Terms of Service
Last Updated: October 7, 2019
YOU ACKNOWLEDGE AND AGREE THAT, BY CLICKING ON THE "ACCEPT TERMS" BUTTON, REGISTERING FOR AN EXPENSIFY ACCOUNT OR CORPORATE CARD, DOWNLOADING OF THE APPLICATION OR ANY APPLICATION UPGRADES, USING THE APPLICATION ON YOUR MOBILE DEVICE, OR ACCESSING OR USING THE EXPENSIFY SERVICE, OR BY DOWNLOADING, SUBMITTING OR POSTING ANY CONTENT FROM, OR ON, OR THROUGH THE EXPENSIFY SERVICE, OR BY ENTERING INTO A STATEMENT OF WORK WITH EXPENSIFY, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE EXPENSIFY SERVICE OR SITE CONTENT. If you accept or agree to these Terms of Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms of Service and, in such event, "you" and "your" will refer and apply to that company or other legal entity.
“Cards” means payment cards issued by an Issuer and managed through your Account that access the card holder’s balance and which may be used only by such cardholder for business purposes.
“Card Networks” means the payment card networks, such as Visa or Mastercard.
“Card Terms” means the agreement between you, Expensify and the applicable Issuer for use of Cards identified on our website.
“Charge” means a payment for goods or services made to a merchant that accepts payments on the applicable Card Network.
“Chargeback” means a dispute that you initiate against a merchant for an unresolved dispute with the merchant or where a Charge is unauthorized.
"Content" means text, graphics, photos, music, software, audio, video, information or other materials.
"Corporate Member" means a Member that is a company or other legal entity, rather than an individual.
"Expensify Content" means Content that Expensify makes available through the Site or Expensify Service, including any Content licensed to Expensify from a third party, but excluding Member Content.
“Financial Data” means your bank balance, transaction, and account information accessible to Expensify through Linked Accounts or Third-Party Services.
“Fines” means all fines, fees, penalties, or other charges imposed by an Issuer or regulatory authority arising from your breach of these Terms of Service (including the Card Terms) or other agreements you have with Expensify or an Issuer.
“Issuer” means the bank or financial institution that is a member of the Card Network indicated on Cards and is responsible for issuing the Cards to you.
“Linked Account” means any account that is held with a financial institution or that provides financial data and is linked to or authorized for use through your Account.
"Member" means a person or entity who completes Expensify's account registration process, as described under "Account Registration" below.
"Member Content" means Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Expensify Service, including, without limitation, comments to the Expensify blog.
"Site Content" means Expensify Content and Member Content.
“Third-Party Services” means services and data provided by third parties connected to or provided through the Expensify Service. Third-Party Services include payment processors and applications used to monitor Linked Accounts.
“Third-Party Service Provider” means an affiliate or other third party that provides other services related or connected to, or provided through the Expensify Service and an Account.
Expensify reserves the right, at its sole discretion, to modify, discontinue or terminate the Expensify Service or to modify these Terms of Service, at any time and without prior notice. If we modify these Terms of Service, we will post the modification on the Site or provide you with notice of the modification. We will also update the "Last Updated Date" at the top of these Terms of Service or on the Site or Application. By continuing to access or use the Expensify Service after we have posted a modification on the Site or Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms of Service. If the modified Terms of Service are not acceptable to you, your only recourse is to cease using the Expensify Service.
Certain portions of the Expensify Service may, or may in the future, have different terms and conditions posted on the Site or may require you to agree with and accept additional terms and conditions. Expensify may, in its sole discretion, make premium or different applications, software or services available to you that is subject to different terms and conditions and narrower licenses than as set forth therein. If there is a conflict between these Terms of Service and terms and conditions posted for a specific portion of the Expensify Service, the latter terms and conditions shall take precedence with respect to your use of or access to that portion of the Expensify Service.
Statement of Work
If you are a party to a Statement of Work between you and Expensify (a "Statement of Work"), these Terms of Service shall begin on the Effective Date of the Statement of Work and, unless terminated as otherwise provided herein, shall continue through the term set forth in the Statement of Work (the "SOW Term") and will automatically renew for a successive one (1) year term following the end of each SOW Term, unless either party notifies the other, not less than ninety (90) days prior to the end of the then current SOW Term, of its intention not to renew.
Either party to a Statement of Work may, by written notice, request any changes, additions, deletions, or modifications to any Statement of Work. No changes to a Statement of Work will be effective until a written amendment has been signed by both Parties. If any such change affects the amount due or the time of performance thereunder, the Parties shall negotiate in good faith a mutually acceptable appropriate adjustment.
In the event of conflict or inconsistency between these Terms of Service and those of any Statement of Work, the Statement of Work shall control.
By accessing or using the Expensify Service you represent and warrant to Expensify that: (i) you are of legal age to form a binding contract, or, if you are a minor, you have your parent's permission to use the Expensify Service, and your parent has read and agrees to these Terms of Service on your behalf; (ii) all registration information you submit is accurate, current and complete; (iii) you will maintain the accuracy and completeness of such information; (iv) if you are accepting these Terms of Service on behalf of a company or other legal entity, you have the authority to bind that company or legal entity to these Terms of Service. You also certify that you are legally permitted to use and access the Expensify Service and take full responsibility for the selection and use of and access to the Expensify Service. These Terms of Service are void where prohibited by law, and the right to access the Expensify Service is revoked in such jurisdictions.
In order to access the Expensify Service, you must register to create an account ("Account") and become a Member. When registering with Expensify you agree to: (a) provide true, accurate, current and complete information about yourself (or, if applicable, the Corporate Member you represent) as prompted by the Expensify Service's registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Expensify Service (or any portion thereof).
You may not authorize any third party (other than, if applicable, the employees, consultants, Users, or agents of the Corporate Member you represent) to access or use the Expensify Service or the Cards on your behalf. You are responsible for maintaining the confidentiality of the user ID and password and keeping the Cards secure and are fully responsible for all activities that occur under your user ID or password. You agree to immediately notify Expensify of any unauthorized use of your user ID or password or Cards, or any other breach of security, and will (if allowed by the Expensify Service) immediately disable User access to the Expensify Service or reduce spending limits where you know or believe Cards have been compromised or stolen or may be misused. Expensify cannot and will not be liable for any loss or damage arising from any unauthorized use of your account.
Communication with Expensify
You verify that any contact information provided to Expensify, including, but not limited to, your e-mail address and mobile phone number is true and accurate. By providing us with your email address, you agree to receive notices electronically, to that email address. From time to time, Expensify will use this email address to send you notifications about product updates and improvements, company news and events, and updates from our community. You further verify that you are the telephone subscriber and/or that you own any telephone numbers that you provide to Expensify. You acknowledge that by voluntarily providing your telephone numbers to Expensify, you expressly agree to be contacted at the telephone numbers you provide. You consent to receive e-mails, pre-recorded voice messages and/or autodialed calls (including text messages) by or on behalf of Expensify relating to this Agreement, any transaction with Expensify, matters related to your account, and promotions from Expensify. These communications may be made by or on behalf of Expensify, even if your phone number is registered on any state or federal Do Not Call list. You acknowledge that you may incur a charge for these texts or calls by your telephone carrier and that Expensify will not be responsible for these charges.
Fees and Payment
By establishing an Expensify account, you agree to the pricing, payment, and billing policies set forth (a) herein, (b) on the Site (including our pricing page located at (https://use.expensify.com/pricing) and/or (c) if applicable, in a separately executed or accepted purchase order. The use of various offerings within the Expensify Service, including but not limited to expense reporting, SmartScan and some functionalities of Bill Processing, are governed by additional terms set forth on the Site (such additional terms being incorporated herein by reference). All fees paid for the Expensify Service are non-refundable and non-transferable except as expressly provided in these Terms of Service. All fees and applicable taxes, if any, are payable in United States dollars. You are solely responsible for the payment of, and shall pay when due, all applicable sales and use taxes and similar fees now in force, enacted or imposed in the future on the delivery of Expensify Service and/or any related transactions (except for taxes assessed on Expensify's net income or personal property). If for any reason Expensify pays any such taxes, duties or excises, you will reimburse Expensify for such taxes, duties or excises, other than taxes on Expensify's net income.
The term of your Expensify Service package is as set forth on the Site and in your billing account details. If your selected Expensify Service package requires a recurring subscription fee, your Expensify Service package will automatically renew, unless you change your billing settings to month-to-month, we terminate it, or you notify us by email (email@example.com) of your decision to terminate your current Expensify Service package. You must cancel any automatically renewing Expensify Service package before it renews in order to avoid billing of subscription fees for the renewal term to your credit card. All fees and charges are nonrefundable and there are no refunds or credits for partially used periods. If your Expensify Service package is for a term of 12 months or longer, your subscription is deemed to have begun during the month in which you were first billed by Expensify for the Expensify Service package (or, in the event that you add more Users to your Expensify Service package after beginning your subscription, from the month in which you were first billed for those additional Users). You may terminate Expensify Service packages with terms of 12 months or longer at any time; however, because such Expensify Service packages may qualify for reduced rate pricing, upon termination Expensify will bill you for an amount equal to the difference between the reduced rate you actually paid, and the amount you would have paid under a standard rate Expensify Service package.
License granted by Expensify
Subject to your compliance with these Terms of Service, Expensify grants you a limited non-exclusive, non-transferable license to download and install a copy of the Application on your mobile device and run such copy of the Application solely for your own personal or business use. Furthermore, with respect to any App Store Sourced Application (defined below in the Section entitled "Accessing and Downloading the Application from iTunes"), you will only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (operating system software provided by Apple) and (ii) as permitted by the "Usage Rules" set forth in the Apple App Store Terms of Service. Expensify reserves all rights in the Application not expressly granted to you by these Terms of Service.
Expensify Service. Expensify shall own and retain all right, title, and interest in and to the Expensify Service (except for any licensed content and software components included therein). Member agrees not to reverse engineer, decompile, distribute, license, sell, transfer, disassemble, copy, alter, modify, or create derivative works of the Expensify Service or otherwise use the Expensify Service in any way that violates the use restrictions contained in these Terms of Service. Expensify does not grant to Member any license, express or implied, to the intellectual property of Expensify or its licensors. Member further acknowledges and agrees that any information regarding the design, "look and feel", specifications, components, functionality or operation and payment terms and pricing (if applicable) of the Expensify Service is considered the confidential and proprietary information of Expensify (collectively "Expensify Confidential Information").
Member Data. Subject to the section below labeled "Assignment of Certain Member Data", Member shall retain all right, title and interest in and to (a) all graphics, images, files, data and other information transmitted by Member to Expensify, Issuers, Card Networks, or Third-Party Service Providers in connection with its use of the Expensify Service and (b) reports and other materials generated by the Expensify Service following such transmission (collectively, "Member Data"), provided, however, that Member hereby grants to Expensify a worldwide, royalty-free, non-exclusive license to use (i) data generated as a result of Member's use of the Expensify Service solely for purposes of (x) maintaining and improving the Expensify Service and (y) providing Member with access to special product offers and promotions and (ii) non-identifiable, anonymous, aggregated data regarding Member's use of the Expensify Service compiled by Expensify solely for marketing purposes or distribution to third party research firms.
Assignment of Certain Member Data. Notwithstanding the foregoing, upon your submission of an expense report to a Corporate Member or any other Member, you hereby transfer all right, title, and interest in and to any transferred Member Data to the applicable Corporate Member or Member, provided, however, that such Corporate Member or Member hereby grants to you a worldwide, perpetual, royalty-free, non-exclusive license to maintain and utilize copies of such transferred Member Data (including any expense reports) for personal recordkeeping purposes.
Expensify Logos and Designs. Expensify's graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Expensify in the U.S. and/or other countries. Expensify's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without Expensify's prior written permission.
Member Art. Member shall retain all right, title and interest in and to all of Member's logos, promotional graphics and related marketing designs (collectively, the "Member Art"), provided, however, that Member hereby grants to Expensify a worldwide, royalty-free, non-exclusive license to use the Member Art, as well as Member's corporate and/or trade name, for purposes of fulfilling its obligations hereunder and marketing Expensify's products and services to third parties, subject to Member's right in each instance to approve the manner and form of such use (which approval shall be in writing and shall not be unreasonably withheld or delayed).
Derived Data. You shall own and retain all right, title, and interest in and to any data derived from your use of the Expensify Service or that of any individual authorized by you to utilize the Expensify Service (your "Users"), as defined below)(collectively, the "Derived Data"); provided, however, that you hereby grant to Expensify a worldwide, royalty-free, non-exclusive license to use data generated as a result of your use of the Expensify Service solely for purposes of (x) maintaining and improving the Expensify Service, (y) providing you and/or your Users with access to and information about customized features, new functionality, and partner integrations, and (z) sharing with our partners such data in anonymized, aggregated form.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Expensify Service ("Feedback"). You may submit Feedback by emailing us at firstname.lastname@example.org or through the "Help" section of the Expensify Service. You acknowledge and agree that all Feedback will be the sole and exclusive property of Expensify and you hereby irrevocably assign to Expensify and agree to irrevocably assign to Expensify all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At Expensify's request and expense, you will execute documents and take such further acts as Expensify may reasonably request to assist Expensify to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of Expensify and agree that you will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than disclosure to your authorized employees and agents who are bound to maintain the confidentiality of Confidential Information. You shall promptly notify Expensify in writing of any circumstances which may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to Expensify upon termination of this Agreement for any reason whatsoever. The term "Confidential Information" shall mean any and all of Expensify’s trade secrets, confidential and proprietary information and all other information and data of Expensify that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical, financial, strategic and other proprietary and confidential information relating to Expensify's business, operations and properties, including information about Expensify's Users or partners, or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
Corporate Card Program
As part of the Expensify Service, Corporate Members may elect to issue and manage Cards for your Users, along with other related programs provided by Expensify from time to time (the “Corporate Card Program”). Cards may only be used for a Corporate Member’s bona fide business and may not be (a) used for any purpose that is unlawful or prohibited by these Terms of Service or the Card Terms; (b) used for any personal, family, or household use; (c) provided to or used for the benefit of an individual, organization, or country that is blocked or sanctioned by the United States, including those identified on the United States Office of Foreign Asset Control (OFAC); (d) by unaffiliated third parties; or (e) used for any other activities not for the benefit of the Corporate Member.
Administrator. If you are participating in Expensify’s Corporate Card Program, your Corporate Member must specify at least one administrator for your Account. Administrators can set or change spending limits for Users; view transactions; run reports and download statements; provide or update Personal Data; connect Linked Accounts, Third-Party Services, and other accounts to your Account; and perform other tasks on the Corporate Member’s behalf.
Card Terms. Cards are issued by the Issuer identified on the back of physical Cards issued to you, in the Card Terms, and relevant program materials provided to you. These Terms of Service and the Card Terms govern your use of the Cards. You may only use the Cards if you, your Administrators, and your Users consent to the applicable Card Terms. Issuers may update Card Terms at any time by providing notice to you through the Application or the Site, and your continued use of the Cards constitutes your acceptance of the updated Card Terms.
Linked Accounts and Third-Party Services. We will use Financial Data from Linked Accounts to verify account balances and account information, establish spending limits, identify spending patterns and potential fraud, determine spending limits, analyze and report transactions, and provide the Expensify Service to you. You must maintain at least one Linked Account at all times and agree that Expensify may directly debit this Linked Account. You may change Linked Accounts through your Account. Use of the Corporate Card Program may also permit Expensify to access Personal Data through Third-Party Services.
Spending Limits. Company spending limits are set by and using Financial Data and Personal Data which may include prior bank statements, available funds and spending patterns, nature and history of the Company’s business, and anticipated use of Cards. We may not disclose exact spending limits but may provide guidance identifying whether specific transactions or monthly volumes may exceed any spending limits. Spending limits are dynamic and may be modified at any time with or without notice to you, including temporarily increases or decreases to your spending limits or reducing spending limits to $0. Administrators may set User-specific limits or controls through your Account, but the aggregate spending limit for all Users may not exceed the total spending limit established for the Company.
Requesting and Replacing Cards. Cardholders may request Cards for Users through your Account but will only request Cards for and provide Cards to individuals that are employees or affiliated with or authorized by the Company. Cards may be denied or canceled due to changes in Issuer’s policies, as required by law, or for other reasons we determine are appropriate under the circumstances. You will promptly notify us and take appropriate measures to prevent unauthorized transactions when a Card is lost, stolen, breached, or needs to be replaced. In such cases, Administrators may request the issuance of replacement Cards by Issuers through your Account. Replacement Cards may have new account numbers that will require you to update the Card on file for any scheduled or recurring payments. If you do not update the Card for scheduled or recurring payments, the transactions may not be completed. You are solely responsible for updating Cards stored with merchants where account numbers have been changed.
Using Cards. Users may only use Cards for bona fide business-related Charges. You are responsible for selecting who in your organization should have access to Cards. You agree to establish and maintain controls designed to ensure that the Cards are only used for bona fide Company purposes and in compliance with Card Network rules. You are solely responsible for Charges made by any individuals given access to Cards even if they are not the person associated with or named on the Card. Expensify, Issuers, Card Networks, or other intermediary Third-Party Service Providers (including merchant acquirers) may deny or reverse Charges for any reason. Expensify is not responsible for any losses, damages, or harm caused by a Charges that are denied or reversed.
If you and a merchant have a dispute regarding a Charge, including delivery of the incorrect goods or services or being charged the wrong amount, you should first attempt to resolve the dispute with the merchant. If such a dispute is not resolved to your satisfaction or if you believe the Charge is unauthorized, you may initiate a Chargeback through your Account. The Card Networks have established procedures for resolving Chargebacks that may require that you provide details of the disputed Charge or associated documentation. Chargebacks resolved in your favor will be credited to your Account.
Payment. You are responsible for payment in full of all Charges, Fees, and Fines. Your Linked Account will be automatically debited for the full amount of such Charges, Fees, and Fines on a daily basis. If you do not pay any such charges, fees, and fines by the required due date, then your Card may be suspended or terminated.
ACH Authorization. THIS SECTION PROVIDES AUTHORIZATION TO AUTOMATICALLY DEBIT YOUR LINKED ACCOUNTS FOR ALL AMOUNTS YOU OWE UNDER THIS PLATFORM AGREEMENT. PLEASE READ IT THOROUGHLY.
Your Authorization to Debit Linked Accounts. You authorize Expensify, Issuers, or their assigns to collect amounts owed under these Terms of Service by debiting funds from the Linked Accounts at depository institutions (including banks and credit unions) using the Automated Clearinghouse (ACH) network governed by the rules established by the National Automated Clearinghouse Association (NACHA). These debits are bound by NACHA rules for business-related ACH debits.
Manner and Timing of Payment. We will debit Linked Accounts for all amounts owed to us under this Agreement on a daily basis, as applicable. If we cannot collect these amounts via ACH, you agree to immediately pay all amounts owed as directed. You also authorize Expensify, Issuers, or their assigns to debit Linked Accounts immediately, on any date, and without additional notice where (a) the total aggregate balance of Linked Accounts is less than any balance minimums that we have communicated to you or (b) we determine in our sole discretion that the Company poses or may pose an unacceptable risk to Expensify, Issuers, or third parties or no longer satisfy the underwriting criteria used to establish the spending limit for Company.
Withdrawing Your Authorization. To withdraw the debit authorization from a Linked Account, you must provide us 30-days’ advanced notice and pay all amounts owed under your Account immediately. Withdrawal of a debit authorization does not terminate these Terms of Service or your obligation to pay all amounts owed under these Terms of Service or the Card Terms. You will be responsible for all costs of collections and damages under these Terms of Service if amounts owed are not paid by you as described in these Terms of Service.
You agree not to do any of the following:
Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
Use, display, mirror or frame the Expensify Service, or any individual element within the Expensify Service, Expensify's name, any Expensify trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Expensify's express written consent;
Access, tamper with, or use non-public areas of the Expensify Service, Expensify's computer systems, or the technical delivery systems of Expensify's providers;
Attempt to probe, scan, or test the vulnerability of any Expensify system or network or breach any security or authentication measures;
Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as of privacy and publicity) of any other use of the Expensify Service or staff member of Expensify.
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Expensify or any of Expensify's providers or any other third party (including another user) to protect the Expensify Service or Site Content;
Attempt to access or search the Expensify Service or Site Content or download Site Content from the Expensify Service through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Expensify or other generally available third party web browsers;
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail or junk messages, spam, chain letters or other form of solicitation (including sending invitations to use the Expensify Service to the mobile numbers of people you do not know);
Use or disclose any Expensify Confidential Information, except as otherwise explicitly set forth herein.
Use any meta tags or other hidden text or metadata utilizing a Expensify trademark, logo URL or product name without Expensify's express written consent;
Use the Expensify Service or Site Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms of Service;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Expensify Service or Site Content to send altered, deceptive or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Expensify Service or Site Content;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Expensify Service;
Collect or store any personally identifiable information from the Expensify Service from other users of the Expensify Service without their express written permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual or entity to do any of the foregoing.
Expensify will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Expensify may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Service. You acknowledge that Expensify has no obligation to monitor your access to or use of the Expensify Service, or to review or edit any Member Content, but has the right to do so for the purpose of operating the Expensify Service, to ensure your compliance with these Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE
If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible through the Expensify Service, please notify Expensify's copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 (DMCA). For your complaint to be valid under the DMCA, you must provide the following information in writing:
An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
Identification of the copyrighted work that you claim is being infringed;
Identification of the material that is claimed to be infringing and where it is located on the Services;
Information reasonably sufficient to permit Expensify to contact you, such as your address, telephone number, and email address;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
Expensify's Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows:
Attention: Copyright Agent
548 Market Street, #61434
San Francisco, CA 94104
For clarity, only DMCA notices should go to the Expensify, Inc. Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to Expensify via email@example.com.
Links to Third-Party Websites
If you choose to use our referral service to tell a friend about Expensify, you must seek your friend's consent to our use of your friend's name and email address to contact them about the Expensify Service. By providing us with your friend's name and email address, you warrant that your friend consents to such contact.
Termination and Account Cancellation
If you breach any of these Terms of Service, any applicable Card Terms, or violate the rules of an Issuer or Card Network, Expensify will have the right to suspend, disable or terminate your Account or Cards or terminate these Terms of Service, at its sole discretion and without prior notice to you. Expensify reserves the right to revoke your access to and use of the Expensify Service or to terminate any Statement of Work at any time, with or without cause. In the event Expensify terminates these Terms of Service for your breach, you will remain liable for any and all amounts due hereunder. You may cancel your Account at any time from https://www.expensify.com/settings, or by sending an email to firstname.lastname@example.org.
If you are party to a Statement of Work, you may terminate your obligations under these Terms of Service (a "Termination for Cause") in the event Expensify fails to perform or observe any material term or condition under these Terms of Service and fails to cure such breach within thirty (30) days after receipt of written notice of such breach.
THE EXPENSIFY SERVICE AND SITE CONTENT ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, EXPENSIFY EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. EXPENSIFY MAKES NO WARRANTY THAT THE EXPENSIFY SERVICE OR SITE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. EXPENSIFY MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, EXPENSIFY SERVICE OR SITE CONTENT PURCHASED OR OBTAINED THROUGH THE EXPENSIFY SERVICE OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE EXPENSIFY SERVICE. EXPENSIFY DOES NOT WARRANT THE RESULTS OF USE OF THE EXPENSIFY SERVICE, AND CLIENT ASSUMES ALL RISK AND RESPONSIBILITY WITH RESPECT THERETO. CLIENT SHOULD NOTE THAT IN USING THE EXPENSIFY SERVICE, SENSITIVE INFORMATION WILL TRAVEL THROUGH THIRD PARTY INFRASTRUCTURES WHICH ARE NOT UNDER EXPENSIFY'S CONTROL (SUCH AS A THIRD PARTY SERVERS AND THE INTERNET). EXPENSIFY MAKES NO WARRANTY WITH RESPECT TO THE SECURITY OF SUCH THIRD PARTY INFRASTRUCTURES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM EXPENSIFY OR THROUGH THE EXPENSIFY SERVICE, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE EXPENSIFY SERVICE AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE EXPENSIFY SERVICE. YOU UNDERSTAND THAT EXPENSIFY DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE EXPENSIFY SERVICE, NOR DOES EXPENSIFY MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE EXPENSIFY SERVICE. EXPENSIFY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE EXPENSIFY SERVICE OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE EXPENSIFY SERVICE. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE EXPENSIFY SERVICE AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE EXPENSIFY SERVICE, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
You agree to defend, indemnify, and hold Expensify, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Expensify Service, or your violation of these Terms of Service, including without limitation any breach of any representations or warranties herein, any infringement by you of Expensify's intellectual property rights, and any claim by a third party that the Member Data or Member Art infringes such third party's intellectual property rights.
Expensify will defend indemnify and hold you (and in the case of a Corporate Member, your directors, officers, employees and affiliates) harmless from and against any and all costs, liabilities, losses and expenses (including but not limited to reasonable attorneys' fees), resulting from any claim, suit, action or proceeding alleging that the Expensify Service or any portion thereof infringes any patent, copyright or other intellectual property, proprietary, or other right of any third party.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE EXPENSIFY SERVICE AND SITE CONTENT REMAINS WITH YOU. EXCEPT FOR THE INDEMNITY OBLIGATIONS SET FORTH HEREIN, UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SYSTEM FAILURE OR NETWORK OUTAGE, WILL EITHER EXPENSIFY OR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE EXPENSIFY SERVICE OR SITE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, EXPENSIFY SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR EXPENSIFY SERVICE, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF EXPENSIFY SERVICE OR FROM THE USE OF OR INABILITY TO USE THE SERVICE OR SITE CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE EXPENSIFY SERVICE OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE EXPENSIFY SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT EXPENSIFY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
EXCEPT FOR THE INDEMNITY OBLIGATIONS SET FORTH HEREIN, IN NO EVENT WILL EXPENSIFY'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF EXPENSIFY SERVICE OR FROM THE USE OF OR INABILITY TO USE THE EXPENSIFY SERVICE OR SITE CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO EXPENSIFY FOR USE OF THE EXPENSIFY SERVICE OR CONTENT. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN EXPENSIFY AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You may not use, export, re-export, import, or transfer the Application except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Application, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Application for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.
Accessing and Downloading the Application from iTunes
The following applies to any Application accessed through or downloaded from the Apple App Store ("App Store Sourced Application"):
You acknowledge and agree that (i) these Terms of Service are concluded between you and Expensify only, and not Apple, and (ii) Expensify, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the App Store Terms of Service.
You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.
In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between Expensify and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Expensify.
You and Expensify acknowledge that, as between Expensify and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
You and Expensify acknowledge that, in the event of any third party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party's intellectual property rights, as between Expensify and Apple, Expensify, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms of Service.
You and Expensify acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of these Terms of Service as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App Store Sourced Application against you as a third party beneficiary thereof.
Without limiting any other terms of these Terms of Service, you must comply with all applicable third party terms of agreement when using the App Store Sourced Application.
Controlling Law and Jurisdiction; Agreement to Arbitrate
These Terms of Service and any action related thereto will be governed by and construed in accordance with the laws of the State of California without regard to its conflict of laws provisions. Notwithstanding the provision in the preceding paragraph with respect to applicable substantive law, any arbitration conducted pursuant to these Terms of Service will be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16).
To the extent feasible, the parties desire to resolve any dispute, claim, or controversy arising out of or relating to your use of or access of the Site, the Expensify Service and these Terms of Service, including the determination of the scope or applicability of this agreement to arbitration (a “Dispute”) through discussions and negotiations between each other. The parties agree to attempt to resolve any Disputes by negotiation with the other party (by phone, electronic correspondence, or written correspondence). If, after good faith discussions, the Dispute(s) cannot be resolved solely between the parties, such Dispute(s) will be determined by arbitration in the English language in San Francisco County, California before a single arbitrator. The arbitration will be administered by Judicial Arbitration and Mediation Services (“JAMS”) in accordance with the Streamlined Arbitration Rules and Procedures (“Rules”) of JAMS, which are available on the JAMS website and hereby incorporated by reference. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason. You and Expensify agree that the state or federal courts sitting in San Francisco County, California have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. This provision will not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
The arbitration will be commenced by the claimant party filing a demand for arbitration with JAMS and serving the demand on the opposing party. Within 30 calendar days of the date the demand for arbitration is filed, the parties will select an arbitrator by following the Rules’ arbitrator selection procedures. Except as may be required by law, neither party nor the arbitrator may disclose the existence, content, or results of any arbitration under these Terms of Service without the prior written consent of both parties. The arbitrator’s award will be in writing, in the English language, and accompanied by a reasoned opinion and a written statement of the essential findings and conclusions on which the award is based.
The arbitrator will determine how the costs and expenses of the arbitration will be allocated between the Parties and may award attorneys’ fees. Each party shall bear the burden of its own counsel fees incurred in connection with any arbitration proceedings. Judgment upon the award returned by the arbitrator may be entered in any court having jurisdiction over the parties or their assets or application of enforcement, as the case may be. Any award by the arbitrator shall be the sole and exclusive remedy of the parties. The parties hereby waive all rights to judicial review of the arbitrator’s decision and any award contained therein.
These Terms of Service constitute the entire and exclusive understanding and agreement between Expensify and you regarding the Expensify Service and Site Content, and these Terms of Service supersede and replace any and all prior oral or written understandings or agreements between Expensify and you regarding the Expensify Service.
You may not assign or transfer these Terms of Service, by operation of law or otherwise, without Expensify's prior written consent. Any attempt by you to assign or transfer these Terms of Service, without such consent, will be null and of no effect. Expensify may assign or transfer these Terms of Service, at its sole discretion, without restriction. Subject to the foregoing, these Terms of Service will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms of Service, will be in writing and given: by Expensify (i) via email (in each case to the address that you provide) or (ii) by posting to the Application or Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
The failure of Expensify to enforce any right or provision of these Terms of Service will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Expensify. Except as expressly set forth in these Terms of Service, the exercise by either party of any of its remedies under these Terms of Service will be without prejudice to its other remedies under these Terms of Service or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms of Service invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms of Service will remain in full force and effect.
If you have any questions about these Terms of Service, please contact Expensify at email@example.com or 548 Market #61434, San Francisco, CA 94104. You acknowledge and agree that when contacting Expensify, whether by email, chat, or otherwise, you will not include any personally identifiable information in your communications, and that if such information is included in your communications with Expensify, Expensify will have no legal obligation or liability with regard to such information.