection and privacy laws (including the EU General Data Protection Regulation and the California Consumer Privacy Act), including any notice and consent requirements. In particular, this responsibility is critical if you collect and/or process Personal Information through your website. If applicable law requires, (i) you must provide and make available on your websites a legally compliant privacy policy (we will assist you in uploading a privacy policy; however, the content of the privacy policy is your sole responsibility), and (ii) you must provide and make available on your websites a legally compliant cookie policy and do not sell/do not share links.

We disclaim all liability to you if we are delayed in or prevented from performing the 8am Website Services because of your failure to provide timely feedback, information, and/or reasonable assistance upon our request.

D. What you own vs. what we own

You own all title, interest, and intellectual property rights worldwide in and to the Website Content. By subscribing to the 8am Website Services, you grant us a non-exclusive, royalty-free, worldwide license to (i) edit, modify, adapt, translate, reproduce, store, transmit, transfer, distribute, display, publish, create derivative works from, distribute, and otherwise use all of the Website Content, and (ii) make archival or back-up copies of the Website Content, as necessary, for the purpose of rendering and operating the 8am Website Services to you.

We own all title, interest, and intellectual property rights worldwide in and to our design templates and any other customized elements we provide as part of the 8am Website Services, any copies thereof, and any inventions, improvements, modifications, Feedback, ideas, processes, computer programs, works of authorship, products, documentation, information, trade secrets, and know-how developed by us or by you that relate to any of the foregoing. To the extent any such rights vest in you, you hereby irrevocably assign all such rights to us. Subject to your timely payment of all applicable 8am Website-related Service Fees and compliance with the Agreement, we grant you a limited, non-exclusive, revocable, non-transferable, and non-sublicensable license during your 8am Website Service subscription term to use our design templates and customized elements for your internal business purposes only. You will not, and you will not permit or engage any third party to, edit, modify, adapt, translate, copy, reproduce, or make derivative works of any of our design templates and customized elements.

E. Encryption; SSL certificates

We currently secure each website purchased as part of the Website Services with SSL certificates. This may result in SSL-related errors or warnings for site visitors who use an older browser or out-of-date browser version. Upon termination of the Website Services, any SSL certificate protection will terminate as well. By using the 8am Website Services, you agree to be, and hereby are, bound by the Let’s Encrypt Subscriber Agreement, which can be found at https://letsencrypt.org/repository.

5. 8am Legal Accounting

8am Legal Accounting is an integrated accounting Tool that may be available within certain Practice Management Solutions or Payment Solutions. If you use 8am Legal Accounting, you are solely responsible for the accuracy and completeness of all data you input into the Tool, as well as for reviewing and verifying any reports, calculations, or outputs the Tool generates. We do not guarantee the accuracy, reliability, or suitability of any output or result generated by 8am Legal Accounting. You should consult qualified accounting professionals as needed to ensure your compliance with applicable laws and reporting obligations. We disclaim all liability arising from your use of 8am Legal Accounting, including any errors in reports, financial statements, or tax filings that rely on data or results from 8am Legal Accounting.

6. 8am MyCase Drive

8am MyCase Drive is a virtual drive Tool that can be installed on customers’ computers to facilitate file management and is available only with an 8am MyCase Advanced subscription. If you are not (or are no longer) subscribed to the Advanced tier of 8am MyCase (including if you downgrade your Account), you will not be eligible to use or access 8am MyCase Drive. In such event, we have the right, without liability to you or any third party, to delete or otherwise deactivate access to your 8am MyCase Drive application, including all associated account-related data.

 

[End of Part III]

Appendix A—Third-Party Terms

These Third-Party Terms represent certain Third-Party Service terms that may apply to your use of the Platform. The Third-Party Service terms listed in this Appendix A are not intended to represent all Third-Party Service terms that may apply to your use of the Platform.

1. Payment processing terms

The Payment processing terms of our partners listed below are applicable to customers of our Payment Solutions excluding those who process Payments with WorldPay, LLC through 8am MyCase. Please refer to Section 2 of Part II—Payment processing terms for how these terms may apply to you.

Payment Processor Partner Applicable Terms
Adyen N.V. Adyen Terms and Conditions
TSYS/Synovus Bank/ Priority Payments Systems Merchant Services Agreement
Affirm, Inc. (8am Pay Later) Agreement for Affirm Services

If you are located in Canada or your monthly statement identifies Worldpay, please refer to Section 2 of Part II—Payment processing terms for Payment processing terms that apply to you. If your monthly statement identifies either TSYS or Priority, your processor is TSYS, and the Merchant Services Agreement applies to you instead of the Adyen Terms and Conditions.

2. Twilio terms

The Twilio Terms of Service are applicable to customers of any Practice Management Solution and/or Payment Solution.

The Services may contain various tools and workflows that assist you in the conduct of your business (e.g., text, email, and payment processing). Such activities can be highly regulated, and while we assist you in carrying out such activities, you are solely responsible for ensuring compliance with all applicable laws, regulations and terms that are applicable to those activities.

By agreeing to the Terms, you agree and acknowledge that you are subject to the Twilio Terms of Service. Subject to and in accordance with Twilio’s Acceptable Use Policy and Messaging Policy, you are responsible for maintaining compliance and may incur financial penalties for non-compliance with the aforementioned policies. Fines for any violation of the below restrictions include, but are not limited to, the following:

Tier Fine Violation
Tier 1 $2,000 Phishing (including simulated phishing set for security testing or similar purposes), smishing, and social engineering. Social Engineering is a technique used to manipulate someone into sharing private information, such as passwords or credit card numbers
Tier 2 $1,000 Illegal content (content must be legal federally and in all 50 states)
Tier 3 $500 All other violations in commercial messaging including but not limited to, messages containing a reference to SHAFT (sex, hate, alcohol, firearms, and tobacco) that do not follow federal and state law and regulations (e.g. age-gate)

These non-compliance fines apply to violations across any messaging products (SMS/MMS) and non-delivery of messages could result.

3. Other third-party terms

Certain of our Services may also use or may integrate with certain Third-Party Services, including those listed below. This means that the terms of service and policies of such Third-Party Services may apply to you. Please note, however, the list below is not intended to be exhaustive—additional Third-Party Service terms not listed below may also apply to you. We may add or remove Third-Party Services at any time without notice.

Solution Third-Party Service(s)
8am CasePeer
  • Cronofy
  • Dropbox Sign
  • Mailgun
  • OpenAI
  • SendGrid
  • Twilio
8am ClientPay
  • Elasticsearch
  • SendGrid
  • Twilio
  • Vault
8am CPACharge
  • Elasticsearch
  • SendGrid
  • Twilio
  • Vault
8am DocketWise
  • Mandrill
  • OpenAI
  • Twilio
8am LawPay
  • Elasticsearch
  • SendGrid
  • Twilio
  • Vault
8am MyCase
  • CloudConvert
  • Elasticsearch
  • OpenAI
  • Plaid
  • SendGrid
  • Twilio
8am Website Services
  • Duda
  • iStock

Appendix B—Pricing

Our pricing for certain Practice Management Solutions and Payment Solutions, including applicable processing and transaction fees, is published on our Websites linked below. The pricing in these Websites may be updated from time to time.

Solution Pricing Website
8am CasePeer https://www.casepeer.com/pricing/
8am ClientPay https://www.clientpay.com/pricing/
8am CPACharge https://www.cpacharge.com/pricing/
8am DocketWise https://www.docketwise.com/pricing
8am LawPay https://www.lawpay.com/pricing/
8am MyCase https://www.mycase.com/pricing/

Appendix C—Definitions

  • “8am”, “our”, “us”, or “we” means 8am, LLC, along with any parent company, subsidiary or affiliate.
  • “Administrative User” means the initial administrative user identified in your Order and each additional administrative user designated through your Account.
  • “AI” means “artificial intelligence” and refers to the development of computer systems and software capable of performing tasks that typically require human intelligence, such as visual perception, text generation, and natural language understanding.
  • “AI Model” means a representation of a function, logic, or knowledge in an AI solution that processes input data to generate output data (e.g., knowledge graphs, decision trees, neural networks, and deep learning networks).
  • “Authorized Users” means individuals whom you have authorized to use your Account by assigning them usernames and passwords (including your partners, members, employees, consultants, agents, clients, and customers).
  • “Banks” means a financial institution that is authorized by a Network to enable the use of a Payment Method by accepting Payments on behalf of the Networks, and routing these Payments to the Networks, including any entity acting on behalf of, or sponsored by, such a financial institution for the purposes of routing such Payments to the Networks.
  • “Beta Service” means any products or services labeled or otherwise identified as alpha, beta, pre-release, trial, pilot, preview, or similar.
  • “Confidential Information” means any business, marketing, financial, technical, or other information that a party shares with the other party in connection with your use of the Platform (including any Service) and that is marked as confidential or should reasonably be understood to be confidential based on its nature or the circumstances of disclosure. Confidential Information does not include information (i) that becomes publicly available through no fault of the receiving party, (ii) was lawfully in the receiving party’s possession without restriction before disclosure, (iii) is disclosed by a third party who has the legal right to share it, (iv) or is independently developed by the receiving party without using or referring to the other party’s Confidential Information.
  • “Customer Content” means any content, materials, or other information you or your Authorized Users provide or submit to our Platform, including IQ Content, Website Content, and any other content, materials, or information you provide to or through a Service but excluding Feedback.
  • “Feedback” means any comments, ideas, suggestions, or feedback you or your Authorized Users provide about the Platform.
  • “Input” means data you or your Authorized Users provide that is used as input for the execution of an AI solution (e.g., text, numbers, actions, images, forms, fields, and related data).
  • “NACHA” means Nacha – The Electronic Payments Association, also known as the National Automated Clearing House Association.
  • “Network” means the provider of a Payment Method, such as Visa Inc. (Visa), MasterCard Inc. (Mastercard), American Express Corporation (American Express), Discover Financial Services (Discover), NACHA, any affiliate thereof, or other payment card networks, associations, or companies.
  • “Network Rules” means the guidelines, bylaws, rules, and regulations imposed by the Networks that operate Payment Methods supported by 8am.
  • “Output” means data generated by an AI Model as a result of processing Input data (e.g., predictions, classifications, prescribed actions, or new data generated by AI Models, such as those produced by generative adversarial networks).
  • “Payment” means a transfer of funds initiated by or on behalf of a Purchaser using any supported Payment Method, including credit card, debit card, Automated Clearing House (ACH) transfer (e.g., eCheck), or other non-card funding sources such as deferred payment or installment services (e.g., 8am Pay Later). A Payment may be authorized, captured, settled, refunded, or disputed in accordance with the applicable Payment Network Rules and the Agreement.
  • “Payment Data” means Payment Method account details for a Purchaser, and includes, with respect to credit and debit cards, any of the cardholder’s name, account number, card expiration date, zip code, CAV2, CVC2, CVN2, CVV2, or CID, information communicated to or by Network or Bank, financial information specifically regulated by applicable and Network Rules, and any other information used with the Services to complete a Payment or other transaction.
  • “Payment Method” means a type of payment method that 8am accepts with respect to processing Payments as part of our Payment Solutions, such as credit card, debit card, 8am Pay Later, and ACH (also known as eCheck). Note that this Payment Method is separate and distinct from the payment method associated with your Account; when that payment method is referred to throughout, the term shall not be capitalized.
  • “Payment-Related Security Standards” means, collectively, the PCI-DSS and all rules, regulations, standards or guidelines adopted or required by the Networks or the PCI Security Standards Council relating to privacy, data security and the safeguarding, disclosure and handling of Payment Data, including PCI Standards, Visa’s Cardholder Information Security Program (CISP), MasterCard’s Site Data Protection Program (SDP), American Express’s Data Security Operating Policy (DSOP), and Discover’s Information Security & Compliance Program (DISC), in each case as they may be amended from time to time.
  • “PCI-DSS” means the Payment Card Industry Data Security Standard and, if applicable, the Payment Application Data Security Standards promulgated by the PCI Security Standards Council, and PCI Self-Assessment Questionnaire-D.
  • “Personal Information” means any information that identifies, relates to, describes, or is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual or household and is collected, transmitted to or accessible through the Platform (including any Service).
  • “Platform” means all Services we provide, including non-downloadable software-as-a-service products and downloadable software (e.g., desktop and mobile apps), our application programming interfaces, our Websites (including all underlying or associated software, code, algorithms, hosted services, and web interfaces), any end user portal provided through the Services, and any related documentation and updates we provide.
  • “Prohibited Activity” means all activities listed under any section in the Terms titled “Prohibited activities”, including any business or activity listed on our Prohibited Businesses List.
  • “Refunds, Reversals, or Fines” means (i) an instruction initiated by you to return funds to a Purchaser for an existing Payment (e.g., chargebacks), (ii) an instruction initiated by a Network, a Bank, or us to return funds for an existing Payment (e.g., as a result of invalidation of a charge by a Network or Bank, funds settled to you in error or without authorization, or submission of a Payment in violation of the applicable Network Rules, applicable law, or the Agreement), (iii) any fines, levies, or other charges imposed pursuant to Network Rules or by us, a Network or a Bank due to your violation of Network Rules, applicable law, or the Agreement.
  • “Sensitive Data” means all Personal Information, Payment Data, and 8am Confidential Information, including details of transactions that are transmitted through our Platform, systems, and infrastructure; information used in fraud detection and analysis; aggregated or anonymized information generated from the Platform.
  • “Services” means all of our current and future products, services and applications, including our Practice Management Solutions, Payment Solutions, Add-On Services, Tools, and any Beta Service, and all features and Tools embedded in, or applications or Tools provided with, such products and services.  
  • “Settlement Account” means, collectively, the bank or other financial institution accounts that you designate as the accounts into which your Payments and other transactions should be settled. In the event that you designate a Trust Account as a Settlement Account, you must have at least one Settlement Account that is not designated as a Trust Account.
  • “Trust Account” means a Settlement Account that both (i) is held in trust by a law firm for the benefit of a client, such as an attorney escrow, retainer or similar account, and (ii) is designated as a “Trust Account” by you in the manner proscribed by 8am in our 8am Payment Solution User Guide.
  • “Websites” means the 8am website located at https://www.8am.com/, the websites specific to our Services, including https://www.affinipayassociations.com/, https://www.casepeer.com/, https://www.clientpay.com/, https://www.cpacharge.com/, https://www.docketwise.com/, https://www.lawpay.com/, https://www.mycase.com/, and all subdomains thereof.
  • “You” or “your” means you as an individual and/or, if you are an individual acting on behalf of a firm, company, or other person, such firm, company, or other person.

Other Defined Terms Definition Location

“8am IQ”

Part III—Section 1.A

“Account”

Part I—Section 6

“Add-On Services”

Part I—Section 1

“Agreement”

Part I—Section 2

“Cost Shift Program”

Part II—Section 9

“Customer Support”

Part I—Section 9

“Data Incident”

Part I—Section 18

“Entries”

Part II—Section 14

“FDC”

Part II—Section 2

“IQ Content”

Part III—Section 1.B

“Order”

Part I—Section 5

“Part I”

Part I—Section 2

“Part II”

Part I—Section 2

“Part III”

Part I—Section 2

“Payment Solutions”

Part I—Section 1

“Practice Management Solutions”

Part I—Section 1

“Purchasers”

Part II—Section 1

“Receiver”

Part II—Section 14

“Reserve”

Part II—Section 13

“Service Fees”

Part I—Section 11

“Terms”

Part I—Section 2

“Third-Party Services”

Part I—Section 8

“Tool”

Part I—Section 2

“TSYS”

Part II—Section 2

“Website Content”

Part III—Section 4.D

“Worldpay ISO”

Part II—Section 2