Welcome to the simonepay.com website (“Website”). Please read the terms and conditions of the Website Terms of Use – Distributors and Retailers and the Retailer Purchase Agreement, as applicable, carefully before you start to access and/or use the Website.
WEBSITE TERMS OF USE – DISTRIBUTORS AND RETAILERS. The Website Terms of Use – Distributors and Retailers are the terms and conditions to which a Distributor and/or Retailer (as those terms are defined below in the Website Terms of Use – Distributors and Retailers) agrees in order to be able to access or use the Website and/or services on the Website.
RETAILER PURCHASE AGREEMENT. The Retailer Purchase Agreement are the terms and conditions to which a Retailer agrees in order to place orders for Products (as that term is defined in the Retailer Purchase Agreement) as a retailer/reseller of Products authorized by a Distributor (as that term is defined in the Retailer Purchase Agreement) and for the resale of Products to end consumers.
WEBSITE TERMS OF USE – DISTRIBUTORS AND RETAILERS Last Modified: [01/02/2019]
Please read these Website Terms of Use – Distributors and Retailers (“Terms of Use”) carefully before you access and start to use simonepay.com (“Website”).
BY ACCESSING AND USING THE WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ AND AGREE TO BE BOUND AND ABIDE BY THE TERMS AND CONDITIONS OF THESE TERMS OF USE AND OUR PRIVACY POLICY, LOCATED AT https://www.simonepay.com/tc.php, INCORPORATED HEREIN BY REFERENCE, AND ANY OTHER TERMS AND CONDITIONS IDENTIFIED HEREIN.
IF YOU DO NOT AGREE WITH ANY OF THE TERMS OF THESE TERMS OF USE, DO NOT USE THE WEBSITE AND IMMEDIATELY LEAVE IT.
Additional terms and conditions may also apply to specific portions, services or features of the Website. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use.
Use of the Website are offered and available to users who are 18 years of age or older or the age of majority in their jurisdiction of residence, and reside in the United States or any of its territories or possessions. By accessing and using the Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.
These Terms of Use are entered into by and between you and SIM ONE PAY, LLC ( “Company”, “we”, “our” or “us”). The terms “you,” “your,” and “user” refer to a distributor who has a written distribution agreement with SIM ONE PAY, LLC (“Distributor”) or a retailer who is authorized by a Distributor as a reseller of sim one pay and certain third party services and/or products to end consumers (“Retailer”), as applicable, using a Company web site for Distributor or Retailer activities.
These Terms of Use, together with any documents they expressly incorporated by reference (collectively, these “Terms”), govern your access to and use of simonepay.com, including, but not limited to, any content, functionality and services offered on or through the Website, including, but not limited to, third party websites or services.
These Terms do not modify or supersede and in no way override the terms and conditions of any written distributor agreement between SIM ONE PAY (“Distributor Agreement”). IN CASE OF A CONFLICT BETWEEN THE TERMS AND CONDITIONS OF A DISTRIBUTOR AGREEMENT AND THESE TERMS, THESE TERMS WILL CONTROL, BUT ONLY WITH RESPECT TO DISTRIBUTOR’S ACCESS AND USE OF THE WEBSITE.
We may, in our sole discretion, at any time and without prior notice, revise and/or update these Terms and/or to impose new terms and conditions with respect to access to or use of the Website. Such revisions and additions shall be effective immediately upon notice thereof, which may be given by any means, including but not limited to posting the revised or additional terms and conditions on the Website. The date of the last revision of the Terms will appear at the top of these Terms. You are responsible for reviewing the Website periodically for any modification to these Terms. You agree that you shall be deemed to be apprised of and bound by any revisions or additions by Company to the Terms. Your continued use of the Website following the posting of revised Terms means that you accept and agree to the changes, whether or not you actually reviewed them. You are expected to check this page each time you access the Website so you are aware of any changes, as they are binding on you.
No modification to these Terms by any party other than Company shall be valid or enforceable against Company unless expressly agreed to by Company in writing signed by a duly authorized officer of Company.
The Website may, from time to time, be unavailable, including, but not limited to, for system maintenance and upgrades.
Company shall have the right, in its sole discretion, without notice and at any time and for any reason to discontinue operation of the Website, or any portion thereof, or any goods or services offered through, if any, or advertised on the Website, or to terminate yours or any user or individual's access to or use of the Website. Company shall also have the right to terminate your access to the Website at any time, in its sole discretion, for any or no reason and in such case you will not be able to access certain features of the Website. The restrictions imposed on you, the disclaimers, indemnities and limitations of liability set forth in these Terms shall survive any termination of the Website or your use thereof.
The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on the Website are the trademarks of their respective owners.
The text, images, photographs, graphics, logos, illustrations, descriptions, data and other material provided on the Website, as well as the selection, assembly and arrangement thereof, are referred to collectively as the “Content.” The Content may contain errors, omissions, or typographical errors or may be out of date. Company may change, delete, or update any Content at any time and without prior notice. The Content is provided for informational and promotional purposes only and is not binding on Company in any way except to the extent it is expressly provided to be so. Unless otherwise noted, all Content is protected by copyrights, trademarks, service marks, and other proprietary rights that are owned by Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You may not use, reproduce, copy, modify, transmit, display, publish, sell, license, publicly perform, distribute, or commercially exploit any of the Content. You may not frame or utilize framing techniques to enclose any trademark, logo or other proprietary information (including images, text, page layout or form) without the express, written consent of Company. Any use of the Content, except as specifically permitted in these Terms or as otherwise expressly permitted in the Content or in a writing signed by an authorized representative of Company is strictly prohibited.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms, your right to use the Website will cease immediately and you must destroy any and all copies of the materials you have made. No right, title or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark and other laws.
Links contained on the Websites to other websites operated by third parties (“Linked Site”), including any partners or vendors, do not constitute sponsorship, endorsement, or approval by Company of the content, policies, or practices of such Linked Sites. Linked Sites are not operated or controlled by Company, and Company is not responsible for the availability, content, policies, or practices of Linked Sites, including without limitation privacy policies, practices, transactions, agreements, any sale of goods and/or services, and/or other form of transaction, including, but not limited to, terms and conditions, payment processing, return of goods, communication by a third party to you, or dispute arising from your use of a Linked Site (“Third Party Transactions”). Links to Linked Sites are provided for your convenience only, and you access them at your own risk. Once you leave the Website and go to a Linked Site, any Third Party Transactions are between you and the operator of or other responsible party for the Linked Site and Company is not a party to nor a third party beneficiary of any Third Party Transactions.
To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with the Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential and you are responsible for maintaining the confidentiality of account information, including your password, and for all activity that occurs under your account. You will not disclose your password to unauthorized individuals. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
You may not use anyone else’s password to access any account. You may not attempt to gain unauthorized access to the Website, and if you attempt to do so, or assist others in making such attempts, then Company may terminate your online account. You are solely responsible for changing your password from time to time. A Website may, but Company is not required to, prompt you to change your password periodically, and your access to the site may be interrupted if you fail to do so. By accessing any part of the Website that is password protected you are agreeing you are the proper and authorized individual/user of the username and password being used to obtain access. Unauthorized individuals may be subject to prosecution.
We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.
The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
The Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
We may update the content on the Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.
We provide the Website for use only by persons located in the United States, its territories, or possessions. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States or any of its territories or possessions. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE, LINKED WEBSITE, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR LINKED WEBSITE, OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED THEREIN, OR ON THE WEBSITE LINKED TO IT.
COMPANY SHALL NOT BE LIABLE FOR ANY NONPERFORMANCE OR DELAY IN PERFORMANCE CAUSED BY ANY ACT BEYOND THEIR REASONABLE CONTROL.
YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, A LINKED WEBSITE, IS AT YOUR OWN RISK. THE WEBSITE. LINKED WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR LINKED WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, OR ACCURACY. THE “AS IS” CONDITION OF THE CONTENT, INFORMATION AND MATERIALS PROVIDED ON THIS SITE OR ANY LINKED SITE IS EXPRESSLY MADE A CONDITION OF ANY TRANSACTION ARISING THROUGH OR AS A RESULT OF THE WEBSITE. NEITHER COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, TIMELINESS, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE OR LINKED WEBSITE, ITS CONTENT, INFORMATION, AND/OR MATERIALS. WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE OR LINKED WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR LINKED WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER OR LINKED WEBSITES THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR LINKED WEBSITES OR ITEMS OBTAINED THROUGH THE WEBSITE OR LINKED WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, THE WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS COMPANY, ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS, AND ITS AND THEIR RESPECTIVE AFFILIATES AND RELATED ENTITIES AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ALL CLAIMS, LOSSES, DAMAGES, AWARDS, EXPENSES, FEES, LIABILITIES, AND COSTS (INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS' FEES AND COURT COSTS), ARISING OUT OF OR RELATING TO YOUR BREACH OF THESE TERMS OR YOUR ACCESS TO OR USE OF THE WEBSITE AND/OR ANY PRODUCTS OR SERVICE PROVIDED TO YOU ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE OR YOUR USE OF ANY INFORMATION OBTAINED FROM THE WEBSITE. THE FOREGOING INDEMNIFICATION OBLIGATION SHALL SURVIVE TERMINATION OF THESE TERMS AND THE WEBSITE AND/OR ANY PRODUCT OR SERVICE PROVIDED TO YOU ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE.
Any controversy, claim or dispute arising out of or relating to the Agreement, or any breach, termination or invalidity thereof, shall be settled by binding arbitration at the American Arbitration Association in accordance with its then applicable rules (“Rules”), and judgment upon any award rendered may be entered in any court having jurisdiction. In accordance with such Rules, each party shall designate one arbitrator, and these two arbitrators shall designate a third arbitrator. The place of arbitration shall be Newark, NJ, USA.
In the event arbitration or litigation arises out of this Agreement, the prevailing party shall be entitled to recover from the non-prevailing party its reasonable attorneys’ fees and costs.
EACH OF THE PARTIES HERETO HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN CONNECTION WITH ANY DISPUTE, ACTION, PROCEEDING, OR LITIGATION ARISING OUT OF, IN CONNECTION WITH, OR RELATED TO, THESE TERMS OR YOUR USE OF THIS SITE. EACH PARTY CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED OR OTHERWISE INDICATED THAT SUCH PARTY WOULD NOT SEEK TO ENFORCE THIS WAIVER OF RIGHT OF A JURY TRIAL IN THE EVENT OF ANY DISPUTE, ACTION, PROCEEDING, OR LITIGATION. EACH OF THE PARTIES AGREES THAT THIS WAIVER IS A MATERIAL INDUCEMENT FOR ENTERING INTO THESE TERMS.
No waiver of by the Company of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
The section titles in these Terms are for convenience only and have no legal or contractual effect.
RETAILER PURCHASE AGREEMENT Last Modified: [01/02/2019]
Welcome to simonepay.com, the terms and conditions of this Retailer Purchase Agreement governs the sale of Product by us to you through simonepay.com.
Please read this Retailer Purchase Agreement carefully before you access or use simonepay.com (the “Website”).
BY ACCESSING, USING, PLACING AN ORDER, AND/OR PURCHASING PRODUCTS (AS THAT TERM IS DEFINED BELOW) FROM THE simonepay.COM WEBSITE (“WEBSITE”), YOU ACKNOWLEDGE THAT YOU HAVE READ AND AGREE TO BE BOUND AND ABIDE BY THE TERMS AND CONDITIONS OF THIS RETAILER PURCHASE AGREEMENT AND OUR PRIVACY POLICY, LOCATED https://www.simonepay.com/tc.php, INCORPORATED HEREIN BY REFERENCE, AND ANY OTHER TERMS AND CONDITIONS IDENTIFIED HEREIN.
IF YOU DO NOT AGREE WITH ANY OF THE TERMS OF THIS AGREEMENT, DO NOT USE THE WEBSITE AND IMMEDIATELY LEAVE IT.
Additional terms and conditions may also apply to specific portions, services or features of the Website. All such additional terms and conditions are hereby incorporated by this reference into this Retailer Purchase Agreement.
BY ACCESSING AND USING THE WEBSITE YOU ALSO AGREE TO THE USE OF ELECTRONIC COMMUNICATIONS IN ORDER TO ENTER INTO CONTRACTS, AND YOU WAIVE ANY RIGHTS OR REQUIREMENTS UNDER APPLICABLE LAWS OR REGULATIONS IN ANY JURISDICTION WHICH REQUIRE AN ORIGINAL (NON-ELECTRONIC) SIGNATURE, TO THE EXTENT PERMITTED UNDER APPLICABLE MANDATORY LAW.
By accessing and using the Website, you certify that you are 18 years of age or older or the age of majority in their jurisdiction of residence, and reside in the United States or any of its territories or possessions, and you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.
This Retailer Purchase Agreement is entered into by and between you and SIM ONE PAY, LLC ( “Company”, “we”, “our” or “us”). The terms “you,” “your,” and “user” refer to a retailer who is authorized by a Distributor as a reseller of sim one pay and certain third party services and/or products to end consumers (“Retailer,” “you,” or “your”) using the Website for Retailer activities. “Distributor” means a distributor who has a written distribution agreement with SIM ONE PAY, LLC.
This Retailer Purchase Agreement, together with any documents they expressly incorporated by reference (collectively, the “Purchase Agreement”), govern your access to or use of the Website, including, but not limited to, any content, functionality and services offered on or through the Website or orders placed and/or Products purchased by you on the Website.
The Website is available only for purchases of Products within the United States, its territories, or possessions, and by a Retailer.
“Product” or “Products,” as grammatically appropriate, means, collectively, products and/or services offered for sale by SIM ONE PAY or by a third party on the Website or on a Linked Site (as that term is defined below).
Retailer shall pay Company for Products in accordance with the terms and conditions set forth in this Purchase Agreement. Payment for all Products is processed securely by various third party payment gateway services. Within twenty-four (24) hours of notice to Retailer of nonpayment, sime one pay, in its sole option and discretion, may immediately suspend service for and/or deactivate Products that have been delivered to Retailer but not paid for by Retailer.
Retailer will be responsible for its tax liabilities related to the sales and/or distribution of Products. Neither party will be liable for or pay any taxes: (i) imposed on or with respect to the other party's net or gross income, capital or franchise taxes; and/or (ii) in the nature of employee withholding taxes, FICA, unemployment insurance or other taxes relating to the other party’s personnel performing services hereunder.
All sales are finals; no returns. Retailer must notify sime one pay if there duplicate transactions occur and/or a transaction fails but charges still occurred; sime one pay, in its sole discretion, may apply credit for the foregoing transactions.
Products are shipped/delivered electronically through the APIs.
Links contained on the Websites to other websites operated by third parties (“Linked Site”), including any partners or vendors, do not constitute sponsorship, endorsement, or approval by Company of the content, policies, or practices of such Linked Sites. Linked Sites are not operated or controlled by Company, and Company is not responsible for the availability, content, policies, or practices of Linked Sites, including without limitation privacy policies, practices, transactions, agreements, any sale of goods and/or services, and/or other form of transaction, including, but not limited to, terms and conditions, payment processing, return of goods, communication by a third party to you, or dispute arising from your use of a Linked Site (“Third Party Transactions”). Links to Linked Sites are provided for your convenience only, and you access them at your own risk. Once you leave the Website and go to a Linked Site, any Third Party Transactions are between you and the operator of or other responsible party for the Linked Site and you acknowledge and agree that Company is not a party to nor a third party beneficiary of any Third Party Transactions.
We may, in our sole discretion, at any time and without prior notice, revise and/or update the terms and conditions of this Purchase Agreement and/or to impose new terms and conditions with respect to access to or use of the Website or the purchase or Products. Such revisions and additions shall be effective immediately upon notice thereof, which may be given by any means, including but not limited to posting the revised or additional terms and conditions on the Website. The date of the last revision of this Purchase Agreement will appear at the top of this Purchase Agreement. You are responsible for reviewing the Website periodically for any modification to this Purchase Agreement. You agree that you shall be deemed to be apprised of and bound by any revisions or additions by Company to this Purchase Agreement. Your continued use of the Website following the posting of revised Purchase Agreement means that you accept and agree to the changes, whether or not you actually reviewed them. You are expected to check this page each time you access the Website so you are aware of any changes, as they are binding on you.
No modification to this Purchase Agreement by any party other than Company shall be valid or enforceable against Company unless expressly agreed to by Company in writing signed by a duly authorized officer of Company.
Retailer agrees to submit to sime one pay for review and pre-approval, as granted in sime one pay’ sole discretion, in each occurrence of all advertisements, business cards, signage, and/or any other use of sime one pay’ names and/or Intellectual Property.
Neither party shall be liable to the other for any failure of performance hereunder which is due to a so-called ‘act of God’, accident, fire, lockout, strike or other labor dispute, riot or civil commotion, failure of technical or electrical facilities not within the parties’ reasonable control, act of public enemy, enactment, rule, order or act of government (whether national or local), or other act or event of a similar or dissimilar nature beyond the reasonable control of either party, any such act or event being deemed a force majeure event (“Force Majeure Event”). Notwithstanding the foregoing, no obligation to make a payment required under this Purchase Agreement is excused as a result of a Force Majeure Event.
Any controversy, claim or dispute arising out of or relating to the Agreement, or any breach, termination or invalidity thereof, shall be settled by binding arbitration at the American Arbitration Association in accordance with its then applicable rules (“Rules”), and judgment upon any award rendered may be entered in any court having jurisdiction. In accordance with such Rules, each party shall designate one arbitrator, and these two arbitrators shall designate a third arbitrator. The place of arbitration shall be Newark, NJ, USA.
In the event arbitration or litigation arises out of this Agreement, the prevailing party shall be entitled to recover from the non-prevailing party its reasonable attorneys’ fees and costs.
EACH OF THE PARTIES HERETO HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN CONNECTION WITH ANY DISPUTE, ACTION, PROCEEDING, OR LITIGATION ARISING OUT OF, IN CONNECTION WITH, OR RELATED TO, THIS PURCHASE AGREEMENT OR YOUR USE OF THIS SITE. EACH PARTY CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED OR OTHERWISE INDICATED THAT SUCH PARTY WOULD NOT SEEK TO ENFORCE THIS WAIVER OF RIGHT OF A JURY TRIAL IN THE EVENT OF ANY DISPUTE, ACTION, PROCEEDING, OR LITIGATION. EACH OF THE PARTIES AGREES THAT THIS WAIVER IS A MATERIAL INDUCEMENT FOR ENTERING INTO THIS PURCHASE AGREEMENT.
All matters relating to the Website and this Purchase Agreement and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New Jersey, without regard to application of conflicts of laws principles thereof. Subject to Section 19, Arbitration; Waiver of Trial by Jury, any legal suit, action or proceeding arising out of, or related to, this Purchase Agreement or the Website shall be instituted exclusively in the shall be litigated before the U.S. District Court for the District of New Jersey, or, as to those lawsuits with which the federal court lacks subject matter jurisdiction, before a court located in Bergen County, New Jersey. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS PURCHASE AGREEMENT OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
No waiver of by the Company of any term or condition set forth in this Purchase Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this Purchase Agreement shall not constitute a waiver of such right or provision.
If any provision of this Purchase Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Purchase Agreement will continue in full force and effect.
Except as otherwise identified herein, this Purchase Agreement constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral terms and conditions of use between the parties with respect to such subject matter.
You can choose if you would like your Retailer (an entity authorized by you to resell sime one pay Products) to have the ability to prepay for sime one pay Products with a credit card via the simonepay website. In the event that a charge for a sime one pay Product made via credit card by the Retailer is reversed by the credit card issuer (“Chargeback”), you will be responsible to pay the amount of such Chargeback to sime one pay.
Using a payment method other than ACH on the simonepay platform incurs a 3% convenience fee. To avoid this fee, you can make your payment using ACH. For example, if you wish to purchase $100 of sime one pay Product with a credit card, your total charge would be $100 of sime one pay Product + $3 convenience fee (3% x $100) = $103 total. You may use a maximum of five different credit cards (i.e. unique credit card numbers) per year (365 days) from DATE. A maximum of 3 credit card transactions per week (Monday 0:00:00AM ET through Sunday 11:59:59PM ET) are permitted.