We at Aminutepay. (“Aminutepay”, “we”, or “us”) agree to provide various business and payment services (the “Services”) to you and your business (“you”). This web page (the “General Terms”), in addition to the documents linked on the left of this web page (“Appendices”) are the agreement (the “Agreement”) which sets out how our Services will be provided to you. By using the Services, you agree to be bound by the following terms and conditions in this Agreement, including the Acceptable Use Policy and the Privacy Policy described below. You agree that any new features or tools which are added to the Services shall also be subject to the Agreement.
The Agreement contains provisions that govern the resolution of all claims between you and Aminutepay, including an agreement and obligation to arbitrate disputes. The arbitration clause requires you to submit claims that you may have against Aminutepay to binding arbitration and to waive your rights to class-action proceedings.
In order to provide the Services to you, Aminutepay must comply with various laws, rules and obligations Aminutepay has to others. One of the purposes of the Agreement is to make sure that Aminutepay can comply with these obligations and provide the Services to you.
Subject to this Agreement, Aminutepay is acting in the capacity of a “Payment Service Provider” (under the Visa Rules), a “Payment Facilitator” (under the MasterCard Rules) and an “Third-Party Sender” with respect to Bank Payments and will provide you the Services as described herein. Aminutepay provides processing services with respect to credit card or bank payment transactions including Visa. (“Visa”), MasterCard Worldwide (“MasterCard”), DFS Services LLC (“Discover Network”), American Express, JCB, Discover, (collectively, “Associations”). We intend for you to be able to accept transactions for all of these Associations, except where industry-specific Association restrictions apply.
You must read, agree with and accept this Agreement before you may apply for an account or use the Services.”
Greetings and welcome to Aminutepay!
As the provider of various business and payment services (the “Services”), we, Aminutepay (“Aminutepay”, “we”, or “us”), have drafted an agreement (the “Agreement”) to govern the provision of our Services to you and your business (“you”). In addition to the documents linked on the left-hand side of this webpage (“Appendices”), this webpage (the “General Terms”) sets out the terms and conditions that you must agree to in order to use our Services, including our Acceptable Use Policy and Privacy Policy. You acknowledge that any new features or tools we may add to the Services in the future will also be subject to this Agreement.
The Agreement also contains provisions that govern the resolution of all claims between you and Aminutepay, including an agreement and obligation to arbitrate disputes. By accepting this Agreement, you are waiving your right to participate in class-action proceedings and agreeing to submit any claims against Aminutepay to binding arbitration.
As a Payment Service Provider under the Visa Rules, a Payment Facilitator under the MasterCard Rules, and a Third-Party Sender with respect to Bank Payments, Aminutepay will provide you with the Services as described herein. We are required to comply with various laws, rules, and obligations in order to provide the Services, and the purpose of this Agreement is to ensure that we can comply with these obligations and provide the Services to you.
Our intention is for you to be able to accept transactions for all the Associations we work with, including Visa, MasterCard Worldwide, DFS Services LLC, American Express, JCB, and Discover, except where industry-specific Association restrictions apply.
Please read this Agreement carefully and accept its terms before applying for an account or using our Services.
Term Definitions
“Agreement” includes the General Terms, Acceptable Use Policy, Privacy Policy, and Financial Services Terms along with all appendices, schedules, exhibits, and attachments.
“Authorized Deductions” refer to refunds requested by you for a customer, any Chargebacks and indemnity claims made by customers, and any Failures.
“Bankholder” means a customer who is authorized to use a bank account for a Bank Payment.
“Bank Payment” refers to a transaction where funds are drawn directly from a Bankholder’s bank account.
“Business Day” means any day that is not a Saturday, Sunday, or a day when banking institutions in the United States are authorized by law to be closed, or when the Federal Reserve Bank is closed.
“Card” means a credit or debit card issued by Visa, MasterCard, American Express, or Discover Network.
“Card-Not-Present” refers to transactions like mail order, telephone order, e-commerce order, internet order, or other transactions that are not Card-Present Transactions.
“Card-Present Transaction” refers to a transaction where the Card is processed through a device like a terminal or register, capturing the Card information encoded on the magnetic strip or chip.
“Cardholder” refers to a person who is authorized to use a Card.
“Chargeback” refers to a transaction that Aminutepay returns to you in accordance with this Agreement or the Operating Rules. Typically, it arises when a Cardholder disputes the goods or services provided in relation to a transaction. More details about situations that can result in a Chargeback are described later in this Agreement.
“Customer Mandate” refers to the authorization provided by the customer that allows you to take Bank Payments. It also enables you to make Payment Orders.
“Customers” refers to the people who receive goods or services from you.
“Failures” refer to any collections attempted by us on your behalf that do not result in a successful Transaction. They can also refer to successful Transactions that are later reversed by the Customer’s bank or other financial institution.
“Issuer” refers to an Association member who issued a Card to a Cardholder.
“Payment Order” refers to a request made by you through the Aminutepay Dashboard for a Bank Payment to be made by a customer to you. The request includes a specified amount and date.
Account Requirements
To use the services provided by Aminutepay, you must meet certain account requirements such as being at least 18 years of age, having a valid Social Security Number, and being of legal age in your jurisdiction of residence. You can apply for an account by providing your full legal name, business name (if applicable), mailing address, phone number, email address, and any other necessary information. Aminutepay may reject your application or cancel your account at their discretion. It is your responsibility to ensure that your contact information and other relevant information is correct, accurate, and up-to-date, and to inform Aminutepay of any changes.
Aminutepay provides tools to help you manage your business, including an API that can be accessed programmatically. You are responsible for the activity that occurs with your API tokens and must keep them secure. Aminutepay will communicate with you primarily through the Aminutepay Dashboard and email address you provide.
You are responsible for keeping your login information (username, password, account PIN, and API tokens) secure and for all activity on your account. Aminutepay is not liable for any loss or damage resulting from your failure to protect your login information. Aminutepay may send text messages or emails for two-factor authentication purposes.
You are responsible for all content created, generated, uploaded to, or provided by your account, except for credit card or bank account information. Your account content must comply with Aminutepay’s Acceptable Use Policy, and you agree to reimburse Aminutepay for any fees, fines, losses, or costs incurred due to non-compliant content. You are also responsible for any user profiles created to allow others access to your account and account content.
Your account content may be transmitted unencrypted or modified to adapt to connecting networks or devices. Any breach of the Agreement may result in immediate termination of your account and deletion of account content.
Account Activation
The person who signs up for an Account will be the primary party responsible for the Agreement and authorized to use any associated Account and Login Information provided by Aminutepay for the Services, subject to section 2(b). If you sign up for an Account on behalf of your employer or principal, you represent and warrant that you have the authority to bind them to the Agreement.
Aminutepay may request additional information or documentation from you during the term of the Agreement and your use of the Services for the purpose of verifying your identity or assessing risk. You also authorize Aminutepay to obtain information about you from third parties, such as credit reporting agencies and information bureaus, and these third parties are authorized and directed to provide the requested information. If Aminutepay requests financial statements or records related to your compliance with the Agreement, or other security such as a personal or company guarantee, you must provide them. Failure to do so may result in suspension or termination of your Account.
If you experience any of the events outlined in the Agreement, such as a bankruptcy proceeding, adverse change in financial condition, or change in control or ownership of your business, you must notify Aminutepay within 24 hours via email at [email protected] In the event of a Bankruptcy Petition, you must include Aminutepay as a creditor in the filing. You agree that the Agreement cannot be assigned by you in the event of a Bankruptcy Petition, as it is considered a contract for the advance of money or credit within relevant laws, and Aminutepay would not have entered into the Agreement without this provision.
Using Our Service
The Services can only be utilized by businesses, sole proprietors, charities, or other entities or individuals. You are only permitted to use the Services for legitimate commercial Transactions with your Customers for the payment of goods sold and/or leased or services provided to the Customer by you. The Services cannot be used for personal or non-commercial Transactions, sending money to others, or any other activities prohibited by the Agreement.
You acknowledge that it is your responsibility to manage your relationship with your Customers since you know them best. Aminutepay is not liable for any of your products or services, or your communication with your Customers. You accept that Aminutepay cannot verify if a Transaction you are using the Services for is accurate and that you are solely responsible for any losses incurred relating to your Transactions. While Aminutepay may provide information or tools as part of the Services to help you identify risks associated with a given Transaction, there is no warranty provided with respect to such information or tools. It is your responsibility to decide whether or not to proceed with a Transaction.
To provide Bank Payments, you must provide the Bankholder Information, including the Bankholder’s name, address, email address, and bank account information. You must ensure that all Bankholder Information is kept up to date and notify us immediately of any changes. Before using Bank Payments or creating Payment Orders for a Customer, you must obtain a Customer Mandate from that particular Customer. We will make reasonable efforts to assist you in obtaining Customer Mandates from your Customers. Still, you are solely responsible for obtaining authorization to debit your Customer’s bank account for each Bank Payment and represent that you have obtained all necessary authorizations from your Customers.
You can cancel a Payment Order or Customer Mandate before the Payment Timings Deadline, and we reserve the right to inform the Customer of the cancellation. If a Customer cancels an order or contract related to a Payment Order, you must refund the Transaction or refund the sums received by you directly to the Customer. If a Customer cancels their Customer Mandate or Payment Order before the Payment Timings Deadline, Aminutepay will not be obligated to pay you in respect of the canceled Payment Orders.
Aminutepay may suspend, refuse or condition any Transaction that may breach any agreement between you and us or expose you, us, or any other party to unacceptable risk. If we suspect that you may be using the Services for unauthorized or illegal purposes, we may share information related to such use with appropriate financial, law enforcement or regulatory authorities in accordance with our legal obligations.
By agreeing to this Agreement, you are obligated to pay all fees, including processing and monthly service fees, as outlined during the application process and specified on the Aminutepay Dashboard. Additionally, you agree to pay Aminutepay for any fees, charges, or penalties imposed by any Financial Services Provider, Association, Issuer, Acquirer, bank, or other third-party provider of financial services.
You are responsible for all amounts imposed on you, Aminutepay, or Financial Services Providers related to this Agreement, including fees, fines, assessments, penalties, and loss allocations, unless directly caused by the gross negligence or willful misconduct of Aminutepay or the Financial Services Provider. If there are changes or increases in these amounts, you will be notified, and they will automatically become effective.
If Aminutepay takes any action against you to collect outstanding payments, you are responsible for all associated costs, including attorney’s fees.
Regarding taxes, you are responsible for determining and collecting any Taxes applicable to your Transactions and for reporting and remitting them to the relevant governmental authority. Aminutepay is not obligated to determine the applicability of Taxes or to collect, report, or remit them to any governmental authority. If we cannot validate any tax-related information you provide, we may withhold an appropriate amount to cover Taxes.
The Default Configuration in the Services and your Account is provided for convenience only, and Aminutepay and its employees make no warranty or representation that it is correct, complete, or suitable for your intended use of the Account.
You acknowledge and agree that Aminutepay may amend this Agreement at any time by posting the amended Agreement on its website, and any amendments are effective immediately upon posting. Aminutepay will notify you of changes to non-pass-through rates, fees, and charges at least thirty (30) days before the effective date. You are responsible for reconciling your Transactions and Payment Orders with your bank transactions.
By accepting this Agreement, you agree to display Card emblems and other promotional material and literature provided by Aminutepay at your business where payments are accepted for card-present transactions.
YOU AGREE THAT:
By accepting this Agreement, you confirm that you meet the eligibility requirements to use the Services and are authorized to fulfill the obligations set forth in this Agreement. Additionally, you agree that any information you provide about your business, products, or services is truthful and accurate. If you are agreeing to this Agreement on behalf of a corporation, you warrant that you have the authority to bind the corporation.You further agree to comply with all applicable laws and regulations, including obtaining all necessary regulatory approvals, certificates, and licenses required to provide the services you intend to offer. You will also comply with federal, state, and local laws and regulations pertaining to transactions, including the Federal Fair Credit Reporting Act, the Federal Truth-in-Lending Act, the Electronic Fund Transfers Act, the Federal Equal Credit Opportunity Act, the Telephone Disclosure and Dispute Resolution Act, HIPAA, the Privacy Rule, the Security Rule, the HITECH Act, and applicable implementing regulations.
Each transaction you process must be genuine, in compliance with applicable laws and regulations, and permissible under the Operating Rules. Each transaction must represent a valid obligation for the amount shown on the sales draft and cannot involve the use of a Card for any other purpose. The transaction amount must be only for goods or services sold or leased to the Customer, and merchandise or service must have been delivered or performed for the Customer entering into that transaction.
You also agree that each transaction represents an obligation of the related Customer for the amount of the transaction and that the transaction amount is not subject to any dispute, set-off, or counterclaim. You will not use the Services for household purposes or peer-to-peer money transmission, or (except in the normal course of business) intercompany transactions. You will not use the Services for any fraudulent or illegal activity or interfere with the normal operation of the Services.
Aminutepay will use reasonable efforts to keep the Services operational, except for any unavailability caused by planned downtime, system outages, or circumstances beyond Aminutepay’s control.
You acknowledge and agree that Aminutepay is not a bank, financial institution, or other chartered depository institution, and you may not use the Services for any illegal, fraudulent, or unauthorized purpose. You will comply with all applicable laws, rules, and regulations in your use of the Services. You also acknowledge that Aminutepay must enter into agreements with third parties to provide the Services, and you are not a third-party beneficiary to these agreements.
Finally, you must not transmit any malicious or destructive code, including worms, trojans, malware, viruses, or any other code of a harmful nature.
Your Obligations and Requirements
This agreement outlines several clauses related to security interest, reserve, and setoff rights that apply to your use of Aminutepay’s payment services. You grant a security interest and lien on your bank account and all its proceeds to Aminutepay to secure all fees, costs, and charges due under this agreement, including chargebacks, return entries, refunds, and association fees. Aminutepay can only debit your bank account for amounts due if it becomes concerned about your financial obligations, and you must provide documentation as required. The security interest and lien will survive the agreement’s termination until all amounts due are paid in full.Aminutepay may withhold funds by temporarily suspending or delaying payouts to you and may require you to maintain a reserve in your bank account or a separate reserve account of Aminutepay to secure your obligations under any agreement between you and Aminutepay. The reserve may be raised, reduced, or removed at any time by Aminutepay based on your payment history, credit review, arbitration award or court judgment against you, or other reasons as determined by Aminutepay. If you do not have sufficient funds in your reserve, Aminutepay may fund it from any funding source associated with the services, and you authorize it to make any withdrawals or debits from the reserve or your bank account without prior notice to you.
The reserve may be funded by deduction from payments due to you, a charge against your bank account, or any of your accounts at the financial institution where you maintain the bank account. The amount required to be maintained in the reserve and its terms and conditions shall be established by Aminutepay in its discretion. Upon termination of this agreement, Aminutepay may require an additional reserve to cover any indebtedness for transactions initiated before termination. The reserve will be maintained for at least six months from the termination date, and any balance remaining will be paid to you after that period.
To the extent permitted by law, Aminutepay may set off any obligation you owe it under any agreement with Aminutepay against the proceeds, chargebacks, failures, or refunds. If you owe Aminutepay an amount exceeding your cumulative incoming proceeds, it may debit your bank account. If it is unable to debit your bank account for the amount owed, it may invoice you for the balance, which will be immediately due and payable. You are liable for any of Aminutepay’s costs associated with collection, including attorneys’ fees and expenses, collection agency fees, and any applicable interest.
Your use of Aminutepay’s payment services is subject to additional financial services terms that apply between you, Aminutepay, and its acquirer. You authorize financial services providers to hold, receive, and disburse funds on your behalf and instruct them as to how and when funds are transferred to you. You also authorize Aminutepay to designate which financial services providers may hold settlement funds on deposit and in trust pending the transfer of funds to you.
Aminutepay has the discretion to remove Account Content or terminate an Account that contains content that it deems in its sole discretion to be inappropriate or unlawful, such as content that is libelous, defamatory, threatening, offensive, pornographic, or obscene, or that violates the Agreement or the Acceptable Use Policy. Furthermore, Aminutepay may refuse to provide the Services or delete any Account Content at any time without prior notice. Aminutepay has the right to provide its Services to anyone and does not promise exclusivity. Aminutepay can modify or discontinue the Services or any portion thereof at any time without prior notice, and shall not be held responsible for any liability arising from such modifications, price changes, or discontinuations. Aminutepay also reserves the right to determine the rightful ownership of an Account, and may temporarily disable an Account in case of an ownership dispute until the matter is resolved.
In terms of liability, Aminutepay, its officers, directors, employees, and agents, as well as its vendors, resellers, distributors, and contractors, shall not be held responsible for any direct or indirect damages, including but not limited to damages for loss of use, data, profits, goodwill, or other intangible losses, resulting from the use, inability to use, or improper operation of the Services or Aminutepay’s website, whether in tort, contract, or otherwise, under any theory or cause of action, including negligence. You also agree to indemnify and hold Aminutepay harmless from any claims or demands made by any third party based on your use of the Services, breach of the Agreement, gross negligence, wilful misconduct, performance, non-performance, or improper performance of your products and services, or violation of any law or third-party rights.
You acknowledge that your use of the Services is at your own risk, and that the Services are provided “as is” and “as available” without any express, implied, or statutory warranty, representation, or condition. Aminutepay and its officers, directors, employees, contractors, and agents make no warranty or representation about the accuracy, availability, completeness, suitability, or content of the Services, or that the Services will meet your requirements or expectations, be uninterrupted, timely, secure, or error-free, or that any defects in the Services will be corrected. Aminutepay is not responsible for any damage or loss of data resulting from the download or use of any material obtained through the Services, and any advice or information obtained from Aminutepay or through the Services shall not create any right, warranty, or condition not expressly stated in the Agreement.
In addition to other indemnification circumstances in the Agreement, you agree to indemnify Aminutepay and Acquirer from any losses, claims, damages, liabilities, and expenses arising from Card-Present Transactions using the Card’s magnetic strip, Card-Not-Present Transactions, Bank Payments, Unauthorized Transactions, or Prohibited Transactions. You also agree to indemnify Aminutepay for any losses, costs, claims, damages, and expenses resulting from your failure to obtain all necessary consents and authorizations from Customers, or to provide Aminutepay or Customers with the necessary information for the lawful processing of Payment Orders, or any Chargeback, claim, or refund (fraudulent or otherwise) initiated by a Customer that Aminutepay is obliged to make under the relevant rules, or any Failures.
At Aminutepay, we prioritize the protection and safe handling of your data, and that of your customers, when using our services. To achieve this, we have developed systems and services that are designed with data security in mind. As an individual with access to this data, you must also share this concern and take necessary precautions while using our services to conduct your business.
Aminutepay uses different types of information to provide its services, such as personal information, merchant information, payment information, and Aminutepay information. We use this information to provide services to you and your customers, mitigate fraud and other risks and losses, comply with regulations and obligations, and improve our services. We do not provide personal information to unaffiliated parties for marketing purposes.
We treat merchant information as confidential and only use it as permitted by this agreement or as directed by you. We require you to protect all information you receive through our services and only use it as permitted by this agreement. Personal information cannot be used for marketing purposes without the express consent of the specific individual to which the information relates. Payment information cannot be disclosed to others except in connection with processing transactions and consistent with applicable laws and operating rules.
The privacy of you and your customers is of utmost importance to us. Our privacy policy describes how we collect, retain, disclose and use information, and you agree to comply with all applicable laws relating to privacy, data protection and security.
Aminutepay is responsible for protecting the security of information in our possession. We maintain commercially reasonable administrative, technical, and physical procedures to protect information stored in our servers from unauthorized access, accidental loss, modification, or breach. However, no security system is perfect, and we cannot guarantee that unauthorized parties will not access or misuse any information in our possession. You are responsible for the security of any information on your website or in your possession, and we may suspend transactions on your account or terminate this agreement if you fail to comply with applicable laws and operating rules or cannot provide evidence of compliance to our satisfaction.
We may provide or suggest security procedures and controls intended to reduce the risk of fraud to you, and you agree to review and select those controls that meet your business requirements. If you believe the controls are insufficient, you must implement additional controls that meet your requirements.
If we suspect a security breach or compromise of information on your systems, website or app, affecting your compliance with this agreement, we may require a security audit of your systems and facilities at your expense. You must cooperate with the forensic vendor to conduct an examination of your equipment, systems, and third-party service providers’ procedures and records and issue a written report of its findings.
You must immediately notify us of any suspected, alleged or confirmed compromised data, and you agree not to alter or destroy any related records. You must maintain complete and accurate documentation regarding any modifications made to the records. You must share information related to any actual or suspected compromised data event with us and our servicers. We reserve the right to take any action, including suspending your account, to maintain the integrity and security of the services or information, or to prevent harm to you, us, or any third party.
The term “Work Product” referred to herein denotes all work product generated in connection with the provision of the Services, encompassing, but not limited to, text, graphics, images, illustrations, artwork, maps, photographs, layouts, fonts, visual and audio recordings, websites, software, computer code, script or markup, and any other content in any form or media, except for your Account Content.
Between you and Aminutepay, it is hereby agreed that Aminutepay possesses all right, title and interest in the Services and the Work Product, including all modifications and additions to the foregoing, and all intellectual property rights in the foregoing (collectively, the “Aminutepay Property”).
You shall not: (i) copy, modify, or reverse engineer any part of the Services or Aminutepay Property (unless such restriction is prohibited by Applicable Law); or (ii) rent, sell, lease, distribute, or otherwise use the Services or Aminutepay Property for the benefit of any third party. The names, logos, or trademarks of any third-party companies and products mentioned on the Services (including, without limitation, a Third-Party Provider) may be the trademarks of their respective owners.
Aminutepay disclaims any and all intellectual property rights over your Account Content. However, you agree to grant Aminutepay a non-revocable license to use any business names, trademarks, service marks, and logos associated with your Account (except where such constitutes Personal Information) to promote the Services.
Aminutepay will not disclose your Confidential Information to third parties, except as directed by you or required in the course of providing the Services. The term “Confidential Information” includes any materials or information provided by you to Aminutepay that is not publicly known. Confidential Information does not include information that: (i) was in the public domain at the time Aminutepay received it; (ii) comes into the public domain after Aminutepay received it through no fault of Aminutepay; (iii) Aminutepay received from someone other than you without breaching Aminutepay’s confidentiality obligations; or (iv) Aminutepay is required to disclose by law or court order.
Fraud Defender Service
In addition to the Agreement applicable to the Services, the following terms apply to your access and use of Aminutepay’s fraud defender service (the “Fraud Defender Service”).
As part of the Services, Aminutepay may provide various tools and information to assist you in determining the validity of Transactions and protecting against risk. While these tools may provide a “score” or suggestion regarding a given Transaction or activity, the tools are not a guarantee of the outcome of any Transaction or activity. You are deemed to know your business best and must exercise your own judgment when evaluating the risk associated with each Transaction and your use of the Services.
You acknowledge and agree that the Fraud Defender Service does not constitute legal or financial advice and that you should seek the advice of an appropriate professional for specific advice tailored to your situation.
Cancellation and Termination
Aminutepay reserves the right to terminate your Account for any reason, without notice, at any time. The reasons for termination may include, but are not limited to:
We determine, at our sole discretion, that your use of the Services constitutes an ineligible risk of fraud or credit risk;
You use the Services in a manner contrary to this Agreement, our policies, or in any other prohibited manner;
Non-payment of any amounts owing to us for any reason;
Chargebacks in excess of Association monitoring guidelines;
Your percentage of error Transactions or retrieval requests is excessive in the opinion of A
The Agreement between you and Aminutepay outlines the terms and conditions of your use of the Services provided by Aminutepay. Additionally, you are required to adhere to any service-specific terms that apply to the services you purchase from Acquirer, Aminutepay’s partners, or other third parties. Aminutepay may offer Third-Party Services, including third-party software, applications, products, services, or website links, for your convenience, and you accept that any purchase, access, or use of such Third-Party Services is solely between you and the Third-Party Provider. It is your responsibility to read and understand the terms and conditions of these Third-Party Services before using them.
You must not use a Third-Party Provider unless they comply with PCI and/or the PA-DSS, as required by the Operating Rules. You acknowledge and agree to ensure that any Third-Party Provider completes any necessary steps or certifications required by any Association. You will be responsible for any fees, costs, expenses, and liabilities associated with these steps, registrations, and certifications. Aminutepay or Acquirer shall not be liable for any actions or inactions of any Third-Party Provider used by you, even if Aminutepay or Acquirer introduced or recommended such Third-Party Provider.
Aminutepay does not provide warranties with respect to Third-Party Services. You acknowledge that Aminutepay has no control over Third-Party Services and shall not be responsible or liable to anyone in respect of any Third-Party Services. The availability of Third-Party Services on Aminutepay’s website or the integration or enabling of such Third-Party Services with the Services does not imply endorsement, authorization, sponsorship, or affiliation by or with Aminutepay. Aminutepay strongly recommends that you seek expert advice before using or relying on Third-Party Services.
If you install or enable a Third-Party Service for use with the Services, you permit Aminutepay to allow the applicable Third-Party Provider to access your Account Content and to take any necessary actions for the interoperation of the Third-Party Service with the Services. You agree that you remain responsible for ensuring that your Account and Account Content comply with the Agreement.
Any exchange of information, data, or other interactions between you and the Third-Party Provider is solely between you and the Third-Party Provider. Aminutepay is not responsible for any disclosure, modification, or deletion of your data or Account Content, or for any corresponding loss or damage you may suffer as a result of the Third-Party Provider’s access to your Account Content.
Under no circumstances shall Aminutepay, Acquirer, or their officers, directors, employees, contractors, and agents be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary, or other damages whatsoever resulting from any Third-Party Services or your relationship with any Third-Party Provider.
The failure of Aminutepay to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. The Agreement constitutes the entire agreement between you and Aminutepay and governs your use of the Services, superseding any prior agreements between you and Aminutepay. Captions and Headings in this Agreement are for convenience of reference only and are not to be considered as defining or limiting the provisions of this Agreement.
Aminutepay may set off any amounts due to Aminutepay under this Agreement against any amounts that Aminutepay would otherwise deposit to the Bank Account, any other amounts Aminutepay may owe you under this Agreement, or against any property of yours in the possession
The parties to this Agreement agree that any dispute, controversy or claim arising out of or relating to this Agreement, or any legal relationship associated with or derived from this Agreement, including without limitation the formation, interpretation, breach or termination thereof, including whether the claims asserted are arbitrable, shall be resolved through binding arbitration. Such arbitration shall be administered by the International Centre for Dispute Resolution (“ICDR”) in accordance with its ICDR International Dispute Resolution Rules. The arbitration shall be conducted by one arbitrator, and the place of the arbitration shall be Calgary, Alberta, Canada. The language of the arbitration shall be English. The decision of the arbitrator shall be final and binding, and judgment upon the award rendered by the arbitrator may be entered by any court having jurisdiction thereof.
This Agreement shall be governed by the laws of the state of Washington and the federal laws applicable in that state. The parties acknowledge that they retain the right to seek provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
Either party may initiate the arbitration process by providing written notice of the dispute and the relief requested (“Arbitration Demand”) to ICDR and the other party to the dispute.
Service of process may be achieved through personal service at the corporate headquarters, registered address, or primary address of each party (for individuals or sole proprietors). Such service of process shall be irrevocable and unconditional.
To the fullest extent permitted by applicable law, each party agrees that any dispute arising out of or in connection with this Agreement, whether in arbitration or in court, shall be conducted only on an individual basis and not in a class, consolidated, or representative action. In the event that a claim or dispute proceeds in court rather than through arbitration, each party knowingly and irrevocably waives any right to trial by jury in any action, proceeding, or counterclaim arising out of or relating to this Agreement or any of the transactions contemplated between the parties.
The appointed arbitrator(s) shall have the authority to award monetary damages and any other remedies allowed by the laws of the state of Washington, subject to the limitations of liability identified in this Agreement. However, the arbitrator(s) shall not have the authority to modify any term or provision of this Agreement. The arbitrator(s) shall deliver a reasoned written decision (the “Award”) to each party, who shall promptly act in accordance with the Award. Any Award (including interim or final remedies) may be confirmed or enforced by any court having jurisdiction over either party or its assets. The decision of the arbitrator(s) shall be final and binding on the parties, and shall not be subject to appeal or review.
Each party shall advance one-half of the fees and expenses of the arbitrator(s), the costs of the attendance of the arbitration reporter at the arbitration hearing, and the costs of the arbitration facility. In any arbitration arising out of or related to this Agreement, the arbitrator(s) shall award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with those aspects of its claims or defenses on which it prevails, and any opposing awards of costs and legal fees awards shall be offset.
The parties shall maintain the confidential nature of the arbitration proceeding, the hearing and the Award, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy, or confirmation of an Award or its enforcement, in confidential settlement negotiations, or as otherwise required by applicable laws. The parties, witnesses, and arbitrator(s) shall treat as confidential and shall not disclose to any third person (other than witnesses or experts) any documentary or other evidence produced in any arbitration hereunder, except as required by applicable laws or if such evidence was obtained