1. Description of PayTap®
- The Service is a cashless, mobile tipping platform that utilizes QR codes and other mechanisms to send Payments from Customers to Clients by way of a licensed payment facilitator. Operators may contract with Us to offer the Service at their establishments, track Payments, and, if agreed to by Clients, manage the distribution of a Team PayTap®.
4. Availability of the Service
- We may discontinue or change the Service at any time with or without prior notice and without liability to you.
- We make no guarantees or representations that the Service will be available at all times or without interruption.
5. Agency Agreement
6. Our Obligations
- We will present a range of options to Customers as to the amount of Payment that they would like to pay.
- Customers shall be required to cover the applicable Fees, as defined herein.
- We will provide you with the means to access records relevant to Payments We have collected for you including the amount, date, and time of Payments received.
7. Your Obligations
- It is your responsibility to determine what, if any, taxes and income reporting requirements that apply to the payment you make or receive.
- Further, it is your responsibility to report any payments constituting Payments to your employer as required under applicable law, and to otherwise make arrangements for the proper collection, reporting, and remittance of applicable taxes to the appropriate taxation authorities.
- You agree that you are registering with the Service solely for personal transactions, and that We consider Payments as gratuitous in nature and therefore not intended as payment for the provision of goods and services.
- You represent and warrant that your intentions for registering with the Service are not for purposes of engaging in commercial transactions, such as regularly carrying on a trade or business through the use of the Service.
- Your use of Our Service is subject to the following restrictions. You must not:
- copy the Service except where such copying is incidental to normal use of the Service, or where it is necessary for the purpose of back-up or operational security;
- sub-license or otherwise make available the Service in whole or in part (including object and source code), in any form to any person without Our prior written consent;
- remove any copyright or other proprietary notices contained in the Service;
- use any Service in any manner that may infringe any of Our rights or rights of a third party;
- reproduce, modify, edit, mix or remix, apply any voiceover or commentary, display, perform, publish, distribute, disseminate, broadcast, frame, communicate to the public or circulate to any third party or exploit Our Service in any way for any commercial purpose, without Our prior written consent;
- disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Service or attempt to do any such thing; or
- use the Service in any way that is in contravention of any applicable law or regulation or in any manner that will violate the privacy, publicity or personal rights of others or in any defamatory, obscene, threatening, abusive or hateful material including without limitation using the Service in connection or association with any obscene, defamatory, illegal, pornographic material or in relation to products and services that relate to firearms, gambling, pharmaceuticals, pornography or tobacco or otherwise than in accordance with normal standards of decency.
8. Uploading Your Content to Our Service
- On certain parts of Our Service, you may be invited to upload materials to Our Service and/or make contact with other users. If you choose to upload such materials, your content must not:
- contain any material which is or may reasonably be considered to be threatening, defamatory, obscene, indecent, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, or in breach of confidence;
- be illegal or infringe the Rights of any third party, in any country in the world; and
- be technically harmful (by way of example it must not include any computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data).
- 2. By uploading your content to the Service, you hereby grant Us and Our designees, together with users of Our Service an irrevocable non-exclusive license (which is unlimited in time) to view and use your content without restriction, including by way of example for commercial purposes.
9. Payment Pooling and Distribution
- You may elect to collect Payments jointly with other Clients through a Team PayTap®.
- When you agree to participate in Payment pooling, you agree that the administrator of the Shared PayTap® will be responsible for communicating how Payments will be distributed to you based on the volume of Payments received.
- This may be based on hours that you have worked or some other metric supported by the Service.
- Participation in Payment pooling is entirely at your discretion and based on the understanding that the administrator of the Shared PayTap® will remit payment to you according to the rules that they communicate.
- You agree to hold Us harmless for errors, omissions, or failures of the administrator of the Shared PayTap® to honor the rules that they communicate and agree to waive your right to pursue any claims against Us for any costs, expenses, or losses incurred by you by virtue of your participation in Payment pooling.
- We own or license all right, title, and interest in and to
- the Service, including all Content; and
- Our Marks.
- The Service, Our Content, and Marks are all protected under U.S. and international laws.
- have a bankruptcy order made against you or;
- die or as a result of illness or incapacity become incapable of managing your own affairs.
- THE SERVICE IS PROVIDED TO YOU ON AN AS IS OR AS AVAILABLE BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND.
- TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ANY AND ALL OTHER WARRANTIES, CONDITIONS AND REPRESENTATIONS OF ANY KIND (EXPRESS OR IMPLIED, STATUTORY, ORAL OR WRITTEN) WITH RESPECT TO THE SERVICE AND CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE (INCLUDING THIRD PARTY MATERIALS) WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING, OR OTHERWISE.
13. Limitation of Liability
- To the maximum extent permitted by applicable law, in no event will PayTap® USA, Inc. be liable to you or any third party for any direct, special, indirect, incidental, exemplary, or consequential damages of any kind arising out of or in connection with the Service regardless of the form of action whether in contract, tort, strict liability, or otherwise even if we have been advised of the possibility of damages or are aware of the possibility of damages.
- IN PARTICULAR, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PayTap® AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SERVICE, OR THE CONTENT OF ANY WEBSITES OR ONLINE SERVICES LINKED TO OR INTEGRATED WITH THE SERVICE.
- PayTap® AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: ERRORS, MISTAKES, OR INACCURACIES OF CONTENT;
- PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICE;
- ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL INFORMATION OR USER DATA;
- ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SERVICES;
- ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE SERVICE BY ANY THIRD PARTY; OR
- ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED OR SHARED THROUGH THE SERVICE.
- TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR CLAIMS RELATING TO PayTap’S DISTRIBUTION OF PAYMENTS OWED TO CLIENT (WHICH SHALL BE LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES), PayTap’S TOTAL CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY UNDER THESE TERMS, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE FEES YOU HAVE ACTUALLY PAID PayTap® DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM GIVING RISE TO SUCH LIABILITY.
- You will defend, indemnify, and hold the Operator associated with you receiving Payments through the Service harmless from and against any actual or threatened suits, actions, proceeds (at law or in equity), claims, damages, payments, deficiencies, fines, judgments, settlements, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees, costs, penalties, interest, and disbursements) arising from or related to Our distribution of Payments.
15. Consent to Electronic Communications
- By using the Service, you agree that we may communicate with you electronically regarding your use of the Service and that any notices, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that communications be in writing. To withdraw your consent from receiving electronic notice, please notify us at email@example.com.
16. Governing Law and Arbitration
- You consent and submit to the personal jurisdiction of such courts for the purposes of any such action.
- IF YOU DEMONSTRATE THAT THE COSTS OF ARBITRATION WILL BE PROHIBITIVE AS COMPARED TO THE COSTS OF LITIGATION, WE WILL PAY AS MUCH OF THE ADMINISTRATIVE COSTS AND ARBITRATOR’S FEES REQUIRED FOR THE ARBITRATION AS THE ARBITRATOR DEEMS NECESSARY TO PREVENT THE COST OF THE ARBITRATION FROM BEING PROHIBITIVE. IN THE FINAL AWARD, THE ARBITRATOR MAY APPORTION THE COSTS OF ARBITRATION AND THE COMPENSATION OF THE ARBITRATOR AMONG THE PARTIES IN SUCH AMOUNTS AS THE ARBITRATOR DEEMS APPROPRIATE.
- NEITHER YOU NOR WE MAY ACT AS A CLASS REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL, NOR PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, WITH RESPECT TO ANY CLAIM. CLAIMS MAY NOT BE ARBITRATED ON A CLASS OR REPRESENTATIVE BASIS. THE ARBITRATOR CAN DECIDE ONLY YOUR AND/OR OUR INDIVIDUAL CLAIMS. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED. THE ARBITRATOR MAY AWARD IN THE ARBITRATION THE SAME DAMAGES OR OTHER RELIEF AVAILABLE UNDER APPLICABLE LAW, INCLUDING INJUNCTIVE AND DECLARATORY RELIEF, AS IF THE ACTION WERE BROUGHT IN COURT ON AN INDIVIDUAL BASIS. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE FOREGOING OR HEREIN, THE ARBITRATOR MAY NOT ISSUE A “PUBLIC INJUNCTION” AND ANY SUCH “PUBLIC INJUNCTION” MAY BE AWARDED ONLY BY A FEDERAL OR STATE COURT. IF EITHER PARTY SEEKS A “PUBLIC INJUNCTION,” ALL OTHER CLAIMS AND PRAYERS FOR RELIEF MUST BE ADJUDICATED IN ARBITRATION FIRST AND ANY PRAYER OR CLAIM FOR A “PUBLIC INJUNCTION” IN FEDERAL OR STATE COURT STAYED UNTIL THE ARBITRATION IS COMPLETED, AFTER WHICH THE FEDERAL OR STATE COURT CAN ADJUDICATE THE PARTY’S CLAIM OR PRAYER FOR “PUBLIC INJUNCTIVE RELIEF.” IN DOING SO, THE FEDERAL OR STATE COURT IS BOUND UNDER PRINCIPLES OF CLAIM OR ISSUE PRECLUSION BY THE DECISION OF THE ARBITRATOR.
- THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN THE JAMS ARBITRATION RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR WE WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.
- The Service may contain links to other websites and online resources.
- A link to a third party’s website does not mean that we endorse it or that we are affiliated with it.
19. Complete Agreement
- No waiver of any provision shall be deemed a further or continuing waiver of any other provision.
Term Definition: Content All software, text, media, and other content available on the Service
Customers: Anyone who leaves a Payment through PayTap®
Effective Date: First date of your access to the Service
Marks: Trademarks, logos and brand elements
Operator: The business subscribing to PayTap’s Service to allow for Payments for its employees and controlling Payment splits
Service: PayTap, which is the cashless tipping platform that enables clients to receive, pool, split & distribute digital Payments.
Team PayTap®: Functionality provided by PayTap® that allows for Payment pooling, among other things
PayTap®: We, Our or Us PayTap® US
Payments: An uncalled for spontaneous payment offered by a Customer to a Client via the PayTap® platform, with the intention of this money being provided directly to the Client or relevant Team
PayTap® Clients: Payment recipients who may be employees of Operator