TERMS OF SERVICE
This Terms of Service (“Agreement”) is a contract between you and Paymentwall, Inc. (“Paymentwall”) and governs your use of Paymentwall. By accessing or using Paymentwall, you acknowledge that you accept all of the terms and conditions contained in this Agreement. You should read all of these terms carefully. By accessing Paymentwall’s website, completing a purchase with Paymentwall, or otherwise using Paymentwall’s services, you agree that these Terms of Service form a binding legal contract between you and Paymentwall, Inc.
WHAT WE DO
Paymentwall operates as a digital e-commerce distribution platform to allow users to purchase digital content and services (the “Product(s)”) that Paymentwall resells from merchants around the world. Paymentwall sells the Products and provides you with various local payment options to complete your purchase transaction.
REGISTERING YOUR ACCOUNT
If you choose to remain logged into your Account, Paymentwall will recognize you when you return to Paymentwall or visit other publishers who use Paymentwall. If you log out, clear the cookies in your web browser, or use a different device, you may also be able to log back into your Account using the email address and password you originally provided to setup your Account. As long as you are logged in, your personal information may be used when you make purchases from publishers who use Paymentwall’s digital e-commerce distribution platform.
You authorize Paymentwall, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information such as requiring you to provide your date of birth, confirming your email address or funding instruments, verifying your information against third party databases or through other sources, and other information that will allow us to reasonably identify you.
BUYING FROM PAYMENTWALL
When you submit a purchase request, your request shall constitute an offer by you to purchase the Products at the price and terms stated at checkout, and is subject to our acceptance of the purchase request. Paymentwall shall only be deemed to accept your purchase request when it has coordinated the delivery of the Products to you and received your payment of the purchase price in the respective payment method you chose to submit the purchase request. All orders are final, non-cancelable, and non-refundable, except if specified in the refund policy for a specific purchase.
We describe the Products available for purchase as accurately as possible. However, we do not warrant that the prices and descriptions made or referred to on Paymentwall or any related websites are accurate, complete, reliable, current, or error-free. The descriptions do not constitute an offer and Paymentwall may withdraw them or revise them at any time prior to the time that Paymentwall accepts your purchase. The Product information is made available to Paymentwall by the Product manufacturer or publisher and are merely intended to represent a basic illustration of the Products. The information shall not be construed to constitute a warranty or representation that the Products will conform with the same. You must refer to the manufacturer’s warranty documentation to investigate any rights and remedies regarding any available Product warranties.
All purchases are subject to your consent to any applicable license agreement or usage terms that are delivered with, included in, or otherwise presented in connection with the Product you purchased. If you do not agree to the terms, do not accept them and do not complete the purchase. We may reject your order (without liability) if we are unable to process or fulfill it. We cannot guarantee that all items are in stock or immediately available when you submit your order. In such a case, we will refund any prior payment that you have made for that item.
We will use all commercially reasonable efforts to ensure delivery of Products in a timely manner. Except as expressly stated in this Agreement, the risk of loss or damage to the Products passes to you for the Products delivered digitally, upon the provision to you of a download link, via email or other electronic delivery method. If you refuse or fail to take delivery of Products, any risk of loss or damage to the Products shall nonetheless pass to you, and Paymentwall shall remain entitled to payment in full for the Products delivered. You agree that Paymentwall is not liable for any damages resulting from a participating publisher’s decision to not deliver the Products upon the completion of the order.
SUPPORT & TROUBLESHOOTING
If you have a question about any aspect of your purchase, please contact us so that we can help to resolve the issue. If you have an Account, you can create a support ticket by signing in to your account and providing the necessary information. If you have not created an Account yet, you can sign up for your own Account. You may also email any questions to firstname.lastname@example.org
If you believe that your work has been copied and is accessible via the Paymentwall platform in a way that constitutes copyright infringement, please follow the instructions to Report Abuse in our Frequently Answered Questions to report possible copyright infringement.
CHANGING OR DELETING YOUR ACCOUNT
You may view your Account or edit your information by visiting users page. If you want to delete your personal information, change your settings, or stop storing information using your Account, you can send an email to email@example.com.
TAXES AND DUTIES
It is your responsibility to determine what, if any, taxes apply to the payments you make, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. Except where Paymentwall is required to collect taxes by law, Paymentwall is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction. Each Product sold, exported, transferred, supplied or licensed by us may be subject to and governed by the laws of the United States and other countries. You agree to comply with all export laws and regulations that apply to the Products.
THIRD PARTY SERVICES
By choosing a particular payment option, you may be redirected to a third party’s website to complete a payment. The fact that Paymentwall links to a third party website or service is not an endorsement or representation of any affiliation with that third party, nor is it an endorsement of their privacy or information security policies or practices. Paymentwall does not exercise any control over third party websites or services. By choosing to navigate to third party sites, you agree that Paymentwall is not liable for the content or services of that third party and that you shall be subject to the terms and conditions of the respective third party. By choosing to access or use such third party services, you agree that such services are provided “as is,” “with all faults,” and without any warranty of any kind. Only use and implement third party services at your own risk. Paymentwall is not liable to you, or any third party, in any way, for any losses, damages, costs or other expenses arising from your use of third party services.
REPRESENTATIONS AND WARRANTIES
By using Paymentwall or creating an account, you represent and warrant that you are at least 18 years of age and that you will not use any Paymentwall system and services for any fraudulent, unlawful or abusive purpose. When you provide a funding instrument to Paymentwall, you confirm that you are permitted to use that funding instrument. When you fund a transaction, you authorize Paymentwall to charge the full amount to the funding instrument you designate for the transaction. You also authorize us to collect and store that funding instrument, along with other related transaction information. Paymentwall does not guarantee and is not responsible to perform any verification of information provided by users, including with regard to their legal capacity or age. The accuracy of this statement is your sole responsibility. This Section shall survive the termination of the Agreement.
RESTRICTED BUSINESSES AND INDIVIDUALS
Paymentwall limits or does not provide services to certain categories of business models (“Restricted Businesses”) and/or specific individuals or entities (“Sanctioned Entity or Individual”). Restrictions are imposed by the payment partners, credit card networks, acquiring banks, U.S. and international institutions and authorities. By accepting these Terms of Service, you acknowledge that you are not using the Paymentwall Services for activities that violate any law, statute, ordinance, or regulation. You also confirm that you are not a Sanctioned Entity or Individual and will not use the Paymentwall Services in connection with any of the Restricted Businesses. A list of the Restricted Businesses can be found here. You can also check if you are a Sanctioned Entity or Individual here. The list of Restricted Businesses and Sanctioned Entity or Individual are not inclusive and are subject to change. If you are uncertain as to whether your business is a Restricted Businesses, or you are uncertain as to whether you are a Sanctioned Entity or Individual, please contact us at firstname.lastname@example.org.
BY ACCEPTING THIS AGREEMENT, YOU UNDERSTAND AND AGREE THAT PAYMENTWALL IS NOT THE MANUFACTURER OF THE PRODUCTS WE SELL TO YOU. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE PRODUCTS THAT YOU PURCHASE FROM US AND PAYMENTWALL SERVICES ARE PROVIDED TO YOU “AS IS,” AND YOUR USE IS AT YOUR OWN RISK. WE DO NOT MAKE, AND HEREBY DISCLAIM, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD PARTY RIGHTS, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. UNLESS AGREED OTHERWISE OR REQUIRED BY APPLICABLE LAW, ANY WARRANTIES PROVIDED IN RELATION TO PRODUCTS OR PAYMENTWALL SERVICES ONLY EXTEND TO YOU ON THE UNDERSTANDING THAT YOU ARE A USER AND NOT A RESELLER OF THOSE PRODUCTS OR PAYMENTWALL SERVICES. PAYMENTWALL DOES NOT WARRANT THAT THE PRODUCTS OR THE PAYMENTWALL SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. PAYMENTWALL SHALL NOT BE RESPONSIBLE FOR ANY SERVICE INTERRUPTIONS, INCLUDING, BUT NOT LIMITED TO, SYSTEM FAILURES OR OTHER INTERRUPTIONS THAT MAY AFFECT THE RECEIPT, PROCESSING, ACCEPTANCE, COMPLETION OR SETTLEMENT OF ANY SALES TRANSACTIONS.
LIMITATION OF LIABILITY
EXCEPT WHERE OTHERWISE REQUIRED BY LAW, IN NO EVENT SHALL PAYMENTWALL BE RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY CIRCUMSTANCES FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY, DAMAGES OR LOSSES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES WHICH MAY BE INCURRED IN CONNECTION WITH PAYMENTWALL OR ANY PRODUCTS PURCHASED, RECEIVED, SOLD, OR PAID FOR BY WAY OF PAYMENTWALL, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF PAYMENTWALL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. IN NO EVENT SHALL PAYMENTWALL’S AGGREGATE LIABILITY (WHETHER FOR CONTRACT, TORT, OR ANY OTHER LEGAL THEORY) ARISING FROM OR RELATING TO THE AGREEMENT EXCEED THE AMOUNT YOU ACTUALLY PAID FOR THE APPLICABLE PRODUCTS WHICH GIVE RISE TO SUCH LIABILITY. NOTWITHSTANDING THE FOREGOING, NOTHING CONTAINED IN THESE TERMS LIMIT PAYMENTWALL’S LIABILITY TO YOU FOR ANY LIABILITY TO THE EXTENT SUCH LIABILITY CANNOT BE EXCLUDED OR LIMITED AS A MATTER OF APPLICABLE LAW. Each party acknowledges that the other party has entered into the Agreement relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties. In addition to and without limiting any of the foregoing, no party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action or acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures and Internet disturbances.
You agree to defend, indemnify and hold harmless us, our subsidiaries and affiliates, and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees, arising out of or related to the Products you purchase from Paymentwall or your violation of this Agreement. To the fullest extent permitted by law, we shall have no liability to you in the event of the Products or Paymentwall services infringing or being alleged to infringe the proprietary rights of any third party. In the event that the Products are or may be the subject of patent, copyright, database right, registered design, trademark or other rights of any third party, you should refer to the relevant terms of the Product manufacturer. We shall be obliged to transfer to you only such right or title as we have.
DISCLOSURES AND NOTICES
By registering for an Account or making a purchase from Paymentwall, you consent to receive all disclosures and notices electronically and that Paymentwall may post such disclosures and notices on our website or email them to the email address you provide in your Account. You also agree that electronic disclosures and notices have the same meaning and effect as if we had provided you with a paper copy. Such disclosures and notices shall be considered to be received by you within 48 hours of the time it is posted to our website or emailed to you unless we receive notice that the email was not delivered.
CHANGES TO THE AGREEMENT
Paymentwall may, in its discretion, make changes to this Agreement. If Paymentwall considers any such changes material, we will notify you in accordance to the terms of this Agreement. We may also provide notices of changes to the Agreement or other matters by displaying links to notices on the Paymentwall Website. By continuing to use Paymentwall after those changes are made, you are expressing and acknowledging your acceptance of the changes.
You may not assign this Agreement or any rights or obligations hereunder, by operation of law or otherwise, without our prior written approval and any such attempted assignment shall be void. We reserve the right to freely assign the Agreement and the rights and obligations hereunder, to any third party without notice or consent. Subject to the foregoing, the Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors and permitted assigns.
Paymentwall reserves the right to terminate your use of Paymentwall’s services, including your Paymentwall Account, if you violate this Agreement or any other applicable terms posted on the Paymentwall website or for any other reason in our sole discretion. In the event of any termination, Paymentwall may delay payment to Publisher for up to six months, or longer if necessary, and may deduct from the payout any amounts necessary to satisfy any debts or obligations that result from the Publisher’s account. Following the reconciliation of any anticipated obligations, Paymentwall will remain liable for any amount remaining of Total Net Revenue due to Publisher through the effective date of termination and such obligation to pay shall survive any termination of this Agreement.
Paymentwall’s failure to exercise or enforce any right or provision of the Agreement will not be considered a waiver of that right or provision. Any dispute hereunder will be privately negotiated in good faith between the parties within forty-five (45) calendar days commencing upon written notice from one party to the other. If the parties fail to privately resolve any dispute, the parties shall submit to arbitration performed by a mutually agreed upon arbitration provider in San Francisco, California. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without giving effect to principles of conflicts of law. In the case that the arbitration provision does not apply to you or a particular dispute, you expressly agree that any action at law or in equity arising out of or relating to this Agreement will be filed only in the state or federal courts in and for San Francisco, California, and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action. If any provision of the Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Agreement shall otherwise remain in full force and effect and remain enforceable between the parties. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The Agreement, including Paymentwall’s policies governing the services referenced herein, constitutes the entire agreement between you and Paymentwall with respect to the use of the Service. The Agreement is not intended and shall not be construed to create any rights or remedies in any parties other than you and Paymentwall which each shall be a third party beneficiary of the Agreement, and no other person will have the ability to assert any rights as a third party beneficiary under the Agreement. This Section shall survive the termination of the Agreement.
255 9th Street
San Francisco, CA 94103
You may reach us via e-mail at email@example.com
Terms of Service effective as of April 20, 2010
Terms of Service last modified on April 27, 2016