Last Updated March 2nd, 2023
Welcome to ClickDissolve, a website located at https://www.ClickDissolve.com/ (the “Site”) and operated by Gov Electronic Filing Svc LLC (“Gov Electronic Filing”, “us”, “our”, and “we”). We provide the Site and services provided through the Site (“Services”) including electronic filing services for business entities with US state or municipal agency, or other relevant government entity (each a “Government Agency”).
Our Site may provide informational and educational content. All content on this Site is for informational and educational purposes only, is general in nature, and under no circumstance does the content on our Site undertake to give advice for your particular situation. The content on our Site is not meant to be relied upon by Site visitors in reliance on making any decisions. If you use the information provided through our Site or Services, we assume no responsibility.
We may include a contact form on our Site that allows you to get in touch with us to inquire about our Services, provide feedback, or request collaborations. Our contact form may ask for your personal information such as your name, email address, phone number, and reason for your inquiry.
Dissolution Services. If you request us to provide dissolution Services, you acknowledge that each state and any agreements between the owners or shareholders of the company may require certain actions taken before dissolving an entity. We cannot provide advice on such requirements or confirm that such requirements are met. You acknowledge and agree that you are authorized and have the proper corporate authority to dissolve your business and you will hold us harmless for any claims or liabilities stating otherwise.
Online Search Tools. We may provide online tools on the Site to allow you to search a business or name availability. You acknowledge that any tools on the Site are for reference only. You acknowledge that any name availability search conducted on the Site does not guarantee such a name is still available for registering with the applicable Government Agency. You agree you will not solely rely on the results of any search conducted on our Site or construe the results of that search as a guarantee of a particular outcome or that a name registration will be successful. You are responsible for conducting a name availability search with each Government Agency to confirm availability of a name. You acknowledge that the Government Agency responsible for the filing will make the final determination of any company formation or DBA registration filing and may reject a name even if the online tool on our Site says the name is available.
Physical Mailing & Notaries. Some filings may require you to provide us with original signatures and/or notarized forms in which case we will provide instructions on mailing such documentation to Gov Electronic Filing for filing. You agree to timely and accurately provide all information in accordance with these Terms. Gov Electronic Filing disclaims any liability associated with delayed mailings or returned mailings not received and you agree to hold Gov Electronic Filing harmless for any issues related to mail delivery by the postal service or other delivery services.
Accuracy of Information. Gov Electronic Filing collects information on you and its business through various methods, including but not limited to online submission forms, questionnaires and take forms, and email correspondence. You are responsible for ensuring the information submitted to Gov Electronic Filing is complete and accurate and that you provide Gov Electronic Filing all the necessary information required for completing the Services. You have the final responsibility for the accuracy and of each item on the forms or documents before they are filed. All forms related to the Service are prepared and submitted at the specific instruction of you, using the information provided by you.
Timeliness. You acknowledge and agree that performance of the Services will be dependent on the timely completion of your responsibilities and obligations and that additional fees may apply with respect to any modifications to standard documents or processes made by you or at your request. Your delay in providing information may result in additional fees, taxes, expenses, penalties, and unfavorable governmental actions and you agrees to hold Gov Electronic Filing harmless from any delays caused by you.
Consent to Filing. By using our Services, you authorize Gov Electronic Filing to (a) use, distribute, reproduce, modify, publish, and translate the information you provides Gov Electronic Filing with (whether personal in nature or otherwise) as needed to provide the Services that you order and complete any filings on your behalf, (b) use your electronic signature to submit filings to a Government Agency on your behalf, and (c) communicate with the relevant Government Agency concerning filings that we make on your behalf.
No Guarantees. Gov Electronic Filing cannot guarantee that the Government Agency will approve any filing made on your behalf. Each Government Agency reserves the right to review each filing for compliance with its laws, upon submission of the legal document for filing and reserves the right to reject a filing for non-compliance with such laws. you agrees to hold Gov Electronic Filing harmless from any decision made by a Government Agency to reject, approve, or delay the filing.
No Legal Advice. You should not construe any part of the Services as legal, tax, or financial advice. Gov Electronic Filing is a document filing service does not provide legal or financial advice at any time. The Services are not a substitute for advice from a licensed attorney or accountant. The Services are not intended to and do not constitute legal, tax, financial advice and no attorney-client, tax advisor-client, or financial advisor-client relationship is formed as a result of your use of the Service or execution of this Agreement. Gov Electronic Filing will not handle any tax-related issues between you or your entity with any Government Agency or provide any tax-related or legal advice. Gov Electronic Filing is not in any way related to or affiliated with any Government Agency. At no time will Gov Electronic Filing (a) verify the legal or factual accuracy or correctness of any information or direction that you provides to Gov Electronic Filing, (b) verify that any of your business activities, licenses, filings or services are lawful, (c) provide you with any legal, tax, or financial advice, opinions, or recommendations of any nature whatsoever, (d) provide you with suggestions as to what specific information to include in any documents, or (e) review or analyze your particular factual situation or your plans or strategies.
Authority. You acknowledge that (a) you are in compliance with all relevant laws applicable to you with respect to any filings Gov Electronic Filing submits on your behalf, (b) your authorized representatives have taken all necessary actions required to approve any filings, and (c) you have the proper corporate authority to engage Gov Electronic Filing with assistance with the Services. You will provide Gov Electronic Filing with whatever proof of identity Gov Electronic Filing may reasonably request to confirm your identity and authority to request the Services.
Compliance with Laws. COMPLIANCE WITH ALL LAWS AND REGULATIONS REMAINS YOUR RESPONSIBILITY. WE DO NOT GUARANTEE THAT ANY SERVICES WE PROVIDE CONTAINS INFORMATION REGARDING ALL AUTHORIZATIONS, LICENSES OR PERMITS NECESSARY TO OPERATE YOUR BUSINESS. NO REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, ARE GIVEN REGARDING THE LEGAL OR OTHER CONSEQUENCES RESULTING FROM THE USE OF OUR SERVICES, REPORTS OR FORMS.
Right to Refuse Service. Gov Electronic Filing may refuse, without liability, to perform Services for any reason, in its sole discretion and will promptly issue a refund to you in such circumstances. You agree to hold Gov Electronic Filing harmless for any cancellation of Services.
Pricing. Certain aspects of the Services may be provided for a fee, subscription or other charge. One-time purchases will be charged at the time of the transaction. Gov Electronic Filing may add new services for additional fees and charges, add or amend fees and charges for existing services, at any time in its sole discretion.
Payment Information; Taxes. All information that you provide in connection with a purchase or transaction must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction at the prices in effect when such charges are incurred. You will pay any applicable taxes, if any, relating to any such purchases or transactions.
Chargebacks. If you have a dispute concerning any payment transaction, please contact us at firstname.lastname@example.org. If, at any time, you contact your bank or credit card company to reject the charge of any payable fees (“Chargeback”), this act will be considered a breach of your payment obligations, and we reserve the right to automatically terminate your use of the Services. We reserve the right to dispute any Chargeback and take all reasonable action to authorize the transaction. Without limiting other available remedies, you must pay Gov Electronic Filing upon demand for amounts owed under these Terms, plus interest on the outstanding amount at the lesser of one percent (1%) per month or the maximum interest allowed by applicable law, plus attorneys’ fees and other costs of collection to the extent permitted by applicable law.
To initiate a refund, you must inform us by email at email@example.com. Please note that we reserve 48 hours to process your refund request.
If you contact your bank or credit card company to reject the charge of any payable fees (“Chargeback”), you will be considered in breach of your payment obligations, and we reserve the right to immediately terminate your use of our services. We also reserve the right to dispute any Chargeback and take all reasonable action to authorize the transaction.
If any document preparation service has already been completed at the time of the refund request, we reserve the right to charge for the labor cost for such service.
Consent to Mobile Communications
You also consent to Gov Electronic Filing communicating with you about the Service or in connection with the features, functions and activities contained on the Services by SMS, text message, email, social media, or other electronic means. Your carrier’s normal, messaging, data and other rates and fees will apply to these communications. You may opt-out of receiving SMS or text messages at any time.
Rights and Licenses
License to Use Site. We grant you a non-transferable, non-exclusive, right to access and use the Services for your personal use.
Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you will not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services; (b) you will not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you will not access the Services in order to build a similar or competitive service; and (d) except as expressly stated in these terms, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Services will be subject to these Terms. All copyright and other proprietary notices on any Services content must be retained on all copies.
Modification. We reserve the right, at any time, to modify, suspend, or discontinue the Services with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services, except and if otherwise expressly set forth in these Terms.
No Support or Maintenance. You acknowledge and agree that we will have no obligation to provide you with any support or maintenance in connection with the Services.
Ownership of the Services. Excluding your User Content (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services, including the Site, are owned by us or our licensors. The provision of the Services does not transfer to you or any third party any rights, title or interest in or to the intellectual property rights. We reserve all rights not granted in these Terms.
User Content. “User Content” means any and all information and content that a user submits to or posts on the Services. You will own your User Content, with the understanding that you agree that we may use and reproduce the User Content you make available for the purpose of providing the Services. You are solely responsible for the User Content that you upload, link to or otherwise make available via the Service. You will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content. You understand and agree that any liability, loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service is solely your responsibility.
License. You grant, and you represent and warrant that you have the right to grant, to us an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce and otherwise use your User Content solely for the purposes of providing the Services.
Acceptable Use Policy. Your permission to use the Services is conditioned upon the following restrictions: You agree that you will not under any circumstances:
- post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable and offensive;
- use the service for any unlawful purpose or for the promotion of illegal activities;
- attempt to, or harass, abuse or harm another person or group;
- provide false or inaccurate information or impersonate another person when purchasing Services;
- interfere or attempt to interfere with the proper functioning of the Service;
- make any automated use of the system, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;
- use the Site or any of its contents to advertise or solicit, for any commercial purpose or to compete, directly or indirectly, with our Service;
- bypass any robot exclusion headers or other measures we take to restrict access to the Service or use any software, technology, or device to scrape, spider, or crawl the Service or harvest or manipulate data; or
- publish or link to malicious content intended to damage or disrupt another user’s browser or computer.
Feedback. If you provide us any feedback or suggestions regarding the Services (“Feedback”), you assign to us all rights in the Feedback and agree that we will have the right to use the Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.
You agree to indemnify and hold us (and our officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Services, (b) your User Content, (c) your violation of these Terms; or (d) your violation of applicable laws or regulations. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Links to Other Sites and/or Materials
Third Party Sites, and Third-Party Content. As part of the Service, we may provide you with convenient links to third party website(s) (“Third-Party Sites”) as well as content or items belonging to or originating from third parties such as applications, software, or content (collectively the “Third-Party Content”). Users may also include links to their website or other Third-Party Sites on their listings. These links are provided as a courtesy to Users. We have no control over Third-Party Sites and Third-Party Content or the promotions, materials, information, goods or services available on these Third-Party Sites or Third-Party Content. If you decide to leave the Site and access the Third-Party Sites or to use or install any Third-Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.
Links to Our Site. You are permitted to link to our Site for non-commercial purposes, provided that you do so in a way that is fair and legal and does not damage our reputation. You may not link to our Site in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
Release. You release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injury, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Service users or Third Party Sites, and Third-Party Content. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
THE SERVICES, INCLUDING THE SITE, ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE SERVICES: (a) WILL MEET YOUR REQUIREMENTS; (b) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (c) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE OR (d) THAT THE SERVICES WILL BE TO YOUR SATISFACTION.
Gov Electronic Filing makes no representation that materials on this Site are appropriate or available for use in locations outside the United States. Access to this site from countries or territories where such access is illegal is prohibited. Those who choose to access this Site outside the United States do so on their own initiative and are responsible for compliance with local laws.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
Limitation on Liability
IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM.
IN NO EVENT WILL GOV ELECTRONIC FILING’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED THE AMOUNTS YOU’VE PAID GOV ELECTRONIC FILING IN THE PRIOR 12 MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Term and Termination.
Subject to this Section, these Terms will remain in full force and effect while you use the Services. We may (a) suspend your rights to use the Site and/or Services or (b) terminate these Terms, at any time for any reason at our sole discretion, including for any use of the Services in violation of these Terms. Upon termination of these Terms, your right to access and use the Services will terminate immediately. We will not have any liability whatsoever to you for any termination of these Terms. Upon termination of these Terms, all of the provisions will terminate except those that by their nature should survive.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND GOV ELECTRONIC FILING HAVE AGAINST EACH OTHER ARE RESOLVED.
You and Gov Electronic Filing agree that any claim or dispute at law or equity that has arisen or may arise between us relating in any way to or arising out of this or previous versions of our these Terms, your use of or access to the Services, or any products or services sold or purchased through the Services, will be resolved in accordance with the provisions set forth in this Legal Disputes Section.
Choice of Law. These Terms are made under and will be governed by and construed in accordance with the laws of the State of Wyoming, without giving effect to any principles that provide for the application of the law of another jurisdiction.
Claim Limitations. You agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Agreement to Arbitrate
You and Gov Electronic Filing each agree that any and all disputes or claims that have arisen or may arise between you and Gov Electronic Filing relating in any way to or arising out of this or previous versions of these Terms, your use of or access to Gov Electronic Filing ‘s Services, or any products or services sold, offered, or purchased through our Services will be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court in Harris County, Wyoming, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act governs the interpretation and enforcement of this agreement to Arbitrate.
The arbitration will be conducted by JAMS, Inc (“JAMS”) under its applicable rules and procedures, as modified by this agreement to Arbitrate. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes.
Your rights will be determined by a neutral arbitrator and not a judge or jury. You understand that arbitration procedures can be more limited that rules applicable in court. Arbitrator decisions are as enforceable as any court order and are subject to very limited review in court.
You and we must abide by the following rules: (a) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (b) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF, (c) the arbitrator will honor claims of privilege and privacy recognized at law; (d) the arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (e) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (f) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and then in such instance, the fees and costs awarded will be determined by the applicable law.
With the exception of subparts (a) and (b) in the paragraph above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subpart (a) or (b) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision will be null and void, and neither you nor we will be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute will be exclusively brought in state or federal court in Sheridan County, Wyoming.
Changes to Terms. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by prominently posting notice of the changes on our Site. Any significant changes to these Terms will be effective 30 days after posting such notice. Continued use of our Site or Services following notice of such changes will indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Copyright/Trademark Information. Copyright © 2023 Gov Electronic Filing Svc LLC. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks or the content on our Site without our prior written consent or the consent of such third party which may own the Marks.
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