Thank you for considering the Synergy APP (defined below) offered by Fair Capital LLC (referred to as “Fair Capital”, “we”, “our”, or “us”). Please review these Terms of Service (“Agreement”) thoroughly.

This agreement is a legal agreement between you and Fair Capital. By accepting electronically (for example, clicking “I Agree”), installing, accessing or using the APP, you agree to these terms. If you do not agree to this agreement, then you may not use the APP. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions as its authorized representative, in which case the terms “you” or “your” will refer to such entity and its affiliates as well as you. If the legal entity you represent does not agree with these terms and conditions, you must not accept this agreement, register, and use or access the Services as an authorized representative.

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A. GENERAL TERMS

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AGREEMENT.

This agreement describes the terms governing your use of the Synergy APP provided to you on this website (https://thefaircapital.com) including its subdomain (https://synergy.thefaircapital.com) and any other websites controlled and operated by us in connection with the APP, including content, updates and new releases, (collectively, the “Services”). It includes by reference:

• Fair Capital’s Privacy Policy the our website or provided to you otherwise.

• Additional Terms and Conditions, which may include those from third parties.

• Any terms provided separately to you for the APP, including APP or program terms, activation, payment terms, etc.

• The Fair Capital LLC debt collection service contract agreement.

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YOUR RIGHTS TO USE THE APP.

The APP may be protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the APP and only for the purposes described by Fair Capital. Fair Capital reserves all other rights in the APP. Until the termination of this agreement and as long as you meet any applicable obligations and comply with this Agreement, Fair Capital grants to you a personal, limited, nonexclusive, nontransferable right and license to use the APP.

 You agree not to use, nor permit any third party to use, the APP or content in a manner that violates any applicable law, regulation or this agreement. You agree you will not:

• Provide access to or give any part of the APP to any unauthorized third party.

• Reproduce, modify, copy, deconstruct, sell, trade or resell the APP.

• Make the APP available on any file-sharing or application-hosting service.

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YOUR PERSONAL INFORMATION.

You can view Fair Capital’s Privacy Policy provided on our website. Fair Capital shall only use your personal information following Fair Capital’s Privacy Policy.

 

CONTENT.

You are responsible for your content. You are responsible for all materials and data (“Content “) uploaded, posted or stored through your use of the APP. You grant Fair Capital a worldwide, royalty-free, non-exclusive license to host and use any Content provided through your use of the APP. Archive your content frequently. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. Fair Capital is not responsible for the content or data you submit through the APP. You agree not to use, nor permit any third party to use, the APP to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:

1. Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage “flaming” others, or criminal or civil liability under any local, state, federal or foreign law;

2. Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual’s privacy;

3. Virus, trojan horse, worm or other disruptive or harmful software or data; and

4. Any information, software or content which is not legally yours and without permission from the copyright owner or intellectual property rights owner.

Fair Capital may freely use feedback you provide. You agree that Fair Capital may use your feedback, suggestions, or ideas in any way, including in future modifications of the APP, other products or services, advertising or marketing materials. You grant Fair Capital a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to Fair Capital in any way.

6.3 Fair Capital may monitor your content. Fair Capital may, but has no obligation to, monitor content on the APP. We may disclose any information necessary to satisfy our legal obligations, protect Fair Capital or its customers, or operate the APP and Services properly. Fair Capital, in its sole discretion, may refuse to post, remove, or refuse to remove, any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of this agreement.

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ADDITIONAL TERMS.

Fair Capital does not give professional advice. Fair Capital is not in the business of providing legal, financial, accounting, tax, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.

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Communications.

Fair Capital may be required by law to send you communications about the APP or third party products. You agree that Fair Capital may send these communications to you via email or by posting them on our websites.

You will manage your passwords and accept updates. You are responsible for securely managing your password(s) for the APP and to contact Fair Capital if you become aware of any unauthorized access to your account. The APP may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve the APP. You agree to receive these updates.

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DISCLAIMER OF WARRANTIES.

YOUR USE OF THE APP, SOFTWARE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE APP IS PROVIDED “AS IS.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FAIR CAPITAL, ITS AFFILIATES, AND ITS THIRD-PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY,” SUPPLIERS”) DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES ARE FIT FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OR CONTENT IN OR LINKED TO THE SERVICES. FAIR CAPITAL AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION TO THE EXTENT PERMITTED BY THE APPLICABLE LAWS OF SCOTLAND. ANY IMPLIED WARRANTIES IN RESPECT TO THE SERVICES, SOFTWARE, AND CONTENT ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF THE SERVICES, WHICHEVER IS SOONER.

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FAIR CAPITAL, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.

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YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THE APP IS IN ACCORDANCE WITH APPLICABLE LAW.

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LIMITATION OF LIABILITY AND INDEMNITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF FAIR CAPITAL, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE APP DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, FAIR CAPITAL, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET FAIR CAPITAL SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF FAIR CAPITAL AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF FAIR CAPITAL, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE. NOTWITHSTANDING THE FOREGOING, NO PROVISION OF THIS AGREEMENT SHALL EXCLUDE OR LIMIT LIABILITY TO THE EXTENT THAT SUCH EXCLUSION OR LIMITATION IS PROHIBITED BY THE APPLICABLE LAWS OF SCOTLAND AND FOR THE AVOIDANCE OF DOUBT FAIR CAPITAL DOES NOT EXCLUDE LIABILITY FOR: (I) DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE OR THE NEGLIGENCE OF ITS OFFICERS, EMPLOYEES, CONTRACTORS OR AGENTS; (II) FRAUD OR FRAUDULENT MISREPRESENTATION; (III) ANY OTHER LIABILITY WHICH CANNOT BE LAWFULLY EXCLUDED BY CONTRACTUAL AGREEMENT OF THE PARTIES.

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You agree to indemnify and hold Fair Capital and its affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable legal and associated fees and costs, arising out of your use of the Services or breach of this agreement (collectively referred to as “Claims”). Fair Capital reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Fair Capital in the defense of any Claims.

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CHANGES.

​We reserve the right to change this agreement at any time, and the changes will be effective when posted on our website or when we notify you. We may also change or discontinue the APP, in whole or in part. Your continued use of the APP indicates your agreement to the changes.​

 

TERMINATION.​

Fair Capital may immediately, in its sole discretion and without notice terminate this agreement or suspend the APP and/or Services.

 

EXPORT RESTRICTIONS.

You acknowledge that the APP, including and the underlying software may include U.S. technical data subject to restrictions under export control laws and regulations administered by the United States government. You agree that you will comply with these laws and regulations, and will not export or re-export any part of the Services, in violation of these laws and regulations, directly or indirectly.

 

GOVERNING LAW AND JURISDICTION.

This agreement will be governed by the laws of New York, without regard to its conflicts of law principles. Notwithstanding the foregoing, you acknowledge that your breach (or an apprehension of breach) of any provisions of this agreement or any infringement (or fear of infringement) of Fair Capital’s or its Suppliers’ intellectual property rights may cause Fair Capital irreparable damage for which recovery of money damages would be inadequate. Accordingly, you agree that Fair Capital shall be entitled, in addition to any other remedies available to it, to seek (in any court of competent jurisdiction, notwithstanding the previous sentence) any relief (whether equitable or otherwise) to prevent or restrain any such breach or apprehended breach by you or otherwise to protect Fair Capital’s rights under this agreement. Accordingly, the parties hereby submit to the exclusive jurisdiction of the courts of Scotland and you agree that you will procure that any third party making a claim against Fair Capital arising out of this agreement shall bring such claim exclusively in the Scottish courts and subject to the limitations and exclusions of liabilities provided for in this agreement.

 

COMPLIANCE WITH PRESERVATION ORDERS.

Fair Capital accepts no liability to you under this agreement, or otherwise at law, for compliance by Fair Capital with any order or notice, whether issued to Fair Capital or to you, and whether issued by any court, tribunal, regulatory authority, arbitral tribunal or anybody or authority exercising judicial, quasi-judicial, regulatory, or arbitral power or authority, requiring the preservation of any data, information documents or content (a “Preservation Order”). To the extent that a Preservation Order has been issued to you, you acknowledge that you are solely responsible for your compliance with it.

 

SERVICES.

The following products and services are referred to in this agreement as a “Service” and together as the “Services”:

Fair Capital. Fair Capital is a debt collection agency providing debt collection services. Synergy is an APP owned by Fair Capital which helps transfer past due accounts to Fair Capital.

Modification to the APP. We have the right, in our sole discretion, to revise, update, or otherwise modify the APP or alter your access to the APP.

 

DATA.

Personal Data. If you are providing data to us that is not personal to you, you acknowledge that both Fair Capital and you are joint controllers. You agree that you have either provided the owner of such personal data notice or received permission from the owner of such personal data, as required by applicable law, for us to: (a) use or disclose the data in accordance with our Privacy Policy, (b) move the data outside of the country of residence of such owner of the personal data, if applicable, (c) provide the data to Third Party Products that you approve, and (d) otherwise use and disclose the data per this agreement. You acknowledge and agree that Fair Capital may provide data in your account to any Additional Users to which that data is applicable or personal to.

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Service Providers.

We may use third parties to operate our APP and Services or perform any of our obligations in this agreement. In order for our Service Providers to be able to provide you with certain aspects of the APP and Services, we may share a limited amount of your data or content with such Service Provider. Our agreements with Service Providers outline the appropriate use and handling of this information and prohibit the Service Provider from using any of your information for purposes unrelated to the Services.

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GENERAL.

If any court of law, having jurisdiction, rules that any part of this agreement is invalid, that section will be removed without affecting the remainder of the agreement. The remaining terms will be valid and enforceable. You cannot assign or transfer ownership of this agreement to anyone without written approval of Fair Capital. However, Fair Capital may assign or transfer it without your consent to (a) an affiliate, (b) a company through a sale of assets by Fair Capital or (c) a successor by merger. Any assignment in violation of this section shall be void. If you want to request a transfer of this agreement, contact Fair Capital via email at: info@thefaircapital.com.