Last Updated: March 18, 2024
General Terms of Service
Welcome, and thank you for your interest in Figure Technology Solutions, Inc. and its affiliates (“Figure,” “we,” and/or “us”). These General Terms of Service (the “General Terms”) govern your access to and use of the www.figure.com website or any related website or mobile application (“Site”), including any content, functionality, products, “Additional Services” (as defined below in Appendix B), and services offered on or through the Site (“Service”).
These General Terms, including any additional agreements incorporated by reference herein (identified in Appendix A) and any “Additional Terms” (as defined below in Appendix B) you agree to when using any Additional Services (collectively, the “Terms”), form a legally binding agreement between Figure and you regarding your use of the Service. “You” and “your” refer to any person who accesses or uses the Site or Service. You may either enter into these Terms on your own behalf for personal use or on behalf of your employer. If you are entering into these Terms on your own behalf for personal use, you are a “User” under these Terms. If you are entering into these Terms on behalf of your employer, your employer is a “Company” under these Terms and any reference to “you” or “your” will be deemed to mean your employer.
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 9, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND FIGURE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. See Section 9 for additional details.
Modification Notice. We may amend or modify the Terms at any time by posting revised terms on the Site or providing a copy to you. Any such revised Terms shall be effective as of the time they are posted but will not apply retroactively. Your continued use of the Service after the posting of revised Terms constitutes your acceptance of such revised Terms. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Service and close any account(s).
BY CLICKING ANY BUTTON INDICATING ACCEPTANCE (E.G., AN “I ACCEPT” BUTTON) OR INSTALLING, DOWNLOADING, ACCESSING, OR OTHERWISE USING THE SERVICE, YOU ARE REPRESENTING TO US THAT YOU HAVE READ AND UNDERSTAND THESE TERMS, YOU ARE OVER THE AGE OF 18 (OR OLDER IF YOU RESIDE IN A STATE WHERE THE MAJORITY AGE IS OLDER), AND ARE EITHER CONSENTING TO BE LEGALLY BOUND BY THESE TERMS ON YOUR OWN BEHALF AS A USER OR ON BEHALF OF A COMPANY AS AN AUTHORIZED REPRESENTATIVE OF THAT COMPANY. IF YOU ARE CONSENTING ON BEHALF OF A COMPANY, THEN YOU FURTHER REPRESENT TO US THAT YOU HAVE THE AUTHORITY TO BIND THE COMPANY TO THESE TERMS AND THAT THE COMPANY AGREES TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS OR CANNOT MAKE THESE REPRESENTATIONS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND FIGURE’S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY FIGURE AND BY USER OR COMPANY, AS APPLICABLE, TO BE BOUND BY THESE TERMS.
1. Use of the Service.
(a) Account. To access most features of the Service, you must apply for an account (“Account”). When applying for your Account on the Service, you may be required to provide us with some information about yourself, such as your email address, home address, a valid, government-issued photo ID, and other contact information. You agree that: (a) the information you provide to us is accurate and that you will keep it accurate and up to date at all times; (b) you are solely responsible for maintaining the confidentiality of your Account and for restricting access to it; and (c) you accept responsibility for all activities that occur in your Account or under your access credentials. When you register, you may also be asked to provide a password. You acknowledge and agree that Figure is not responsible for any third-party access to your Account that results from theft or misappropriation of your Account. You agree to immediately notify us at support@figure.com of any unauthorized use of your access credentials or otherwise of your Account or any other known or suspected breach of security. We will not be liable for any loss or damage arising from your failure to comply with this section.
(b) Consent to Access, Processing and Storage of Your Personal Data. During registration for your Account, or for any Additional Service (as defined in Appendix B), or at any other time deemed necessary by Figure, you agree to provide us with the information we request for the purposes of identity verification, providing the Service to you, and the detection of money laundering, terrorist financing, fraud, or any other financial crimes and permit us to keep a record of such information. The information we request may include certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, taxpayer identification number, government identification, and information regarding your bank account (such as the name of the bank, the account type, routing number, and account number) and in some cases (where permitted by law), special categories of personal data, such as your biometric information. You consent to us accessing, processing and retaining any personal information you provide to us for the purpose of us providing the Service to you. This consent is not related to, and does not affect, any rights or obligations we or you have in accordance with data protection laws, privacy laws and regulations. You can withdraw your consent at any time by closing your Account. However, we may retain and continue to process your personal information if we reasonably believe it is necessary in order to comply with laws or regulations. In providing us with this or any other information that may be required, you confirm that the information is accurate and authentic. You agree to keep us updated if any of the information you provide changes. You authorize us to make inquiries, whether directly or through third parties, that we consider necessary to verify your identity or protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. When we carry out these inquiries, you acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our inquiries in full. This is an identity check only and should have no adverse effect on your credit rating. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request. Further, you authorize your wireless operator to disclose your phone number, name, address, email, network status, customer type, customer role, billing type, Device identifiers (IMSI and IMEI) and other subscriber and Device details, if available, to Figure and Figure Payments and our service providers until these Terms are terminated, solely for identity verification and fraud avoidance. See our Privacy Policy for more information on how we treat your data.
(c) Payments and Authorization. Certain features of the Service may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable. Figure reserves the right to determine pricing for the Service, including any features of the Service or products offered through the Service. Figure will make reasonable efforts to keep pricing information published on our website up to date. We encourage you to check our website periodically for current pricing information. Figure may change the fees for any feature of the Service, including additional fees or charges, if Figure gives you advance notice of changes before they apply. Figure, at its sole discretion, may make promotional offers with different features and different pricing to any of Figure’s users and merchants. These promotional offers, unless made to you, will not apply to your offer or these Terms. You authorize Figure to charge all sums for any Use of your Account that you confirm through the Service (including through features of the Service, such as QR codes), any orders you make, and any level of Service you select as described in these Terms or published by Figure, including all applicable taxes, to the payment method specified in your Account. If you pay any fees with a credit card, Figure may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase or requested transmission of funds in or out of your Account. Figure may suspend or terminate access to the Service, including fee-based portions of the Service, for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any unpaid amount, including collection fees.
(d) Third-Party Services and Software. Figure may provide tools through the Service that enable you to export information to third-party services, including through features that allow you to link your Account with an account on the third-party service, such as your bank account, or through our implementation of third-party buttons. By using one of these tools, you agree that Figure may transfer that information to the applicable third-party service. Third-party services are not under Figure’s control, and, to the fullest extent permitted by law, Figure is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under Figure’s control, and Figure is not responsible for their content. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components. Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining those third-party components under the applicable third-party licenses or to limit your use of those third-party components under those third-party licenses.
2. Licenses and Ownership.
(a) Licenses to Service. Subject to your complete and ongoing compliance with these Terms, Figure grants a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of any mobile application associated with the Service obtained from a legitimate marketplace (whether installed by you or pre-installed on your mobile device by the device manufacturer) on a mobile device that you own or control (“Device”); and (b) access and use the Service, solely for User’s personal, non-commercial use or solely for Company’s internal business purposes, as applicable. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (i) reproduce, distribute, publicly display, or publicly perform the Service; (ii) make modifications to the Service; or (iii) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it. Except for the limited license granted in these Terms, Figure retains all right, title, and interest, including all intellectual property rights, in and to the Services. The Services constitute Figure’s valuable trade secrets. Accordingly, any unauthorized use or disclosure of information related to the Services would cause Figure irreparable harm. The license granted pursuant to these Terms is not a sale and does not transfer to you title or ownership of the Services or a copy of the Services. ALL RIGHTS NOT EXPRESSLY GRANTED UNDER THESE TERMS ARE RESERVED BY FIGURE.
(b) User Content. Certain features of the Services may permit users to upload and provide content to the Services, including messages, data, text, images, files, links, information, contracts, documents, materials and other types of works (“User Content”) and to publish User Content on the Services. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Services. By providing User Content to or via the Services, you grant Figure a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, for purposes of providing the Services to you and to other authorized users. Further, you give Figure permission to share your User Content with any third-party with whom you engage or wish to apply to engage, and any service provider that participates in transactions you enter, all as may be further described in the Privacy Policy. By providing User Content, you represent and warrant that: (a) your User Content is true and accurate; (b) your User Content, and the use of your User Content as contemplated by these Terms, does not and will not (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Figure to violate any law or regulation.
(c) Retention. You acknowledge, consent, and agree that Figure may access, preserve, and disclose content you provide us if required to do so by law or in a good faith belief that such access, preservation, or disclosure is permitted by our Privacy Policy or reasonably necessary or appropriate for any of the following reasons: (1) to comply with legal process (e.g., a subpoena, court order, or warrant); (2) to enforce these Terms; (3) to respond to claims that any content violates the rights of third parties; (4) to protect the rights, property, or personal safety of Blend, our agents and affiliates, our users, and the public; or (5) to address your requests.
(d) Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service or Account (“Feedback”), then you grant Figure a perpetual, irrevocable, non-exclusive, worldwide, royalty-free, fully paid-up, fully sublicensable, and transferable right to use and incorporate Feedback into any products and services, to make, use, sell, offer for sale, import, and otherwise exploit such products and services, and to otherwise use, copy, distribute, and exploit the Feedback without restriction.
(e) Figure Intellectual Property. The Service is owned and operated by Figure. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (including of Your Account) (collectively, “Materials”) provided by Figure are protected by intellectual property and other laws. All Materials included in the Service are the property of Figure or its third-party licensors. Except as expressly authorized by Figure, you may not make use of the Materials. Figure reserves all rights to the Materials not granted expressly in these Terms. All trademarks, service marks, trade names, trade dress and related intellectual property rights in the Service or Materials (the “Marks”) are proprietary to Figure or our licensors or licensees. You may not use, reproduce or display any of the Figure Marks except upon Figure’s prior written consent.
3. Communications
(a) Overview. Your acceptance of the Electronic Communications Policy is required to create your Account. By accepting these Terms, you expressly consent to be contacted by us or our affiliates at any telephone number, e-mail address, mailing address, or physical or electronic address you provide or at which you may be reached in accordance with these Terms. You agree that we, our affiliates, agents, or service providers may contact you in any way, including by e-mail, SMS messages (including text messages, subject to these Terms), calls using pre-recorded messages or artificial voice, and calls and messages delivered using automatic telephone dialing systems (auto-dialer) or an automatic texting system at any phone number you have provided to us, including any mobile phone number, as well as any address in our records or in public or nonpublic databases. In addition, we may contact other people who may provide employment, location, or other contact information for you. Automated messages may be played when the telephone is answered whether by you or someone else. In the event that an agent or representative of ours calls you, he or she may also leave messages on your answering machine, voice mail, or send messages via text. You can revoke your consent at any time by contacting us at help@figure.com. You certify, warrant, and represent that the telephone numbers that you have provided to us are your contact numbers. You represent that you are permitted to receive calls at each of the telephone numbers you have provided to us. You agree to promptly alert us whenever you stop using a particular telephone number. You are responsible for any and all charges imposed by your communications service provider. You agree that we and our agents, representatives, affiliates or anyone calling on our behalf may contact you on a recorded or monitored line and that any incoming calls may also be recorded and monitored.
(b) SMS Terms of Service. Figure Lending LLC will send SMS messages pertaining to the Service, your application status, our other products, and any promotions. You understand that you are not required to provide consent to marketing SMS messages as a condition to accessing the Service. YOU CAN CANCEL THE SMS SERVICE AT ANY TIME. JUST TEXT “STOP” TO THE SHORT CODE FROM WHICH THE MESSAGE IS RECEIVED. After you send the SMS message “STOP” to us, we will send you an SMS message to confirm that you have been unsubscribed. After this, you will no longer receive SMS messages from us. If you want to join again, just sign up as you did the first time, and we will start sending SMS messages to you again. If you are experiencing issues with the messaging program you can reply with the keyword HELP for more assistance, or you can get help directly at help@figure.com or by calling 888-819-6388. Carriers are not liable for delayed or undelivered messages. As always, message and data rates may apply for any messages sent to you from us and to us from you. You are responsible for any and all such charges, including fees associated with text messaging, imposed by your communications service provider. Message frequency may vary. If you have any questions about your text plan or data plan, it is best to contact your wireless provider. See our Privacy Policy for more information on how we treat your data.
(c) Push Notifications. You agree to receive alerts about your Account activity, balances on your Account, payments, suspicious activities, and other matters involving your use of the Service through push notifications to your Device. Receipt of push notifications may be delayed or prevented by factors beyond our control, including those affecting your internet/phone provider. Figure is not liable for losses or damages arising from non-delivery, delayed delivery, or the erroneous delivery of any push notification; inaccurate push notification content, or your use or reliance on the content of any push notification for any purposes. Each push notification may not be encrypted, and may include your name and information pertaining to your Account or use of the Service. Figure may terminate your use of push notifications at any time without notice. You may choose to discontinue receiving push notifications by updating your preferences on your Device.
(d) Email. We may send you emails concerning the Service and our other products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.
4. Your Obligations
(a) Compliance with Laws. You agree that you will not use the Service in any unlawful manner or for any unlawful purpose. You may not use or otherwise export or re-export the Service except as authorized by U.S law. Figure does not represent that the Service is appropriate or available for use in any geographical location. Any entity choosing to use the Service is solely responsible for compliance with all applicable laws. The Service is subject to U.S. export controls and may not be downloaded, exported, or re-exported: (i) into (or to a national or resident of) Burma (Myanmar), Cuba, Iran, North Korea, Sudan, Syria, Libya, or any other country with respect to which the U.S. government maintains trade sanctions prohibiting the shipment of goods; or (ii) to anyone on or acting on behalf of an entity on the U.S. Treasury Department’s list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department’s Denied Persons List or Entities List or included in General Order 3 (15 C.F.R. Part 736, Supplement 1) (collectively, “U.S. Prohibited Party Lists”). By downloading and/or using the Service, you represent and warrant to Figure that you are not: (A) located in or a national or resident of any country noted above that is subject to U.S. trade sanctions, or that has otherwise been designated by the U.S. government as a “terrorist supporting” country; or (B) on any U.S. Prohibited Party List or acting on behalf of any person or entity on any such list.
(b) Prohibited Conduct. BY USING THE SERVICE, YOU AGREE NOT TO: (i) use the Service for any illegal purpose or in violation of any local, state, national, or international law; (ii) submit any materials in connection with the use of the Service that will violate or infringe upon the rights of any third party, or contain otherwise unlawful material; (iii) attempt to access or search the Service or Materials or download Materials from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools and the like) other than the software or search agents provided by Figure or other generally available third-party web browsers; (iv) interfere with security-related features of the Service, including by disabling or circumventing features that prevent or limit use or copying of any content or reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law; (v) interfere with the operation of the Service, including by uploading or otherwise disseminating any virus, adware, spyware, worm, Trojan Horse, disabling device, or other malicious code or interfering with or disrupting any network, equipment, or server connected to or used to provide the Service; (vi) perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth; (vii) sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or (viii) attempt to do any of the acts described in this Section 4(b) or assist or permit any person in engaging in any of the acts described in this Section 4(b).
5. Modifications
(a) Modification of Terms. We may, from time to time, change these Terms on a going-forward basis. Please check these Terms periodically for changes. Figure may provide notice of modified terms by posting them on the Site, e-mailing you, providing you a notice through your Account, or through other methods of communication which we deem reasonable. Revisions will be effective immediately except that, for existing users, material revisions will, unless otherwise stated, be effective 30 days after posting or notice to you of the revisions. If a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Service. If you do not agree to the modified terms, you should remove your Account and discontinue your use of the Service. Except as expressly permitted in this Section 5, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.
(b) Modification of Service. Figure reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Figure will have no liability for any change to the Service or any suspension or termination of your access to or use of the Service. Figure also reserves the right to make software updates to the Service and make those updates available to you. If Figure makes any software update to the Service available to you, you agree to install the update in order to continue using the Service. Any software update to the Service may be subject to additional terms and conditions made known to you at the time any such update is made available to you.
6. Term and Termination. These Terms will be effective upon the earlier of your acceptance of these Terms or use of the Service and will continue until terminated (the “Term”). If you violate any provision of these Terms, your authorization to access the Service and these Terms automatically terminate. In addition, Figure may, at its sole discretion, terminate these Terms or your Account, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice. You may terminate your Account and these Terms at any time by contacting customer service at support@figure.com. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your Account or the Service; (c) you must pay Figure any unpaid amount that was due prior to termination; and (d) Sections 2 and 7 through 10 will survive.
7. Indemnification. To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend, indemnify, and hold harmless Figure, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (collectively, the “Figure Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
8. Disclaimers and Limitations on Liability.
(a) DISCLAIMERS; NO WARRANTIES. YOUR POSSESSION, PERMITTED TRANSFER, AND USE OF ALL OR ANY PORTION OF THE SERVICE (INCLUDING YOUR ACCOUNT) IS ENTIRELY AT YOUR OWN RISK. THE SERVICE AND YOUR ACCOUNT ARE PROVIDED ON AN “AS IS” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FIGURE AND ALL FIGURE ENTITIES DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING: (I) WARRANTIES OF COMPANY ABILITY, QUALITY, ACCURACY, TITLE, NON-INTERFERENCE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICE AND YOUR ACCOUNT; AND (II) WARRANTIES THAT THE SERVICE AND YOUR ACCOUNT, AND ANY DATA PROCESSED THROUGH OR USING THE SERVICE IS SECURE, ACCURATE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION. IF ANY OF THESE EXCLUSIONS DO NOT APPLY TO YOU OR ARE VOID WITH RESPECT TO YOU UNDER ANY APPLICABLE LAW, THEN ANY WARRANTY THAT CANNOT BE EXCLUDED IS LIMITED TO THE SHORTER OF: (A) 90 DAYS FROM THE DATE OF FIRST DELIVERY OF THE SERVICE; AND (B) THE SHORTEST PERIOD PERMITTED UNDER APPLICABLE LAW.
NONE OF FIGURE, ANY OF ITS AFFILIATES, SUBSIDIARIES, PROVIDERS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, INDEPENDENT CONTRACTORS OR LICENSORS GUARANTEES THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, SUITABILITY, AVAILABILITY OR USEFULNESS OF ANY OF THE SERVICES, FOR ANY PURPOSE, AND EACH OF THESE PERSONS DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE SERVICES. NONE OF THE SERVICES CONSTITUTES AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY OR SELL ANY SECURITY OR TO PARTICIPATE IN ANY TRADING STRATEGY. THE SERVICES ARE NOT INTENDED TO BE RELIED UPON AS THE BASIS FOR ANY INVESTMENT DECISION. THE SERVICES ARE NOT TO BE CONSTRUED AS LEGAL, BUSINESS, OR TAX ADVICE, AND YOU SHOULD CONSULT YOUR OWN ATTORNEY, BUSINESS ADVISOR, AND/OR TAX ADVISOR IN ORDER TO MAKE AN INDEPENDENT DETERMINATION OF THE SUITABILITY AND LEGAL, BUSINESS, AND TAX CONSEQUENCES OF ANY ACTION. THE SERVICES MAY BE TEMPORARILY UNAVAILABLE FROM TIME TO TIME FOR MAINTENANCE OR OTHER REASONS. FIGURE ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, USER COMMUNICATIONS. FIGURE IS NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE OR SERVICES ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR SERVICES.
(b) LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE: (A) FIGURE’S AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF OR UNDER THESE TERMS WILL NOT EXCEED US$100 IF YOU ARE A USER AND WILL NOT EXCEED THE GREATER OF $100 AND TOTAL FEES PAID TO FIGURE BY COMPANY IN THE LAST 12 MONTHS IF YOU ARE A COMPANY; AND (B) FIGURE WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE DAMAGES, EVEN IF ANY FIGURE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES, OR FOR ANY DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, DATA CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, LOSS OF REVENUE, OR LOSS OF PROFITS OR INVESTMENT. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY IN THESE TERMS.
9. Dispute Resolution; Agreement to Arbitrate.
(a) Generally. In the interest of resolving disputes between you and Figure in the most expedient and cost effective manner, and except as described in Section 9(b) and 9(d), you and Figure agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND FIGURE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
(b) Exceptions. Despite the provisions of Section 9(a), nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law in aid of arbitration; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
(c) Opt-Out. If you are a User and do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 9 within 30 days after the date that you agree to these Terms by sending a letter to Figure Technology Solutions, Inc., Attention: Legal Department - Arbitration Opt-Out, P.O. Box 40534, Reno, NV 89504 that specifies: your full legal name, the email address associated with your Account, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once Figure receives your Opt-Out Notice, this Section 9 will be void and any action arising out of these Terms will be resolved as set forth in Section 10(b). The remaining provisions of these Terms will not be affected by your Opt-Out Notice. Only a User, and in no event a Company, may exercise this opt-out right.
(d) Arbitrator. Any arbitration between you and Figure will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at +1-800-778-7879, or by contacting Figure. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
(e) Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Figure’s address for Notice of Arbitration is: Figure Technology Solutions, Inc., P.O. Box 40534, Reno, NV 89504. The Notice of Arbitration must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Figure may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Figure must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by us in settlement of the dispute prior to the award, we will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000.
(f) Fees. If you are a User and commence arbitration in accordance with these Terms, Figure will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in San Francisco County, California, but if the claim is for US$10,000 or less, you may choose whether the arbitration will be conducted: (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance based telephone hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Figure for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
(g) No Class Actions. YOU AND FIGURE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Figure agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
(h) Modifications to this Arbitration Provision. If Figure makes any future change to this arbitration provision, other than a change to Figure’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Figure’s address for Notice of Arbitration, in which case your account with Figure will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
(i) Enforceability. If you are a User and Section 9(g) is found to be unenforceable or if you are a User or Company and the entirety of this Section 9 is found to be unenforceable, or if Figure receives an Opt-Out Notice from you as a User, then the entirety of this Section 9 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 10(b) will govern any action arising out of or related to these Terms.
10. Miscellaneous
(a) General Terms. These Terms, including any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Figure regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
(b) Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Figure submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Francisco County, California for resolution of any lawsuit or court proceeding permitted under these Terms.
(c) Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries must be sent to Figure Technology Solutions, Inc., Attn: Complaints, P.O. Box 40534, Reno, NV 89504. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
(d) Confidentiality. Please be aware that the Services may permit you to access sensitive and confidential information (“Confidential Information”) regarding Figure and its affiliates and their respective clients or customers (“Disclosing Party”), and such information may be subject to existing confidentiality obligations between you and the Disclosing Party, including, by way of example, a written non-disclosure agreement or employee confidentiality agreement (an “NDA”). Nothing in these Terms provides you a right to disclose, or provide access to, any Confidential Information to any third party in violation of your NDA. The Services and its related information is the confidential information of Figure. You will not disclose any features of, or information pertaining to, the Services to any third party without the prior written approval of Figure, except that you will not be liable for the disclosure of any information which is: (a) in the public domain other than by a breach of these Terms by you; (b) rightfully received from a third party without any obligation of confidentiality; (c) rightfully known to you without any limitation on use or disclosure prior to its receipt from Figure; or (d) generally made available to third parties by Figure without restriction on disclosure. You will immediately notify, and cooperate fully with Figure in the event you discover or suspect any unauthorized use of or access to the Services and/or Confidential Information.
(e) No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.
(f) International Use. The Service is intended for visitors located within the United States. We make no representation that the Service is appropriate or available for use outside of the United States. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited. The Site is hosted in the United States. If you are accessing this Site from outside the United States, you may be subjecting yourself to United States law, which may differ from your local laws, including laws that govern personal data collection, use, and disclosure. In your use of this Site or Service, you may transfer certain personal information to the United States. To the extent permitted by applicable law, your use of the Site or Service shall constitute your consent to the transfer of personal information to the United States and the applicability of United States law. Please visit www.figure.com/privacy/ for additional information.
(g) Notice Regarding Apple. This Section 10(h) only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Figure only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (i) product liability claims; (ii) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (A) 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 (B) you are not listed on any U.S. Government list of prohibited or restricted parties.
Appendix A: Incorporated Agreements
In addition to the General Terms described above, the following agreements, policies, or notices (the “Incorporated Agreements”) are incorporated into the Terms as follows. Capitalized terms used in these Incorporated Agreements and not otherwise defined have the meanings given to them in the General Terms of Service. If any provision of these Incorporated Agreements conflicts with the General Terms, then the provision in the Incorporated Agreements governs.
I. Electronic Communications Policy
By accepting these Terms or using the Site or any Service, you consent to electronic communications as described in the Electronic Communications Policy, which is incorporated into this Agreement by this reference.
II. Privacy Policy
Your use of the Site and the Service is subject to the Privacy Policy, which is incorporated by this reference into, and made a part of, these Terms. Please read the Privacy Policy carefully for information relating to our collection, use, storage, and disclosure of your personal information.
Appendix B: Additional Services and Additional Terms
The following services (“Additional Services”) may be made available to users of the Service that fulfill certain eligibility criteria and that create an Additional Service-specific Account. In addition to the other applicable provisions of the General Terms of Service, the below provisions applicable to each of the Additional Services (the “Additional Terms”) apply to your use of such Additional Service.
Capitalized terms used in these Additional Terms and not otherwise defined have the meanings given to them in the General Terms of Service. If any provision of these Additional Terms conflicts with the General Terms, then the provision in the Additional Terms governs. If you do not use any Additional Services, then this Appendix does not apply to you.
I. LOAN PRODUCT SERVICES
1. Loan Product Services Overview.
(a) Provision of the Service. The lending product and account services (“Loan Product Services”) available through the Service allow you to provide information that Figure Lending LLC (“Figure Lending”) uses to process applications for financial products, such as home equity lines of credit, personal loans, and mortgage refinancing products (collectively, “Loans”). Figure Lending will review the information you provide in connection with any Loan application, provide you with information regarding the terms of Loans (if available), and facilitate the closing of your Loan.
(b) Additional Contractual Terms. Your use of the Lending Product Services may also be subject to the terms of a subscription agreement between Figure and you (the “Lending Subscription Agreement”). To the extent that the Lending Subscription Agreement expressly supersedes these Loan Product Services Additional Terms or the General Terms of Service, or sets forth conflicting terms and conditions regarding authorized end users’ access and use of Loan Product Services, then the terms and conditions of the Lending Subscription Agreement will control.
2. Accuracy of Information. When providing information for a Loan, you agree to provide current, complete, and accurate information about yourself. If any information you provide is untrue, inaccurate, not current, or incomplete, Figure or its affiliate has the right to terminate your use of the Loan Product Services.
3. ADDITIONAL DISCLAIMERS.
(a) (a) WITHOUT LIMITING THE DISCLAIMERS SET FORTH IN SECTION 8 OF THE GENERAL TERMS OF SERVICE, YOU ACKNOWLEDGE AND AGREE ON BEHALF OF YOURSELF AND, IF YOU ARE A COMPANY, YOUR DIRECTORS, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS AND OTHER AGENTS (YOUR “HIRED PARTIES”) THAT BY PROVIDING LOAN PRODUCT SERVICES, FIGURE IS NOT WARRANTING TO OR OTHERWISE GUARANTEEING THE COMPLIANCE OF ANY THIRD-PARTY SELLER WITH ANY APPLICABLE LAWS. YOU REPRESENT, WARRANT AND COVENANT TO FIGURE, ON BEHALF OF YOURSELF AND, IF YOU ARE A COMPANY, YOUR HIRED PARTIES, THAT AT ALL TIMES, IN USING LOAN PRODUCT SERVICES AND YOUR ACCOUNT: (A) YOU WILL, AND WILL CAUSE YOUR HIRED PARTIES TO, COMPLY WITH ALL APPLICABLE LAWS; AND (B) YOU WILL, UPON FIGURE’S REQUEST, REASONABLY COOPERATE WITH FIGURE AND PROMPTLY PROVIDE FIGURE WITH ANY MATERIALS REASONABLY REQUIRED BY FIGURE TO ENABLE FIGURE TO PROVIDE LOAN PRODUCT SERVICES AND OTHERWISE FULFILL ITS OBLIGATIONS AND RESPONSIBILITIES UNDER THESE LOAN PRODUCT SERVICES TERMS AND TO ENABLE FIGURE AND ITS THIRD-PARTY SERVICE PROVIDERS AND PARTNERS TO COMPLY WITH APPLICABLE LAWS.
(b) CALCULATORS AND TOOLS ON LOAN SERVICES PROVIDE YOU WITH ESTIMATES OF LOAN TERMS THAT ARE GENERALLY AVAILABLE. THE AVAILABILITY OF THESE TERMS MAY CHANGE AT ANY TIME. THE LOAN TERMS YOU RECEIVE MAY BE DIFFERENT.