Terms of Service Agreement
Last updated: June 25, 2020
These Terms of Services are a legal agreement (“Agreement”) between Processing Strategies, LLC dba Jupiter(”Jupiter”, “we,” “our” or “us”) and the person or entity (“you,” “your”, or “user”) who registered on the Jupiter Account page to receive and use, directly or indirectly, our payment processing services, website, any software, programs, documentation, tools, hardware, internet-based Services, components, and any updates (including software maintenance, Services information, help content, bug fixes or maintenance releases) (each, a “Services”). You may not access or use any Services unless you agree to abide by all of the terms and conditions in this Agreement.
Section A. General Terms.
This Agreement provides a general description of the Services that Jupiter may provide to you, including those that allow you to accept payments from purchasers of your goods or services or donors to your organization (your “Customers”). If you are using the Services on behalf of a business, you represent to us that you have authority to bind that business or entity to these terms, and that business accepts these terms. By using any of the Services, you agree to this Agreement and any policies referenced within (“Policies”), including terms that limit our liability (see Section 18) and require individual arbitration for any potential legal dispute (see Section 20). You also agree to the payment processing services terms (“Section C”) in Section B, which become part of your agreement with us (collectively, the “Terms”). You should read all of our terms carefully before using the Services.
1. Jupiter Account Registration.
You must open an account with us (a “Jupiter Account”) to use the Services. During registration we will ask you for information, which may include but is not limited to, your name and other personal information. You must provide accurate and complete information in response to our questions, and you must keep that information current. You are fully responsible for all activity that occurs under your Jupiter Account, including for any actions taken by persons to whom you have granted access to the Jupiter Account. We reserve the right to change the account type, suspend or terminate the Jupiter Account of anyone who provides inaccurate, untrue, or incomplete information, or who fails to comply with the account registration requirements.
We may amend the Agreement at any time with notice that we deem to be reasonable under the circumstances, by posting the revised version on our website or communicating it to you through the Services (each a “Revised Version”). The Revised Version will be effective as of the time it is posted but will not apply retroactively. Your continued use of the Services after the posting of a Revised Version constitutes your acceptance of such Revised Version. Any Dispute (as defined in Section 20) that arose before the changes will be governed by the Agreement in place when the Dispute arose.
3. E-Sign Consent and Communications.
We or the Platform will provide these Communications to you by emailing them to you at the primary email address listed in your Jupiter Account registration, by texting them to you at the primary telephone number listed in your Jupiter Account registration, by emailing or texting you a link or instructions how to access them on a website, or (if permitted by law) by posting them on the Website. We or the Platform may also provide certain Communications (such as federal and state tax statements) by U.S. mail to the street address listed in your Account registration. Communications are considered received by you within 24 hours of the time they are emailed to you, posted to the Website, or mailed to you. You further agree that your electronic signature has the same effect as your manual, physical signature.
b) System Requirements. To access and retain the electronic Communications, you will need the following: (1) a computer or mobile device with Internet or mobile connectivity. (2) for desktop website-based Communications a modern web browser that includes 256-bit encryption, such as the current version of Chrome, Internet Explorer, Mozilla Firefox, or Apple Safari; (3) for application-based Communications, a recent device operating system that supports text messaging, downloading, and applications from the Apple App Store or Google Play store; and the most recent versions of Apple Safari or Google Chrome on iOS or Google Chrome for Android OS; (4) access to the email address used to create the Jupiter Account; and (5) sufficient storage space to save Communications and/or a printer to print them.
By giving your consent, you are confirming that you have access to the necessary equipment and are able to receive, open, and print or download a copy of any Communications for your records. It is important for you to retain copies of Communications because they may not be accessible in your Jupiter Account at a later date.
c) Requesting Paper Copies of Electronic Communications. You have the right to receive Communications in paper form. To request a paper copy of any Communication at no charge, please write to Jupiter, 3401 Custer Rd, Suite 132, Plano, TX 75023, USA, Attn: Customer Support – Legal (“Jupiter Address”) within 180 days of the date of the Disclosure, specifying in detail the Communication you would like to receive.
d) Updating Your Contact Information. It is your responsibility to keep your primary email and street address up to date. You understand and agree that if Jupiter or the Platform sends you a Communication but you do not receive it because your primary email or street address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Jupiter or the Platform will be deemed to have provided the Communication to you. Please note that if you use a spam filter that blocks or re-routes emails from senders not listed in your email address book, you must add Jupiter or the Platform to your email address book so that you will be able to receive the Communications we send to you. If your email address becomes invalid such that electronic Communications sent to you by Jupiter or the Platform are returned, then Jupiter or the Platform may close your Jupiter Account, and you will not be able to transact any activity using your Jupiter Account until we receive a valid, functioning primary email address from you.
e) How to Withdraw Your Consent. You may withdraw your consent to receive electronic Communications at any time, by writing to the Jupiter Address. However, withdrawal of your consent to receive electronic Communications may result in termination of your access to Services. Any withdrawal of your consent will be effective after a reasonable period of time for processing your request.
4. Your Relationship with Your Customers.
You may only use the Services for legitimate Transactions with your Customers. You know your Customers better than we do, and you are responsible for your relationship with them. Jupiter is not responsible for the products or services you publicize or sell, or that your Customers purchase using the Services; or if you accept donations, for your communication to your Customers of the intended use of such donations. You affirm that you are solely responsible for the nature and quality of the products or services you provide, and for delivery, support, refunds, returns, and for any other ancillary services you provide to your Customers.
Jupiter provides Services to you, but we have no way of knowing if any particular purchase, sale, donation, order, or other transaction (each a “Transaction”) is accurate or complete, or typical for your business. You are responsible for knowing whether a Transaction initiated by your Customer is erroneous (such as a Customer purchasing one item when they meant to order another) or suspicious (such as unusual or large purchases, or a request for delivery to a foreign country where this typically does not occur). If you are unsure if a Transaction is erroneous or suspicious, you agree to research the Transaction and, if necessary, contact your Customer before fulfilling or completing the Transaction. You are solely responsible for any losses you incur due to erroneous or fraudulent Transactions in connection with your use of the Services.
5. Service Requirements, Limitations and Restrictions.
a) Compliance with Applicable Laws. You must use the Services in a lawful manner, and must obey all laws, rules, and regulations (“Laws”) applicable to your use of the Services and to Transactions. As applicable, this may include compliance with domestic and international Laws related to the use or provision of financial services, notification and consumer protection, unfair competition, privacy, and false advertising, and any other Laws relevant to Transactions.
b) Restricted Businesses and Activities. You may not use the Services to enable any person (including you) to benefit from any activities Jupiter has identified as a restricted business or activity (collectively, “Restricted Businesses”). Restricted Businesses include use of the Services in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by the United States Office of Foreign Asset Control (OFAC).
Please review the list of Restricted Businesses thoroughly before registering for and opening a Jupiter Account. If you are uncertain whether a category of business or activity is restricted or have questions about how these restrictions apply to you, please contact us. We may add to or update the Restricted Business List at any time.
c) Other Restricted Activities. You may not use the Services to facilitate illegal Transactions or to permit others to use the Services for personal, family or household purposes. In addition, you may not allow, and may not allow others to: (i) access or attempt to access non-public Jupiter systems, programs, data, or services; (ii) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of the Services, Documentation, or our website except as expressly permitted by applicable Laws; (iii) act as service bureau or pass-through agent for the Services with no added value to Customers; (iv) transfer any rights granted to you under this Agreement; (v) work around any of the technical limitations of the Services or enable functionality that is disabled or prohibited; (vi) reverse engineer or attempt to reverse engineer the Services except as expressly permitted by Laws; (vii) perform or attempt to perform any actions that would interfere with the normal operation of the Services or affect use of the Services by our other users; or (ix) impose an unreasonable or disproportionately large load on the Service.
d) Suspicion of Unauthorized or Illegal Use. If we reasonably suspect that your Jupiter Account has been used for an unauthorized, illegal, or criminal purpose, you give us express authorization to share information about you, your Jupiter Account, and any of your Transactions with law enforcement.
6. Services and Jupiter Account Support.
We will provide you with support to resolve general issues relating to your Jupiter Account and your use of the Services. This support includes resources and documentation that we make available to you through the current versions of Jupiter’s support pages, API documentation, and other pages on our website (collectively, “Documentation”). The most efficient way to get answers to your questions is to review our Documentation. If you still have questions after reviewing the Documentation, please contact us.
You are solely responsible for providing support to Customers regarding Transaction receipts, product or service delivery, support, returns, refunds, and any other issues related to your products and services and business activities. We are not responsible for providing support for the Services to your Customers unless we agree to do so in a separate agreement with you or one of your Customers.
We do not warrant that the Services will be compatible with your mobile device or carrier. Your use of the Services may be subject to the terms of your agreements with your mobile device manufacturer or your carrier. You may not use a modified device to use the Services if the modification is contrary to the manufacturer’s software or hardware guidelines, including disabling hardware or software controls.
7. Your Content.
You may use the Services to upload or publish text, images, and other content (collectively, “Content”) to your Jupiter Account and to third-party sites or applications but only if you agree to obtain the appropriate permissions and, if required, licenses to upload or publish any such Content using the Services. You agree to fully reimburse Jupiter for all fees, fines, losses, claims, and any other costs we may incur that arise from publishing illegal Content through the Services, or claims that Content you published infringes the intellectual property, privacy, or other proprietary rights of others
You grant us and our subsidiaries, affiliates, and successors a worldwide, non-exclusive, royalty-free, fully-paid, transferable, irrevocable, perpetual, and sub-licensable right to use, reproduce, modify, adapt, publish, prepare derivative works of, distribute, publicly perform, and publicly display your Content throughout the world in any media for any reason, including to provide, promote, and/or incorporate into the Services. You retain all rights in your Content, subject to the rights you granted to us in this Agreement. You may modify or remove your Content via your Jupiter Account or by terminating your Jupiter Account, but your Content may persist in historical, archived or cached copies and versions thereof available on or through the Services.
You will not upload or provide Content or otherwise post, transmit, distribute, or disseminate through the Services any material that: (a) is false, misleading, unlawful, obscene, indecent, lewd, pornographic, defamatory, libelous, threatening, harassing, hateful, abusive, or inflammatory; (b) encourages conduct that would be considered a criminal offense or gives rise to civil liability; (c) breaches or infringes any duty toward or rights of any person or entity, including rights of publicity, privacy or intellectual property; (d) contains corrupted data or any other harmful, disruptive, or destructive files; (e) advertises products or Services competitive with Jupiter ’s or its partners’ products and Services, as determined by us in our sole discretion; or (f) in our sole judgment, is objectionable, restricts or inhibits any person or entity from using or enjoying any portion of the Services, or which may expose Jupiter, its affiliates or its customers to harm or liability of any nature.
Although we have no obligation to monitor any Content, we have absolute discretion to remove Content at any time and for any reason without notice. Jupiter may also monitor such Content to detect and prevent fraudulent activity or violations of this Agreement. You understand that by using the Services, you may be exposed to Content that is offensive, indecent, or objectionable. We take no responsibility and assume no liability for any Content, including any loss or damage to any of your Content.
8. Intellectual Property Infringement.
We respect the intellectual property rights of others and ask you to do the same. We have adopted an Intellectual Property Policy regarding third-party claims that your material infringes the rights of others. We respond to all valid notices of such infringement, and our policy is to suspend or terminate the accounts of repeat infringers.
We have implemented technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You provide your personal information at your own risk.
You are responsible for safeguarding your password and for restricting access to the Services from your compatible mobile devices and computer(s). You will immediately notify us of any unauthorized use of your password or Jupiter Account or any other breach of security. Notwithstanding Sections 21, in the event of any dispute between two or more parties as to account ownership, we will be the sole arbiter of such dispute in our sole discretion. Our decision (which may include termination or suspension of any Jupiter Account subject to dispute) will be final and binding on all parties.
When you process information that identifies or is reasonably capable of identifying an individual to Jupiter in connection with the Services (including information collected by Jupiter on your behalf), you agree to comply with applicable laws regarding the collection, use, disclosure, protection, and retention of this information. You acknowledge that you have reviewed and consent to Jupiter’s Privacy Notice, which explains how we collect, use and protect the personal information you provide to us.
11. Paid Services.
Jupiter may offer Services to be paid for on a recurring basis (“Subscription Services”) or on an as-used basis (“A La Carte Services” and, together with the Subscription Services, “Paid Services”). Subscription Services may subject you to recurring fees and/or terms. By signing up for a Subscription Services, including after any free trial period, you agree to pay us the subscription fee and any applicable taxes as set forth in your Jupiter Account settings or as otherwise agreed in writing (“Subscription Fee”). A La Carte Services may subject you to fees charged per usage and/or terms. By using an A La Carte Services, you agree to pay the fees and any taxes incurred at the time of usage (“A La Carte Fees” and, together with Subscription Fees, the “Paid Services Fees”).
Paid Services Fees may be paid by debit card, credit card, or deducted from your transaction proceeds. If you link a debit or credit card to your account, you authorize us to collect Paid Services Fees by debit from your linked debit card or charge to your linked credit card. Regardless of payment device, we reserve the right to collect Paid Services Fees by deduction from your transaction proceeds, the Balance (as defined in the Section C) in your Jupiter Account or your linked bank account.
Unless otherwise provided in a Subscription Service’s terms, Subscription Fees will be charged on the 1st of every month until cancelled. You may cancel a Subscription Services at any time from your Jupiter Account settings. If you cancel a Subscription Services, you will continue to have access to that Subscription Services through the end of your then current billing period, but you will not be entitled to a refund or credit for any Subscription Fee already due or paid. We reserve the right to change our Subscription Fee upon thirty (30) days’ advance notice. Your continued use of Subscription Services after notice of a change to our Subscription Fee will constitute your agreement to such changes.
a) Term and Termination. We may terminate this Agreement or suspend or terminate your Jupiter Account or your access to any Services, at any time for any reason. We may add or remove, suspend, stop, delete, discontinue or impose conditions on Services or any feature or aspect of a Services. We will take reasonable steps to notify you of termination or these other types of Services changes by email or at the next time you attempt to access your Jupiter Account. You may also terminate the Agreement applicable to your Jupiter Account by deactivating your Jupiter Account at any time. If you use the Services again or register for another Jupiter Account, you are consenting to this Agreement.
b) Effects of Termination. If this Agreement or your Jupiter Account is terminated or suspended for any reason: (a) the license and any other rights granted under these Agreement will end, (b) we may (but have no obligation to) delete your information and account data stored on our servers, and (c) we will not be liable to you or any third party for compensation, reimbursement, or damages for any termination or suspension of the Services, or for deletion of your information or account data. In addition to any payment obligations under the Payment Terms, the following sections of this Agreement survive and remain in effect in accordance with their terms upon termination: 6 (Your Content), 7 (Intellectual Property Infringement), 12(b) (Effect of Termination), 14 (Ownership), 15 (Indemnity), 16 (Representations and Warranties), 17 (No Warranties), 18 (Limitation of Liability and Damages), 19 (Third Party Products), 20 (Disputes), 21 (Binding Individual Arbitration), 22 (Governing Law), 23 (Limitation on Time to Initiate a Dispute), 24 (Assignment), 25 (Third Party Services and Links to Other Web Sites), and 26 (Entire Agreement).
In addition, upon termination you understand and agree that (i) all licenses granted to you by Jupiter under this Agreement will end; (ii) we reserve the right (but have no obligation) to delete all of your information and account data stored on our servers; (iii) we will not be liable to you for compensation, reimbursement, or damages related to your use of the Services, or any termination or suspension of the Services or deletion of your information or account data; and (iv) you are still liable to us for any Fees or fines, or other financial obligation incurred by you or through your use of the Services prior to termination.
13. Your License.
We grant you a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to use the software that is part of the Services, as authorized in this Agreement. We may make software updates to the Services available to you, which you must install to continue using the Services. Any such software updates may be subject to additional terms made known to you at that time.
You may not: (i) claim or register ownership of Jupiter IP on your behalf or on behalf of others; (ii) sublicense any rights in Jupiter IP granted by us; (iii) import or export any Jupiter IP to a person or country in violation of any country’s export control Laws; (iv) use Jupiter IP in a manner that violates this Agreement or Laws; or (v) attempt to do any of the foregoing.
We reserve all rights not expressly granted to you in this Agreement. We own all rights, title, interest, copyright and other Jupiter IP (as defined below) in the Services and all copies of the Services. This Agreement do not grant you any rights to our trademarks or Services marks.
For the purposes of this Agreement, “Jupiter IP” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and Services mark rights, goodwill, trade secret rights, and other intellectual property rights that may exist now or come into existence in the future, and all of their applications, registrations, renewals and extensions, under the laws of any state, country, territory or other jurisdiction.
You may submit comments or ideas about the Services (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction, that it will not place us under any fiduciary, confidentiality or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
You will indemnify, defend, and hold us and our processors (and our respective employees, directors, agents, affiliates and representatives) harmless from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including without limitation reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to: (a) any actual or alleged breach of your representations, warranties, or obligations set forth in these Agreement; (b) your wrongful or improper use of the Services; (c) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (d) your violation of any law, rule or regulation of the United States or any other country; and (e) any other party’s access and/or use of the Services with your unique name, password or other appropriate security code.
16. Representations and Warranties.
By accepting the terms of this Agreement, you represent and warrant that: (a) you are eligible to register and use the Services and have the authority to execute and perform the obligations required by this Agreement; (b) any information you provide us about your business, products, or services is accurate and complete; (c) any Charges represent a Transaction for permitted products, services, or donations, and any related information accurately describes the Transaction; (d) you will fulfill all of your obligations to Customers and will resolve all Disputes with them; (e) you will comply with all Laws applicable to your business and use of the Services; (f) your employees, contractors and agents will at all times act consistently with the terms of this Agreement; (g) you will not use payment processing services for personal, family or household purposes, for peer-to-peer money transmission, or (except in the normal course of business) intercompany Transactions; and (h) you will not use the Services, directly or indirectly, for any fraudulent or illegal undertaking, or in any manner that interferes with the normal operation of the Services.
17. No Warranties.
WE PROVIDE THE SERVICES AND JUPITER IP “AS IS” AND “AS AVAILABLE”, WITHOUT ANY EXPRESS, IMPLIED, OR STATUTORY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER TYPE OF WARRANTY OR GUARANTEE. NO DATA, DOCUMENTATION OR ANY OTHER INFORMATION PROVIDED BY JUPITER OR OBTAINED BY YOU FROM OR THROUGH THE SERVICES –FROM JUPITER, AND WHETHER ORAL OR WRITTEN – CREATES OR IMPLIES ANY WARRANTY FROM JUPITER TO YOU. YOU AFFIRM THAT JUPITER DOES NOT CONTROL THE PRODUCTS OR SERVICES THAT YOU OFFER OR SELL OR THAT YOUR CUSTOMERS PURCHASE USING THE PAYMENT PROCESSING SERVICES. YOU UNDERSTAND THAT WE CANNOT GUARANTEE AND WE DISCLAIM ANY KNOWLEDGE THAT YOUR CUSTOMERS POSSESS THE AUTHORITY TO MAKE, OR WILL COMPLETE, ANY TRANSACTION. JUPITER DISCLAIM ANY KNOWLEDGE OF, AND DO NOT GUARANTEE: (a) THE ACCURACY, RELIABILITY, OR CORRECTNESS OF ANY DATA PROVIDED THROUGH THE SERVICES; (b) THAT THE SERVICES WILL MEET YOUR SPECIFIC BUSINESS NEEDS OR REQUIREMENTS; (c) THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, OR WILL FUNCTION IN AN UNINTERRUPTED MANNER OR BE SECURE; (d) THAT JUPITER WILL CORRECT ANY DEFECTS OR ERRORS IN THE SERVICE, API, DOCUMENTATION, OR DATA; OR (e) THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL CODE. USE OF DATA YOU ACCESS OR DOWNLOAD THROUGH THE SERVICES IS DONE AT YOUR OWN RISK – YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, LOSS OF DATA, OR ANY OTHER LOSS THAT RESULTS FROM SUCH ACCESS OR DOWNLOAD. YOU UNDERSTAND THAT THE JUPITER ENTITIES MAKE NO GUARANTEES TO YOU REGARDING TRANSACTION PROCESSING TIMES OR PAYOUT SCHEDULES.
NOTHING IN THIS AGREEMENT OPERATES TO EXCLUDE, RESTRICT OR MODIFY THE APPLICATION OF ANY IMPLIED CONDITION, WARRANTY OR GUARANTEE, OR THE EXERCISE OF ANY RIGHT OR REMEDY, OR THE IMPOSITION OF ANY LIABILITY UNDER LAW WHERE TO DO SO WOULD: (A) CONTRAVENE THAT LAW; OR (B) CAUSE ANY TERM OF THIS AGREEMENT TO BE VOID.
18. Limitations of Liability and Damages.
Under no circumstances will Jupiter be responsible or liable to you for any indirect, punitive, incidental, special, consequential, or exemplary damages resulting from your use or inability to use the Services or for the unavailability of the Services, for lost profits, personal injury, or property damage, or for any other damages arising out of, in connection with, or relating to this Agreement or your use of the Services, even if such damages are foreseeable, and whether or not you or Jupiter have been advised of the possibility of such damages. Jupiter is not liable, and deny responsibility for, any damages, harm, or losses to you arising from or relating to hacking, tampering, or other unauthorized access or use of the Services, your Jupiter Account, or data, or your failure to use or implement anti-fraud measures, security controls, or any other data security measure. Jupiter further deny responsibility for all liability and damages to you or others caused by (a) your access or use of the Services inconsistent with the Documentation; (b) any unauthorized access of servers, infrastructure, or data used in connection with the Services; (c) interruptions to or cessation of the Services; (d) any bugs, viruses, or other harmful code that may be transmitted to or through the Services; (e) any errors, inaccuracies, omissions, or losses in or to any data provided to us; (f) third-party content provided by you; or (g) the defamatory, offensive, or illegal conduct of others.
You agree to limit any additional liability not disclaimed or denied by Jupiter under this Agreement to your direct and documented damages; and you further agree that under no circumstances will any such liability exceed in the aggregate the amount of fees paid by you to Jupiter during the three-month period immediately preceding the event that gave rise to your claim for damages. The limitation of liability in the preceding sentence will not apply to claims by you against Jupiter for failure to settle any payment processing proceeds received by Jupiter and owed to you in connection with the payment processing services; in the case of such a claim, you agree the Jupiter’s liability is limited to the amount of payment processing proceeds that Jupiter has received and owes to you, but failed to settle to you, in connection with the payment processing services.
These limitations on our liability to you will apply regardless of the legal theory on which your claim is based, including contract, tort (including negligence), strict liability, or any other theory or basis.
We provide the Services from facilities in the United States. We do not claim, and we cannot guarantee that Services we provide from the United States are or will be appropriate or available for any other location or jurisdiction, comply with the Laws of any other location or jurisdiction, or comply with Laws governing export, import, or foreign use.
19. Third Party Products.
All third-party hardware and other products included or sold with the Services are provided solely according to the warranty and other terms specified by the manufacturer, who is solely responsible for Services and support for its product. For Services, support, or warranty assistance, you should contact the manufacturer directly. JUPITER MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO SUCH THIRD-PARTY PRODUCTS, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR CONDITION OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE.
“Disputes” are defined as any claim, controversy, or dispute between you and Jupiter, its processors, suppliers or licensors (or their respective affiliates, agents, directors or employees), including any claims relating in any way to these Agreement or the Services, or any other aspect of our relationship.
21. Binding Arbitration.
You and Jupiter agree to arbitrate any and all Disputes by a neutral arbitrator who has the power to award the same individual damages and individual relief that a court can. ANY ARBITRATION UNDER THIS AGREEMENT WILL ONLY BE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS, CLASS ACTIONS, REPRESENTATIVE ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT PERMITTED. YOU WAIVE ANY RIGHT TO HAVE YOUR CASE DECIDED BY A JURY AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST JUPITER. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced (but in no case will there be a class or representative arbitration). All Disputes will be resolved finally and exclusively by binding individual arbitration with a single arbitrator (the “Arbitrator”) administered by the American Arbitration Association according to this Section and the applicable arbitration rules for that forum. The Arbitrator shall be responsible for determining all threshold arbitrability issues, including issues relating to the Agreement (or any aspect thereof) are enforceable, unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. Subject to applicable jurisdictional requirements, you may elect to pursue your claim in your local small-claims court rather than through arbitration so long as your matter remains in small claims court and proceeds only on an individual (non-class or non-representative) basis. The Federal Arbitration Act, 9 U.S.C. §§ 1-16, fully applies. If you are a consumer bringing a claim relating to a transaction intended for a personal, household, or family use, any arbitration hearing will occur within the county where you reside. Otherwise, any arbitration hearing will occur in Collin County, Texas, or another mutually agreeable location. The arbitrator’s award will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. While an arbitrator may award declaratory or injunctive relief, the Arbitrator may do so only with respect to the individual party seeking relief and only to the extent necessary to provide relief warranted by the individual party’s claim. An Arbitrator’s decision and judgment thereon will not have a precedential or collateral estoppel effect. Jupiter will reimburse the arbitration fees due to the American Arbitration Association for individual arbitrations brought in accordance with this section for all claims totaling less than $5,000 unless the Arbitrator determines that your claims were frivolous. If you prevail on any claim for which you are legally entitled to attorney’s fees, you may seek to recover those fees from the arbitrator. For any claim where you are seeking relief, we will not seek to have you pay our attorney’s fees, even if fees might otherwise be awarded, unless the Arbitrator determines that your claim was frivolous. For purposes of this arbitration provision, references to you and Jupiter also include respective subsidiaries, affiliates, agents, employees, predecessors, successors and assigns as well as authorized users or beneficiaries of the Services. Subject to and without waiver of the arbitration provisions above, you agree that any judicial proceedings (other than small claims actions in consumer cases as discussed above) will be brought in and you hereby consent to the exclusive jurisdiction and venue in the state courts in the County of Collin, Texas, or federal court for the Northern District of Texas.
22. Governing Law.
This Agreement and any Dispute will be governed by Texas law and/or applicable federal law (including the Federal Arbitration Act), without regard to its choice of law or conflicts of law principles.
23. Limitation on Time to Initiate a Dispute.
Any action or proceeding by you relating to any Dispute must commence within one year after the cause of action accrues.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you and any attempted transfer or assignment will be null and void.
25. Third Party Services and Links to Other Websites.
You may be offered Services, products and promotions provided by third parties and not by Jupiter, including, but not limited to, third party developers who use Jupiter’s Services (“Third Party Services”). If you decide to use Third Party Services, you will be responsible for reviewing and understanding the terms and conditions for these Services. We are not responsible or liable for the performance of any Third Party Services. Further, you agree to resolve any disagreement between you and a third party regarding the terms and conditions of any Third Party Services with that third party directly in accordance with the terms and conditions of that relationship, and not Jupiter. The Services may contain links to third party websites. The inclusion of any website link does not imply an approval, endorsement, or recommendation by Jupiter. Such third party websites are not governed by this Agreement. You access any such website at your own risk. We expressly disclaim any liability for these websites. When you use a link to go from the Services to a third party website, our Privacy Notice is no longer in effect. Your browsing and interaction on a third party website, including those that have a link in the Services is subject to that website’s own terms, rules and policies.
26. Entire Agreement.
This Agreement and any applicable Policies are a complete statement of the agreement between you and Jupiter regarding the Services. In the event of a conflict between this Agreement and any other Jupiter agreement or Policy, this Agreement will prevail and control the subject matter of such conflict. If any provision of this Agreement is invalid or unenforceable under applicable law, then it will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. This Agreement does not limit any rights that we may have under trade secret, copyright, patent, or other laws. No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term.
SECTION B. Payment Terms.
Jupiter works with Networks and an Acquirer to provide you with access to the Services you may use to accept payments from your Customers for Transactions, perform other financial transactions, manage subscriptions, and perform transaction reporting (“Payment Processing Services”).
For purpose of this Agreement, an “Acquirer” means a financial institution that is authorized by Networks to enable the use of a payment method by accepting Charges from Customers on behalf of the respective Network and routing these Charges to the appropriate Network. “Charge” means a credit or debit instruction to capture funds from an account that a Customer maintains with a bank or other financial institution in connection with a Transaction.
1. Our Role.
Jupiter is a payment facilitator that allows you to accept Cards from customers for the payment for goods and services. We are not a bank and do not offer banking services. Our Payment Processing Services allow you to accept payments from any US-issued and most non-US issued credit, debit, prepaid, or gift cards (“Cards”) bearing the trademarks of American Express Travel Related Services Company, Inc. (“American Express”), DFS Services, LLC (“Discover”), MasterCard International Inc. (“MasterCard”) and Visa Inc. (“Visa”) (collectively, the “Networks”). You are not required to accept any card brand as a condition of receiving the Payment Processing Services. We may remove or add Cards that we accept at any time without prior notice.
In order to serve in this role, we must enter into agreements with Networks, processors and acquiring banks. The Networks require that any person that signs up for a Jupiter Account to use Payment Processing Services (a “Seller”) and processes more than Network specified amounts of Cards sales enter into an agreement directly with Jupiter’s acquiring banks. By accepting or using the Payment Processing Services to submit Charges, you agree to the terms and conditions of the applicable “Merchant Services Agreement” effective as of the date you process such specified amounts or as otherwise required by Jupiter’s acquiring banks. See Section C for more details. If you fail to agree to the Merchant Services Agreement, we may suspend or terminate your Jupiter Account. Similarly, if American Express considers you to be a high value customer, it may require that you maintain your agreement directly with American Express and designate Jupiter as your agent for American Express payments. If that is the case, we will notify you of such requirements.
2. Your Authorization for Settlement of Proceeds and for Jupiter to Recover Funds.
In connection with the Payment Processing Services, you authorize us to act as your agent for the purposes of holding, receiving, and disbursing funds on your behalf. Your authorization permits us to generate a paper draft or an electronic funds transfer to settle the proceeds of each Card transaction that you authorize, less any applicable Fees (as defined in Section 4) (“Proceeds”). Your authorizations will remain in full force and effect until the later of closure or termination of your Jupiter Account, or the disbursement of all funds held on your behalf. Our receipt of transaction funds satisfies your customer’s obligations to make payment to you. We will remit to you funds actually received by us on your behalf, less amounts owed to us, subject to any Chargeback provisions (as defined in Section 17-20) or Reserve (as defined in Section 14) withheld or applied.
In addition, by using the Payment Processing Services, you authorize us to recover funds from you in accordance with these Payment Terms, the Agreement and any other agreement you have with us (“Recovery Authorizations.”). Recovery Authorizations include your authorization of Jupiter to debit, charge, setoff against and otherwise recover funds from any connected Jupiter Account, any Balance (as defined in these Payment Terms) any Reserve (as defined in these Payment Terms), any payment instrument, linked bank, depository and other account registered in your Jupiter Account.
Further, in the event that any attempt to recover funds from you should fail, Recovery Authorizations include your grant to Jupiter of new, original authorizations to recover all or less than all of the amount you owe us and/or belong to us. Recovery Authorizations include all authorizations to take the above steps without prior notice to you and irrespective of (i) whether we have made demand under these Payment Terms, the Agreement or any other agreement you have with us; and (ii) whether the obligation is contingent, matured or unmatured. Recovery Authorizations include all authorizations to take the above steps in complete compliance with the Network Rules (as defined in these Payment Terms) and the National Automated Clearing House Association -The Electronic Payments Association Operating Rules and Guidelines (“NACHA Rules”). You agree that your grant of Recovery Authorizations to us has the same legal effect as if you had signed a paper containing the same terms.
3. Our Fees.
You agree to pay the applicable fees listed as described in your Dashboard (“Fees”) for use of the Payment Processing Services. All Fees are charged at the time we process a transaction and are deducted first from the transferred or collected funds and thereafter from the Balance (as defined in Section 14) in your Jupiter Account. You also grant us Recovery Authorizations; which we may utilize to recover fees you owe us. Subject to the General Terms and these Payment Terms, we reserve the right to change the Fees upon reasonable advance notice. All Balances and all Fees, charges, and payments collected or paid through the Payment Processing Services are denominated in US dollars.
4. Processing Errors.
We will attempt to fix processing errors we discover. If an error results in your receipt of fewer funds than you are entitled, we will credit your Jupiter Account for the difference. You grant us Recovery Authorizations concerning processing errors. If an error results in your receipt of more funds than you are entitled, Jupiter may recover the extra funds from you. We will only correct transactions that you process incorrectly if you notify us of such an error. Your failure to notify us of a processing error within thirty (30) days of when it first appears on your electronic transaction history will be deemed a waiver of any right to amounts owed to you.
Payment Account Setup
5. Jupiter Account Registration for Payment Processing Services.
You must open a Jupiter Account to access any Proceeds. You confirm that you are either a legal resident of the United States, a United States citizen, or a business entity authorized to conduct business by the state(s) in which you operate and that you are an authorized signatory for the business you represent. You must use your or your business’ true and accurate name when opening a Jupiter Account. This name will appear on the credit or debit card statements of your customers for all payments you accept using the Payment Processing Services.
6. Underwriting and Identity Verification.
Jupiter will review the information you submit while signing up for the Payment Processing Services. You authorize Jupiter to request identity verifying information about you, including a consumer report that contains your name and address. Jupiter may periodically obtain additional reports to determine whether you continue to meet the requirements for a Jupiter Account. You permit Jupiter to share information about you and your application (including whether you are approved or declined), and your Jupiter Account with your bank or other financial institution, or as otherwise specified in the Privacy Notice. Jupiter or its processor and/or acquiring bank may conclude that you will not be permitted to use the Payment Processing Services.
7. Requests for Additional Information and Inspection.
Jupiter may request additional information from you at any time. For example, Jupiter may ask you to present invoices from your suppliers, a government issued identification such as a passport or driver’s license, a business license, or other information. Jupiter may also ask for permission to inspect your business location. If you refuse any of these requests, your Jupiter Account may be suspended or terminated.
Use of Your Jupiter Account for Payment Processing Services
8. Access to Proceeds.
We will settle Proceeds to your verified bank account or other account approved by Jupiter, subject to the payout schedule described in Section 10. If Jupiter is not able to debit or credit the bank account you link to your Jupiter Account, that bank account will be de-linked from your Jupiter Account. If you do not have an ACH-enabled bank account linked to your Jupiter Account, you may request a physical check for Proceeds. Check requests may be subject to a processing fee and an identity verification process. You must request a check or link an ACH-enabled bank account to your Jupiter Account in order to receive your Proceeds.
9. Payout Schedule.
Jupiter will automatically initiate a payout of Proceeds to your valid, linked US bank account at the end of the business day before 5 p.m. PT (8 p.m. ET), except on Friday (which such payout of Friday Proceeds is initiated the following Sunday before 5 p.m. PT (8 p.m. ET)). If you adjust your business’s close of day to a custom time, Jupiter will group Proceeds for the 24-hour period preceding your custom time and initiate a payout at the end of that business day. Jupiter will initiate a payout of Proceeds received on non-business days before the next business day.
10. Availability of Proceeds.
We may defer payout or restrict access to your Proceeds if we need to conduct an investigation or resolve any pending dispute related to your use of the Services. We also may defer payout or restrict access to your Proceeds as necessary to comply with applicable law or court order, or if requested by any governmental entity.
11. Jupiter Account History.
When a payment is made to your Jupiter Account, we will update your Jupiter Account activity on the website and provide you a transaction confirmation. The confirmation will serve as your receipt. Summaries of your Jupiter Account activity, including monthly statements, are available on our website for up to one year of account activity. Except as required by law, you are solely responsible for (a) compiling and retaining permanent records of all transactions and other data associated with your Jupiter Account and your use of the Payment Processing Services, and (b) reconciling all transactional information that is associated with your Jupiter Account. If you believe that there is an error or unauthorized transaction activity is associated with your Jupiter Account, you must contact us immediately.
12. Reserve for Holding Funds.
We may withhold funds by temporarily suspending or delaying payouts of Proceeds to you and/or designate an amount of funds that you must maintain in your Jupiter Accounts or in a separate reserve account (a “Reserve”) to secure the performance of your obligations under any agreement between you and Jupiter. We may require a Reserve for any reason related to your use of the Services. The Reserve will be in an amount as reasonably determined by us to cover potential losses to Jupiter. The Reserve may be raised, reduced or removed at any time by Jupiter, in its sole discretion, based on your payment history, a credit review, the amount of any arbitration award or court judgment against you in Jupiter’s favor, or otherwise as Jupiter or its processor may determine or require. If you do not have sufficient funds in your Reserve, we may fund the Reserve from any funding source associated with your Jupiter Accounts, including any funds (a) deposited by you, (b) due to you, or (c) available in your bank account, or other payment instrument registered with us. You grant us a security interest in and lien on any and all funds held in any Reserve, and also authorize us to make any withdrawals or debits from the Reserve or any bank account linked to any of your Jupiter Accounts, without prior notice to you, to collect amounts that you owe us. You will execute any additional documentation required for us to perfect our security interest in any funds in the Reserve. This security interest survives for as long as we hold funds in your Reserve.
13. Jupiter Account Balances.
While you have funds in your Jupiter Account (your “Balance”), your Balance will be co-mingled and held with other participants’ funds in one or more pooled accounts at one or more banks by us on your behalf and for the benefit of you and others holding balances (each a “Pooled Account”). We have sole discretion over the establishment and maintenance of any pooled account. We will not voluntarily make funds available to our creditors in the event of bankruptcy or for any other purpose. You will not receive interest or any other earnings on any funds that we handle for you. As consideration for using the Payment Processing Services, you irrevocably assign to us all rights and legal interests to any interest and/or other earnings that may accrue or are attributable to our holding of your Balance in a Pooled Account or Reserve.
14. Our Set-off Rights; Security Interest.
You grant us a security interest in, as well as a right of setoff against, and assign, convey, deliver, pledge and transfer to us, as security for repayment of any obligations due under these Payment Terms and any other agreement you have with us, all of your right, title, and interest in and to all of your accounts with us. You grant us Recovery Authorizations concerning funds you are obligated to repay us. You authorize us to administratively freeze or direct any third party bank holding the account to freeze all such accounts to allow us to protect our security interest, collection, charge and setoff rights as provided for in this section.
Your failure to fully pay amounts that you owe us on demand will be a breach of these terms. You are liable for any of our costs associated with collection in addition to any amounts owed, including attorneys’ fees and expenses, collection agency fees, and any applicable interest.
15. Dormant Jupiter Accounts.
If you do not process payments through your Jupiter Account for an extended period of time or have not linked a valid bank account, you may have a Balance that is deemed “unclaimed” or “abandoned” under your state’s law. If this occurs, Jupiter will provide you with notice as required by applicable law and instructions for how to deposit your Balance. If funds still remain in your Jupiter Account, Jupiter will escheat such funds as required by applicable law or, as permitted, to Jupiter.
16. Your Liability for Chargebacks.
There may be times when your customer may not be the authorized user of the Card or your customer may otherwise contest the transaction. In these instances, the amount of a transaction may be reversed or charged back to your Jupiter Accounts (a “Chargeback”) if the transaction (a) is disputed, (b) is reversed for any reason by the Network, our processor, or a customer or its financial institution, (c) was not authorized or we have any reason to believe that the transaction was not authorized, or (d) is allegedly unlawful, suspicious, or in violation of the General Terms or these Payment Terms. You agree to comply with the Chargeback process and to the liability associated with such Chargebacks.
17. Our Collection Rights for Chargebacks.
For any transaction that results in a Chargeback, we may withhold the Chargeback amount in a Reserve. You grant us Recovery Authorizations concerning Chargebacks pursuant to which we may recover the amount of any Chargeback and any associated Fees, fines, or penalties listed in the Fee Schedule or assessed by a Network or our processor. If you have pending Chargebacks, we may delay payouts from your Jupiter Account. Further, if we reasonably believe that a Chargeback is likely with respect to any transaction, we may withhold the amount of the potential Chargeback from payments otherwise due to you until such time that (a) a Chargeback is assessed due to a customer complaint, in which case we will retain the funds, (b) the period of time under applicable law or regulation by which your customer may dispute that the transaction has expired, or (c) we determine that a Chargeback on the transaction will not occur. If we are unable to recover funds related to a Chargeback for which you are liable, you agree to pay us the full amount of the Chargeback immediately upon demand. You agree to pay all costs and expenses, including attorneys’ fees and other legal expenses, incurred by us for the collection of all amounts unpaid by you.
18. Excessive Chargebacks.
If we believe you might incur, or you are incurring, an excessive amount of Chargebacks, we may establish additional conditions governing your Jupiter Account, including (a) establishing new processing fees, (b) creating a Reserve in an amount reasonably determined by us to cover anticipated Chargebacks and related fees, (c) delaying payouts, or (d) terminating or suspending the Payment Processing Services.
19. Contesting Chargebacks.
You will assist us when requested, at your expense, to investigate any of your transactions processed through the Payment Processing Services. To that end, you permit us to share information about a Chargeback with the customer, the customer’s financial institution, and your financial institution in order to investigate and/or mediate a Chargeback. We will request necessary information from you to contest the Chargeback. We may also use any Content you upload through the Services to respond to Chargebacks on your behalf. If the Chargeback is contested successfully, we will release corresponding reserved funds to your Jupiter Account. If a Chargeback dispute is not resolved in your favor by the Network or issuing bank or you choose not to contest the Chargeback, we may recover the Chargeback amount and any associated fees as described in these terms. You acknowledge that your failure to assist us in a timely manner when investigating a transaction, including providing necessary documentation within fifteen (15) days of our request, may result in an irreversible Chargeback. We reserve the right, upon notice to you, to charge a fee for mediating and/or investigating Chargeback disputes.
Compliance with Network Rules and Laws
20. Restricted Use.
You will not act as a payment facilitator or otherwise resell the Payment Processing Services to any third party. You will not use the Payment Processing Services to handle, process or transmit funds for any third party. You also may not use the Payment Processing Services to process cash advances.
21. Unauthorized or Illegal Use.
You will only accept Cards for transactions that are allowed by applicable law. We may decide not to authorize or settle any transaction that you submit to us if we believe that the transaction is in violation of these terms or any other agreement with Jupiter, or that it exposes you, your customers, other Jupiter Sellers, our processors or Jupiter to harm. Harm includes fraud and other criminal acts. If we suspect that your Jupiter Account has been used for an unauthorized, illegal, or criminal purpose, you give us express authorization to share information about you, your Jupiter Account, and any of your transactions with law enforcement and, as deemed necessary by Jupiter, our payment processing and financial institution partners.
22. Assignment of Receivables.
With the exception of your participation in a merchant cash advance or other similar merchant financing programs, or as otherwise required by applicable law, you will not assign Card receivables or proceeds due to you under these terms to any third party.
23. Applicable Network Rules.
By using the Payment Processing Services, you agree to comply with all applicable bylaws, rules, and regulations set forth by the Networks (“Network Rules”). The Networks amend their rules and regulations from time to time. Jupiter may be required to change these terms in connection with amendments to the Network Rules. Significant portions of the Network Rules are available to the public at Visa, MasterCard, and American Express. In the event of inconsistency between a Network Rule and these Payment Terms, and except as otherwise agreed between Jupiter and the Network, the Network Rule shall apply. You also agree to be bound by any applicable NACHA Rules.
You are responsible for determining any and all taxes assessed, incurred, or required to be collected, paid, or withheld for any reason for your use of the Payment Processing Services (“Taxes”). You also are solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority. We are not obligated to, nor will we determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction. Jupiter specifically disclaims any liability for Taxes. If in a given calendar year you process (i) more than the applicable reporting threshold according to the Internal Revenue Service (“IRS”) and/or state and local governments in gross amount of payments and/or (ii) more than the applicable number of payments threshold according to the IRS and/or state and local governments, Jupiter will be required by law to report information about you and your use of the Payment Processing Services to the IRS. For purposes of determining whether you have met the IRS and/or state and local government reporting threshold, the gross amount does not include any adjustments for credits, cash equivalents, discount amounts, fees, refunded amounts or any other amounts. Whether you reach the applicable gross amount in payments or more than the applicable number of payments, this will be determined by looking at the taxpayer identification number (“TIN”) associated with your Jupiter Account.
25. Network Logos and Marks.
Your use of Network logos and marks (“Network Marks”) is governed by the Network Rules; you must familiarize yourself with and comply with these requirements. The Networks are the sole and exclusive owners of their respective Network Marks. You will not contest the ownership of the Network Marks, and any Network may prohibit you from using its Network Marks for any reason and at any time. Jupiter may require you to make modifications to your Website or other advertising and signage in order to comply with Network Rules related to the Network Marks.
26. PCI Compliance.
If you store, process or transmit cardholder data, you will comply with the applicable Payment Card Industry Data Security Standards (PCI-DSS), as well as any requirements under the Network Rules. You will cooperate in forensic investigations as required by Jupiter or its partners. For additional information, including tools to help you assess your compliance, see Visa and MasterCard.
27. Failure to Comply with Network Rules or Security Standards.
Notwithstanding Section 33 of these terms or Section 15 of the General Terms, you understand that your failure to comply with the Network Rules or the PCI-DSS security standards, including the compromise of any Card information, may result in fines or other losses to Jupiter. You will indemnify us and reimburse us immediately for any fines or losses directly or indirectly caused by your and your agents’ actions.
Your Additional Obligations
You will request that your customer personally sign for all transactions greater than $25 when your customer is present. You must make a written receipt available to your customers for any transaction greater than $15. You may give your customers the option to receive or decline a written receipt.
29. Receipts for 501(c)(3) Organizations.
If you operate a 501(c)(3) organization, you may offer Jupiter electronic receipts to your donors as a convenience, by completing the required fields in the “Account” section of our website. You acknowledge that not all payments made to your organization may be eligible for classification as “tax deductible to the extent allowed by law,” and you assume full responsibility for the classification of your transactions. Jupiter specifically disclaims any liability in this regard.
30. Customer Service.
You are solely responsible for all customer service policies and issues relating to your goods or services, including pricing, order fulfillment, cancellations or no shows by you or a customer, returns, refunds and adjustments, rebates, functionality and warranty, technical support, and feedback concerning experiences with your personnel, policies or processes. In performing customer service, you will always present yourself as a separate entity from us. As between you and us, we are solely responsible for customer service issues relating to any Jupiter Account, payment, Card processing, debiting or crediting.
31. Refunds and Returns.
By accepting Card transactions through the Payment Processing Services, you agree to process returns of, and provide refunds and adjustments for, your goods or services through your Jupiter Account in accordance with these Payment Terms and Network Rules. Network Rules require that you disclose your return or cancellation policy to customers at the time of purchase. The amount of the refund/adjustment must include any associated taxes required to be refunded and cannot exceed the amount shown as the total on the original sales data except by the exact amount required to reimburse the customer for postage that the customer paid to return merchandise. If your refund policy prohibits returns or is unsatisfactory to the customer, you may still receive a Chargeback relating to such sales. You can process a refund through your Jupiter Account up to one hundred and twenty (120) days from the day you accepted the payment. If you use Jupiter Online Store, you may not be able to process a partial refund. If your available Jupiter Balance is insufficient to cover the refund, we may exercise any of our rights set forth in Section 2, including withdrawing up to the requested refund amount (the sale amount minus the initial transaction fee) from a payment instrument registered with your Jupiter Account or any connected Jupiter Account, including any Reserve, and crediting it back into your customer’s Card. The Fees are also refunded by Jupiter, so the full purchase amount is always returned to your customer. Jupiter has no obligation to accept any returns of any of your goods or services on your behalf.
32. Additional Indemnity.
In addition to Section 15 of the General Terms, you will indemnify, defend, and hold us and our processors (and our respective employees, directors, agents, affiliates and representatives) harmless from and against any and all claims, costs, losses, damages, judgments, Tax assessments, penalties, interest, and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to any transaction submitted by you through the Payment Processing Services (including the accuracy of any content or product, service, or transaction information that you provide or any claim or dispute arising out of products or services offered or sold by you).
33. Additional Representations, Warranties, and Covenants.
In addition to Section 16 of the General Terms, with each Card transaction you process through the Payment Processing Services, you represent, warrant and covenant to us that: (a) the Card transaction represents a bona fide sale; (b) the Card transaction accurately describes the goods and/or services provided to the customer; (c) you will fulfill all of your obligations to the customer and will resolve any dispute or complaint directly with the customer; (d) you and the Card transaction comply with all federal, state, and local laws, rules, and regulations applicable to you and your business, including any applicable tax, wage and hour, and tip laws and regulations; (e) except in the ordinary course of business, you are not submitting a transaction that represents a sale to any principal, partner, proprietor, or owner of your entity; and (f) you are not submitting a transaction involving your own Cards (except for reasonable test swipes).
Termination of Payment Processing Services
34. Termination of Payment Processing Services.
Jupiter may Terminate your use of the Payment Processing Services at any time for any reason. Any termination of these terms does not relieve you of obligations to pay Fees or costs accrued prior to the termination, Chargebacks, and any other amounts owed to us as provided in these Payment Terms or the Terms of Service. If your access to Payment Processing Services has been terminated, you may still be permitted to use Jupiter’s other products, subject to our discretion.
35. Payment Processing Services Upon Closure of Your Jupiter Account.
Closure of your Jupiter Account will cancel any pending transactions. Any funds that we are holding in custody for you at the time of closure, less any applicable Fees, will be paid out according to your payout schedule, subject to the other conditions in these Payment Terms. If an investigation is pending at the time you close your Jupiter Account, we may hold your funds as described herein. If you are later determined to be entitled to some or all of the funds, we will release those funds to you.
The following sections will survive termination of these Payment Terms, in addition to those that survive under Section 12 of the General Terms: 5 (Processing Errors), 7 (Underwriting and Identity Verification), 8 (Access to Proceeds), 9 (Payout Schedule), 10 (Availability of Proceeds), 11 (Jupiter Account History), 12 (Reserve for Holding Funds), 13 (Jupiter Account Balances), 14 (Our Set-off Rights; Security Interest), 15 (Dormant Jupiter Accounts), 16 (Your Liability for Chargebacks), 18 (Our Collection Rights for Chargebacks), 19 (Excessive Chargebacks), 19 (Contesting Chargebacks), 24 (Taxes), and 30 (Customer Service).
SECTION C. MERCHANT SERVICES AGREEMENT
This section contains additional terms applicable to the Payment Processing Services for Cards and constitute a legal agreement among you (“Sub-merchant”), Worldpay LLC, having its principal office at 8500 Governors Hill Drive, Symmes Township, OH 45249-1384 and its designated Member bank (collectively “Acquirer”), and us (“Provider”), and is formed by Acquirer and Jupiter’s offer of these terms, and Acquirer and Jupiter’s subsequent provision of Payment Processing Services to you in accordance with these terms (“Merchant Services Agreement”).
Acquirer will provide Sub-merchant with certain payment processing services (“Services”) in accordance with the terms of this Merchant Services Agreement. In consideration of Sub-merchant’s receipt of credit or debit card funded payments, and participation in programs affiliated with MasterCard International Inc. (“MasterCard”), VISA U.S.A. Inc. (“VISA”), Discover (“Discover”), and certain similar entities (collectively, “Associations), Sub-merchant is required to comply with the Operating Regulations (defined below) as they pertain to applicable credit and debit card payments. In addition, if Sub-merchant meets certain requirements under the Operating Regulations or an Association or the Operating Regulations otherwise require, Sub-merchant may be required to enter into a direct relationship with an entity that is a member of the Associations. By executing this Agreement, Sub-merchant has fulfilled such requirement. However, Acquirer understands that Sub-merchant may have contracted with Provider to obtain certain processing services and that Provider may have agreed to be responsible to Sub-merchant for all or part of Sub-merchant’s obligations contained herein.
1. Certain Sub-merchant Responsibilities.
Sub-merchant agrees to comply, and to cause third parties acting as Sub-merchant’s agent (“Agents”) to comply, with the Association’s and other payment network’s by-laws, operating regulations and/or all other rules, policies and procedures, including but not limited to the Payment Card Industry Data Security Standard, the VISA Cardholder Information Security Program, the MasterCard Site Data Protection Program, and any other program or requirement that may be published and/or mandated by the Associations or payment networks (collectively “Operating Regulations”). Sub-merchant may review the VISA, MasterCard, and Discover websites for a copy of the Visa, MasterCard and Discover regulations. The websites are: Visa and MasterCard and Discover. Sub-merchant also agrees to comply with all applicable state, federal, and local laws, rules, and regulations (“Laws”). Without limiting the foregoing, Sub-merchant agrees that it will fully comply with any and all anti-money laundering laws and regulations, including but not limited to the Bank Secrecy Act, the US Treasury’s Office of Foreign Assets Control (OFAC) and the Federal Trade Commission. For purposes of this section, Agents include, but are not limited to, Sub-merchant’s software providers and/or equipment providers.
If appropriately indicated in Sub-merchant’s agreement with Provider, Sub-merchant may be a limited-acceptance merchant, which means that Sub-merchant has elected to accept only certain Visa and MasterCard card types (i.e., consumer credit, consumer debit, and commercial cards) and must display appropriate signage to indicate the same. Acquirer has no obligation other than those expressly provided under the Operating Regulations and applicable law as they may relate to limited acceptance. Sub-merchant, and not Acquirer, will be solely responsible for the implementation of its decision for limited acceptance, including but not limited to policing the card type(s) accepted at the point of sale.
Sub-merchant shall only complete sales transactions produced as the direct result of bona fide sales made by Sub-merchant to cardholders, and is expressly prohibited from presenting sales transactions which are produced as a result of sales made by any person or entity other than Sub-merchant, or for any purposes related to any illegal or prohibited activity, including but not limited to money-laundering or financing of terrorist activities.
Sub-merchant may set a minimum transaction amount to accept a card that provides access to a credit account, under the following conditions: i) the minimum transaction amount does not differentiate between card issuers; ii) the minimum transaction amount does not differentiate between MasterCard, Visa, or any other acceptance brand; and iii) the minimum transaction amount does not exceed ten dollars (or any higher amount established by the Federal Reserve). Sub-merchant may set a maximum transaction amount to accept a card that provides access to a credit account, under the following conditions: Sub-merchant is a i) department, agency or instrumentality of the U.S. government; ii) corporation owned or controlled by the U.S. government; or iii) Sub-merchant whose primary business is reflected by one of the following MCCs: 8220, 8244, 8249 –Schools, Trade or Vocational; and the maximum transaction amount does not differentiate between MasterCard, Visa, or any other acceptance brand.
2. Sub-merchant Prohibitions.
Sub-merchant must not i) require a cardholder to complete a postcard or similar device that includes the cardholder’s account number, card expiration date, signature, or any other card account data in plain view when mailed, ii) add any tax to transactions, unless applicable law expressly requires that a Sub-merchant impose a tax (any tax amount, if allowed, must be included in the transaction amount and not collected separately), iii) request or use an account number for any purpose other than as payment for its goods or services, iv) disburse funds in the form of travelers checks if the sole purpose is to allow the cardholder to make a cash purchase of goods or services from Sub-merchant, v) disburse funds in the form of cash unless Sub-merchant is dispensing funds in the form of travelers checks, TravelMoney cards, or foreign currency (in such case, the transaction amount is limited to the value of the travelers checks, TravelMoney cards, or foreign currency, plus any commission or fee charged by the Sub-merchant), or Sub-merchant is participating in a cash back service, vi) submit any transaction receipt for a transaction that was previously charged back to the Acquirer and subsequently returned to Sub-merchant, irrespective of cardholder approval, vii) accept a Visa consumer credit card or commercial Visa product issued by a U.S. issuer to collect or refinance an existing debt, viii) accept a card to collect or refinance an existing debt that has been deemed uncollectable, or ix) submit a transaction that represents collection of a dishonored check. Sub-merchant further agrees that, under no circumstance, will Sub-merchant store cardholder data in violation of the Laws or the Operating Regulations including but not limited to the storage of track-2 data. Neither Sub-merchant nor its Agent shall retain or store magnetic-stripe data subsequent to the authorization of a sales transaction.
Upon receipt of Sub-merchant’s sales data for card transactions, Acquirer will process Sub-merchant’s sales data to facilitate the funds transfer between the various Associations and Sub-merchant. After Acquirer receives credit for such sales data, subject to the terms set forth herein, Acquirer will fund Sub-merchant, either directly to the Sub-merchant-Owned Designated Account or through Provider to an account designated by Provider (“Provider Designated Account”), at Acquirer’s discretion, for such card transactions. Sub-merchant agrees that the deposit of funds to the Provider Designated Account shall discharge Acquirer of its settlement obligation to Sub-merchant, and that any dispute regarding the receipt or amount of settlement shall be between Provider and Sub-merchant. Acquirer will debit the Provider Designated Account for funds owed to Acquirer as a result of the Services provided hereunder, provided that Acquirer may also debit Sub-merchant’s designated demand deposit account (“Sub-merchant-Owned Designated Account”) upon receipt of such account information from Sub-merchant or Provider, or if Acquirer deposits settlement funds into the Sub-merchant-Owned Designated Account. Further, if a cardholder disputes a transaction, if a transaction is charged back for any reason, or if Acquirer reasonably believes a transaction is unauthorized or otherwise unacceptable, the amount of such transaction may be charged back and debited from Sub-merchant or Provider.
4. Term and Termination.
This Merchant Services Agreement shall be binding upon Sub-merchant upon Sub-merchant’s execution. The term of this Merchant Services Agreement shall begin, and the terms of the Merchant Services Agreement shall be deemed accepted and binding upon Acquirer, on the date Acquirer accepts this Merchant Services Agreement by issuing a merchant identification number, and shall be coterminous with Provider’s agreement with Sub-merchant.
Notwithstanding the foregoing, Acquirer may immediately cease providing Services and/or terminate this Merchant Services Agreement without notice if (i) Sub-merchant or Provider fails to pay any amount to Acquirer when due, (ii) in Acquirer’s opinion, provision of a service to Sub-merchant or Provider may be a violation of the Operating Regulations or any Laws, (iii) Acquirer believes that Sub-merchant has violated or is likely to violate the Operating Regulations or the Laws, (iv) Acquire determines Sub-merchant poses a financial or regulatory risk to Acquirer or an Association, (v) Acquirer’s agreement with Provider terminates, (vi) any Association deregisters Provider, (vii) Acquirer ceases to be a member of the Associations or fails to have the required licenses, or (viii) Acquirer is required to do so by any of the Associations.
5. Limits of Liability.
Sub-merchant agrees to provide Acquirer, via a communication with Provider, with written notice of any alleged breach by Acquirer of this Merchant Services Agreement which notice will specifically detail such alleged breach, within thirty (30) days of the date on which the alleged breach first occurred. Failure to so provide notice shall be deemed an acceptance by Sub-merchant and a waiver of any and all rights to dispute such breach.
EXCEPT FOR THOSE EXPRESS WARRANTIES MADE IN THIS MERCHANT SERVICES AGREEMENT, ACQUIRER DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Sub-merchant’s sole and exclusive remedy for any and all claims against Acquirer arising out of or in any way related to the transactions contemplated herein shall be termination of this Merchant Services Agreement. In the event that Sub-merchant has any claim arising in connection with the Services, rights, and/or obligations defined in this Merchant Services Agreement, Sub-merchant shall proceed against Provider and not against Acquirer, unless otherwise specifically set forth in the Operating Regulations. In no event shall Acquirer have any liability to Sub-merchant with respect to this Merchant Services Agreement or the Services. Sub-merchant acknowledges Acquirer is only providing this Merchant Services Agreement to assist in Provider’s processing relationship with Sub-merchant, that Acquirer is not liable for any action or failure to act by Provider, and that Acquirer shall have no liability whatsoever in connection with any products or services provided to Sub-merchant by Provider. If Provider is unable to provide its services to Sub-merchant in connection with this Merchant Services Agreement and Acquirer elects to provide those services directly, Sub-merchant acknowledges and agrees that the provisions of this Merchant Services Agreement will no longer apply and the terms of Acquirer’s then current Bank Card Merchant Agreement, which would be provided to Sub-merchant, will govern Acquirer’s relationship with Sub-merchant. If Provider subsequently provides its services to Sub-merchant in connection with this Merchant Services Agreement, Acquirer will cease to provide such services after receipt of notice from Provider and this Merchant Services Agreement will govern Acquirer’s relationship with Sub-merchant.
This Merchant Services Agreement is entered into, governed by, and construed pursuant to the laws of the State of Ohio without regard to conflicts of law provisions. This Merchant Services Agreement may not be assigned by Sub-merchant without the prior written consent of Acquirer. This Merchant Services Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, transferees and assignees. This Merchant Services Agreement is for the benefit of, and may be enforced only by, Acquirer and Sub-merchant and is not for the benefit of, and may not be enforced by, any other party. Acquirer may amend this Merchant Services Agreement upon notice to Sub-merchant in accordance with Acquirer’s standard operating procedure. If any provision of this Merchant Services Agreement is determined to be illegal or invalid, such illegality or invalidity of that provision will not affect any of the remaining provisions and this Merchant Services Agreement will be construed as if such provision is not contained in the Merchant Services Agreement. “Member Bank” as used in this Merchant Services Agreement shall mean a member of VISA, MasterCard and/or Discover, as applicable, that provides sponsorship services in connection with this Merchant Services Agreement. As of the commencement of this Merchant Services Agreement, Member Bank shall be Fifth Third Bank, an Ohio Banking Corporation, located in Cincinnati, OH 45263. The Member Bank is a party to this Merchant Services Agreement. The Member Bank may be changed, and its rights and obligations assigned to another party by Acquirer at any time without notice to Sub-merchant.
Posted on: June 29, 2020
Effective Date: June 25, 2020
This Privacy Notice describes how Processing Strategies LLC DBA Jupiter and our affiliates (collectively, “Jupiter,” “we,” and “us”) collect, use, disclose, transfer, store, retain or otherwise process your information when you (whether you are a person or business) apply or sign up for a Jupiter account or other services through Jupiter’s website or applications (collectively, “Services”).
This Privacy Notice applies to your use of our Services, and covers information collected in connection with your access to and use of our Services. Please read this Privacy Notice carefully. By continuing to interact with our Services, you are consenting to the practices described in this Privacy Notice.
INFORMATION WE COLLECT ABOUT YOU
We need to collect information about you to provide you with the Services or the support you request. The type of information we collect can vary depending on the country from which you access our Services. Additionally, you can choose to voluntarily provide information to us.
Information You Provide
We collect the information you provide when you apply or sign up for a Jupiter account or other Services, go through our identity or account verification process, authenticate into your account, communicate with us, answer our surveys, upload content, or otherwise use the Services.
We collect information about you when you use our Services, including:
- Identification Information. Your name; email address; mailing address; phone number; photograph; birthdate; passport, driver’s license, Social Security, Taxpayer Identification, or other government-issued identification; or other historical, contact, and demographic information when you apply or sign up for a Jupiter account or other Services, signature, and authentication credentials (for example, information you use to login to your account), including IP address.
- Financial Information. Information such as bank account, bank account information including current balances and transactions for the previous 24 months, payment card numbers, credit reports, and other publicly available information.
- Tax information. Withholding allowances and tax filing status.
- Transaction Information. When you use our Services to make, accept, request, or record payments, we collect information about when and where the transaction occur, the names of the transacting parties, a description of the transaction, the payment or transfer amounts, billing and shipping information, and the devices and payment methods used to complete the transaction.
- Other Information You Provide. Information that you voluntarily provide to us, including your survey responses; participation in contests, promotions, or other prospective seller marketing forms or devices; suggestions for improvements; referrals; or any other actions performed on the Services.
Information We Collect From Your Use of our Services
We collect information about you and the devices you use to access the Services, such as your computer, mobile phone, or tablet. The information that we collect includes:
- Precise Geolocation Information. The location of your device.
- Device Information. Information about your device, including your hardware model, operating system and version, device name, unique device identifier, mobile network information, and information about the device’s interaction with our Services.
- Use Information. Information about how you use our Services, including your access time, “log-in” and “log-out” information, browser type and language, country and language setting on your device, Internet Protocol (“IP”) address, the domain name of your Internet service provider, other attributes about your browser, mobile device and operating system, any specific page you visit on our platform, content you view, features you use, the date and time of your visit to or use of the Services, your search terms, the website you visited before you visited or used the Services, data about how you interact with our Services, and other clickstream data.
- Business Information. Information about products and services you sell (including inventory, pricing and other data) and other information you provide about you or your business (including appointment, staffing availability, employee, payroll and contact data).
- Customer Information. Information you collect from your customers, including email address, phone number, payment information, or other information.
Information We Collect From Other Sources
We also collect information about you from third parties, including:
- Identity Verification. Information from third-party verification services, credit bureaus, financial institutions, mailing list providers, and publicly available sources. In some circumstances, where lawful, this information may include your government-issued identification number.
- Background Information. To the extent permitted by applicable laws, we may obtain background check reports from public records of criminal convictions and arrest records. We may use your information, including your full name, government-issued identification number, and date of birth, to obtain such reports.
- Credit, Compliance and Fraud. Information about you from third parties in connection with any credit investigation, credit eligibility, identity or account verification process, fraud detection process, or collection procedure, or as may otherwise be required by applicable law. This includes, without limitation, the receipt and exchange of account or credit-related information with any credit reporting agency or credit bureau, where lawful, and any person or corporation with whom you have had, currently have, or may have a financial relationship, including without limitation past, present, and future places of employment, financial institutions, and personal reporting agencies.
Our Services are general audience services not directed at children under the age of 13. If we obtain actual knowledge that any information we collect has been provided by a child under the age of 13, we will promptly delete that information.
HOW WE USE YOUR INFORMATION
We may use information about you for a number of purposes, including:
Providing, Improving, and Developing our Services
- Determining whether the Services are available in your country;
- Processing or recording payment transactions or money transfers;
- Otherwise providing you with the Jupiter products and features you choose to use;
- Displaying your historical transaction or appointment information;
- Providing, maintaining and improving our Services;
- Developing new products and services;
- Delivering the information and support you request, including technical notices, security alerts, and support and administrative messages including to resolve disputes, collect fees, and provide assistance for problems with our Services or your Jupiter account;
- Improving, personalizing, and facilitating your use of our Services;
- Measuring, tracking, and analyzing trends and usage in connection with your use or the performance of our Services.
Communicating with You About our Services
- Sending you information we think you may find useful or which you have requested from us about our products and services;
- Conducting surveys and collecting feedback about our Services.
Protecting our Services and Maintaining a Trusted Environment
- Investigating, detecting, preventing, or reporting fraud, misrepresentations, security breaches or incidents, other potentially prohibited or illegal activities, or to otherwise help protect your account, including to dispute chargebacks on your behalf;
- Protecting our, our customers’, or your customers’ rights or property, or the security or integrity of our Services;
- Enforcing ourTerms of Service or other applicable agreements or policies;
- Verifying your identity (e.g., through government-issued identification numbers);
- Complying with any applicable laws or regulations, or in response to lawful requests for information from the government or through legal process;
- Fulfilling any other purpose disclosed to you in connection with our Services;
- Contacting you to resolve disputes, collect fees, and provide assistance with our Services.
Advertising and Marketing
- Marketing of our Services;
- Communicating with you about opportunities, products, services, contests, promotions, discounts, incentives, surveys, and rewards offered by us and select partners;
- If we send you marketing emails, each email will contain instructions permitting you to “opt out” of receiving future marketing or other communications.
To learn about your choices regarding interest-based advertising and cross-device tracking, please see below.
- For any other purpose disclosed to you in connection with our Services from time to time.
HOW WE SHARE YOUR INFORMATION
We may share information about you as follows:
With Other Users of our Services with Whom You Interact
- With other users of our Services with whom you interact through your own use of our Services. For example, we may share information when you make or accept a payment, appointment, or money transfer using our Services.
With Our Affiliates
- With our group companies and corporate affiliates, for the purposes outlined above.
With Third Parties
- With third parties to provide, maintain, and improve our Services, including service providers who access information about you to perform services on our behalf (e.g., fraud prevention, identity verification, and fee collection services), as well as financial institutions, payment networks, payment card associations, credit bureaus, partners providing services on Jupiter’s behalf, and other entities in connection with the Services;
- With third parties that run advertising campaigns, contests, special offers, or other events or activities on our behalf or in connection with our Services.
Business Transfers and Corporate Changes
- To a subsequent owner, co-owner, or operator of one or more of the Services; or
- In connection with (including, without limitation, during the negotiation or due diligence process of) a corporate merger, consolidation, or restructuring; the sale of substantially all of our stock and/or assets; financing, acquisition, divestiture, or dissolution of all or a portion of our business; or other corporate change.
Safety and Compliance with Law
- If we believe that disclosure is reasonably necessary (i) to comply with any applicable law, regulation, legal process or governmental request (e.g., from tax authorities, law enforcement agencies, etc.); (ii) to enforce or comply with our General Terms or other applicable agreements or policies; (iii) to protect our or our customers’ rights or property, or the security or integrity of our Services; or (iv) to protect us, users of our Services or the public from harm, fraud, or potentially prohibited or illegal activities.
With Your Consent
- With your consent. For example:
- At your direction or as described at the time you agree to share;
- When you authorize a third party application or website to access your information.
- Aggregated and Anonymized Information
- We also may share (within our group of companies or with third parties) aggregated and anonymized information that does not specifically identify you or any individual user of our Services.
HOW LONG WE RETAIN YOUR INFORMATION
We generally retain your information as long as reasonably necessary to provide you the Services or to comply with applicable law. However, even after you deactivate your account, we can retain copies of information about you and any transactions or Services in which you may have participated for a period of time that is consistent with applicable law, applicable statute of limitations or as we believe is reasonably necessary to comply with applicable law, regulation, legal process, or governmental request, to detect or prevent fraud, to collect fees owed, to resolve disputes, to address problems with our Services, to assist with investigations, to enforce our General Terms or other applicable agreements or policies, or to take any other actions consistent with applicable law.
COOKIES AND OTHER SIMILAR TECHNOLOGIES
We use various technologies to collect information when you access or use our Services, including placing a piece of code, commonly referred to as a “cookie,” or similar technology on your device and using web beacons. Cookies are small data files that are stored on your hard drive or in your device memory when you visit a website or view a message. Among other things, cookies support the integrity of our registration process, retain your preferences and account settings, and help evaluate and compile aggregated statistics about user activity. We will begin collecting information about you or from activity on devices you use as soon as you use our Services. By using our Services, you permit us to collect and use your information from activity on devices you use in accordance with this Privacy Notice. For more information and to learn how to block or delete cookies used in the Services, please see below.
Certain cookies we use last only for the duration of your web or application session and expire when you close your browser or exit the application. Other cookies are used to remember you when you return to use the Services and, as such, will last longer.
- Remember that you have visited us or used the Services before. This allows us to identify the number of unique visitors we receive, so that we can provide enough capacity to accommodate all of our users.
- Customize elements of the promotional layout and/or content of our Services.
- Collect data about the way you interact with our Services (e.g., when you use certain features).
- Collect data to assess and improve our advertising campaigns, including sending information to our business partners.
- Allow our business partners (including third parties) to use these tracking technologies to track your behavior on our behalf on our Platform (including when you use multiple devices) and on partner websites.
- Enable third parties to collect data about the way you interact across sites outside of our Services.
- Collect anonymous statistical information about how you use the Services (including the length of your web or application session) and the location from which you access the Services, so that we can improve the Services and learn which elements and functions of the Services are most popular with our users.
Some of the cookies used in the Services are set by us, and others are set by third parties who deliver services on our behalf.
Most web and mobile device browsers are set to automatically accept cookies by default. However, you can change your browser settings to prevent automatic acceptance of cookies, or to notify you each time a cookie is set.
We also may collect information using web beacons. Web beacons are electronic images that may be used in our Services or emails. We use web beacons to deliver cookies, track the number of visits to our website and apps, understand usage and campaign effectiveness, and determine whether an email has been opened and acted upon.
THIRD-PARTY ADVERTISING AND ANALYTICS
This Privacy Notice does not apply to, and we are not responsible for, third-party cookies, web beacons, or other tracking technologies, which are covered by such third parties’ privacy policies. For more information, we encourage you to check the privacy policies of these third parties to learn about their privacy practices.Examples of our third-party service providers to help deliver our Services or to connect to our Services include:
- Google Analytics: We use Google Analytics to understand how our Services perform and how you use them. To learn more about how Google processes your data, please visit https://www.google.com/policies/privacy/. To opt out of Google Analytics please visit https://tools.google.com/dlpage/gaoptout.
- Facebook: We use Facebook to advertise and market our services. We also use Facebook Connect API to allow you to connect your Facebook account to your Jupiter account. To learn more about how Facebook uses your data please visit https://www.facebook.com/help/325807937506242/ or log on to your Facebook account and access your settings. To understand more about Facebook advertising please see here https://www.facebook.com/about/ads.
You may access, change, or correct information that you have provided by logging into your Jupiter account at any time or by making a request to us in which case we may need to verify your identity before granting access or otherwise changing or correcting your information.
Deactivating Your Account
If you wish to deactivate your account, you can do so by logging into your Jupiter account or by emailing us using the contact details provided below.
In order to provide certain Services, we may require access to location information, including precise geolocation information collected from your device. If you do not consent to collection of this information, certain Services will not function properly and you will not be able to use those Services. You can stop our collection of location information at any time by changing the preferences on your mobile device. If you do so, some of our mobile applications will no longer function. You also may stop our collection of location information via mobile application by following the standard uninstall process to remove all Jupiter mobile applications from your device.
Do Not Track
Do Not Track (“DNT”) is an optional browser setting that allows you to express your preferences regarding tracking across websites. Jupiter does not have a mechanism in place to respond to DNT signals. Jupiter does track some activity across websites (including your search terms, the website you visited before you visited or used the Services, and other clickstream data) and we may continue to collect information in the manner described in this Privacy Notice from web browsers that have enabled DNT signals or similar mechanisms.
You can opt out of receiving promotional messages from Jupiter by following the instructions in those messages, by informing the caller that you would not like to receive future promotional calls, or by changing your notification settings by logging into your Jupiter account. Opting out of receiving communications may impact your use of the Services. If you decide to opt out, we can still send you non-promotional communications, such as digital receipts and messages about your account or our ongoing business relations.
We take reasonable measures, including administrative, technical, and physical safeguards, to protect your information from loss, theft, misuse, and unauthorized access, disclosure, alteration, and destruction. Nevertheless, the internet is not a 100% secure environment, and we cannot guarantee absolute security of the transmission or storage of your information. We hold information about you both at our own premises and with the assistance of third-party service providers.
STORAGE AND PROCESSING
We may, and we may use third-party service providers to, process and store your information in the United States, Canada, Japan, the European Union and other countries.
CHANGES TO THIS PRIVACY NOTICE
We may amend this Privacy Notice from time to time by posting a revised version and updating the “Effective Date” above. The revised version will be effective on the “Effective Date” listed. We will provide you with reasonable prior notice of material changes in how we use your information, including by email, if you have provided an email address. If you disagree with these changes, you may cancel your account at any time. Your continued use of our Services constitutes your consent to any amendment of this Privacy Notice.
Please contact our Privacy Department with any questions or concerns regarding this Privacy Notice.
Processing Strategies LLC DBA Jupiter
3401 Custer Road, Suite 132
Plano, TX 75023, U.S.A.
If you have any questions or concerns regarding our notice, or if you believe our notice or applicable laws relating to the protection of your personal information have not been respected, you may file a complaint with our Privacy Department listed above, and we will respond to let you know who will be handling your matter and when you can expect a further response. We may request additional details from you regarding your concerns and may need to engage or consult with other parties in order to investigate and address your issue. We may keep records of your request and any resolution.
VISITING OUR WEBSITE
You can browse our Website without providing any personal or individually identifiable information. You also may be able to set your browser to reject cookies. If you do that, the Website may be less functional for you.
There are times when you may choose to give us personally identifiable information about you. For example, you may wish to register to post entries or articles on the Website, receive e-mails from us, receive invitations, attend events, preview new content, or to purchase goods and services available through the Sites. We need certain information from you to register you, authenticate you, and process your entries and payments, where necessary.
KINDS OF INFORMATION WE COLLECT
We collect information that you voluntarily give us, as well as Site Visitorship Data, on the Website.
Personally Identifiable Information
In order to utilize certain features of the Website, you may be asked to provide personally identifiable information such as your e-mail address, name, mailing address, telephone number, or persistent identifier (such as a customer number held in a cookie) which is associated with personally identifiable information, as well as other information, which you may provide voluntarily. We collect such personally identifiable information that you give us so that we may:
• provide information about Jupiter;
• tell you about products and services, and provide information to our third party marketing partners;
• notify you about new content and upcoming events, games, tools and other features available on the Site;
• respond to your requests for information;
• process survey results and contest entries;
• process online purchases and payments you request;
• filter the products and services we provide;
• authenticate registered customers; and
post your comments and content.
By providing any personally identifiable information to the Website, you fully understand and unambiguously consent to the collection and processing of such information in the United States of America. We will provide you reasonable access to information that you provided through the Website and the reasonable ability to review and correct it. To protect your privacy and security, we will also take reasonable steps to verify your identity, such as requiring a password and user ID, before granting access to your data, where applicable.
Site Visitorship Data
Site Visitorship Data is information about the way a website is used that is not associated with an individual’s identity. We use aggregate anonymous data regarding online behavior to better understand how people use our Website. To that end, we may use aggregated, anonymous online traffic behavior along with information from third parties to track usage trends and thereby improve our Website. We may also use this aggregated, anonymous information to develop reports that we may share with third party marketing partners and customers. The kind of information we may collect includes:
• your Internet Protocol (IP) address;
• the pages visited on our sites;
• the links clicked on our sites;
• any products or services you review;
• the features used;
• how long a visitor stays; and
• the domain name of the sites from which visitors connect to our sites and the sites to which visitors connect through our service.
Most Site Visitorship Data is collected using data collection tools such as web beacons, cookies, embedded web links, and other commonly used information-gathering tools. We use Site Visitorship Data to develop, manage, and improve the Website. Sometimes we may aggregate Site Visitorship Data with personally identifiable information from registered members. We may use that information to:
• manage the Website;
• help resolve problems;
• analyze use of the sites; and
• notify you about products or services that we, our third party marketing partners, and members may offer from time-to-time.
Circumstances may arise where, whether for strategic or other business reasons, Jupiter decides to sell, buy, or otherwise reorganize businesses. Such a transaction may involve the disclosure of personally identifiable information to prospective or actual purchasers, or the receipt of it from sellers. It is our practice to seek appropriate protection for information in these types of transactions.
We may recommend or require the use of encryption technologies for certain types of communications conducted through the Website. While we may provide those technologies and use other reasonable precautions to protect confidential information and provide suitable security, we do not guarantee that information transmitted through the Internet is secure, or that such transmissions will be free from delay, interruption, interception or error.
DISCLOSURE OF INFORMATION
Jupiter will not release any personally identifiable information to third parties without your consent except as follows:
(1) Anyone providing us their personally identifiable information grants Jupiter and its affiliates, the right to use their information internally without restrictions for the purposes of, but not limited to, research, marketing, and content and lead development.
(3) We may disclose information collected on the Sites, including personally identifiable information, to third parties as required or permitted by law. For example, we may disclose information:
• to regulators;
• to law enforcement authorities who subpoena it;
• to vendors who provide us with service; or
• to companies that may acquire part or all of an affiliated company.
Jupiter is not responsible for the protection of the information you provide to other websites. You should be aware that when you voluntarily disclose personally identifiable information on other websites, such information can be collected and used by others and may result in unsolicited communications.
• Select the e-mail “opt out” or “unsubscribe” link, or follow the opt-out instructions included in each subscription communication.
• Where applicable, return to the Web page(s) where you originally registered your preferences and follow the opt-out instructions.
• E-mail us. Be sure to provide your name, email and postal address, and specific relevant information about the particular service you no longer wish to receive.
Please be aware that when you opt out of receiving communications, it may affect the services you have chosen to receive from us where accepting the communications is a condition of receiving the services.
HYPERLINKS AND REFERRALS
We do not knowingly collect or distribute personally identifiable information from minor children. If you are the parent or guardian of a minor child and believe that they have disclosed personally identifiable information to us, please contact us by e-mail so that we may delete the minor’s information. You can learn more about children’s privacy and the Children’s Online Privacy Protection Act (COPPA) at the Federal Trade Commission’s website at:
SAFE HARBOR DATA PRIVACY NOTICE
The privacy principles in this policy are based on the Safe Harbor Principles. Jupiter will not disclose personally identifiable information in any manner that is inconsistent with this policy.
Notice and Choice
We obtain personal information only as permitted by the Safe Harbor Principles or with the consent of the individual affected. We may ask for your consent to collect, use, and/or disclose personal information in certain ways, and you may be required to give your consent in order to use the website or our services. Individuals will be provided clear and conspicuous, readily available, and affordable mechanisms to exercise choice. To the extent permitted under the Safe Harbor, we reserve the right to process personal information in the course of providing services through the Website without the knowledge of individuals involved.
Security & Enforcement
It is important for us to know what visitors have to say about our Website. To contact us with your questions or comments please email us firstname.lastname@example.org
Copyright & Trademark Policy
Last updated: June 26, 2020
If you believe that third-party material hosted by Jupiter infringes your copyright or trademark rights, please file a notice of infringement by clicking on this link. Please read this entire document before submitting a notice.
Copyright/Trademark Infringement Notice – Framework and Requirements
The Digital Millennium Copyright Act (“DMCA”) requires hosting providers to remove or disable access to potentially infringing content upon receipt of a notice that meets certain requirements. For content hosted by Jupiter, Jupiter’s policy is to comply with notices alleging copyright infringement pursuant to the DMCA. Section 512 of the DMCA outlines the requirements for reporting a copyright violation for copyright owners, as well as requirements for submitting a counter-notification by an affected party. Jupiter applies a similar framework to allegations of trademark infringement.
We send a copy of each notice we receive to the alleged infringer, if applicable.
To submit a notice alleging trademark or copyright infringement, you need to provide us with the following information:
- An electronic or physical signature (typing a full name in the reporting form or an email will be sufficient) of the copyright or trademark owner or a person authorized to act on behalf of the owner;
- A description of the material that you claim has been infringed:
- a. For copyright, please identify and describe the copyrighted work, and provide a URL where we can see an example of the copyrighted work;
- b. For trademark rights, include the basis for your claim, such as a national or community trademark registration and any applicable registration number, the country or jurisdiction, and the description of goods and/or services for which you claim rights;
- Identification of the claimed infringing material, including the URL(s)of such material on Jupiter’s applications, websites, or services;
- Contact information, including the name of the owner of the copyright or trademark at issue and your name, title, address, telephone number, and email address;
- A statement that you have a good faith belief that the claimed infringing material is not authorized by the copyright or trademark owner, its agent, or the law; and
- A statement made under penalty of perjury, that the information provided in your notice is accurate and that you are the copyright or trademark owner or are authorized to act on behalf of the owner.
Submitting a Copyright/Trademark Infringement Notice
If you believe that third-party material hosted by, posted on, or accessible through Jupiter’s applications, websites, and services infringes your copyright or trademark rights, please send a notice of infringement to Jupiter’s designated agent by filing a report here.
By submitting the infringement notice, you acknowledge and agree that Jupiter or its designated agent may forward the information you provide in your notice to the person responsible for the allegedly infringing material.
Copyright laws of the United States require you to consider copyright defenses, limitations, or exceptions, such as the fair use doctrine, before sending a notice. If you are not sure whether the material infringes your copyright or whether the fair use doctrine applies, we suggest you contact an attorney. Please be aware that under 17 U.S.C. (s) 512(f) of the DMCA, you may be liable for any damages, including costs and attorneys’ fees incurred by us or our merchants, if you knowingly and materially misrepresent that an activity or material is infringing.
While the online form is the easiest and quickest way to submit your notice to us, if you prefer, you may also write to Jupiter’s designated agent at the following address. If you write to us, please be sure to provide all the information listed above.
Attn: Copyright/Trademark Agent
3401 Custer Road, Suite 132
Plano, TX 75023, USA
Submitting a Counter-Notice to Challenge a Copyright/Trademark Infringement Notice
If your material has been removed or disabled as a result of an infringement notice and you believe that your material is not infringing, or that you have the authorization or right to post and use that material from the copyright or trademark owner, that owner’s agent, or pursuant to law, you may send a counter-notice to Jupiter’s designated agent at the address above.
The counter-notice must include:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification;
- Your name, address, and telephone number; and
- A statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which Jupiter may be found, and that you will accept service of process from the person who provided notification of infringement or an agent of such person.
Jupiter or its designated agent will forward your counter-notice to the party who submitted the infringement notice. If the copyright or trademark owner does not file an action seeking a court order to restrain you from engaging in infringing activity related to the removed or disabled material within ten business days of receiving the counter-notice from Jupiter, then Jupiter may reinstate the removed or disabled material.
Right of Publicity and Personal Likeness Infringement Policy
If you believe that content hosted by, posted on, or accessible through Jupiter’s applications, websites or services uses your name, voice, signature, image or likeness, or that of your minor child, without your permission and in violation of a legally recognized right of publicity, we encourage you first to contact the user directly about your concerns. If that does not resolve your concerns, you may file a notice here.
Repeat Infringer Policy
Jupiter’s policy is to suspend or terminate the accounts of repeat infringers. The manner in which we apply that policy may depend on relevant aggravating or mitigating circumstances, if any, but generally we will terminate an account if it is the subject of three valid infringement notices.
Jupiter’s Trademarks, Logos and Brands Restrictions on Use
We love all of the passion and enthusiasm for Jupiter and our products and services, but we must be mindful of our brand identity, our reputation, and the goodwill developed under our trademarks, logos, product designs, trade dresses, user interfaces, and other assets. That means that we must ensure that these assets are used only with our permission. For example, only Jupiter (and its affiliated companies) and its authorized licensees may use the Jupiter Logo in advertising, promotional, and sales materials. Licensees may use Jupiter assets only as specified in their agreement with Jupiter and pursuant to applicable guidelines. Developers and businesses that use Jupiter payment processing services on their websites may use specific Jupiter trademark assets pursuant to Jupiter API trademark terms.
If you have any questions, or if you see our trademarks being misused, please contact Jupiter’s trademark department: email@example.com
The following is a non-exhaustive list of Jupiter’s and its affiliated companies’ trademarks.
- Jupiter HQ
- Jupiter Logo
Apple, the Apple logo, iPhone and iPad are trademarks of Apple Inc., registered in the U.S. and other countries. App Store is a service mark of Apple Inc. Other trademarks and brands are the properties of their respective owners.
Last updated June 26, 2020
The following categories of businesses and business practices are restricted from using the Services (“Restricted Businesses”). Restricted Business categories may be imposed through Network Rules or the requirements of our Member Bank, as defined in the Merchant Services Agreement. In certain cases, businesses listed below may be eligible for processing with explicit prior approval from Jupiter. Note, however, that businesses that offer illegal products or services are never eligible to use the Payment Processing Services. The types of businesses listed in the right column are representative, but not exhaustive. If you are uncertain as to whether your business is a Restricted Business or have questions about how these requirements apply to you, please contact us.
By registering with us, you are confirming that you will not use the Service to accept payments in connection with the following businesses, business activities, or business practices, unless you have received prior written approval from Jupiter.
- Age Restricted Products or Services
- Any merchant where the anticipated % of International Card Sales is expected to be greater than 20% of total sales
- Bail Bond Services or Bankruptcy Lawyers
- Career Placement or Advice Center Merchants
- Crowd Sourced Fundraising, as defined by Processor from time to time, except however, Crowd Sourced Fundraising shall not be allowed for the purchase of stock or equity, a promise is made to deliver a good or service in the future, or there is no consideration in return for the payment or donation
- Dating Services
- Delayed Delivery Merchants where the good or service the merchant is providing the cardholder is not shipped, delivered or fulfilled when the card transaction is processed but is to occur at a future date
- Online Personal Computer Technical Support
- Personal Enhancement Products and/or Nutraceuticals
- Shipping or Forwarding Brokers
- Travel Agencies or Tour Operators except, however, those Agencies or Operators servicing Sanctioned locations (e.g. Cuba, Iran, North Korea, Sudan, Syria) are prohibited
- Any product, service or activity that is deceptive, unfair, predatory or prohibited by one or more Card Brands
- Any merchant selling goods or services that represent a violation of any law, statute or regulation
- Any merchant operating outside the United States
- Any merchant or Sub-merchant submitting sales for payment that resulted from another commercial entity providing goods or services to the cardholder, including those businesses that may otherwise qualify themselves as a Payment Service Company or Payment Facilitator
- Any merchant selling products that infringe on the intellectual property rights of others, including counterfeit goods or any product or service that infringes on the copyright, trademark or trade secrets of any third party, such as many Cyberlockers
- Any merchants accepting a card as payment for a dishonored check or for an item deemed uncollectible by another merchant
- Loan payments conducted on a Visa branded credit card
- Adult entertainment and/or adult content websites including Electronic Commerce adult content (videotext) merchants that would include MCC’s 5967,7273 and 7841
- Direct Marketing: Continuity or Subscription services or merchants including MCC 5968 and 5969
- Direct Marketing-Travel Related Arrangement Services including MCC 5962
- Direct Marketing-Inbound Telemarketing including videotext services and MCC 5967
- Gambling Activities and Establishments including MCC 7995, including lotteries, internet gaming, daily fantasy sports, contests, sweepstakes, “special incentives” or offering of prizes as an inducement to purchase goods or services
- Infomercial merchants
- Internet/Mail-Order Pharmacies
- Multi-Level Marketing Businesses
- Outbound Telemarketers and Telecom merchants including MCC’s 4814,4816, and 5966
- Payment Facilitators
- Rebate-Based Businesses
- Up-Selling merchants
- Any merchant that accepts a card at a scrip-dispensing terminal
- Airlines including Charter Airlines
- Bidding Fee Auctions including Penny Auctions
- Brand or Reputational damaging, potential or otherwise, activities including Child Pornography, Escort Services, Mail Order Brides, Occult
- Collection Agencies
- Commodity Trading or Security Trading
- Credit Counseling or Credit Repair Services
- Credit Protection or Identity Theft Protection Services
- Cruise Lines
- Currency Exchanges or Dealers
- Debt Elimination, Debt Reduction or Debt Consulting Services
- Digital Wallet or Prepaid Companies
- Discount Buying Memberships/Clubs
- Discount Medical or Dental plans including Discount Insurance
- Discount Coupon merchants or Online Sites
- Distressed Property Sales and/or Marketing
- Drug Paraphernalia
- e-Cigarettes and “Vape” supplies and accessories
- Firearms and weapons including Ammunition
- High interest rate non-bank consumer lending including, but not limited to, payday lending and title loans
- Investment or “get rich quick” merchants, businesses or programs
- Marijuana dispensaries and related products or services
- Money Transfer, Wire Transfers, Money Orders, Transmitters, and Check Cashing including merchants required to be registered as Money Service Business
- “Negative option” marketing, renewal, or continuity subscription practices; marketing activities involving low-dollar trials, “pay only for shipping”, and/or “free trial” periods after which a credit card is charged periodically and/or a significantly larger amount
- Pawn Shop
- Prepaid Phone Cards
- Prepaid Phone Services
- Pseudo Pharmaceuticals
- Psychics and “occult” businesses
- Quasi Cash or Stored Value
- Real Estate Flipping
- Sale of Mobile Minutes
- Selling or Sales of Social Media Activity
- Sports Forecasting or Odds Making
- Substances designed to mimic illegal drugs
- Timeshares including resale’s and related marketing
- Transacting Virtual Currency or credits that can be monetized, re-sold or converted to physical or digital goods or services or otherwise exit the virtual world
- Tribal Entities