Online Merchant Network User Agreement
1. General Statement
THE TERMS AND CONDITIONS SET FORTH BELOW (THE "Terms") GOVERN YOUR USE OF THE ONLINE MERCHANT NETWORK (THE "Site") AND ARE A LEGAL AGREEMENT BETWEEN YOU ("you" or "User") AND PAYPAL, INC. ("PayPal"). PLEASE READ THESE TERMS CAREFULLY AS USE OF THIS SITE CONSTITUTES ACCEPTANCE OF THESE TERMS AND CONDITIONS.
By accessing, browsing, or using the Site, you agree to be bound by the terms and conditions described herein and all documents, policies and guidelines incorporated by reference (the "Agreement"). This Agreement does not alter in any way the terms or conditions of any other written or online agreement you may have or will have with PayPal. PayPal reserves the right to change or modify any of the terms and conditions contained in this Agreement or any policy or guideline referenced herein at any time and in its sole discretion. If the Agreement is changed, PayPal will post the new terms on the Site and change the date accordingly. Any changes or modifications will be effective upon posting of the new Agreement on the Site as revised, and your access to and use of the Site following the posting of such changes or modifications will constitute your acceptance of the Agreement as revised.
IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED ON THE SITE. YOUR CONTINUED USE OF THE SITE SHALL BE DEEMED TO BE YOUR CONTINUED AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW.
2. General Use Restrictions
In order to be a User of this Site, you must be at least 18 years of age. You represent and warrant to PayPal that you are at least 18 years of age and that you possess the legal right to use the Site in accordance with the stated terms and usage policies. If you are not at least 18 years of age, please do not access or otherwise use this Site or any information contained on the Site.
3. Service Restrictions
Use of some of the Site may be country and/or language-specific, or specific to a certain product or service, geographic area, or other criteria as informed within the applicable Site description. In addition, the Site provided herein may be network dependent and may require network support. You are responsible for obtaining any information necessary regarding your abilities to use the Site from your respective service provider.
4. Governance of the Terms
Any action related to these Terms will be governed by California law and controlling U.S. federal law, without regard to the choice or conflicts of law provisions of any jurisdiction. You agree to submit to the jurisdiction of the courts located in Santa Clara County, in the State of California, for the resolution of all disputes arising from or related to these Terms and/or your use of the Site.
If any provision of these Terms is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, with all other provisions remaining in full force and effect. The failure of PayPal to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by PayPal in writing.
The Terms comprise the entire agreement between you and PayPal and supersede all prior or contemporaneous negotiations, discussions or agreements, if any, between the parties regarding the subject matter contained herein.
5. Trademark protection
The trademarks and service marks displayed on the Site are registered and unregistered trademarks of PayPal or its affiliates and may not be copied, imitated or used, in whole or in part, without the prior written permission of PayPal or its affiliates. All other trademarks, service marks, registered trademarks, product and service names, and company names or logos that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by PayPal.
6. Use of the Site
The information, artwork, text, video, audio, or pictures (collectively, "Materials") contained on the Site are protected by copyright laws. You may only access and use the Materials for personal or educational purposes. You may print Materials on the Web site for personal or educational purposes only, and you must include any copyright notice originally included with the Materials in all copies. Your use of the Site is permitted only for your private, non-commercial purposes, and shall comply with the Terms and any other applicable terms and notices, as well as with applicable laws.
You acknowledge and agree that you otherwise have no right to modify, edit, copy, reproduce, create derivative works of, alter, enhance or in any way exploit any of the Materials in any manner. The foregoing license grant does NOT include the right for you to:
1) publish, publicly perform or display, or distribute to any third party any Materials, including reproduction on any computer network or broadcast or publications media;
2) market, sell, or make commercial use of the Sites or any Materials;
3) systematically collect and use of any data or content including the use of any data mining, robots, or similar data gathering and extraction methods;
4) make derivative uses of the Sites or the Materials;
5) or use, frame, or utilize framing techniques to enclose any portion of the Sites (including the images found at the Sites or any text or the layout/design of any page or form contained on a page).
Any unauthorized use of the Sites will terminate the permission or license granted by this Agreement and may violate applicable law including copyright laws, trademark laws (including trade dress), and communications regulations and statutes. Upon termination of this limited license, you agree to immediately destroy any downloaded or printed Materials. Except as stated herein, you acknowledge that you have no right, title or interest in or to the Site or any Materials (or any derivative thereof) on any legal basis.
7. Submission
You represent and warrant that any Materials, including but not limited to questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials, or other information, provided by you in the form of e-mail or submissions to PayPal, or postings to or on the Site, are non-confidential (provided that personal information provided on non-public areas of the Sites is subject to PayPal's Privacy Policy); that you own or otherwise control all of the rights to the material that you post; that the material is accurate; that use of the material you supply does not violate this Agreement and will not cause injury to any person or entity; and that you will indemnify PayPal for all claims resulting from material you supply.
You hereby license and grant PayPal and its affiliates and sub- licensees a non-exclusive, royalty-free and free of charge, perpetual, worldwide, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, communicate to the public, make available, publish, translate, copy, modify, adapt, create derivative works of, distribute, and display such Content or any concept described in it throughout the world in any media, product and/service, including, without limitation, advertising, marketing and promotional materials, and digital reproductions, without compensation, restrictions on use, acknowledgement of source, accountability or liability, and with waiver of all moral rights and rights of attribution, integrity and identity.
You also grant to PayPal the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto.
You agree that you shall have no recourse against PayPal for any alleged or actual infringement or misappropriation of any proprietary right in your submitted materials and that the submission of any such materials to PayPal, including the posting of materials to any forum or interactive area on the Site, irrevocably waives any and all "moral rights" in such materials, including the rights of paternity and integrity.
8. Submission Related to PayPal's Products or Services
You agree that any Submission posted by you anywhere on this Site relating to PayPal's products or services (including without limitation feedback, suggestions or ideas regarding current or future products or services or product or service features) ("Feature Requests") will be the property of PayPal and may be freely used by PayPal on a non-confidential and unrestricted basis for any purpose without obligation to you of remuneration. You hereby assign to Paypal all right, title and interest (including all intellectual property rights) worldwide in and to such Feature Requests and agree to assist PayPal, at PayPal's request and expense, in perfecting and enforcing such rights.
9. User Content
This Site contains information and material posted by users (including you, if you submit material and/or information to this Site) (collectively "User Content"). All users are collectively referred to herein as "Users." Any opinions, advice, statements, services, offers, or other information or content expressed or made available as part of such User Content are those of the respective Users and not of PayPal. PayPal neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, statement or other information set forth on the Site or other content available through the Site. PayPal does not guarantee the accuracy, completeness, or usefulness of any User Content, nor its merchantability or fitness for any particular purpose. It is the responsibility of User to evaluate the accuracy, completeness and/or usefulness of any information, opinion, advice or other content available through the Site. Under no circumstances will PayPal be liable for any loss or damage caused by a User's reliance on information obtained through the Site.
10. Links
The sites linked from the Web site are not under PayPal's control, and PayPal does not assume any responsibility or liability for any communications or materials available at such linked sites. PayPal does not intend links on the Web site to be referrals or endorsements of the linked entities; they are provided for convenience only.
11. Content regulation
The following are common examples of violations that may result in immediate post removal, warning, board sanction and/or suspension from the Site:
* post, publish, transmit, distribute, or upload any information through the Site that is unlawful or fraudulent,
* post any material that violate or infringe any patent, copyright, trademark, trade secret or any other proprietary intellectual property rights of others;
* post any material that is unlawful, libelous, slanderous, defamatory or invasive of another person's right of privacy or right of publicity;
* post any material that PayPal may reasonably deem harmful, obscene, derogatory, pornographic, harassing, threatening, hateful, objectionable with respect to race, religion, creed, national origin or gender, or otherwise unfit for publication;
* send any such messages to any other user or PayPal that contain vulgar, abusive or otherwise inappropriate language;
* disrupt the flow of discussion including without limitation hitting the return key repeatedly or posting repetitive text;
* post, publish, transmit, distribute, or upload any information through the Site that contains a virus, Trojan horse, "sniffer" routines, backdoors, worms, time bombs, bots, or any other harmful software code, file, program or programming routine, or other contaminating or destructive features;
* cause injury or harm to any persons or entities;
* "stalk" or harass another person and suggest or encourage any illegal activity;
* compromise the security or integrity of PayPal's computer systems, networks or Web Site(s) or servers, whether by introducing viruses or other threats, imposing a disproportionate or unreasonably large load on this Site or its infrastructure, or using any computer programming routine, file or device to damage or interfere with the operation of the Site;
* post, publish, transmit, distribute, or upload through the Site unauthorized or unsolicited bulk e-mail solicitations, chain letters, advertisements, marketing or promotional materials, "junk mail", "spam", pyramid schemes or any other solicitations or communications;
* register with or otherwise use a false name, identity or e-mail address;
* impersonate any person or entity, including without limitation PayPal or its licensors' personnel,
* forge headers or otherwise manipulate identification information to falsify or disguise the origin of any Content, or
* falsify or misrepresent any Content with respect to submissions to the Site and
* you will follow all applicable laws and regulations applicable to your use of the Site including without limitation, those governing copyright, defamation, privacy, publicity and the access or use of others' computer or communication systems.
12. Chat and Message Boards
Your use of public forums like message boards and chat rooms is at your own risk and you are responsible for all and any actions you take on the message boards and/or chat rooms as well as for all and any actions that you take based on information gained on message boards and/or chat rooms. Further, please note that there are always risks associated with providing personal or other data, whether in person, by phone or over the Internet, and no system of technology is completely safe, "tamper" or "hacker-proof." As such, you are advised to not, under any circumstances, use your full real name or give out your detailed address, phone number or any other personally identifiable information about yourself or anybody else on a message board, chat room and/or any other similar medium.
13. Breach of Terms
In the event PayPal deems, at its discretion, that you are in any manner in breach of the Terms, PayPal may take any action it deems appropriate, to address your breach, including without limitation including without limitation by issuing warnings, suspension, or termination of service, and/or removal, screening, or editing of posted Materials, self help and active investigation, litigation and prosecution in any court or appropriate venue. Specifically, PayPal has the right to terminate your right to use the Site without notice at any time for any reason at PayPal's sole discretion and in particular, if you breach these Terms or use the Site illegally or in a way that PayPal deems inappropriate.
14. Indemnification
You agree to indemnify, defend, and hold harmless PayPal, its officers, directors, employees, agents, licensors, suppliers, and any third-party information providers to the Site from and against all losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from any violation of this Agreement by you, any person using your user name and/or password or your violation of any rights of a third party.
15. Monitoring
PayPal does not generally edit or monitor content posted by participants in its Forums. However, PayPal retains the right, at its sole discretion, to limit users' access to the Forums and to remove material that, in PayPal' sole judgment, does not comply with the present Terms, or that is otherwise inappropriate for these forums, harmful, objectionable, or inaccurate. PayPal also retains the right to assign such right to some members of the Customer Support community. PayPal is not responsible for any failure or delay in removing such material. You acknowledge that PayPal will report to law enforcement authorities any actions that may be considered illegal, as well as any reports it receives of such conduct. When requested, PayPal will cooperate fully with law enforcement agencies in any investigation of alleged illegal activity on the Internet.
16. Policies Incorporated Herein
Privacy Policy. Your use of the Site and any information submitted or Submissions made by you is subject to and governed by PayPal's Privacy Policy, and is incorporated herein by reference.
Acceptable Use Policy. When using PayPal product or service, your activities must comply with our Acceptable Use Policy.
17. Personal Information and Data Protection
The Site uses technology that allows PayPal and its subcontractors collect and analyze certain technical and other information, such as your Internet protocol (IP) address, login, email address, password, computer and connection information (such as browser type and version your computer's operating system), traffic patterns such as usage of the Site, and the full Uniform Resource Locators (URL) clickstream to, through, and from the Site ("Personal Information").
18. Cookies
In addition to the visitor identification described in the Privacy Policy, PayPal or its third-party designees may place information on your computer to allow PayPal to collect certain data from you as a Member. This information is commonly known as "cookies" and many web sites use them and their use for such purposes has become commonplace in the industry. Cookies are pieces of data stored on your computer's hard drive, and not on the Site. PayPal and/or its third-party designees will only view information put on your computer in cookies set by PayPal and/or its third-party designees from the Site or other PayPal Sites.
The use of cookies provides benefits to you as a Member, such as eliminating the need for you to enter your password frequently during a session. The cookies also monitor your use of the Site and for such purposes identify your computer. By knowing how and when you use the Site, PayPal can continue to improve them.
If you do not wish to receive cookies, or want to be notified of when they are placed, you may set your Web browser to do so, if your browser so permits. Please understand that if cookies are turned off, you may not be able to view certain parts of the Site that may enhance your visit, nor will you be able to download certain content and/or engage in certain transactions on the Site.
19. Termination of Membership
You may also, at any time, terminate your membership of the Site if you no longer wish to use and be a registered Member of the Site. Please note that if you choose to terminate your membership, you will no longer have access to the Site. You may naturally register again in the future as a Member of the Site, provided that you accept and acknowledge these Terms.
20. Disclaimer
PAYPAL DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, CONTENT, SERVICES AND PRODUCTS ON THE SITES. PAYPAL DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, SUBJECT TO CORRECTION OR THAT ANY SUCH MATERIALS AVAILABLE FOR DOWNLOAD FROM THE SITES ARE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES. PAYPAL IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT, OR PHOTOGRAPHY. WHILE PAYPAL ATTEMPTS TO ENSURE YOUR ACCESS AND USE OF THE SITES IS SAFE, PAYPAL CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL BE ERROR-FREE, UNINTERRUPTED, FREE FROM UNAUTHORIZED ACCESS (INCLUDING THIRD-PARTY HACKERS OR DENIAL OF SERVICE ATTACKS) OR OTHERWISE MEET CUSTOMER'S REQUIREMENTS.
YOU EXPRESSLY AGREE THAT USE OF THE SITE, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THE SITE, IS AT YOUR SOLE RISK AND RESPONSIBILITY.
PayPal shall have no liability for:
* Any loss or injury caused, in whole or in part, by its actions, omissions, or negligence, or for contingencies beyond its control, in procuring, compiling, or delivering the Information;
* Any errors, omissions, or inaccuracies in the Information regardless of how caused, or delays or interruptions in delivery of the Information; or
* Any decision made or action taken or not taken in reliance upon the Information furnished hereunder.
IN NO EVENT SHALL PAYPAL BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OR INABILITY TO USE THE SITE OR THE CONTENT, MATERIALS, INFORMATION OR TRANSACTIONS PROVIDED ON OR THROUGH THE SITE, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE OR THE CONTENT, MATERIALS, INFORMATION, PRODUCTS, OR SERVICES ON OR AVAILABLE THROUGH THE SITE, EVEN IF PAYPAL OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF PAYPAL (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY), ARISING OUT OF OR RELATING TO THE USE OF PAYPAL' SITE, EXCEED $5.00 OR THE COMPENSATION YOU PAID PAYPAL, WHICHEVER IS LESS.
Certain state laws do not allow limitations on implied warranties, or the exclusion or limitation of certain damages. If these laws apply, some or all of the above disclaimers, exclusions, or limitations, may not apply to you, and you may have additional rights to those contained herein. In such states, PayPal's liability is limited to the greatest extent permitted by law.
21. Account Responsibility
You agree that you are entirely responsible for maintaining the confidentiality of your user password and user account, and agree to notify PayPal if your password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities that occur under or through your account. You agree to immediately notify PayPal of any unauthorized use of your account or any other breach of security in relation to the Site known to you.
22. Right to Change Information
You acknowledge that you are not on a PayPal web site as this Site is hosted by Lithium. The Site is available as decided by PayPal and may be subject to maintenance breaks and any other kinds of actions. PayPal may remove any information, including but not limited to personal data or data, material or content provided by any of the users, any other data or material or terminate the Site or any part thereof at any time at its sole discretion. PayPal shall have no obligation to monitor any of the material provided by you to PayPal and/or to the Site, but may do so at its discretion.
23. Third Party Links
This Site may be linked to other sites that are not under the control of or maintained by PayPal. You acknowledge that these links are provided to you only as a convenience, and further agree that PayPal is not responsible for the content or links displayed on such Site. PayPal is not responsible for examining or evaluating, and PayPal does not warrant the offerings of, any of these businesses or individuals or the content of third party web sites. PayPal does not assume any responsibility or liability for the actions, product, and content of all these and any other third parties. You should carefully review their privacy statements and other conditions of use.
24. Export Control
You agree to abide by applicable export control laws and regulations in the European Union, the USA and other countries and not to transfer or make available, by electronic transmission or otherwise any content, software or materials subject to restrictions under such laws to a destination prohibited by such laws.
25. Copyright Infringement Notification Procedure
PayPal's designated agent for notice of claims of copyright infringement related to PayPal is as follows:
Designated Agent: John Muller
Address: 2211 North First Street, San Jose, California 95131
Telephone: 408.967.1233
Email: john@paypal.com
PayPal respects the intellectual property rights of others and is committed to complying with U.S. Copyright laws. Our policy is to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act. The Digital Millennium Copyright Act of 1998 ("DMCA") provides recourse for owners of copyrighted material who believe their rights under U.S. copyright law have been infringed on the Internet.
If you believe your work has been copied and is accessible on this site in a way that may constitute copyright infringement, please provide notice to our Designated Agent. The notice must include the following information as provided by the Digital Millennium Copyright Act, 17 U.S.C. 512 (c) (3):
1.A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2.Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
3.Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
4.Information reasonably sufficient to permit the service provider to contact the complaining party, such as address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
5.A statement that the complaining party has a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
6.A statement that the information in the notification is accurate and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
26. Enforceability
This electronic document and any other electronic documents, policies, and guidelines incorporated herein will be: (a) deemed for all purposes to be a "writing" or "in writing," and to comply with all statutory, contractual, and other legal requirements for a writing; (b) legally enforceable as a signed writing as against the parties subject to the electronic documents; and (c) deemed an "original" when printed from electronic records established and maintained in the ordinary course of business. Electronic documents introduced as evidence in any judicial, arbitration, mediation, or administrative proceeding will, if established and maintained in the ordinary course of business, be admissible to the same extent as business records in written form that are similarly established and maintained.
27. Modification of these Terms of Use
PayPal reserves the right to change or modify at any time without prior notice these Terms and Privacy Policy and any other applicable terms and notices, for example campaign specific terms, which may be incorporated by reference or are presented otherwise on the Site. PayPal will notify you of such change or modification by posting an updated version of the document in question. Such changes and modifications shall be considered approved if a Member uses the PayPal membership after such changes or modifications have been notified, if no written objection is registered within one month of notification. You are responsible for regularly reviewing these Terms and other applicable terms and notices. Continued use of the Site shall constitute your consent to such changes.
28. Miscellaneous
PayPal's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. PayPal may assign its rights and duties under this Agreement to any party at any time without notice to you.
By submitting your registration information, you confirm that you have read and understood and agree to these Terms and the Privacy Policy.
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