Welcome to the website of Perpay, Inc., a Delaware corporation ("Perpay," "we," "us," or "our").
PLEASE READ THESE TERMS AND CONDITIONS (THE “TERMS AND CONDITIONS”) CAREFULLY.
At Perpay, our goal is to provide industry leading customer service and the best possible shopping experience for our customers. Placing an order on Perpay creates a promise to pay agreement between the purchasing party and Perpay, Inc. Because of the nature and duration of the direct deposit model, our Terms and Conditions of Use Policy differs from other Internet shopping sites to which you might be accustomed.
These Terms and Conditions govern your access to and use of this website, www.perpay.com, including any subdomain thereof, and any other websites of Perpay (collectively, the "Website"), and your access to and use of the content, information, services, products, features, and resources available or enabled via the Website and/or Perpay’s mobile application (the “Application” and collectively with the Website and such content, information, services, products, features, and resources, the “Services”). The Services and the information on it are controlled by Perpay. All use of the Services, including your Perpay account (your "Account"), is subject to these Terms and Conditions. By agreeing to the Terms and Conditions, completing the registration process, and/or using or browsing the Website, using any of the Services, or downloading or using the Application, you represent that: (1) you have read, understand, and agree to be bound by these Terms and Conditions, (2) you are of legal age to form a binding contract with Perpay, and (3) you have the authority to enter into these Terms and Conditions personally, (4) you understand that these terms and conditions contain an arbitration clause which will have an impact on your legal rights in the event of a dispute with us. IF YOU DO NOT AGREE WITH ANYTHING CONTAINED IN THESE TERMS AND CONDITIONS, YOU MAY NOT SUBMIT INFORMATION TO, ACCESS INFORMATION FROM, OR OTHERWISE UTILIZE THE SERVICES.
PLEASE BE AWARE THAT THE “TCPA CONSENT” SECTION OF THIS AGREEMENT, BELOW, CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA EMAIL, TEXT MESSAGE, CALLS AND PUSH NOTIFICATION.
These Terms and Conditions constitute a binding legal contract between you and Perpay. Your use of the Services may also be subject to additional terms, conditions, policies, and agreements (the “Supplemental Terms”), which are incorporated by reference into this Agreement. If there is any contradiction between these Terms and Conditions and the Supplemental Terms, the Supplemental Terms shall take precedence with respect to the subject matter of the Supplemental Terms. These Terms and Conditions and any applicable Supplemental Terms are referred to herein as the “Agreement.”
PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS AND CONDITIONS. You will know if these Terms and Conditions have been modified since your last visit to the Website by referring to the "Last Modified" date at the beginning of these Terms and Conditions.
PLEASE NOTE THAT THE AGREEMENT IS SUBJECT TO CHANGE BY PERPAY IN ITS SOLE DISCRETION AT ANY TIME. If we make any material changes, and you have registered with us to create an Account, we will also send an email to you at the last e-mail address you provided to us. Any changes to the Agreement will be effective immediately for new users of the Services and will be effective thirty (30) days after posting notice of such changes on the Website for existing Registered Users (as defined below), provided that any material changes shall be effective for Registered Users who have an Account with us upon the earlier of thirty (30) days after posting notice of such changes on the Website or thirty (30) days after dispatch of an e-mail notice of such changes to Registered Users. Perpay may require you to provide consent to the updated Agreement in a specified manner before further use of the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Services. Otherwise, your continued use of the Services after any modification of the Agreement will indicate your acceptance of the relevant modification and the Agreement as so modified.
Perpay reserves the right, at any time or from time to time, to modify, add to, delete or discontinue, temporarily or permanently, the Services (or any part thereof) without notice to you. Notwithstanding the above, we will seek your consent to future modifications to the extent we are required to do so by applicable law.
The Services are protected by copyright and other intellectual property laws throughout the world. Unless otherwise specified by Perpay in a separate license, your right to use any and all Services is subject to the Agreement.
Use of Services: Subject to the Agreement, Perpay grants you a limited right to access and use the Services for your own personal, non-commercial and internal use only.
Application License: Subject to your compliance with the Agreement, Perpay grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the Application on a single mobile device that you own or control and to run such copy of the Application solely for your own personal use. Furthermore, with respect to any Application accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (a) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (b) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. Notwithstanding the first sentence in this paragraph, with respect to any Application accessed through or downloaded from the Google Play store (a “Google Play Sourced Application”), you may have additional license rights with respect to use of the Application on a shared basis within your designated family group.
Certain Restrictions; User Conduct: The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not (and shall not permit any third party to) license, sublicense, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services, including the Services; (b) you shall not (and shall not permit any third party to) frame or utilize framing techniques to enclose any trademark, logo, or other Services (including images, text, page layout or form) of Perpay; (c) you shall not (and shall not permit any third party to) use any metatags or other “hidden text” using Perpay’s name or trademarks; (d) you shall not (and shall not permit any third party to) modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not (and shall not permit any third party to) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not (and shall not permit any third party to) access the Services in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not (and shall not permit any third party to) remove or destroy any copyright notices or other proprietary markings contained on or in the Services; (i) you shall not (and shall not permit any third party to) impersonate any person or entity, including any employee or representative of Perpay: (j) you shall not (and shall not permit any third party to) interfere with or attempt to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement; and (k) you shall not (and shall not permit any third party to) attempt to engage in or engage in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services.
Any future release, update or other addition to the Services shall be subject to the Agreement. Perpay, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of any Perpay Property terminates the licenses granted by Perpay pursuant to the Agreement. As a condition of use, you agree not to use the Services for any purpose that is prohibited by this Agreement or by applicable law.
Registering Your Account: In order to access certain features of the Services you may be required to become a Registered User. For purposes of the Agreement, a “Registered User” is a user who has registered an Account.
Registration Data: You agree that the registration information, including any paystubs or other requested documentation you provide during the registration of an Account (the “Registration Data”) is accurate, complete and current and you agree to maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are: (i) 18 years of age or older; (ii) a U.S. resident; (iii) able to form a binding contract with Perpay; (iv) not prohibited by law from accessing the Services or have not previously been banned, terminated or otherwise denied access to the Services; and (v) not acting on behalf of a person whose access to the Services has been previously terminated or otherwise denied by us. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Services by minors. Once you have registered, you will receive or will be able to create or input a username and password. You are responsible for maintaining the confidentiality of your username and password. You agree not to disclose your password to any third party (except to any agent, representative or third party service provider of Perpay) and to exit from your Account at the end of each session. Perpay disclaims all liability, and you acknowledge and agree that we will not be liable, for or in connection with any harm or damages to you or to any party resulting from the theft or unauthorized use of your username or password. If you become aware of any unauthorized use of, loss or theft of your username, password, or other account information or credentials, you agree to immediately inform us at firstname.lastname@example.org.
If you provide any information that is untrue, inaccurate, not current or incomplete, or Perpay has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Perpay has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account per platform at any given time. Perpay reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by Perpay, or if you have been previously banned from any of the Services.
While data transmitted via the Services may be encrypted using a Secure Sockets Layer (SSL) protocol, please note that no technology can be considered completely secure or impenetrable and internet protocols and other public or proprietary technology used or accessed by the Services may be vulnerable to exploitation or compromise by persons engaged in hacking or criminal conduct. We and you each acknowledge and agree that Perpay shall have no liability to you for any such exploitation or criminal conduct by third parties.
Your Account: Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and to the benefit of Perpay.
Necessary Equipment and Software: You must provide all equipment and software necessary to connect to the Services, including but not limited to, a mobile device that is suitable to connect with and use the Application in cases where the Services offer a mobile component. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.
Order Acceptance: Each part of any order that you submit to Perpay constitutes an offer to purchase. If you do not receive a message from Perpay confirming receipt of your order, please contact our Customer Service department at email@example.com before re-entering your order. Perpay’s confirmation of receipt of your order does not constitute Perpay's acceptance of your order. Perpay is only deemed to have accepted your order once the product(s) you ordered (the “Product(s)”) have been shipped.
To make an order through the Services, you must be enrolled in Perpay’s payroll direct deposit program.
Order Issues: Perpay reserves the right to deny any order for any reason, including if: (i) we discover an error in pricing and/or other information about the Product or receive insufficient or erroneous payment or shipping information, (ii) we suspect or it otherwise appears an order or associated payment may be connected to fraud, (iii) the Product is unavailable due to discontinuance or otherwise, (iv) you do not meet the eligibility requirements for use of the Services, or (v) you have exceeded your spending limit (vi) you have missed payments or made late payments in the past for a Perpay order.
Returns: Please refer to our Return Policy found at: https://help.perpay.com/en/articles/108745-how-do-i-return-my-item if you would like to return any Product you purchased through the Services. Please note that the return policy varies by Product and not all Products are available for return. Please consult our Shipping and Return Policy for further details. Some items may be subject to a shipping and restocking fee. Damage claims must be submitted within 24-48 business hours of delivery, please inspect your order once it has arrived.
Order Cancellation: If any Product is discontinued or otherwise becomes unavailable, Perpay reserves the right to cancel your order and provide you a credit for the amount paid for the Product.
Restrictions on Resale: To protect the intellectual property rights of Perpay and its licensors and suppliers, to the extent permitted by law, any resale of Products for personal and/or business profit is strictly prohibited. Perpay reserves the right to decline any order that we deem to possess characteristics of reselling.
Shipping: All items are prepared for shipment after your payment(s) via payroll direct deposit has been made on your scheduled payday. Risk of loss and title to items purchased from Perpay passes to the purchaser upon our delivery to the shipper.
Depending upon your Product(s), shipments may be made in multiple packages and may be delivered on different dates. You will typically receive an email with tracking numbers within 3-5 business days of your first successful payment via payroll direct deposit, with the exception of furniture, mattresses, large TV's & other large appliances. These items are delivered via freight shipping and will require delivery to be scheduled with you directly. Please be advised it will take longer to generate tracking on freight delivery items. Items shipped via freight delivery (see individual product delivery details), in addition to all Ashley Furniture products, are unavailable to ship to US territories, Alaska, Hawaii, and Puerto Rico
Shipping surcharges may apply, but are not limited to, small parcel orders shipping to US territories, Alaska, Hawaii, and Puerto Rico. Customers are not authorized to alter shipper delivery instructions in any way. If altered, Perpay Parties (as defined herein) and the carrier shall not be liable for any loss, claim, liability, or damage of any kind (“Loss”). This includes, but is not limited to, UPS My Choice. You agree to indemnify, defend, and hold harmless Perpay Parties and the carrier from all Loss arising from or relating to the alterations of the delivery instructions.
Perpay uses a third-party service provider for fulfilling orders. By ordering any Product through the Services, you acknowledge that Perpay has no responsibility or liability for any delays that may result from orders handled by such third-party service provider.
Perpay Parties and the shipment carrier shall not be liable to you for any Loss, including but not limited to direct, indirect, consequential, special or exemplary damages, whether based on contract or otherwise arising out of, or resulting from, UPS's provision of, or failure to provide, shipping service, including by following consignee instructions, failure to follow consignee instructions, delivery pursuant or contrary to consignee's instructions, misdelivery, or delayed delivery. By selecting the Authorized Shipment Release service, you authorize the carrier to release packages addressed to you at your address when no one is present to receive the delivery and you will be asked and are required to accept responsibility for any loss or damage to the package after it has been released at the address. In no event shall Perpay Parties or the carrier be liable for any Loss, including but not limited to those arising out of, or resulting from loss, theft, alteration of, unauthorized access to, or acquisition of, your personal information, or other security breach, compromise, or incident involving your personal information, whether by third parties or otherwise, arising out of or resulting from the release of packages pursuant to the Authorized Shipment Release.
Assessment of Spending Limit: Your “Approved Spending Limit” is the total dollar amount you may use towards purchases made through the Services. Your “Available Spending Limit” is your Approved Spending Limit minus any outstanding balances you have on your Account. Perpay may provide an estimated spending limit as a guide when placing your first order. Perpay reserves the right to change your spending limits at any time for any reason, including without limitation, your past payment history with Perpay or changes to your Account information.
Promise to Pay:Each time you purchase a Product, you promise that you have the current intention and, to the best of your knowledge, you have the current ability to pay the full Perpay Purchase Price for the Product in accordance with the Perpay Payment Schedule. Absent a violation of this representation, you are not legally obligated to continue making payments. Accordingly, you do not “owe” us anything and, if you lose your job, have a medical emergency, encounter other unexpected financial difficulties you may cease making payments without legal liability to us. Of course, we ask you to do your best to resume payments when you can and will not approve further Product purchases while any scheduled payment under the Perpay Payment Schedule remains past due. Additionally, if you have enrolled in Perpay Plus and we are reporting your performance to one or more credit bureaus, we may report your failure to make all scheduled payments to one or more consumer reporting agencies. You expressly acknowledge and agree that your credit report may reflect late payments or missed payments.
Refunds: Except as set forth in any separate refund policy posted on the Services, all payments are non-refundable.
Discounts and Promo Codes: We may, in our sole discretion, create discounts and promotional codes that may be redeemed for credit in your Account, or other features or benefits, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes”). Promo Codes may only be used once per person. Only Promo Codes sent to you through official Perpay communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not redeemable for cash; and (vi) may expire prior to your use.
Types of Content: You acknowledge that any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through the Services (collectively, “Content”), including the Services, is the sole responsibility of the party from whom such Content originated. This means that you, and not Perpay, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“Make Available”) through the Services (“Your Content”), and that you and other Registered Users of the Services, and not Perpay, are similarly responsible for all Content that you and they Make Available through the Services (“User Content”).
No Obligation to Pre-Screen Content: You acknowledge that Perpay has no obligation to pre-screen Content (including, but not limited to, User Content), although Perpay reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that, except for your Registration Data, you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications. In the event that Perpay pre-screens, refuses or removes any Content, you acknowledge that Perpay will do so for Perpay’s benefit, not yours. Without limiting the foregoing, Perpay shall have the right to remove any Content that violates the Agreement or is otherwise objectionable.
Storage: Unless expressly agreed to by Perpay in writing elsewhere, Perpay has no obligation to store any of Your Content that you Make Available on the Services. Perpay has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that Perpay retains the right to create reasonable limits on Perpay’s use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Website and as otherwise determined by Perpay in its sole discretion.
Restrictions: You may not Make Available any Content that:
Content Provided by Other Users: The Services may contain User Content provided by other Registered Users. Perpay is not responsible for and does not control User Content. Perpay has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to, User Content. You use all User Content and interact with other Registered Users at your own risk.
Perpay may, but is not obligated to, monitor or review the Services and Content at any time. Without limiting the foregoing, Perpay shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason), including if such Content violates the Agreement or any applicable law. Although Perpay does not generally monitor user activity occurring in connection with the Services or Content, if Perpay becomes aware of any possible violations by you of any provision of the Agreement, Perpay reserves the right to investigate such violations, and Perpay may, at its sole discretion, immediately terminate your right to use the Services, or change, alter or remove Your Content, in whole or in part, without prior notice to you.
Services: Except with respect to Your Content and User Content, all rights, title, and interest in and to the Services (including but not limited to, all contents of the Services, including any logos, identifying marks, images, illustrations, designs, icons, photographs, videos, text and other written and multimedia materials, all of Perpay’s information related to providing services and requirements, products, services, advertising materials or collateral, log-in or registration criteria and instructions, help guidelines, user documentation and customer and technical support documents, and the Services’ likeness, look and feel, format, layout, software, code (whether binary, assembly, source, object, HTML or otherwise), routines, scripts, software, platforms and applications, as well as any data, files, archives, folders or downloads available on the Services) and any all intellectual property contained therein or relating thereto, including any copyright, patent or trademark, are and will remain the exclusive property of Perpay or its suppliers, as applicable. Such intellectual property is protected by federal and state law and international treaties. You acknowledge and agree that no proprietary rights are being transferred to you in such materials or information. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Services.
Trademarks: and all related graphics, logos, service marks and trade names used on or in connection with any Services are the trademarks of Perpay and may not be used without permission in connection with your, or any third-party, products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.
Your Content: Perpay does not claim ownership of Your Content. You represent and warrant that you own and/or have all necessary rights to use and provide Your Content as contemplated herein. Subject to any applicable account settings that you select, you grant Perpay a fully-paid, royalty-free, perpetual, worldwide, royalty-free, irrevocable, non-exclusive, fully sublicensable right (including any moral rights) and license to copy, use, license, reproduce, modify, adapt, publish, create derivative works from, translate, transmit, publicly display, publicly perform, and distribute Your Content (in whole or part) for the purposes of operating and providing the Services to you and to our other Registered Users. Please remember that other Registered Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services. You agree that you, not Perpay, are responsible for all of Your Content that you Make Available on or in the Services.
Username: Notwithstanding anything contained herein to the contrary, by submitting Your Content to any forums, comments, or any other area on the Services, you hereby expressly permit Perpay to identify you by your username (which may be a pseudonym) as the contributor of Your Content in any publication in any form, media or technology now known or later developed in connection with Your Content.
You may from time to time provide ideas, suggestions, comments for enhancements or functionality, document, proposals, or other feedback ("Feedback") to us with respect to the Services. You acknowledge and agree that any such Feedback is given voluntarily and at your own risk and that Perpay has no obligations with respect to such Feedback (including confidentiality). We will endeavor to consider, and may discuss with or respond to you regarding Feedback you provide, but we shall have full discretion to determine whether or not to proceed with the development of the suggested or requested enhancements, new features or functionality. You hereby grant us a royalty-free, fully paid up, worldwide, transferable, fully sublicensable, irrevocable, non-exclusive, perpetual right and license to (a) copy, adapt, modify, re-format, distribute, transmit, display, perform, and create derivative works of, and otherwise exploit in any manner, any and all Feedback, and (b) use Feedback and/or any subject matter thereof, including without limitation the right to develop, manufacture, have manufactured, market, promote, sell, have sold, offer for sale, have offered for sale, import, have imported, rent, provide and/or lease products or services which practice or embody, or are configured for use in practicing, the Feedback and/or any subject matter of the Feedback.
THE COMMUNICATION FACILITIES ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. YOUR USE OF THE COMMUNICATION FACILITIES IS AT YOUR OWN DISCRETION AND SOLE RISK.
PERPAY DOES NOT WARRANT AS TO, OR GUARANTEE, THE ADEQUACY, SUFFICIENCY, ACCURACY, COMPLETENESS OR AVAILABILITY OF THE INFORMATION POSTED THROUGH THE COMMUNICATION FACILITIES (THE “PERPAY INFORMATION”) AND PERPAY SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, MISLEADING STATEMENTS OR INTERRUPTIONS THEREIN.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PERPAY, ITS AFFILIATES, VENDORS, CONTENT PROVIDERS AND SERVICE PROVIDERS, AND THE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS AND LICENSORS OF EACH (THE “PERPAY PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT ARISING FROM THE PERPAY INFORMATION. THIS PARAGRAPH DOES NOT IN ANY WAY AFFECT OUR RETURN POLICY FOR THE PRODUCTS. NOTWITHSTANDING THE FOREGOING, CERTAIN PRODUCTS MAY BE SUBJECT TO MANUFACTURER WARRANTIES WHILE SUCH WARRANTIES ARE IN EFFECT.
FROM TIME TO TIME, THE PERPAY INFORMATION MAY CONTAIN INACCURACIES OR TYPOGRAPHICAL ERRORS AND MAY NOT BE UP TO DATE. PERPAY RESERVES THE RIGHT TO CORRECT INACCURACIES, TYPOGRAPHICAL ERRORS OR OMISSIONS AND TO CHANGE OR UPDATE INFORMATION AT ANY TIME WITHOUT PRIOR NOTICE REGARDLESS OF WHETHER BEFORE OR AFTER YOU PLACED YOUR ORDER. PLEASE NOTE THAT SUCH ERRORS, INACCURACIES OR OMISSIONS MAY RELATE TO PRODUCT DESCRIPTION, PRICING AND AVAILABILITY. IF YOU ARE NOT FULLY SATISFIED WITH YOUR PURCHASE YOU MAY RETURN IT IN ACCORDANCE WITH THE TERMS OF OUR SHIPPING AND RETURN POLICY. OUR CURRENT PRICES CAN BE FOUND ON THE COMMUNICATION FACILITIES. WE MAKE REASONABLE EFFORTS TO ACCURATELY DISPLAY THE ATTRIBUTES OF OUR PRODUCTS, INCLUDING THE APPLICABLE COLORS; HOWEVER, THE ACTUAL COLOR YOU SEE WILL DEPEND ON YOUR COMPUTER SYSTEM, AND WE CANNOT GUARANTEE THAT YOUR COMPUTER WILL ACCURATELY DISPLAY SUCH COLORS. THE INCLUSION OF ANY PRODUCTS ON THE COMMUNICATION FACILITIES AT A PARTICULAR TIME DOES NOT IMPLY OR WARRANT THAT THESE PRODUCTS WILL BE AVAILABLE AT ANY TIME.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM PERPAY OR THROUGH THE PERPAY INFORMATION WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE IN THESE TERMS AND CONDITIONS.
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE PERPAY PARTIES ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTIES ON THE PERPAY INFORMATION, INCLUDING WITHOUT ANY LIMITATION, ANY USERS OF THE PERPAY INFORMATION.
YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL PERPAY PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT PERPAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, ANY OF THE PRODUCTS OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF PERPAY PROPERTIES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE PERPAY PROPERTIES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH PERPAY PROPERTIES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON PERPAY PROPERTIES; OR (5) ANY OTHER MATTER RELATED TO PERPAY PROPERTIES OR PRODUCTS, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A PERPAY PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A PERPAY PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A PERPAY PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
YOU HEREBY AGREE THAT PERPAY’S TOTAL LIABILITY TO YOU, AND YOUR SOLE REMEDY AGAINST PERPAY, ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT ACTUALLY PAID TO PERPAY BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY, (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE OR REGULATION UNDER WHICH SUCH CLAIM ARISES, OR (C) ONE HUNDRED DOLLARS ($100). THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A PERPAY PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A PERPAY PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A PERPAY PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
THE PERPAY PARTIES ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT, USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN PERPAY AND YOU.
THE LAWS OF SOME STATES DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU AND YOU MIGHT HAVE OTHER RIGHTS.
You acknowledge and agree that the communications between you and Perpay may be via electronic means. You consent to receive communications from Perpay in an electronic form, including but not limited to via e-mail and notices posted on the Services. You agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. (“E-Sign”).
Without limiting any other rights Perpay or any person or entity acting on our behalf may have, you consent to us (and/or any person or entity acting on our behalf) communicating with you in connection with the Communication Facilities, via e-mails, text messages, calls, and push notifications, using any telephone number, email address, or other contact information for you (or any persons listed on your application as a reference) that you have provided or will provide in the future to us (and/or any person or entity acting on our behalf). Perpay (and/or any person or entity acting on our behalf) may communicate with you using any current or future means of communication, including but not limited to: automated telephone dialing equipment, as defined by law, the FTC or the FCC; artificial or prerecorded voice messages; telephone or other electronic facsimile machine; SMS or text messages; and email directed to you at a mobile telephone service, or email otherwise directed to you. Perpay (and/or any person or entity acting on our behalf) may use such means of communication even if you will incur costs to receive such telephone messages, telephone calls, SMS or text messages, emails, or other communications. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning your Account or the use of the Communication Facilities, updates concerning new and existing features on the Communication Facilities, communications concerning promotions run by us or our third-party partners and other marketing communications (if you have separately consented to receipt of marketing communications), and news concerning Perpay and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. You understand that you are not required to provide a marketing consent as a condition of receiving any property, goods or services. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. YOU ALSO UNDERSTAND THAT, IF YOU HAVE OPTED IN BUT SUBSEQUENTLY WISH TO OPT OUT OF RECEIVING PROMOTIONAL TEXT MESSAGES FROM PERPAY AT ANY TIME, YOU MAY DO SO EITHER BY TEXTING THE WORD “STOP” TO BOTH 215-398-1284 AND 96167 USING THE MOBILE DEVICE THAT IS RECEIVING THE MESSAGES, OR BY CONTACTING HELLO@PERPAY.COM IF YOU WISH TO OPT OUT OF ALL TEXTS FROM US (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS), YOU CAN TEXT THE WORD “STOP” TO BOTH 215-398-1284 AND 96167 FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE COMMUNICATION FACILITIES.
Third Party Websites, Applications and Ads: The Services may contain links to third-party websites, applications and advertisements. Any such link is provided only as a convenience and Perpay does not review, approve, monitor, endorse, warrant or make any representations with respect to such third-party website, application or advertisement, or the contents thereof or the products and/or services offered. When you click on a link to website, application or advertisement, we will not warn you that you have left the Services and are subject to the terms and conditions (including privacy policies) of another website or destination. Perpay has no control over any such third-party websites, applications or advertisements, the contents thereof or the products and/or services offered. You should read such terms and conditions and privacy policies carefully before using any such third-party website, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. Your access to and use of such linked websites, application and advertisement is governed by the terms and conditions and privacy policies of those sites, applications and advertisements, and shall be at your own risk. Perpay is not responsible for the content of any third-party websites, nor does Perpay make any warranties or representations, express or implied, regarding the content on any third-party websites, and Perpay shall have no liability of any nature whatsoever for any failure of products or services offered or advertised at such websites or otherwise.
You agree to comply with all applicable third-party terms of agreement when using Perpay's Services including our partner, Pinwheel (https://www.pinwheelapi.com/terms-and-policies#termsOfUse). We are not a party to those agreements and we have no responsibility for the products and services provided by third parties. You acknowledge and agree that this agreement is between you and Perpay, not with any Covered Third Party. You acknowledge and agree that we are solely responsible for Perpay's services and for providing maintenance and support services for Perpay's services.
App Stores: You acknowledge and agree that the availability of the Application and the Services is dependent on the third party from whom you received the Application license, e.g., the Apple App Store or Google Play (each, an “App Store''). You acknowledge that the Agreement is between you and Perpay and not with the App Store. Perpay, not the App Store, is solely responsible for the Services, including the Application, the content thereof, maintenance, support services, and warranty therefore, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use the Application, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Services, including the Application. You agree to comply with, and your license to use the Application is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using any Perpay Property, including the Application. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the Agreement and will have the right to enforce it.
Accessing and Downloading the Application from iTunes: The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:
Term: The Agreement commences on the date when you accept it (as described in the preamble above) and remains in full force and effect while you use the Services, unless terminated earlier in accordance with the Agreement.
Prior Use: Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used the Services or (b) the date you accepted the Agreement, and will remain in full force and effect while you use any Perpay Properties, unless earlier terminated in accordance with the Agreement.
Perpay’s Right to Terminate Your Use: Perpay may terminate your right to use the Services (in whole or part), or block you from future use, at any time in its sole discretion, with or without cause, and without notice to you. Some circumstances in which Perpay may exercise this right to terminate include, without limitation: (a) you have breached any provision of the Agreement; (b) you have engaged in conduct which Perpay, in its sole discretion, considers to be unacceptable; (c) Perpay is required by law to do so; or (d) Perpay no longer provides the Services. The above are only examples of circumstances in which Perpay may terminate your right to use the Services and Perpay may terminate your right to use the Services for any other reason in its sole discretion. Such termination includes deletion of your password and all related information, files and Content associated with your Account (or any part thereof), including Your Content. Perpay will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. In addition to suspending or terminating your access to the Services, Perpay reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress.
Effect of Termination: Even after your right to use the Services is terminated, this Agreement will remain enforceable against you and unpaid amounts you owe to Perpay for Products purchased will remain due.
No Subsequent Registration: If your registration(s) with, or ability to access, the Services or any other Perpay community, is discontinued by Perpay due to your violation of any portion of the Agreement or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access the Services or any Perpay community through use of a different username or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Services to which your access has been terminated. In the event that you violate the immediately preceding sentence, Perpay reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
Survival of Provisions: Your obligations and the disclaimers and provisions relating to the following sections of these Terms and Conditions will survive any termination or expiration of the Terms and Conditions, regardless of the reason for that termination or expiration: (a) Ownership, (b) Disclaimer of Warranties, (c) Limitation of Liability, (d) Indemnification, (e) Choice of Law, (f) Miscellaneous.
Survival of Other Obligations: You acknowledge that: (a) any legal obligations you may have under any other agreement with Perpay (including any agreement for services) will not be affected in any way by the termination of the Terms and Conditions; and (b) any such other agreement between you and Perpay will continue to be in effect in accordance with its terms.
You acknowledge and agree that misappropriation or misuse of any content or data contained on the Services or your failure, following termination of your rights to access or use the Services, to cease accessing or using the Services will result in immediate and irreparable harm to Perpay for which there is no adequate monetary remedy. Accordingly, if you violate the Agreement, Perpay will be entitled, at any time, to bring an action or proceeding for specific performance, injunctive relief or other equitable relief in addition to (and not instead of or in substitution for) any other remedies at law or in equity, without the need for the posting of a bond or any other requirement.
Without prejudice to Perpay’s other rights under the Agreement, if you breach the Agreement in any way, Perpay may take such action as Perpay deems appropriate to deal with the breach, including suspending your access to the Services, prohibiting you from accessing the Services, terminating any and all of your Perpay accounts or memberships, blocking computers using your IP address from accessing the Services, contacting your internet service provider or other telecommunications provider to request that it block your access to the Services and/or bringing court proceedings or taking other legal action against you.
You agree to indemnify and hold the Perpay Parties harmless from and against any suit, action, claim, demand, penalty or loss (including reasonable attorneys’ fees and expenses and any amount paid in settlement to a third party), brought or asserted by any third party (including any government agency or body) due to, in connection with or arising out of (i) Your Content; (ii) your use of, or inability to use, any Perpay Property; (iii) your violation of the Agreement; (iv) your violation of any applicable law, rule, regulation, order or other legal mandate, or the rights of a third party, including Registered Users; or (v) any act or omission by your agent, representative or third-party service provider while using your Account, regardless of whether the specific use was expressly authorized by you or not. Perpay reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Perpay in asserting any available defenses. This provision does not require you to indemnify any of the Perpay Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.
You agree not to: (i) make any representations, warranties or guarantees on Perpay’s behalf or with respect to the Communication Facilities; (ii) make any false or misleading representations with regard to Perpay or the Communication Facilities; or (iii) participate or engage in any illegal, deceptive, misleading, fraudulent, unethical or improper practices on, through, by means of or with respect to the Communication Facilities.
You hereby release Perpay Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Services, including but not limited to, any interactions with or conduct of other Users or third-party websites of any kind arising in connection with or as a result of the Agreement or your use of the Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a Perpay Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder.
You acknowledge and agree that you may not assign, delegate, sub-contract or otherwise transfer your rights and/or obligations under the Agreement and any attempted assignment, delegation, subcontract or transfer in violation of the foregoing will be null and void. Perpay may transfer, assign, delegate, sub-contract or otherwise transfer its rights and/or obligations under the Agreement without notifying you or obtaining your consent.
The Agreement and all disputes, claims or controversies (whether in tort, contract or otherwise) arising out of or relating in any way to the Agreement, the Services or the Content, the negotiation, interpretation, validity or performance of the Agreement, the rights and obligations of you and us hereunder or any transaction contemplated by the Services shall be governed by and construed in accordance with the laws of the State of Delaware without regard to its rules or principles of conflict of laws or any other jurisdiction that would permit or require the application of the laws of any other jurisdiction.
It is Perpay’s policy to terminate membership privileges of any Registered User who repeatedly infringes copyright upon prompt notification to Perpay by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please email Perpay at firstname.lastname@example.org with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on the Services of the material that you claim is infringing; (d) your address, telephone number and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Perpay reserves the right to: (1) remove or refuse to post any of your Content for any or no reason in our sole discretion; (2) take any action with respect to any of your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for the Perpay; (3) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; (4) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (5) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement.
If Perpay becomes aware of any possible violations by you of the Agreement, Perpay reserves the right to investigate such violations. If, as a result of the investigation, Perpay believes that criminal activity has occurred, Perpay reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Perpay is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including Your Content, in Perpay’s possession in connection with your use of the Services, to (a) comply with applicable laws, legal process or governmental request; (b) enforce the Agreement, (c) respond to any claims that Your Content violates the rights of third parties, (d) respond to your requests for customer service, or (e) protect the rights, property or personal safety of Perpay, its Registered Users or the public, and all enforcement or other government officials, as Perpay in its sole discretion believes to be necessary or appropriate.
Where Perpay requires that you provide an email address, you are responsible for providing Perpay with your most current email address. In the event that the last e-mail address you provided to Perpay is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Perpay’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Perpay at the following address: Perpay Inc, 2400 Market Street, Suite 300, Philadelphia, Pennsylvania 19103. Such notice shall be deemed given when received by Perpay by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions and agreements between the parties with respect to such subject matter. You acknowledge and agree that all rights not otherwise expressly granted to you by the Agreement are reserved to Perpay. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Perpay as a result of the Agreement or any use of the Services. The failure of Perpay to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any of the terms of the Agreement be deemed invalid, void, or for any reason unenforceable, that term shall be deemed severable and shall not affect the validity and enforceability of any remaining terms. You and Perpay agree that the court should give effect to the your and Perpay’s intentions as reflected in such provision, and the other provisions of the Agreement shall remain in full force and effect. Perpay shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials. The section titles in the Agreement are for convenience only and have no legal or contractual effect. Neither the course of conduct between you and Perpay, nor trade practice, shall serve to modify any provision of the Agreement. For purposes of these Terms and Conditions, the terms "include," "includes," "including," "such as" and "for example," shall be construed as if each term were followed by the words, "without limitation." Except where context requires otherwise, use of the singular form of any noun includes the plural, and use of the plural includes the singular. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
ANNUAL PERCENTAGE RATE (The cost of your credit as a yearly rate)
FINANCE CHARGE (The dollar amount the credit will cost you as a yearly rate)
AMOUNT FINANCED (The amount of credit provided to you on your behalf)
Total $ Amount of your Order
TOTAL OF PAYMENTS (The amount you will have paid after repayment is complete)
Total $ Amount of your Order. In cases where your employer limits payroll deductions to whole dollar amounts, your total amount of payments may be slightly more than the amount shown.
NUMBER OF PAYMENTS
The number of payments you selected (e.g., 4, 8, 16 or 18)
AMOUNT OF PAYMENTS
(The total $ amount of your order) / (The number of payments you selected)
YOUR PAYMENTS WILL BE
Weekly, Bi-Weekly, Semi-Monthly, or Monthly depending on your pay-cycle and will commence on your next scheduled pay date or shortly thereafter.
Credit Life Insurance and Credit Disability Insurance are not offered as part of this transaction.
You are giving a security interest in the goods being purchased.
If you pay early, you will not have to pay a penalty, and you may, under certain circumstances, receive a partial refund of the finance charges paid.
Perpay welcomes questions, complaints and claims with respect to the Services. Please contact us at: email@example.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
We have put this Arbitration Clause (“Clause”) in question and answer form to make it easier to understand. However, this Clause is part of the Terms and Conditions and is legally binding.
|Question||Short Answer||Further Detail|
|What is arbitration?||An alternative to a court case||In arbitration, a third party arbitrator (“TPA”) resolves “Claims” (as defined below) in a hearing. It is less formal than a court case.|
|Is it different from court and jury trials?||Yes||The hearing is private. There is no jury. It is usually less formal, faster and less expensive than a lawsuit. Pre-hearing fact finding (called “discovery”) is limited. Appeals are limited. Courts rarely overturn arbitration awards.|
|Can you opt-out of this Clause?||Yes, within 60 days||If you do not want this Clause to apply, you must send us a signed notice within 60 calendar days after you first use the Communication Facilities. You must send the notice by mail to Perpay Inc, 2400 Market Street, Suite 300, Philadelphia, Pennsylvania 19103 (the “Notice Address”), Attn. “Arbitration Opt-Out.”|
|What is this Clause about?||The parties' agreement to arbitrate Claims||Unless you are a member of the Armed Forces or a dependent of such a member, protected by the Military Lending Act (a “Covered Consumer”) or unless you opt out, you and we agree that any party may elect to arbitrate or require arbitration of any "Claim" as defined below.|
|Who does the Clause cover?||You, us and certain "Related Parties"||This Clause governs you, us and our “Related Parties": (1) our parents, subsidiaries and affiliates; (2) employees, directors, officers, shareholders, members and representatives of ours or such other entities; and (3) any person or company (including Pinwheel) that is involved in a Claim you pursue at the same time you pursue a related Claim against us. However, this Clause does not apply if you are a Covered Consumer.|
|What Claims does the Clause cover?||All Claims (except certain Claims about this Clause)||This Clause governs all “Claims” that would usually be decided in court and are between you and us (or any Related Party). In this Clause, the word “Claims” has the broadest reasonable meaning. It includes contract and tort (including intentional tort) claims and claims under constitutions, statutes, ordinances, rules and regulations. It includes all claims even indirectly related to the Communication Facilities, any Product, and purchase or our relationship with you. It includes claims related to collections, privacy and customer information. It includes claims related to the validity in general of the Agreement. However, it does not include Claims about the validity, coverage or scope of this Clause or any part of this Clause. All such Claims are for a court and not the TPA to decide.|
|Who handles the arbitration?||Usually AAA or JAMS||Arbitrations are conducted under this Clause and the rules of the arbitration company in effect at the time the arbitration is commenced. However, arbitration rules that conflict with this Clause do not apply. The arbitration company will be either:
|Can Claims be brought in court?||Sometimes||You or we may bring a lawsuit if the other party does not demand arbitration. We will not demand arbitration of any lawsuit you bring as an individual action in small-claims court. However, we may demand arbitration of any appeal of a small-claims decision or any small-claims action brought on a class basis.|
|Are you giving up any rights?||Yes||For Claims subject to this Clause, you give up your right to:
|Can you or another consumer start class arbitration?||No||The TPA is not allowed to handle any Claim on a class or representative basis. All Claims subject to this Clause must be decided in an individual arbitration or an individual small-claims action. This Clause will be void if a court rules that the TPA can decide a Claim on a class basis and the court's ruling is not reversed on appeal.|
|What happens if part of this Clause cannot be enforced?||It depends.||If any portion of this Clause cannot be enforced, the rest of this Clause will continue to apply, except that:
|What law applies?||The Federal Arbitration Act (“FAA”)||This Agreement involves interstate commerce. Thus, the FAA governs this Clause. The TPA must apply substantive law consistent with the FAA. The TPA must honor statutes of limitation and privilege rights. Punitive damages are governed by the constitutional standards that apply in judicial proceedings.|
|Will anything you do make this Clause ineffective?||No||This Clause stays in force even if: (1) any or all of the Agreements are ended; or (2) we transfer or assign our rights under any or all of the Agreements.|
|Question||Short Answer||Further Detail|
|What must a party do before starting a lawsuit or arbitration?||Send a written Claim Notice and work to resolve the Claim||Before starting a lawsuit or arbitration, the Claimant must comply with Section 18 of this Agreement, captioned “Notice and Cure.”|
|How does arbitration start?||Mailing a notice||If the parties do not reach an agreement to resolve the Claim within 30 days after notice of the Claim is received, the Claimant may start a lawsuit or arbitration, subject to the terms of this Clause. To start arbitration, the Claimant picks the arbitration company and follows the arbitration company's rules. If one party starts or threatens a lawsuit, the other party can demand arbitration. This demand can be made in court papers. It can be made if a party starts a lawsuit on an individual basis and then tries to pursue a class action. Once an arbitration demand is made, no lawsuit can be brought and any existing lawsuit must stop.|
|Will any hearing be held nearby?||Yes||The TPA may decide that an in-person hearing is unnecessary and that he or she can resolve a Claim based on written filings and/or a conference call. However, any in-person arbitration hearing must be held at a place reasonably convenient to you.|
|What about appeals?||Very limited||Appeal rights under the FAA are very limited. The TPA's decision will be final and binding, except for any FAA appeal right. Any appropriate court may enter judgment upon the arbitrator's award.|
|Do arbitration awards affect other disputes?||No||No arbitration award involving the parties will have any impact as to issues or claims in any dispute involving anyone who is not a party to the arbitration, nor will an arbitration award in prior disputes involving other parties have any impact in an arbitration between the parties to this Clause.|
|Question||Short Answer||Further Detail|
|Who bears arbitration fees?||Usually, we do||We will pay all filing, administrative, hearing and TPA fees if you act in good faith, cannot get a waiver of such fees and ask us to pay.|
|When will we cover your legal fees and costs?||If you win||If you win an arbitration, we will pay your reasonable fees and costs for attorneys, experts and witnesses. We will also pay these amounts if required under applicable law or the arbitration company's rules or if payment is required to enforce this Clause. The TPA shall not limit his or her award of these amounts because your Claim is for a small amount.|
|Will you ever owe us for arbitration or attorneys' fees?||Only for bad faith||The TPA can require you to pay fees incurred by us if (and only if): (1) the TPA finds that you have acted in bad faith (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)); and (2) this power does not make this Clause invalid.|
|Can a failure to resolve a Claim informally result in a larger recovery for you?||Yes||You are entitled to an arbitration award of at least $5,000 if: (1) you give us notice of a Claim on your own behalf (and not on behalf of any other party) and comply with all of the requirements of this Clause (including the requirements described in response to the question reading "What must a party do before starting a lawsuit or arbitration?)"; and (2) the TPA awards you money damages greater than the last amount you requested at least ten days before the arbitration commenced. This is in addition to the attorneys' fees and expenses (including expert witness fees and costs) to which you are otherwise entitled. This $5,000 minimum award is a single award that applies to all Claims you have raised or could have raised in the arbitration. Multiple awards of $5,000 are not contemplated by this Clause. Settlement demands and offers are strictly confidential. They may not be used in any proceeding by either party except to justify a minimum recovery of $5,000.|
|Can an award be explained?||Yes||A party may request details from the TPA, within 14 days of the ruling. Upon such request, the TPA will explain the ruling in writing.|