Terms of Use

1. Definitions and who these Terms bind

A "Customer" is an individual or organization that creates a workspace or purchases Services. A "Business Customer" is a Customer acting for business, professional, educational, nonprofit, or governmental purposes rather than primarily personal, family, or household purposes. An "Authorized User" is a person the Customer permits to administer or use its workspace. A "Signer" is a person invited to review, complete, approve, or sign a document. A person may have more than one role.

"Customer Content" means documents, templates, attachments, form entries, recipient information, signatures, and other content submitted to or created in a Customer's workspace, together with the transaction-specific activity, consent, verification, and completion records generated for that Customer. "Order" means a checkout accepted by the Customer, an accepted order form, or another written purchase agreement identifying the Services and commercial terms. "DPA" means a data-processing agreement expressly entered into by LineQuill and the Customer.

"You" refers to the person accepting these Terms, in the capacity in which that person acts. When an authorized representative accepts an organization, the organization is the Customer. Merely signing someone else's document does not make a Signer responsible for that Customer's subscription fees, overages, indemnification obligations, or workspace administration. An Authorized User does not personally guarantee the organization's payment obligations merely by using its account.

2. Acceptance, eligibility, and authority

These Terms become an agreement when you affirmatively accept them through an identified acceptance control, accept an Order incorporating them, or otherwise expressly agree to them. Merely visiting an informational webpage is not an agreement to buy Services. Acceptance of these Terms, consent to electronic delivery, and agreement to the substantive document being signed are distinct actions and must not be confused.

You must be at least 18 years old and have the legal capacity and authority required under applicable law to use the Services and enter the applicable transaction. If you act for an organization or another person, you represent that you are authorized to do so. Do not sign another person's name or assert representative authority you do not possess.

Direct use by people under 18 is not permitted under the standard Services. An adult may lawfully manage or sign records concerning a child in that adult's own authorized capacity. A minor must not be invited to interact directly with a signing workflow unless LineQuill has expressly approved a separate written arrangement and the required legal, consent, and technical safeguards are in place. No one may use the Services in violation of applicable sanctions or export restrictions.

3. Orders and document priority

An Order identifies the purchased features, billing unit, price, term, allowances, and any additional conditions. Features described as planned, preview, or forthcoming are not included unless expressly stated in the Order. Public price estimates do not fix a price for a future purchase.

Mandatory law controls. Subject to mandatory law, an applicable international-transfer instrument controls its subject matter; a signed student-data or other regulated-data rider controls its subject matter; the DPA controls processing of personal information; a separately negotiated written agreement controls the matters it expressly addresses; an Order controls its specific commercial terms; and these Terms apply otherwise. A more general provision does not silently displace a more specific protection.

A purchase order's administrative reference number may be accepted without accepting unrelated boilerplate. Additional purchase-order terms bind LineQuill only if an authorized representative expressly accepts them, except as mandatory law provides. The Privacy Policy does not expand our rights to use Customer Content beyond this agreement or an applicable DPA.

4. Accounts and workspace administration

Provide accurate account, billing, and contact information and keep it current. Use individual credentials, protect passwords, recovery codes, signing links, and authentication secrets, and promptly report suspected unauthorized access. Do not share personal account credentials or allow someone to bypass required authentication. You are responsible for the people you authorize, subject to LineQuill's own responsibilities for security and performance.

The Customer determines its workspace administrators, permissions, recipient lists, and available security settings. Administrators may manage users, access workspace records within their permissions, export data, and request account changes. Information placed in an organizational workspace is not necessarily private from that organization's authorized administrators. The Customer must notify its users of its administration and monitoring practices.

LineQuill may verify a request to recover an account, transfer workspace control, or remove an administrator. Ownership of an email domain alone does not automatically entitle a person to another person's workspace or documents. When authority is disputed, we may preserve or restrict access while seeking reliable instructions or a legally binding resolution. We do not adjudicate ownership disputes between a Customer's personnel.

5. Electronic records, signatures, and transaction consent

The Services provide tools for electronic transactions; they do not determine whether a particular transaction should be electronic or whether a particular signature is legally sufficient. The Customer is responsible for determining applicable signing, disclosure, delivery, witnessing, notarization, recordkeeping, and industry requirements. Electronic form alone does not resolve questions of identity, capacity, consent, fraud, authority, or the legality of the underlying document.

A Signer should read the entire document, verify the sender and the intended signing capacity, and ask the sender to correct errors before signing. Using an identified signing or approval action with the intention to sign or approve is intended to create an electronic signature or approval associated with that record. Opening an invitation or viewing a document is not, by itself, agreement to the document's substantive terms.

Where electronic-delivery consent is required, the applicable Electronic Records and Signature Disclosure and Consent must be presented and affirmatively accepted before relying on electronic delivery. The Customer remains responsible for transaction-specific disclosures, a lawful paper or alternative process, and any additional consent required by law. Acceptance of these Terms alone does not establish compliance with every electronic-consent requirement.

A Signer may decline electronic signing or withdraw electronic-delivery consent through the procedures in the applicable disclosure. Withdrawal ordinarily operates prospectively; it does not by itself erase an already signed record or cancel an underlying contract. Any substantive cancellation or rescission right must be exercised under that contract and applicable law.

The standard Services are not a notary service, legal advice, a qualified electronic-signature service, or a specialized electronic-chattel-paper or transferable-record control system. Do not rely on them for documents requiring a wet-ink original, a designated trust provider, special witnessing, a legally prescribed delivery method, or other unsupported formalities. Obtain appropriate advice before using them for wills, family-law records, court filings, regulated notices, or other specially regulated transactions.

6. Authentication, activity records, and document seals

Security options depend on the workspace and request. A private signing link establishes access to that invitation, not independent proof of identity. A phone code establishes access to the specified number, not necessarily ownership of the phone or legal identity. An ID-barcode comparison is a limited check of supplied data; it is not independent authentication of the ID, its holder, or the person's authority. Select controls appropriate to the transaction and use additional verification when necessary.

A cryptographic seal and a person's electronic signature serve different purposes. A document seal helps detect changes to a particular completed file; it does not independently authenticate every Signer or certify that the transaction is lawful. LineQuill's current self-issued sealing certificate may not be automatically trusted by a PDF reader. A trust warning does not, by itself, resolve the legal validity of a signature.

Activity records describe events the Services recorded. An email sent, a message accepted by a mail server, or a link opened does not conclusively prove that the intended person received or read the entire document. Recorded times, device information, or network information can be relevant evidence but are not infallible identity evidence. LineQuill does not guarantee a court's evidentiary ruling, a third party's acceptance, or indefinite cryptographic validity.

7. Customer responsibilities for documents and recipients

The Customer is responsible for its document content, recipient selection, authority to disclose information, permitted purposes, signing order, field placement, deadline settings, and security choices. Review converted or generated documents, pagination, attachments, and populated fields before sending. Verify that the final completed package contains the intended record and signatures.

The Customer must have the rights and lawful basis necessary to upload Customer Content, provide recipient contact details, instruct LineQuill to process that content, and communicate with recipients. It must provide required privacy notices and obtain required permissions. It must not send deceptive, unsolicited, harassing, or unlawful signature requests or use transaction messages as a means of evading marketing laws.

Unless separately agreed in writing, LineQuill is not a party to, guarantor of, legal representative for, or substantive reviewer of a transaction between a Customer and its recipients. The Customer handles disputes about the substance of its documents, the authority of its representatives, and obligations under the underlying transaction. This allocation does not relieve LineQuill of its own duties under law or this agreement.

8. Ownership and limited processing rights

As between LineQuill and the Customer, the Customer retains its rights in Customer Content, subject to the rights of Signers and other owners. No ownership in Customer Content transfers to LineQuill. LineQuill does not claim ownership of an individual's signature or personal information.

The Customer grants LineQuill a nonexclusive, limited right to host, copy, format, transmit, display, secure, seal, export, and otherwise process Customer Content only as necessary to provide the requested Services, follow lawful documented instructions, maintain security, and meet applicable legal obligations. These rights extend to authorized service providers only to the extent necessary for their assigned functions and subject to appropriate contractual restrictions. They end when the relevant processing and permitted retention end.

LineQuill will not sell Customer Content, use it to target advertising, or use document contents, signatures, recipient information, or transaction records to train general-purpose or shared artificial-intelligence models. No general license to develop unrelated products from identifiable Customer Content is granted. A separately requested AI feature requires a specific disclosure and agreement addressing its processing; these Terms do not authorize one by default.

We may use operational measurements that do not identify an individual, reveal Customer Content, or permit a Customer or individual to be reasonably reidentified to understand capacity, reliability, and service performance. We will not attempt to reidentify information represented as deidentified, except where law permits testing the deidentification process. Student-data restrictions in an applicable rider control over this paragraph.

9. Privacy, confidentiality, and safeguards

Each party must comply with the privacy and data-protection obligations applicable to it. For Customer Content processed on the Customer's behalf, the Customer determines the permitted purposes and LineQuill follows lawful instructions as described here and, when applicable, in the DPA. LineQuill separately determines limited processing purposes for its own account administration, billing, security, and legal compliance as described in the Privacy Policy; that role does not authorize unrelated use of document contents.

Each party will protect the other's nonpublic information that is marked confidential or reasonably should be understood as confidential. The receiving party will use it only to perform this agreement or exercise rights under it and disclose it only to people with a legitimate need to know who are bound by appropriate confidentiality duties. Customer Content is confidential without being marked. These duties do not cover information independently developed without use of confidential information, lawfully received without confidentiality restrictions, or publicly available through no breach.

LineQuill will maintain reasonable administrative, technical, and physical safeguards appropriate to the information and risks. Necessary infrastructure administration, security investigation, and legally required access are distinct from customer-approved in-app support access. We limit access by purpose and role; we do not represent that the Services use end-to-end encryption or that LineQuill can never access stored documents.

If disclosure is legally required, the receiving party will disclose only what is required and, where lawful, give advance notice and reasonable assistance with protective measures. We will notify affected Customers of personal-information incidents as required by applicable law and any DPA, without conditioning notice on completion of every investigative step. No system is perfectly secure, but this statement does not reduce our express safeguards or legal obligations.

10. Education records, health information, and other restricted data

A school or education provider must enter a written DPA and an appropriate student-data rider with LineQuill before placing student education records in the Services. The school determines the applicable authority for disclosure, including any FERPA exception or consent, and remains responsible for its educational decisions, parent and student notices, access rights, and retention obligations. LineQuill will process authorized education records only for the agreed services and not for advertising, sale, unrelated profiling, or AI-model training.

Do not submit protected health information for which LineQuill must act as a HIPAA business associate unless LineQuill has expressly accepted that use and the parties have executed a business associate agreement. A general DPA or this Privacy Policy is not a business associate agreement. A school record containing health information is not automatically HIPAA-regulated; the applicable legal framework must be determined for the particular record and relationship.

Without express written approval, do not use the Services for classified information, controlled defense information requiring special authorization, payment-card security codes or credentials intended for payment processing, or other data subject to requirements the standard Services are not configured to meet. Minimize sensitive information in ordinary documents. A feature's technical ability to accept a file does not establish legal authorization or regulatory suitability.

11. Acceptable use and abuse reporting

Do not use the Services to forge signatures, impersonate another person, falsely claim authority, alter evidence deceptively, distribute malware, conduct phishing, facilitate fraud, infringe intellectual-property or privacy rights, or transmit unlawful content. Do not use the Services to exploit children, threaten unlawful harm, or evade legal restrictions or a lawful suspension.

Do not access another tenant's information, defeat access controls, intercept signing links or codes, probe or disrupt systems without authorization, overload the Services, scrape protected information, or bypass usage limits or fees. Reverse engineering is prohibited except to the extent applicable law gives you a nonwaivable right. Do not use the Services to build a competing service by copying protected software or misappropriating confidential information; ordinary independent competition is not prohibited.

Report suspected fraud, misdirected documents, infringement, or security issues through the contact details below. Do not include passwords, complete identity documents, or unnecessary sensitive information in an initial report. We may examine relevant records and restrict unlawful content, but do not undertake to preapprove all Customer Content. These Terms do not prohibit truthful reviews, lawful whistleblowing, or protected reporting to authorities.

12. APIs, integrations, and authorized automation

API access or other automation is permitted only when the feature is made available to your workspace and used within documented authorization, rate limits, and scope. Protect API keys, webhook secrets, and credentials. The Customer is responsible for testing its own integration, validating events, and preventing unintended duplicate requests or disclosures.

We may reasonably adjust limits to protect reliability or security, with advance notice of materially adverse nonurgent changes where practicable. Automation must not fabricate a person's consent or signature. A separately agreed API or enterprise agreement may impose additional requirements. References to an API do not promise that API access is included in every plan.

13. Prices, billing units, allowances, and taxes

Only the Customer purchasing Services is responsible for charges it authorizes. Signers do not need to buy a plan merely to respond to a request. Prices, currency, billing frequency, included usage, permitted overages, and optional charges must be disclosed in the applicable Order before purchase.

Unless an Order clearly states otherwise, one billable "signing request" is one package submitted for dispatch to its designated recipients, and the charge or allowance deduction occurs when the Services successfully accept it for dispatch, not when all recipients sign. Draft preparation is not a billable send. A reminder or re-delivery of the same unchanged request does not create another billable request. Sending a new or materially replaced package creates a new request. Any per-document rather than per-request pricing, file or recipient limits, or separate verification charges must be expressly identified before purchase or use.

A recipient's refusal, failure to respond, or a Customer-initiated cancellation after dispatch does not ordinarily reverse an earned send charge. We will correct duplicate billing or charges for requests that were not accepted for dispatch because of a Service error. An agreed usage allowance is not an unlimited-service commitment. Unused periodic subscription allowances do not roll over unless the Order says they do. Purchased prepaid credits are distinct from periodic allowances and do not expire unless a lawful expiration was clearly disclosed at purchase. Promotional credits may have separately disclosed expiration terms.

Overages are charged only at a disclosed rate the Customer has authorized. A plan without authorized overage billing may require additional credits or an upgrade before more requests can be sent. We will not add a new recurring subscription merely because a Customer makes a pay-as-you-go purchase.

Unless stated otherwise, prices exclude taxes the Customer is legally responsible to pay. We may collect applicable sales, use, or similar transaction taxes. Tax-exempt Customers must provide valid documentation. The Customer is not responsible for taxes on LineQuill's net income. Pricing changes do not retroactively alter charges for previously purchased transactions.

14. Payment, renewal, cancellation, and refunds

The Customer authorizes the designated payment provider to process the one-time or recurring amounts affirmatively agreed in the Order. We may receive payment tokens and limited transaction information from that provider. Any ACH or other bank-debit mandate requiring separate authorization must be obtained separately; these Terms alone are not a substitute. Keep payment details current. Authorized retries must comply with applicable law and payment-network requirements.

A subscription renews automatically for the period disclosed at purchase only if the Customer expressly agrees to automatic renewal. Renewal continues until canceled. We will provide a retainable acknowledgment of the purchase and cancellation method, and any renewal reminders or other notices required by law. A free trial converts to a paid plan only if the conversion date, charge, billing interval, and cancellation method were disclosed and affirmatively accepted before conversion.

A Customer may stop future renewal through the cancellation control made available in its account or by contacting support@linequill.com. An inability to access the account does not eliminate the contact option. Cancellation is effective when submitted through the control or received through that contact channel, subject to reasonable identity verification. We will not impose an undisclosed advance-notice requirement. If a timely cancellation is followed by an erroneous renewal charge, we will reverse it. Deleting an app, ignoring an invoice, or removing a local shortcut does not cancel a subscription.

Unless the Customer requests earlier account closure, cancellation ordinarily leaves purchased access available through the paid period. Account closure, document deletion, and cancellation of renewal are separate actions; we will explain the effects when the Customer requests them. Pending usage charges incurred before cancellation remain payable.

We will give at least 30 days' advance notice of a subscription price increase, or longer notice when required by law. The increase applies no earlier than a renewal after that notice period. The Customer may cancel before the increase takes effect, and we will obtain renewed consent when legally required. A fixed-price committed term is not repriced midterm without agreement.

Except as required by law, stated in an Order, or provided below, properly charged send fees and fees for an already-started subscription period are nonrefundable, and unused periodic allowances have no cash redemption value. This does not waive statutory cancellation, billing-error, chargeback, or refund rights. If we cannot provide a paid transaction because of our Service failure and cannot promptly remedy it, we will refund the affected charge or, at the Customer's election, restore an equivalent credit. Refunds required under these Terms are monetary refunds unless the Customer chooses a credit.

For our convenience termination of paid Services, or a Customer's termination for our material breach that remains uncured under Section 19, we will refund prepaid fees attributable to the unused terminated period and unused purchased credits that can no longer be used. No double recovery applies. Refunds ordinarily return to the original payment method unless that is impracticable or law requires otherwise.

Promptly report billing concerns so we can investigate. Pay undisputed amounts while the parties resolve a good-faith dispute. We may suspend new paid activity after reasonable notice of overdue undisputed charges and an opportunity to correct them, while providing a reasonable way to retrieve existing records where lawful and safe. We will not treat every payment dispute as fraud or require waiver of lawful bank-dispute rights. Any collection costs must be reasonable, legally recoverable, and not an undisclosed penalty.

15. Storage, export, correction, and deletion

Download and verify completed documents and their available evidence files. Unless a separate archival agreement states otherwise, the Services are not a promise of permanent storage, a records-management legal opinion, or a substitute for your own required retention system. Customers and Signers remain responsible for keeping the copies they need.

Document retention follows the Customer's lawful instructions, any agreed retention schedule, the Privacy Policy, and applicable law. Expiration of a signing link, completion of a request, or cancellation of a subscription does not by itself delete a document. Deletion and closure requests are reviewed for authorization, legal restrictions, and the scope of records involved. We will not retain identifiable records indefinitely merely because they are called audit records.

For 30 days after ordinary termination of a Customer's workspace, we will provide a reasonable means for its authorized administrator to retrieve available Customer Content, unless the Customer requests earlier deletion or access is prohibited by law or presents a material security risk. Retrieval may be through export or assisted delivery rather than continued full account access. A signed agreement, legally required shorter deletion period, or urgent lawful deletion instruction controls. This retrieval period does not promise indefinite retention afterward.

After an approved deletion, active-system copies are removed under the applicable deletion process. Residual copies in backups are protected, unavailable for routine use, and expire under the applicable backup schedule; lawful holds and an applicable DPA may affect the timing. If a backup is restored, applicable deletion instructions must be reapplied. We may retain only information reasonably necessary for a specific legal obligation, dispute, security purpose, or required accounting record, with appropriate access restrictions.

A request to correct personal information does not authorize silently changing the historical contents of an executed agreement. Corrections may require a replacement transaction or a separately identified correction record. This integrity principle does not eliminate legally required correction or deletion rights. Deleting LineQuill's copies does not recall copies a Customer, Signer, integration, or other authorized recipient has already lawfully received, nor does it rescind the underlying transaction.

16. Other providers and third-party services

We use service providers to operate the Services and remain responsible for the obligations this agreement assigns to us concerning their processing. We do not avoid those obligations merely because a hosting, email, SMS, payment, or other infrastructure provider is involved.

An integration or external service the Customer independently selects may have its own terms and privacy practices. Enabling it authorizes the disclosures needed for that connection, within the permissions presented. The Customer should review those permissions and revoke unnecessary access. We do not control the independent provider's product, but remain responsible for our own acts, disclosures, and contractual obligations.

Carrier delays, spam filtering, external outages, recipient settings, and device limitations may affect delivery. Do not use a signing invitation as an emergency communication channel or assume it satisfies a legally prescribed notice method without verifying the requirements.

17. LineQuill intellectual property, feedback, and infringement reports

LineQuill and its licensors retain their rights in the Services, software, branding, and documentation, excluding Customer Content. Subject to this agreement, you receive a limited right to use the Services during the applicable term. No source-code ownership, trademark license, or right to resell access is granted unless separately agreed. Open-source components remain subject to their applicable licenses.

You may voluntarily provide product suggestions. You grant LineQuill a nonexclusive, worldwide, royalty-free right to use those suggestions to improve its products, without an obligation to pay you. This permission does not include confidential documents, personal information, or material you identify in advance as subject to separate restrictions. We will not publish your name, logo, testimonial, or Customer Content as an endorsement without permission.

Send infringement reports to legal@linequill.com. Identify the protected work, the allegedly infringing material and its location, your contact details, your signature, a good-faith statement that the use is unauthorized, and a statement that your notice is accurate and you are the owner or authorized representative, under penalty of perjury where required. We may restrict or remove infringing material and terminate repeat infringers in appropriate circumstances. This paragraph does not represent that a particular statutory safe harbor or registered-agent procedure applies.

18. Service changes, support, and previews

We may maintain, update, or improve the Services. We will not materially reduce the core functionality of an already-paid committed term without a reasonable substitute or the right to terminate the materially affected portion and receive the unused prepaid fees for that portion. Urgent security or legal changes may be made immediately, with notice as practicable. No availability percentage or response-time guarantee applies unless expressly agreed in a service-level agreement.

Support is available through the channels identified in the Services. You authorize access reasonably necessary to address a support request, subject to applicable access controls and confidentiality restrictions; a support request does not authorize unrelated access or waive required workspace approval. Do not send unredacted sensitive records when a description or redacted example will suffice.

Features clearly identified as beta, test, or preview may change or be withdrawn and should not be relied on as a sole production or legal-record system. Use synthetic or appropriately deidentified test data unless a separate agreement permits otherwise. No paid subscription converts into unrestricted consent to test new data uses on Customer Content.

19. Suspension and termination

Either party may terminate for a material breach if the other party does not cure it within 10 days after reasonably detailed written notice, unless the breach cannot be cured or a different period is legally required. A Customer may also cancel renewal or close its account under Section 14. We may terminate for convenience on at least 30 days' notice, subject to the refund and export obligations above.

We may immediately suspend the affected activity, restrict particular content, or terminate where reasonably necessary to address fraud, unlawful use, a serious security threat, repeated material abuse, or a legal requirement. Where lawful and reasonably practicable, we will explain the reason, limit the restriction to what is necessary, provide an opportunity to respond, and restore access when the grounds are resolved. We need not disclose information that would compromise an investigation, another person's privacy, or security.

Termination ends future access rights, not accrued payment obligations, refund obligations, lawful access or deletion rights, confidentiality duties, or the continuing validity of an already completed transaction. Provisions concerning ownership, authorized retention, confidentiality, limitations of liability, dispute resolution, and other matters that by their nature should survive continue for their applicable duration. The content-processing license survives only as long as permitted processing actually remains necessary.

20. Service warranty and disclaimers

We will provide paid Services with reasonable care and skill and materially in accordance with their applicable documentation. Notify us of a material failure, with enough detail to investigate. We will use reasonable efforts to correct or reperform the affected Services. If we cannot do so within a reasonable time, the Customer may terminate the materially affected Services and receive the refund described in Section 14. Mandatory rights and remedies are not limited by this process.

EXCEPT FOR EXPRESS COMMITMENTS IN THIS AGREEMENT AND WARRANTIES THAT CANNOT LAWFULLY BE EXCLUDED, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE EXTENT PERMITTED BY LAW, LINEQUILL DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not promise uninterrupted operation, error-free content, universal legal acceptance, or that every attempted fraud will be detected.

No disclaimer overrides an express security or confidentiality commitment, authorizes unlawful processing, or excuses a duty that applicable law does not permit us to disclaim. You remain responsible for choosing a workflow appropriate to your transaction, but not for losses legally attributable to LineQuill simply because you used an online service.

21. Limitations of liability

To the extent permitted by law, neither party is liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages, or lost profits, revenue, or business opportunity, arising from this agreement. This exclusion does not reclassify otherwise recoverable direct restoration, mitigation, or notification costs as indirect merely because they arise from a data incident.

Subject to the exceptions below, each party's aggregate liability arising from the Services and this agreement will not exceed the greater of US $100 or the amounts paid or payable by the Customer to LineQuill for the affected Services during the 12 months preceding the first event giving rise to the claim. For a Signer who does not pay for the relevant Services, the Customer's payments for the affected Services determine that measure, with the same US $100 floor. Multiple claims arising from the same or related events do not multiply the applicable limit.

For LineQuill's breach of its express confidentiality, data-protection, or security obligations, the applicable aggregate cap is instead the greater of US $1,000 or twice the amounts paid or payable for the affected Services during that 12-month period. This is a replacement cap for those claims, not an additional fund stacked on the general cap.

These exclusions and caps do not apply to fraud, willful misconduct, gross negligence, death or personal injury to the extent liability cannot lawfully be limited, or any liability that mandatory law prohibits limiting. They do not reduce the Customer's obligation to pay authorized fees, LineQuill's obligation to issue an expressly owed refund, or the Business Customer's indemnification obligations under Section 22. A separate signed agreement may establish different limits.

These provisions apply only to the extent valid under the law that actually governs the claim. They do not restrict a regulator's authority or a nonwaivable consumer, privacy, or data-subject remedy. No provision requires a public institution to accept an indemnity or limitation it is legally prohibited from accepting.

22. Limited Business Customer indemnity

A Business Customer will defend LineQuill and its personnel against a third-party claim, and pay final damages and reasonable settlement amounts, to the extent the claim results from that Customer's infringement or misappropriation through Customer Content, its knowing use of the Services for fraud or unlawful communications, or its material breach of its representations concerning rights and authority to provide Customer Content.

This obligation does not apply to ordinary Signers or Customers acting primarily for personal, family, or household purposes. It does not apply to the extent a claim results from LineQuill's breach, negligence, unlawful processing, or modifications not authorized by the Customer.

LineQuill must promptly notify the Business Customer, allow it to control a competent defense, and provide reasonable cooperation at its expense. Late notice excuses the obligation only to the extent of actual prejudice. No settlement may admit wrongdoing by LineQuill, impose nonmonetary obligations, or fail to release the protected parties without their reasonable consent. An institution subject to legal limits on indemnification owes this obligation only to the extent lawfully authorized in a separately approved agreement.

23. Governing law and resolving disputes

Unless mandatory law or a signed institutional agreement requires otherwise, Mississippi law governs this agreement without applying conflict-of-law rules that would select another jurisdiction's law. This choice does not determine the law governing the substantive document a Customer sends to a Signer.

The parties are encouraged to give written notice describing a dispute and try in good faith to resolve it for 30 days. This process does not postpone a statutory deadline, prevent a regulator complaint, or bar urgent relief. It is not a condition that forfeits a claim merely because a person first seeks legally available relief.

Subject to mandatory consumer protections, public-entity requirements, and an available small-claims forum, disputes under this agreement may be brought exclusively in the state courts of competent jurisdiction in Harrison County, Mississippi, or the United States District Court for the Southern District of Mississippi, and the parties consent to those courts' jurisdiction. A consumer may bring a claim in another forum where applicable law gives a nonwaivable right to do so. These Terms impose no mandatory arbitration, class-action waiver, jury-trial waiver, or shortened limitation period.

24. Changes and notices

For materially adverse changes to these Terms, we will provide at least 30 days' advance notice to affected account holders, or longer where required, and identify the effective date. We will seek affirmative acceptance when required by law or when a change requires new authorization. Administrative changes or changes urgently required by law or security may take effect sooner, with appropriate notice.

Changes apply prospectively. They do not retroactively alter an already purchased transaction, eliminate an accrued claim, or amend a signed DPA or institutional agreement by website posting alone. A Customer that rejects a materially adverse midterm change may terminate the affected prepaid Services before the change takes effect and receive the unused prepaid fees for that portion. An earlier accepted version continues to govern completed transactions to the extent applicable.

We may deliver account and agreement notices through the account or the contact information provided, subject to applicable electronic-delivery requirements. We will use direct notice, not merely an unnoticed website edit, when material notice is required. Court papers and other notices requiring a legally prescribed method must be served by that method. Contact details must be kept current, but a notice is not conclusively received merely because we attempted delivery.

25. General provisions

Neither party may assign this agreement in a way that materially impairs the other's rights without consent, except an assignment with a merger, reorganization, or sale of substantially all relevant assets to a successor that assumes the obligations. Applicable student-data restrictions, transfer restrictions, and legally required consent remain controlling. No assignment authorizes a new use of personal information prohibited by this agreement.

Neither party is liable for a delay caused by events genuinely beyond its reasonable control if it takes reasonable steps to mitigate the effects and resume performance. This provision does not excuse accrued payment or refund obligations, replace a party's security obligations, or permit indefinite retention or unlawful disclosure. If a prolonged interruption makes paid Services materially unavailable, the Customer may terminate the affected portion and receive the unused prepaid fees for that portion.

The parties are independent contractors. No partnership, fiduciary relationship, employment relationship, or general agency is created. No third-party beneficiary is intended except a person expressly protected by Section 22 or mandatory law. A failure to enforce a provision is not a waiver. If a provision is unenforceable, the remaining provisions continue to the extent they can operate consistently with law and the agreement's essential purpose.

This agreement and its applicable Orders and signed addenda state the parties' agreement on the Services and supersede prior discussions on that subject. They do not override the underlying agreements between Customers and Signers. Electronic counterparts may be used. Public institutions retain mandatory procurement, public-records, appropriation, immunity, and similar protections to the extent applicable; confidentiality is subject to legally required disclosure.

26. Contact

LineQuill LLC
General inquiries: hello@linequill.com
Legal notices: legal@linequill.com
Account, billing, cancellation, and signing support: support@linequill.com
Privacy requests: legal@linequill.com

For a question about the content of a document, contact its sender. For a question about the LineQuill platform or a suspected fraudulent invitation, contact LineQuill through the channels above.