Merchant Terms & Conditions
Effective date: September 25, 2019
Terms and Conditions for Merchant’s Use of the BuySafe Shopping Guarantee Program
Agreeing to these Terms and Conditions does not obligate you to become or remain a BuySafe Shopping Guarantee Merchant, but will provide you with important information about the BuySafe Shopping Guarantee program (“Shopping Guarantee”). References to “BuySafe”, “us,” “our” or “we” refer to solely to BuySafe, Inc. By installing Shopping Guarantee on your website, you and any authorized agent you may have agree to be bound by these Terms and Conditions.
If you do not agree to be bound by these Terms and Conditions, do not use or access our services, including installing Shopping Guarantee on your website. You must read, agree with, and accept all of these Terms and Conditions, and you agree and represent that you have read and agreed to the information contained in the other pages referred to or linked by the Terms and Conditions, as they may contain additional applicable terms and conditions. We may amend these Terms and Conditions by posting the amended terms on our website. Except as stated below or as otherwise required by law, all amended terms will automatically be effective fourteen (14) days after they are initially posted on the website or sent to you via e-mail. Your continued use of the Shopping Guarantee products and services, after such notice, constitutes your acceptance of the amended terms and conditions.
You understand and agree that:
- Approval and continuing status as a Shopping Guarantee Merchant is at our sole discretion.
- You will provide accurate and honest information about yourself and your company upon request.
If you decide to be a Shopping Guarantee Merchant, you will pay applicable fees.
- You will use Shopping Guarantee materials only in the manner intended and approved by us.
- You will submit to the Shopping Guarantee Dispute Resolution Process in the event that a buyer is dissatisfied with a transaction.
I. Registration Process and Approval.
A. The Shopping Guarantee program is available only to businesses in good standing, which shall be determined in our sole discretion. Once a merchant has been accepted as a Shopping Guarantee Merchant, we may terminate that relationship at any time.
C. When you become a Shopping Guarantee Merchant, you will create a username and password that will enable you to access the merchant dashboard that will provide information about your relationship with us. This username and password may not be transferred, sold or used by another party without our consent. In registering your business, you represent that you have the authority to bind that business entity to these Terms and Conditions.
D. These Terms and Conditions govern the provision of the Shopping Guarantee program which enables you to display the Shopping Guarantee graphical elements and provide your buyers the Guarantee.
II. Fees and Payments.
In general, we charge fees for the use of our services, and you agree to pay the fees specified. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for promptly paying all fees associated with using the Shopping Guarantee products and services. You agree that we may charge you reasonable fees associated with the cost of using a collection agency to collect payment for any outstanding charges to a delinquent account. You agree to pay these fees in addition to any previous amount owed. You authorize us to charge or debit all fees payable to the credit card, debit card or bank account you specify including reasonable fees in connection with an electronic debit returned for any reason. You agree to pay us promptly for all fees and charges due and that we may initiate and collect any amounts due from you at any time.
BuySafe reserves the right to re-evaluate your pricing if, for two consecutive months, your gross monthly sales are under- or over-estimated by 30% or if Shopping Guarantee benefit claims paid to your buyers exceed 30% of your average monthly billing. In any month where your Shopping Guarantee Low Price Guarantee benefit claims payments are greater than your monthly billing, BuySafe reserves the right to bill you for the claims paid during that month in excess of your monthly billing.
III. Identity Verification.
You agree that we may, directly or through third parties, make any inquiries we deem appropriate regarding you, including, but not limited to, obtaining information from consumer or credit reporting agencies and others to help us identify you or for any other legally permitted purposes. You also agree that we may order a credit report and perform other credit checks or otherwise verify the information you provide against third party databases.
IV. Data Collection.
You agree that we may collect certain information from your site and from visitors to your site such as IP addresses, domain names, time and date stamps, purchase data and other usage data. We use this information to analyze trends, to track visitor activities in the aggregate, and to gather general information about which pages are visited. We also use this information to provide our services, including issuing guarantees to visitors who purchase from you.
If a buyer needs to check their benefits, make a claim, report a problem or to report a suspected misuse the Shopping Guarantee seal or graphics, then the buyer must register online and complete a Report a Problem Transaction Form. When filing a claim, we require that buyers provide their name, email address, city, state, country, postal code, name of the web site, URL, and a description of the issue they are reporting. We will use that information to investigate and to resolve buyer benefit claims, including contacting the buyer as necessary.
V. Use of Graphical Elements.
A. You agree to allow and enable display of the Shopping Guarantee graphical elements on your website. We may change the appearance of the graphical elements from time to time, and that such a change will be effective upon our posting of a notice at our website or via email notification to you. The graphical elements, which are posted electronically, will link to enable third parties to access the Shopping Guarantee Verification Page.
B. You agree not to modify the graphical elements without permission, including the size, shape or color of the seal or other graphical elements, or to change the data contained within such elements. Except as expressly authorized in these Terms and Conditions, any use, modification, reproduction, display or redistribution of the Shopping Guarantee graphical elements, as well as any trademark or other intellectual property of ours, is expressly prohibited. You agree not to use or display any trademark or other intellectual property of ours in a manner that is misleading, defamatory, infringing, libelous, disparaging, obscene or otherwise objectionable to us or in a manner that impairs or negatively impacts our rights. We reserve the right to terminate or modify your license to reproduce and display the graphical elements at any time and to take action against any use of our brand that (i) does not conform to these Terms and Conditions, (ii) infringes any intellectual property or other right of ours, or (iii) in our judgment violates any applicable law. You agree not to register or attempt to register any intellectual property of ours in any jurisdiction.
C. You agree that we are and will remain the sole and exclusive owner of the graphical elements. You agree (i) not to do anything inconsistent with such ownership, (ii) not to use the graphical elements to create a separate and distinct impression for any other service mark or trademark, (iii) not to take any action that changes or reduces our rights, and that (iv) all goodwill associated with the use of the Shopping Guarantee program will be solely for our benefit.
VI. Standards and Revocation.
You agree that we may suspend or revoke your use of the Shopping Guarantee program at any time and without notice, if: (a) you fail to keep the information you provide to us current, including your contact information; (b) you fail to display required graphical elements and related promotional information, as supplied by us, on all appropriate website pages; (c) you fail to follow our Dispute Resolution Process and Standards & Prohibited Items sections below; (d) you fail to enable your buyers to receive all the benefits of the Shopping Guarantee program; or (e) we receive complaints about your selling practices or standards. If your permission to use our program is suspended, revoked or terminated you will no longer be entitled to use, reproduce or display the graphical elements and you must immediately stop all use of them.
VII. Provision of Qualification Information.
A. You agree to provide us all requested information about you and your company accurately and promptly. If any information that you provide to us changes, you agree to immediately notify us of such changes at our website via email or in writing at the address for notices set forth below. This information includes but is not limited to your name and address, telephone number, e-mail address, company name, credit card number and billing address along with the expiration date.
B. You represent that you are authorized to do business in accordance with the law. You agree that we may make periodic checks to verify that the information you provided or that we otherwise obtained is correct. Your failure to respond to any inquiries by us or our authorized agents may lead to the suspension or revocation of the service we provide to you. Additionally, we may provide information about you to one of your buyers in connection with a Problem (defined below), including your contact information to enable direct communications between you and such buyer and your status as a Shopping Guarantee Merchant.
C. You represent that you have requested Shopping Guarantee products and services for business and commercial purposes and not for personal, family, household or other purposes.
VIII. Dispute Resolution Process.
Once you are approved to use the Shopping Guarantee program, you agree to participate in the following dispute resolution process (the “Dispute Resolution Process”).
A. If your buyer becomes dissatisfied with his or her transaction (each such reported event is a “Problem”), the buyer may initiate the Dispute Resolution Process through our website. The Dispute Resolution Process is an automated online forum for helping you and your buyer come together to solve a Problem. Through this online forum, a buyer may register with us, provide us some personal information and then complete our “File a Benefit Claim” form. A buyer’s completion of this form will enable you and your buyer to communicate directly with each other, and if necessary, to enlist the aid of a neutral Problem Resolution Specialist. When a buyer initiates the Dispute Resolution Process, you agree to use your good faith efforts to investigate and respond immediately to such Problem. Your good faith commitment means, among other things, an honest intention by you to resolve such Problem if at all possible. Upon our notification of a Problem by your buyer, we will forward you a Problem initiation notice which includes such buyer’s Problem information. Thereafter, you must respond to such notice within three business days in writing with full and complete information responding to such buyer’s claims or else you may be deemed to admit that the claims made by such buyer are true and correct. If you respond to such notice and cannot reach a satisfactory solution with your buyer through the Dispute Resolution Process within ninety (90) days of our receipt of the buyer’s report of the problem, then the Dispute Resolution Process will end and such buyer may take action according to his or her wishes, including but not requiring a Claim as described below. To the extent legally permitted, buyers will be compelled to use the Dispute Resolution Process.
B. When a customer completes an online sale covered by a Shopping Guarantee, we will provide to that customer a specific Guarantee Number for the benefit of the customer, along with instructions for making a benefit claim under the Guarantee in the event that a customer is unable to resolve any Problem using the Dispute Resolution Process (a “Claim”).
IX. Standards & Excluded Items.
All merchants agree as follows:
You agree that you will not use the Shopping Guarantee program for any transaction involving pornography, gambling, real estate or any transaction not involving the sale of a tangible good (i.e., items that can be shipped) or an explicitly defined service (i.e. airline tickets, travel packages, subscription-based services etc.). Items that must be downloaded from the Merchant’s computer to that of the buyer (i.e. digital content or MP3 music files) as the intended means of delivery may also be covered by the Shopping Guarantee.
Merchants electing to use the Shopping Guarantee program also agree:
- The Purchase Guarantee ensures that if you do not perform according to your own terms of sale, and your buyer makes a claim within 30 days from the date of purchase, and, after exhausting the Dispute Resolution Process there is no resolution, then BuySafe or BuySafe Claim Services, Inc., a wholly owned subsidiary of BuySafe, (“BCS”) may, in its sole discretion, resolve the claim in favor of the buyer. In such event, we may reimburse the buyer the amount of her loss, not to exceed $1,000 and the Merchant will be liable to indemnify us or BCS for such amount as elsewhere set forth. Further Purchase Guarantee terms are found here.
- The Identity Theft Protection will be provided to each buyer who purchases from you, such coverage to run for 30 days from the date of purchase. Further Identity Theft Protection terms are found here.
- The Lowest Price Guarantee protects the buyer from any reduction in price for the same good from the same merchant’s website within 30 days of the date of purchase. Further terms found here.
X. No Warranty.
WE, OUR SUBSIDIARIES, EMPLOYEES AND SUPPLIERS PROVIDE THE PRODUCTS AND SERVICES WE OFFER “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY, AND SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. We provide the Dispute Resolution Process as an aid to resolution of Problems in a timely manner but it makes no representations or warranties regarding the amount of time needed to resolve Problems. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
XI. Limitation of Liability.
A. IN NO EVENT SHALL WE, OUR SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE PRODUCTS AND SERVICES THEY OFFER THROUGH THE WEBSITE OR THESE TERMS AND CONDITIONS, HOWEVER ARISING, INCLUDING NEGLIGENCE. Some states do not allow the exclusion or limitation of incidental or consequential damages so the above limitation or exclusion may not apply to you.
B. THE LIABILITY OF EACH OF OUR, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND SUPPLIERS TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF FEES AND CHARGES PAID BY YOU TO US PURSUANT TO THESE TERMS AND CONDITIONS. IN NO EVENT SHALL BUYSAFE, ITS PARENT, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR ITS SUPPLIERS HAVE ANY LIABILITY RELATED TO THE APPLICATION FOR OR ISSUANCE BY THE SURETY AND THE AGENT OF ANY BOND THROUGH THE WEBSITE, ANY CLAIMS PROCESS OR PAYMENT MADE RELATED TO A BOND OR ANY ATTEMPT TO COLLECT SUCH PAYMENT FROM YOU.
C. We are not responsible for any damage to your computer, software, modem, telephone, wireless device or other property resulting in any way from your use of the Website. Access to the Website may be limited or unavailable during periods of peak demand, system upgrades and maintenance or for other reasons. If access to the Website is not available or delayed at any time, you agree to use alternative means to obtain your account information from us, such as by contacting one of our customer support representatives or by sending an email to CustomerSupport@buysafe.com. You agree that we are not liable if you are not able to access your account information or to use an online service through the Website.
A. You agree to indemnify, defend and hold harmless us, our parent, subsidiaries, directors, officers, employees, agents and our suppliers from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation by you or your agents of these Terms and Conditions, any violation of state or federal laws or regulations, or any other person’s rights, including but not limited to infringement of any copyright or violation of any proprietary or privacy right.
B. The following provision applies to all transactions covered by a Shopping Guarantee. In either of these events, our guarantee is provided by a guarantee issued by BuySafe Claim Services, Inc., a wholly owned subsidiary of BuySafe, (“BCS”) (the “Guarantee”). The following indemnification terms apply:
- You certify that all statements made and answers given us are truthful, accurate and complete in all respects and are made for the purpose of inducing us or BCS to provide the Guarantee. You understand and agree that we can and will rely upon your statements and answers for that purpose.
- You agree to indemnify us and BCS and to hold us and BCS harmless from all loss and expense of whatever kind, including but not limited to, costs associated with the return of an electronic debit, interest, court costs, and attorney fees, (“loss”), incurred by us or BCS as a result of or in connection with the furnishing of the Guarantee. You promise to promptly reimburse us for all sums paid on account of any loss and agree that originals or photocopies of claim drafts, or of payment records kept in the ordinary course of business, shall be prima facie evidence of the fact and amount of such loss.
- You agree to waive any and all defenses as against us and BCS with respect to any coverage decision in connection with a claim. You agree to assign to us or BCS, upon request from either, any rights you may have to recover from any third parties.
XIII. Term and Termination.
A. These Terms and Conditions will commence on the date explicitly agreed to.
B. These Terms and Conditions will terminate on the earlier of: (a) the date on which you are notified by us that new Terms and Conditions replace these Terms and Conditions; (b) the effective date of any change in Terms and Conditions; or (c) the date on which we dispatches via e-mail or fax or other notice to you that we are terminating our relationship with you. The following Sections shall survive the termination of these Terms and Conditions: Sections II (“Fees and Payments”), IV (“Use of Graphical Elements”), IX (“No Warranty”), X (“Limitation of Liability”), XI (“Indemnification”) and XII (“Term and Termination”). Upon termination, all licenses granted pursuant to these Terms and Conditions will immediately terminate.
C. Automatic Extension: The Service continues until the term of the BuySafe Shopping Guarantee Service purchased hereunder expires (“Initial Term”) unless terminated earlier. Following expiration of the Initial Term, the Service will automatically extend for successive terms of the same duration unless Merchant cancels as specified below.
D. Extension Opt-Out: You can stop your BuySafe Shopping Guarantee Service from automatically extending by sending a written request to our customer service at least thirty (30) days before a new service period begins. A notice of extension opt-out takes effect upon the expiration of the then-current service period. Any notice given according to this procedure will be deemed to have been given when received.
E. To terminate your Shopping Guarantee program, please send a written request to our customer service. Termination of your Shopping Guarantee program does not, however, terminate your obligations under the Terms and Conditions.
A. You agree that the laws of the Commonwealth of Virginia will govern these Terms and Conditions and your relationship is with us, without reference to any choice of law rules. Unless prohibited by applicable law, any claim or controversy arising out of or related to these Terms and Conditions, or any breach, interpretation or construction thereof shall be submitted to arbitration. In such event, the arbitration proceeding will be held pursuant to the Rules of the American Arbitration Association in effect as of the date such claim or controversy arises. The decision of the arbitrators shall be made in accordance with the laws of the Commonwealth of Virginia. The decision of the arbitrators shall be final and binding upon you, and judgment upon the award may be entered in the state or federal courts in Virginia. No arbitration shall be commenced unless you have substantially complied with all material conditions of these Terms and Conditions, excepting conditions specifically waived or altered in writing by us and unless commenced within one (1) year after such right shall first arise. TO THE EXTENT THAT APPLICABLE LAW PROHIBITS THE FOREGOING ARBITRATION REQUIREMENT, YOU AND WE AGREE TO WAIVE TRIAL BY JURY WITH RESPECT TO ANY CLAIM OR CONTROVERSY RELATING TO THESE TERMS AND CONDITIONS OR ANY BREACH, INTERPRETATION OR CONSTRUCTION THEREOF. ANY CLAIM OR CAUSE OF ACTION WHICH YOU MAY HAVE WITH RESPECT TO US MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ARISES.
B. You may not assign your rights and obligations under these Terms and Conditions, by operation of law or otherwise, without prior written consent of us. You agree that we may assign our rights and obligations under these Terms and Conditions in our sole discretion.
C. The failure of either you or us to enforce any of the provisions of these Terms and Conditions shall not be construed as a waiver of that provision or the right of the party to enforce that provision or any other provision.
D. In the event that any provision of these Terms and Conditions is found to be unenforceable or invalid, you and we agree that that provision will be changed and interpreted so as to best accomplish the objectives of the provision within the limits of applicable law or applicable court decisions.
XV. Address for Notices.
All notices to must be made to BuySafe, Inc. at PO Box 9289, Arlington VA 22219. All such notices must be made in writing and mailed by either first class postage or personal courier and will be deemed delivered when received. All notices we make to you will be sent to the e-mail address you specify, if of general applicability, by posting to our website.
XVI. Force Majeure.
We shall not be liable to you for our failure to perform under these Terms and Conditions to the extent that any such failure results from any cause beyond our reasonable control, including without limitation, acts of God; strike; electrical or power outage; the acts or omissions of a third party; earthquake; weather or other natural disasters; the failure of electronic, mechanical data transmission or communication equipment or services; interconnection, internet service, or data transmission problems; bugs, errors, configuration problems or the incompatibility of computer hardware or software; problems with intermediate computer or communications network or facilities or your telephone, cable or wireless service; or unauthorized access, theft, operator errors, acts of terrorism or war or labor disputes. Further, we do not warrant that the services provided hereunder will be uninterrupted or error-free, and we will not be responsible for any interruptions in the provision of services available hereunder.
XVII. Electronic Communications.
In accordance with the Federal Electronic Signatures in Global and National Commerce Act, you agree to the following consent:
A. We may communicate with you regarding and subject of these Terms and Conditions by means of electronic communications, including (a) sending electronic mail to the email address you provided during your application, or (b) posting notices or communications on our website. You agree that we may communicate with you by means of electronic communications the following: this Terms of Service (and revisions or amendments), notices, disclosures, notices and statements regarding your Internet transactions, use of the Seal, the debiting or crediting of your designated bank account or credit card, your use of the products and services we offer through our website, your relationship with us and/or other programs, products or services that are or may in the future be made available to you (“Communications”). Such Communications may include, but are not limited to this Consent or disclosures regarding any other matter relating to your use of the services provided by us.
B. You should maintain copies of electronic communications by printing a paper copy or saving an electronic copy. Electronic communications shall be deemed received by you when we send the electronic communication to the email address you provided at the time of registration or as revised by you thereafter in accordance with this Terms and Conditions, or when we post the electronic communication on our website.
C. For those communications or records that we are otherwise required under applicable law to provide in a written paper form to you, you agree that we may provide such communications or records by means of electronic communications. The following additional terms will apply to such electronic communications: (a) you may contact us to request another electronic copy of the electronic communication without a fee; (b) you may request a paper copy of such an electronic communication, and we reserve the right to charge a fee to provide such paper copy; (c) you may contact us to update your application information used for electronic communications or to withdraw consent to receive electronic communications; and (d) we reserve the right to terminate your use of any services provided hereunder if you decline or withdraw consent to receive electronic communications from us.
BY AGREEING TO THESE TERMS AND CONDITIONS OR BY THE ACT OF INSTALLING THE SHOPPING GUARANTEE ON YOUR WEBSITE, YOU ACKNOWLEDGE AND AGREE THAT WE WILL NOT BE SENDING YOU PAPER COMMUNICATIONS REGARDING ANY ACCOUNTS, PRODUCTS OR SERVICES THAT WE PROVIDE VIA THE WEBSITE; THAT YOU WILL NOT BE PROVIDED WITH A PAPER ACH AUTHORIZATION OR CREDIT CARD AUTHORIZATION TO BE SIGNED IN WRITING; THAT YOU HAVE THE ABILITY TO ACCESS OUR WEBSITE; THAT YOU CAN READ AND PRINT THE APPLICATION AND ANY ACH AUTHORIZATION OR CREDIT CARD AUTHORIZATION AND COMMUNICATIONS WE ELECTRONICALLY PROVIDE TO YOU OR MAKE AVAILABLE TO YOU AT OUR WEBSITE; THAT YOU HAVE THE ABILITY TO USE AN ELECTRONIC SIGNATURE ON THE ACH AUTHORIZATION AND THE CREDIT CARD AUTHORIZATION; AND THAT YOUR CLICKING ON THE “I AGREE” BUTTON ONLINE OR BY INSTALLING THE SHOPPING GUARANTEE ON YOUR WEBSITE WILL CONSTITUTE YOUR ELECTRONIC SIGNATURE ON THE ACH AUTHORIZATION AND THE CREDIT CARD AUTHORIZATION, WHICHEVER YOU CHOOSE OR BOTH.