CUSTOMER PAYMENT PORTAL AGREEMENT
PLEASE READ THESE TERMS AND CONDITIONS (THE “TERMS”) CAREFULLY BEFORE ACCESSING OR USING THE PAYMENT PORTAL SERVICE (“SERVICE”) MADE AVAILABLE BY DOW JONES & COMPANY, INC. AND ITS SUBSIDIARIES (“WE”, “US”, “OUR”) TO YOU. BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THE TERMS AND TO COMPLY WITH ALL APPLICABLE LAW AND REGULATIONS. IF YOU DO NOT ACCEPT THE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICE. THE TERMS ARE SUBJECT TO CHANGE BY US WITHOUT PRIOR WRITTEN NOTICE AT ANY TIME, IN OUR SOLE DISCRETION. THE LATEST VERSION OF THE TERMS WILL BE POSTED ON THIS SITE, AND YOUR CONTINUED USE OF THIS WEBSITE SITE (“SITE”) AND THE SERVICE AFTER A POSTED CHANGE IN THE TERMS WILL CONSTITUTE YOUR ACCEPTANCE OF AND AGREEMENT TO SUCH CHANGES.
IMPORTANT NOTICE - BINDING ARBITRATION AND CLASS ACTION WAIVER: BY AGREEING TO BE BOUND BY THE TERMS, YOU AGREE THAT ALL DISPUTES BETWEEN US ARISING OUT OF YOUR USE OF THE SITE AND/OR SERVICE WILL BE RESOLVED BY BINDING ARBITRATION, EXCEPT FOR CERTAIN LIMITED TYPES OF DISPUTES DESCRIBED IN SECTION 7 BELOW. YOUR AGREEMENT TO ARBITRATION MEANS YOU ARE GIVING UP THE RIGHT TO GO TO COURT AND THE RIGHT TO A TRIAL BY JURY, AND INSTEAD, DISPUTES WILL BE DECIDED BY A NEUTRAL ARBITRATOR. YOU ALSO AGREE THAT ALL DISPUTES BETWEEN US, WHETHER IN COURT OR IN ARBITRATION, WILL BE BROUGHT ONLY ON AN INDIVIDUAL BASIS AND YOU ARE WAIVING YOUR RIGHT TO BRING OR PARTICIPATE IN A CLASS ARBITRATION OR CLASS ACTION.
Service
The Site and Service are provided as a convenience to you. The Service is for your internal business use only. To use the Service, you must be 18 years or older and have a business account with us. You shall not to use the Service for any purpose that is unlawful or prohibited by the Terms. You agree to abide by all applicable local, state, national and international laws and regulations.
You may use the Service only to authorize payment to us. By submitting your payment through the Service, you authorize us to process your payment upon your submission. You are responsible for any legal, regulatory, or banking penalties and fees that may be assessed for supplying inaccurate or false information to us. Payments that you authorize will be made from a bank or financial institution account that you designate (the “Transaction Account”) on the Service. It is your responsibility to establish and maintain the Transaction Account and to pay any and all fees associated with the Transaction Account. Your authorization will remain in full force and effect until the disbursement of the funds held on your behalf to us. You must provide us with accurate and complete information, and be authorized to make payments using the Transaction Account.
By providing us with payment authorization through the Service, you authorize us to charge the Transaction Account for the amount indicated by you and to have the amount remitted as payment to us. We will not be responsible for any failure to process a payment authorization that is not complete or received by us for any reason, including user error, equipment malfunction, force majeure events, or inaccurate or incomplete information. It is your responsibility to make sure the authorization is timely and complete so that the funds will be received by us before the date on which they are due. You shall bear the risk and the responsibility for paying any late charges or penalties resulting from the late receipt of any payment made through the Service.
If your bank or financial institution is unable to process a transaction (for example, there are not sufficient funds in the Transaction Account to cover the transaction, or if funds in the account are unavailable for any reason), the transaction may not be completed. There may be limits or restrictions upon the number or frequency of payments that may be made from your Transaction Account under applicable law or under the terms of your agreement with the bank or financial institution maintaining the Transaction Account. Our obligations under the Service are subject to any such limits or restrictions, and we have no duty to notify you of any such limits or restrictions. You shall bear the risk and the responsibility for any fees for insufficient funds, late charges or other penalties resulting from the foregoing.
You will not be charged a fee to use the Service by us, accordingly, we may terminate your use of the Service at any time for any reason. We are not responsible for any fees that you may be charged by the bank or financial institution maintaining the Transaction Account.
Privacy and Your Account. Please read our Privacy Notice, which also governs your access to and use of the Service, to understand our privacy practices. Your information, including personal information may be stored and processed in the United States or any other country where we have facilities, and by using the Service, you consent to the transfer of information outside of your country. If you access the Service using a password, you are solely responsible for maintaining the confidentiality of your account and password and your computer or mobile device, and you agree to accept responsibility for all activities that occur under your account or password.
Intellectual Property Use and Ownership.We and/or our licensor(s) are and will remain the sole and exclusive owners of all intellectual property rights, including, but not limited to all copyrights in and to the Site and Service. Except for the limited right to use the Site and the Service, we and our licensors retain all right, title and interest, including all intellectual property rights, in the Service and Site. We retain all rights not explicitly granted herein.
Indemnity.You will indemnify, defend, and hold us and our processors (and our respective employees, directors, agents, affiliates and representatives) harmless from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including attorney and legal fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to your use of the Site and Service and any transaction submitted by you through the Service.
Disclaimer of Warranties.WE ARE PROVIDING THE SERVICE “AS IS” WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE IS ERROR-FREE, SECURE, OR THAT ACCESS TO AND USE OF THE SERVICE WILL BE AVAILABLE OR UNINTERRUPTED.
Limitation of Liability.IN NO EVENT SHALL WE OR ANY OF OUR REPRESENTATIVES OR AFFILIATES BE LIABLE FOR ANY PUNITIVE, INCIDENTAL, DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE DELIVERY, PERFORMANCE, OR USE OF THE SITE OR SERVICE, WHETHER INCURRED BY YOU OR ANY THIRD PARTY, HOWEVER ARISING, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN ANY OF THE FOREGOING EXCLUSIONS, AND IRRESPECTIVE OF ANY FAILURE OF AN ESSENTIAL PURPOSE OF A LIMITED REMEDY. IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION TO BE UNENFORCEABLE, THEN OUR LIABILITY WILL BE LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY APPLICABLE LAW.
Dispute Resolution and Binding Arbitration.ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THE TERMS MUST BE ASSERTED INDIVIDUALLY IN BINDING ARBITRATION CONDUCTED BY A SINGLE ARBITRATOR WITH EXPERIENCE IN ONLINE PAYMENT SERVICES DISPUTES ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES. The arbitrator shall not conduct any form of class or collective arbitration nor join or consolidate claims by or for individuals. To the extent allowed by applicable law, the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of the Terms, including, but not limited to, any claim that all or any part of the Terms is void or voidable. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The Terms and each of its parts evidence a transaction involving interstate commerce, and the United States Arbitration Act shall apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings. There are only two exceptions to this agreement to arbitrate. First, if we reasonably believe that you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any court of competent jurisdiction. Second, any claim of $500 or less may, at the option of the claiming party, be resolved in small claims court in New York City, New York, if the claim and the parties are within the jurisdiction of the small claims court. For these two exceptions, you agree to submit to the personal jurisdiction of the courts located within New York City, New York for the purpose of litigating such claims or disputes.
TO THE EXTENT ALLOWED BY LAW, YOU AGREE TO IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY OR OTHER COURT TRIAL (OTHER THAN SMALL CLAIMS COURT) OR TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST US AND/OR RELATED THIRD PARTIES.
General.The Terms contains the final and entire agreement between us regarding your use of the Service and supersedes all previous and contemporaneous oral or written agreements regarding your use of the Service. We may discontinue or change the Service, or their availability to you, at any time. The Terms is personal to you, which means that you may not assign your rights or obligations under the Terms to anyone. No third party is a beneficiary of the Terms. We may provide any notice to you under the Terms by sending a message to the email address you provide or by posting to the Site. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current. You agree that the Terms, as well as any and all claims arising from the Terms will be governed by and construed in accordance with the laws of the State of New York, United States of America, without regard to any conflict or choice of law principles. For all litigation which may be brought, subject to the requirements for arbitration hereunder, with respect to any controversy or claim, arising out of or relating to this Agreement or any relationship between us, the sole jurisdiction and venue for such litigation will be an appropriate federal or state court located in the County of New York in the State of New York. Our failure to enforce any provision of the Terms or to respond to a breach by you or other parties of the Terms shall not in any way waive our rights to subsequently enforce any term or condition of the Terms. The Terms will not be governed by the United Nations Convention on Contracts for the International Sale of Goods.
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