User Agreement for PayShark Services…… By using the website www.payshark.com and the services supplied by PayShark Inc. Canada and PayShark (Barbados) Limited via the www.payshark.com website you agree to be contracted to the terms and conditions of www.payshark.com with the effected date being the date of first use by you. Use is defined as registering for an account at the www.payshark.com website and logging in with a Username and Password.
THIS USER AGREEMENT SHALL BE EFFECTIVE FOR ALL USERS AS OF January 1, 2018.
2.1 Eligibility. To be eligible to use the Services, you must be at least 18 years old and a resident of Canada at the time you open the Account if using PayShark Inc. in Canada. If opening an account in the Unites States or West Indies, you must be at least 18 years old and a resident of the United States or West Indies at the time you open the Account if using PayShark (Barbados) Limited. This Agreement applies only to Accounts opened at PayShark.com. 2.2 Business Accounts; Types of Transactions. We offer Business Accounts. By opening a Business Account and accepting the terms as outlined in this Agreement, you attest that you are not establishing the Account primarily for personal, family, or household purposes. Your account must be used exclusively by you for your own business transactions and can not be shared with another person or entity. You may send money from, and receive money into, your Account, as described in more detail in Section 3 (Sending Money) and Section 4 (Receiving Money). You may also withdraw money from your Balance, as described in more detail in Section 6 (Withdrawing Money). 2.3 Identity Authentication. You authorize PayShark, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information that will allow us to reasonably identify you, requiring you to take steps to confirm ownership of your email address or financial instruments, ordering a credit report, or verifying your Information against third party databases or through other sources. We or our third parties may also ask to see your driver’s license or other identifying documents at any time such as passport for proof of Citizenship. If you use certain Services, we may have a legal requirement to verify some of your information. PayShark reserves the right to close, suspend, or limit access to your Account and/or the Services in the event we are unable to obtain or verify this information. 2.4 Credit Report Authorization. When you open a Business Account, you are providing PayShark with written instructions and authorization to obtain your personal and/or business credit report from a credit reporting agency. You are also authorizing PayShark to obtain your personal and/or business credit report: (a) when you request a product for which PayShark requires a review of your credit report, or (b) at any time PayShark reasonably believes there may be an increased level of risk associated with your Business Account. 2.5 Third Party Permissions. If you grant express permission to a third party to take specific actions on your behalf, or access particular information about your Account, you acknowledge that:
You may change or remove these permissions at any time by changing your settings in your Account Profile.
3.1 Sending Limits. We may, at our discretion, impose sending limits on the amount of money you can send through the Services to assist in protecting the integrity of the PayShark system or our users from loss, or prevent fraud and limit the risk of money laundering and terrorism financing. You can view your sending limit, if any, by logging into your Account Profile. If you have a Verified Account, we may increase your sending limits. 3.2 (a) Selecting A Preferred Payment Method. You can choose any of the payment methods in your PayShark account as your preferred payment method to receive funds. You can set a preferred payment method in your account preferences on www.PayShark.ca or in the PayShark app. If you have chosen an online preferred payment method, it will be shown as the primary method of payment. This payment method will be used when you initiate the transfer of funds from your PayShark account. Certain payment methods may be limited based on the country location you are in and the payment services available in that country. 3.3(b) If no preferred payment method, it's still your choice For purchase transactions, if you have not selected a preferred payment method, or your preferred payment method is unavailable, we will show you multiple available payment methods. You can also click on the “Manage” link to see all of your available payment methods, or add a new one, and select the one of your choosing during the transaction. 3.3(c) Debit card processing payments PayShark will process your PayShark debit card payouts through the Visa, MasterCard or Discover network. 3.4 Bank Transfers. When Instant Transfer or a debit card is used as your Payment Payout Method, you are allowing PayShark to initiate a transfer from your account balance at PayShark to the end bank account or debit card that you have set up in your PayShark account For these transactions, you agree that such requests constitute your authorization to PayShark to make the transfers. Once you have provided your authorization for the transfer, you will not be able to cancel the electronic transfer. 3.5 Refused and Refunded Transactions. When you process a payout payment you agree that you will not hold PayShark liable for any damages resulting from a payout not processing due to inaccurate information in your account. Any denied payment will be returned to your Balance in your PayShark account. You are responsible for ensuring all end depositing account information is correct in your payout profile. 3.6 Merchant Processing Delay. When you send a payment to certain merchants, you are providing an Authorization to the merchant to process your payment and complete the transaction. The payment will be held as pending until the merchant processes your payment. Some merchants may delay processing your payment. In such an instance, your Authorization will remain valid for up to 30 Days. If your payment requires a currency conversion, the exchange rate, which will include the Currency Conversion Fee described in Section 8 (Fees), will be determined at the time the merchant processes your payment and completes the transaction. 3.7 Preapproved Payments. A Preapproved Payment is a payment in which you authorize a scheduled payout from your PayShark account. Preapproved Payments are sometimes called "recurring payments”, “preauthorized transfers” or "automatic payments”. Within 2 Business Days of any Preapproved Payment made from your Account, you will receive a confirmation of this transaction in you PayShark account. You can change or cancel and preapproved payment at anytime in your account settings on www.PayShark.com. 3.8 Accuracy of Information. You are responsible for confirming the accuracy of the information you provide about each payout payment you send, including any bank account SWIFT CODE, TRANSIT CODE or DEPOSITING ACCOUNT NUMBER, and the amount of the transaction. 3.11 Mobile App. If you use the mobile app, you are responsible for any fees that your phone service provider charges for such use, including fees for SMS or data usage. Your phone service provider is not the provider of the Services.
4.1 Receiving Payments From Your Invoices into Your PayShark Account. All invoices collected on your behalf by PayShark will be credited to your PayShark account. 4.2 Invoicing Cycle. PayShark will request / receive invoicing details for services you have performed from your network clients and or other business services sources on the 1st and 16th of each month. Your invoices will be prepared and forwarded electronically to your network clients or other business services sources. 4.3 Payment Payout Timelines. PayShark will collect on all invoices sent on your behalf and have funds deposited into your PayShark account within 10 to 13 business days from the date of sending your invoice. It is your responsibility to initiate payout from your PayShark account to your desired end point. PayShark is not responsible for the length of time it takes for transmission of your funds to your end bank account. In Canada, The United States and West Indies this is usually 2 to 3 business days with major financial institutions. Payments to Visa Debit Cards are usually within 24 hours. 4.4 Payment Review. Payment Review is a process by which PayShark reviews certain potentially high-risk transactions. If a payment is subject to Payment Review, PayShark will place a hold on the payment and provide notice you and your client source that the payment is under review. PayShark will conduct a review and either clear or cancel the payment. If the payment is cleared, PayShark will process the deposit to your PayShark account for immediate release once cleared. If the payment is cancelled PayShark will refund the payment to your client and provide you with the details by email of why your payment was cancelled. 4.4 Service Fees. When you receive a payment from a client or other business service source you authorize PayShark to deduct the full amount of any and all service fees you have agreed to pay for the use of this service. Additional service fees include any third party service fees you have agreed to pay. These services fees will be deducted at the time of collection and will appear on our PayShark account statement in your PayShark account. 4.5 Earnings Currency of Issue. All invoices will be generated in the home currency based on the country location of your paying client. All Clients will pay you in their home currency and PayShark will credit this amount to your account in the same currency. At your option upon your initiation of Payout a currency conversion will be performed if you choose to payout the funds in a different currency than what it was received. A standard foreign exchange fee will be charged. You have the option to transfer the funds in the currency that was received or convert to a different Currency. Example – A Canadian resident is working for a United States based contract. The invoice amount collected is $1000.00 USD. The Canadian based resident decides convert the funds to $CAD using the posted FX rate of $1.24 US to CAD. $1240.00 CAD is transfer on payout to the Canadian residents account. 4.6 Foreign Exchange Risk. PayShark will post the daily foreign exchange rates available to you within the PayShark System. You will always have the option to transfer funds in the currency they were received or convert. PayShark assumes no liability for foreign exchange rates. All uses of the system accept that their contracts for services will be issued in the home currency of the country of the Company they have a contract with. All users accept the foreign exchange risk based on fluctuation in currencies. 4.7 No Surcharges. You agree that you will not impose a surcharge or any other fee for accepting PayShark as a payment method to any of your network clients or other business services sources. 4.8 Taxes. It is your responsibility to determine what, if any, taxes apply to the payments you receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. PayShark is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction. 4.9 Tax Withholding Account. At the option of the user you may elect to set aside a percentage of your invoice fees collected for tax considerations or other uses. This is an option you may choose to set up. The running balance and history of your tax withholding account will be visible to you in the PayShark site. You can elect to transfer these funds at any time by using the standard payment interface to initiate the transfer.
5.1 Balances. You do not need to maintain a Balance in your Account. If you do hold a Balance, PayShark will hold your funds separate from its corporate funds, and it will not use your funds for its operating expenses or for any other corporate purposes. PayShark will not voluntarily make your funds available to its creditors in the event of bankruptcy. While your funds are in our custody, PayShark will combine your funds with the funds of other Users and place those pooled funds into Pooled Accounts with one or more banks. These Pooled Accounts will be held in PayShark's name for the benefit of its collective Users. 5.2 Assignment of Interest to PayShark. You agree that you will not receive interest or other earnings on the funds that PayShark handles as your agent and places in Pooled Accounts. In consideration for your use of the Services, you irrevocably transfer and assign to PayShark any ownership right that you may have in any interest that may accrue on funds held in Pooled Accounts. This assignment applies only to interest earned on your funds, and nothing in this Agreement grants PayShark any ownership right to the principal of the funds you maintain with PayShark. In addition to or instead of earning interest on Pooled Accounts, PayShark may receive a reduction in fees or expenses charged for banking services by the banks that hold your funds. 5.3 Negative Balances and Multiple Currencies. If your Account has a negative Balance, PayShark may setoff the negative Balance with any funds that you subsequently receive into your Account. If you have multiple currency Balances in your Account and one of the currency Balances becomes negative for any reason, PayShark may setoff the negative Balance by using funds you maintain in a different currency Balance, or by deducting amounts you owe PayShark from money you subsequently add or receive into your Account. 5.4 Risks of Maintaining Balances in Multiple Currencies. You are responsible for all risks associated with maintaining Balances in multiple currencies. You agree that you will not attempt to use multiple currencies for speculative trading. 5.5 Setoff of Past Due Amounts. If you have a past due amount owed to PayShark which amount is not the subject of a dispute, PayShark may debit your Account to pay any amounts that are past due. 5.6 Security Interest. To secure your performance of this Agreement, you grant to PayShark a lien on and security interest in and to the funds held in your Account in the possession of PayShark. 5.7 Dormant Account Balances. If your account remains dormant for 90 consecutive days with a balance, PayShark will consider your account Dormant. PayShark will begin charging your account a monthly maintenance dormant fee of $10.00 per month based on the currency of the account. If there is no balance the account will be closed.
6.1 How to Withdraw Money. You may withdraw funds by electronically transferring them to your bank account or Visa Debit Card where this option is available. 6.2 Withdrawal Limits. Depending on the degree to which you have Verified your Account, we may limit your monthly withdrawal of funds. You can view your withdrawal limit, if any, by logging into your Account Profile. In addition, we may delay withdrawals of large sums of money while we perform a risk review.
7.1 How to Close Your Account. Subject to Section 7.2, you may terminate your relationship with us at any time and without termination penalty by closing your Account. Please follow the instructions in your Account Profile. Upon Account closure, we will complete any pending collections on your behalf or transactions. You must withdraw your Balance prior to closing your Account. PayShark will deduct and outstanding fees or debits and the time of closing the account. 7.2 Limitations on Closing Your Account. You may not close your Account to evade an investigation. If you attempt to close your Account while we are conducting an investigation, we may hold your funds for up to 180 Days to protect PayShark or a third party against the risk of Reversals, Chargebacks, claims, fees, fines, penalties and other liability. You will remain liable for all obligations related to your Account even after the Account is closed.
8.1 Fees Overview. Fees are based the type of activity or transactions you are performing with your PayShark account. Some Fees are expressed as a percentage of the payment amount. Other fees are a dollar amount. All Fees are in Canadian Dollars for contracts with PayShark Inc. Canada and US Dollars for contracts with PayShark (Barbados) Limited unless otherwise stated.
8.4 Additional Fees.
Activity Currency Conversion Fee Converting Balance within your Account and not as part of a sending or withdrawal transaction 2.5% added to the exchange rate Withdrawing Balance to your bank account and a currency conversion is required 2.5% added to the exchange rate Any other transaction requiring a currency conversion to Canadian or U.S. Dollars 3.0% added to the exchange rate Any other transaction requiring a currency conversion to a currency other than Canadian or U.S. Dollars 3.5% added to the exchange rate
9.1 Restricted Activities. In connection with your use of our website, your Account, the Services, or in the course of your interactions with PayShark, other Users, or third parties, you will not:
10.2 Reimbursement for Your Liability. In the event that you are liable for any amounts owed to PayShark, PayShark may immediately remove such amounts from your Balance. If you do not have a Balance that is sufficient to cover your liability, your remaining Balance (if any) will be removed, your Account will have negative Balance up to the amount of your liability. PayShark may engage in collection efforts to recover such amounts from you. 10.3 Actions by PayShark – Restricted Activities. If PayShark, in its sole discretion, believes that you may have engaged in any Restricted Activities, we may take various actions to protect PayShark, Clients, other Users, other third parties, or you from Reversals, Chargebacks, claims, fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:
PayShark, in its sole discretion, reserves the right to terminate this Agreement, access to its website, or access to the Services for any reason and at any time upon notice to you and payment to you of any unrestricted funds held in custody for you. 10.4 Actions by PayShark – Holds.
10.5 Actions by PayShark - Account Closure, Termination of Service, Limited Account Access; Confidential Criteria. If we close your Account or terminate your use of the Services for any reason, we will provide you with notice of our actions. If we limit access to your Account, including through a Reserve or hold, we will provide you with notice of our actions, and the opportunity to request restoration of access if, in our sole discretion, we deem it appropriate. Further, you acknowledge that PayShark’s decision to take certain actions, including limiting access to your Account by placing holds or imposing Reserves, may be based on confidential criteria that is essential to our management of risk and the security of Users’ Accounts and the PayShark system. You agree that PayShark is under no obligation to disclose the details of its risk management or its security procedures to you. 11 Notification Requirements. 11.1 Contacting PayShark 1. You should immediately notify PayShark if you believe:
You should regularly log into your Account Profile and review your Account activity to ensure that there has not been an unauthorized transaction or processing error. You should also review these transaction confirmations to ensure that each transaction was authorized and is accurate. For unauthorized transactions or processing errors in your Account, notify us as follows:
When you notify us, provide us with all of the following information:
If you notify us orally, we may require that you send us your complaint or question in writing within 10 Business Days. During the course of our investigation, we may request additional information from you. 11.2 PayShark Actions after Receipt of Your Notification. Once you notify us of any suspected unauthorized transaction or processing error, or we otherwise learn of one, we will do the following:
11.3 PayShark Processing Errors. We will rectify any processing error that we discover. If the error results in your receipt of less than the correct amount to which you are entitled, PayShark will credit your Account for the difference. If the error results in your receipt of more than the correct amount to which you are entitled, PayShark will debit the extra funds from your Account. If the error resulted in losses or damages to you we will only be liable for your losses or damages directly caused by this failure up to the maximum monetary value of the error it’s self, unless: circumstances beyond our control (such as fire, flood or loss of Internet connection) prevented the transaction, despite our reasonable precautions.
12.1 Contact PayShark First. If a dispute arises between you, acting as either a Client or Contract Worker, and PayShark, our goal is to learn about and address your concerns. If we are unable to do so to your satisfaction, our aim is to provide you with a neutral and cost effective means of resolving the dispute quickly. Disputes between you and PayShark regarding the Services may be reported to email@example.com 12.2 Arbitration. For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000.00 CAD or US based on the country origin of the claim, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. If a party elects arbitration, that party will initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. 12.3 Law and Forum for Disputes. This Agreement will be governed by and interpreted in accordance with the laws of Ontario, and the laws of Canada, each as may be applicable. Except as otherwise agreed by the parties or as described in Section 14.2 above, you agree to irrevocably submit to the nonexclusive jurisdiction of the courts of Ontario for the purpose of any suit, action or other proceeding arising out of this Agreement or your use of our websites or the Services. 12.4 No Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. 12.5 Indemnification. You agree to defend, indemnify and hold PayShark, its officers, directors and employees harmless from any claim or demand (including attorneys’ fees) made or incurred by any third party due to or arising out of your breach of this Agreement and/or your use of the Services. 12.6 Assumption of Rights. If PayShark pays out a claim, Reversal or Chargeback that you file against a recipient of your payment, you agree that PayShark assumes your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, at PayShark’s discretion. 12.7 Release of PayShark. If you have a dispute with one or more Users, you release PayShark (and our officers, directors, agents, joint ventures and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes.
13.1 Limitations of Liability. IN NO EVENT SHALL WE (INCLUDING FOR GREATER CERTAINTY, PayShark Inc. and PayShark (Barbados) Limited AND AFFILIATES), AND THE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES AND SUPPLIERS OF PAYSHARK, (INCLUDING FOR GREATER CERTAINTY PayShark Inc. and PayShark (Barbados) Limited OR OUR AFFILIATES) BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF DATA OR LOSS OF BUSINESS) ARISING OUT OF OR IN CONNECTION WITH OUR WEBSITE, THE SERVICES, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE), UNLESS AND TO THE EXTENT PROHIBITED BY LAW. OUR LIABILITY (INCLUDING FOR GREATER CERTAINTY, THE LIABILITY OF OUR PARENT AND AFFILIATES), AND OUR (AND THEIR RESPECTIVE) OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES. IN ADDITION, TO THE EXTENT PERMITTED BY APPLICABLE LAW, PAYSHARK (INCLUDING FOR GREATER CERTAINTY PayShark Inc. and PayShark (Barbados) Limited AND AFFILIATES) AND OUR (AND THEIR RESPECTIVE) OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND SUPPLIERS ARE NOT LIABLE, AND YOU AGREE NOT TO HOLD THESE PARTIES RESPONSIBLE, FOR ANY DAMAGES OR LOSSES (INCLUDING, BUT NOT LIMITED TO, LOSS OF MONEY, GOODWILL, OR REPUTATION, PROFITS, OR OTHER INTANGIBLE LOSSES OR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR INDIRECTLY FROM: (A) YOUR USE OF OR YOUR INABILITY TO USE PAYSHARK’S SITES AND SERVICES; (B) DELAYS OR DISRUPTIONS IN PAYSHARK’S SITES AND SERVICES; (C) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING PAYSHARK’S SITES OR SERVICES OR ANY SITE OR SERVICE LINKED TO PAYSHARK’S SITES OR SERVICES; (D) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN PAYSHARK’S SITES OR SERVICES OR IN THE INFORMATION AND GRAPHICS OBTAINED FROM THEM; (E) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES; (F) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNT; (G) YOUR NEED TO MODIFY PRACTICES, CONTENT, OR BEHAVIOR, OR YOUR LOSS OF OR INABILITY TO DO BUSINESS, AS A RESULT OF CHANGES TO THIS AGREEMENT OR PAYSHARK’S POLICIES. PAYSHARK RESERVES THE RIGHT TO MODIFY ITS POLICIES AND THIS AGREEMENT AT ANY TIME CONSISTENT WITH THE PROVISIONS OUTLINED HEREIN. 13.2 No Warranty. PAYSHARK, OUR EMPLOYEES AND OUR SUPPLIERS PROVIDE THE SERVICES “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. PAYSHARK, OUR EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. PayShark does not have any control over the Client and the ultimate payment processing time of your receivables or services and PayShark cannot ensure that a Client you are dealing with will actually complete the payable transaction or is authorized to do so. PayShark does not guarantee continuous, uninterrupted or secure access to any part of the Services, and operation of our site may be interfered with by numerous factors outside of our control. PayShark will make reasonable efforts to ensure that requests for electronic payouts to visa debit cards, bank accounts, credit cards, are processed in a timely manner but PayShark makes no representations or warranties regarding the amount of time needed to complete processing because the Services are dependent upon many factors outside of our control, including for example, delays in the banking system. To the extent that the region in which you reside does not permit the disclaimer of implied warranties, the foregoing disclaimers may not apply to you. This paragraph gives you specific legal rights and you may also have other legal rights that vary from region to region. 13.3 License Grant. If you are using PayShark software such as an API, developer's toolkit or other software application that you have downloaded to your computer, device, or other platform, then PayShark grants you a revocable, non-exclusive, non-transferable license to use PayShark's software in accordance with the documentation. This license grant includes the software and all updates, upgrades, new versions and replacement software for your personal use only. You may not rent, lease or otherwise transfer your rights in the software to a third party. You must comply with the implementation and use requirements contained in all PayShark documentation accompanying the Services. If you do not comply with PayShark’s implementation and use requirements you will be liable for all resulting damages suffered by you, PayShark and third parties. You agree not to alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code which is derived from the software. You acknowledge that PayShark owns all rights, title and interest to PayShark’s software. Any third party software application you use on the PayShark website is subject to the license you agreed to with the third party that provides you with this software. PayShark does not own, control nor have any responsibility or liability for any third party software application you elect to use on the PayShark website and/or in connection with the Services. If you are using the Services on a PayShark website, or other website or platform hosted by PayShark, or a third party, and are not downloading PayShark’s software or using third party software applications on the PayShark website, then this section does not apply to your use of the hosted Services. 13.4 License Grant from You to PayShark; IP Warranties. When providing PayShark with content or posting content using Services, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, and sub-licensable (through multiple tiers) right to exercise any and all copyright, publicity, trademarks, database rights and intellectual property rights you have in the content, in any media known now or in the future. Further, to the fullest extent permitted under applicable law, you waive your moral rights and promise not to assert such rights against PayShark, its sub-licensees or its assignees. You represent and warrant that none of the following infringe any intellectual property or publicity right: your provision of content to PayShark, your posting of content using the Services, and PayShark’s use of such content (including of works derived from it) in connection with the Services.” 13.5 Terms in English. It is the express wish of the parties that these terms and any directly or indirectly related documents be drawn up in English. Les parties ont exprimé la volonté expresse que les présentes modalités et tous les documents s’y rattachant directement ou indirectement soient rédigés en anglais. 13.6 Complete Agreement. This Agreement, along with any applicable policies and agreements on the PayShark website, sets forth the entire understanding between you and PayShark with respect to the Services. Sections 1 (Our Relationship with You), 7 (Closing Your Account), 8 (Fees & Currency Conversion), 10 (Your Liability – Actions We May Take), 12 (Disputes with PayShark), 13 (General Provisions), and 14 (Definitions), as well as any other terms which by their nature should survive, will survive the termination of this Agreement. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. 16. Definitions. "ACSS" means the Automated Clearing Settlement System. "Account" means a Personal or Business PayShark account. "Account Profile" means the location on our website where you can, after logging in, view and manage your profile, including your personal information, Payment Method details, preapproved payment authorizations, and your Account settings including your notification preferences and API Access permissions. "Agreement" means this agreement including all subsequent amendments. "Balance" means any money that you have in your Account. The terms "money" and "funds" are used interchangeably in this Agreement. "Business Days" means Monday through Friday, excluding Holidays. "Commercial Entity Agreement" means the agreement that commercial entities are required to enter into directly with PayShark's payment processor(s). "Chargeback" means a request that a buyer files directly with his or her debit or credit card company or debit or credit card issuing bank to invalidate a payment. "Client" means a company that uses the PayShark Service to pay independent workers "Confirmed Address" means an address that has been reviewed by PayShark or one of our affiliates and found highly likely to be that of the User to which it is associated. "Customer Service" is PayShark's customer support group. "Days" means calendar days. "Fees" means those amounts described in Section 8 (Fees) of this Agreement. "Independent Worker" means a contractor on the network that uses the PayShark Service to prepare invoices for their services performed, submit the invoice to their Client and collect their receivable. "Information" means any confidential and/or personally identifiable information or other information related to an Account or User, including but not limited to the following: name, email address, billing address, phone number and financial information. "Instant Transfer" means a payout funded using the users Payshark account to the bank account which PayShark credits the recipient instantly where available. "LiveXchange" means LiveXchange Corporation. "Merchant Processing Delay" means a delay between the time you Authorize a payout payment and the receipt time to your end account. "Payment Review" means the process described in Section 4 (Receiving Money) of this Agreement. "Pay Out" means your ability to send money though the Services including ability to pay out to multiple bank accounts in multiple currencies. "PayShark," "we," "us" or "our" means PayShark Inc. in Canada or PayShark (Barbados) Limited, its successors, assigns subsidiaries and affiliates related through common ownership or control or an agent acting on our or their behalf. "Policy" or "Policies" means any Policy or other agreement between you and PayShark that you entered into on the PayShark website, or in connection with your use of the Services. "Pooled Accounts" means Accounts at one or more banks in which PayShark will place User Balances. "Preapproved Payment" means a payment which has been schedules in advance and authorization by you to payout to one of your end accounts, sometimes called “scheduled payment” or "recurring payments." "Reserve" means a percentage of the funds received into your Account that we hold in order to protect against the risk of Reversals, Chargebacks, claims or any other liability related to your Account and/or use of the Services. "Restricted Activities" means those activities described in Section 9 (Restricted Activities) of this Agreement. "Reversal" means PayShark reverses a payment you received because (a) it is invalidated by the sender’s bank, (b) it was sent to you in error by PayShark, its parent, or any direct or indirect PayShark subsidiary, (c) the sender of the payment did not have authorization to send the payment (for example: the sender used a credit card that did not belong to the sender), (d) you received the payment for activities that violated this Agreement, the Acceptable Use Policy, or any other PayShark agreement, or (e) PayShark decided a claim against you. "Services" means all our products and services and any other features, technologies and/or functionalities offered by us on our website through a mobile app or through any other means. "Significantly Not as Described" has the definition provided in Section 13 (Protection for Buyers) of this Agreement. "Substantial Change" means a change to the terms of this Agreement that reduces your rights or increases your responsibilities, but does not include increases to existing or introduction of new Fees. "Transaction Details Page" means the page on the PayShark website titled "Transaction Details" that displays information about the transaction. This page is accessible from the individual transaction in your Account on the PayShark website. "Verified Account" means an Account status that reflects that PayShark is reasonably sure that an Account holder has legal control of one or more of his or her Payment Methods. A Verified Account status does not constitute an endorsement of a User or a guarantee of a User's business practices. "Virtual Terminal Payment" means a payment processed by PayShark through the Virtual Terminal flows that is funded directly by a Card and not through an Account. "User" means any person or entity using the Services including you.
Thank you for using the PayShark Services.