Terms of Service
CONDITIONS for ePAYMENT EXPRESS ONLINE SERVICES
This Agreement for online transaction services
between You, a person, organization or other entity (hereinafter referred to as
"Host") and ePayment Express, LLC (hereinafter referred to as
"ePayment Express") is effective immediately upon selecting the box
below. The parties hereby agree as follows:
BY CLICKING THE "SIGN US UP!" BUTTON BELOW,
HOST REPRESENTS THAT THEY HAVE READ THE AGREEMENT AND UNDERSTAND THAT THE
AGREEMENT WILL HAVE THE SAME LEGAL EFFECT AND FORCE AS A SIGNED DOCUMENT.
1. Services and Responsibilities. ePayment Express will provide the following
Services under this Agreement: (a) Display and list Host's Event/s,
Registration/s and Auction/s on the ePayment Express suite of websites, located
at the following world wide web addresses: http://www.eTicketExpress.com;
http://www.eRegisterExpress.com; and http://www.eFundraiserExpress.com; (b)
accept and process Online and Point-of-Sale orders, and process all credit and
debit card payments to said Event/s, Registration/s and Auction/s on Host's
behalf; (c) support hypertext links from other websites that link to the
ePayment Express web-based ticketing, registration and auction sales service
functions in support of Host's Events; and (d) provide an accounting to Host of
the fees and charges for each sale by ePayment Express.
2. Service Fees.
2.1 Online Service Fee: ePayment Express is authorized to collect and retain a Fee in the
amount of 4% + $0.40 on the face value of each item sold. Host acknowledges
that this Fee will be applied to all Event Tickets, Registrations and Auction
items purchased Online (on the Internet).
2.2 Point-of-Sale Fees (applicable only when using the
ePayment Express web-based service): ePayment
Express is authorized to collect Point-of-Sale Fees in the amount of 4% + $0.40
of total sales collected through the ePayment Express web-based payment
transaction service. Host acknowledges that these Fees will be applied to all
items sold through the ePayment Express website.
3. Optional Services and Related Fees.
3.1 Coupons: Host
may use the Coupon feature to issue free or reduced fee Tickets to Ticket
Buyers and free or reduced fee Registrations to Registration Buyers.
Reduced prices will be deducted from Host's event Settlement payments
4. Settlement Payments. ePayment Express will collect all proceeds
from Ticket, Registration and Auction Sales, deposit them into an account
maintained by ePayment Express, and remit the portion of such proceeds due to
Host less the amounts to which ePayment Express is entitled pursuant to this
4.1 Settlement Payment via Check: Settlement Payment on all ePayment Express
Sales for all Host Events will be made by Check, payable only to the Host name
that was supplied during the account setup process. Payment will be sent to
Host at the address supplied during the account setup process via US Mail seven
(7) business days after the Event closes. All sales, fees, charges, and funds
are payable in U.S. Dollars. ePayment Express reserves the right to hold
Settlement Payment funds equal to the value of seven (7) days Ticket and
Registration Sales for a period of ninety (90) days after the date of the first
or last transaction in order to accommodate canceled events, chargebacks,
disputed transactions or any other circumstances that may pose significant
exposure, risk, or liability to ePayment Express.
5.1 Ticket and Registration Allocations: Host is solely responsible for accurately
maintaining the number of Tickets and Registrations available for sale through
the ePayment Express system. ePayment Express will not be responsible in any
way for over-selling Events (e.g. selling Tickets in excess of the venue's
capacity or in excess of the number of Tickets Host intended to allocate to the
ePayment Express system). Host agrees to reimburse ePayment Express for any and
all costs, expenses and losses incurred by ePayment Express due to over-selling
Events, and ePayment Express will be entitled to deduct such amounts from
5.2 Auction Allocations: Host is solely responsible for accurately maintaining the number
of Auction items available for sale through the ePayment Express system. ePayment Express will not be
responsible in any way for over-selling Auction items. Host agrees to reimburse
ePayment Express for any and all costs, expenses and losses incurred by
ePayment Express due to over-selling Auction items, and ePayment Express will
be entitled to deduct such amounts from Settlements.
6. Canceled Events & Refunds. All Ticket and Registration sales are final,
unless Host's Event is canceled. If Host's Event is canceled for any reason and
a complete Refund must be issued to all customers, Host must inform ePayment
Express of the cancelation within 72 hours of the Event start time.
6.1 Canceled Event Policy: ePayment Express will Refund the Ticket or Registration value,
minus Fees, to the purchasing customers. If Sales Settlement Payments being
held by ePayment Express for Host's Events is insufficient to cover the
Refunds, Host shall provide ePayment Express with sufficient funds to issue
Refunds within three (3) business days of canceling and Event.
6.2 Refund Policy: It
is agreed and understood that ePayment Express is the Ticketing and
Registration Agent of Host and therefore ePayment Express' agreement to make
any Refunds as the agent of Host is subject and limited to ePayment Express'
holding or receiving from Host the full amount of funds necessary to make
Refunds to all Ticket Buyers properly entitled to a Refund. Host may authorize
ePayment Express to grant Refunds for any other reason, at Host's own
discretion, and in such event ePayment Express may deduct the amounts of such
Refunds from the Settlement Payments owed to Host. If Settlement funds are
insufficient, Host shall provide ePayment Express sufficient funds to make
Refunds within three (3) business days of canceling an Event. Host agrees that
ePayment Express will be entitled to retain the Fees assessable with respect to
the initial sale of Refunded Tickets and Registrations.
7. Chargebacks. Host is responsible for any Chargebacks that ePayment Express
receives from its merchant bank in connection with Host's Events. For purposes
of this Agreement, "Chargebacks" shall mean the amounts that the
merchant bank is charged back by a cardholder or a card issuer under the card
organization's rules (e.g. cardholder dispute, fraud, declined transaction,
returned Tickets for Cancelled Events, etc.).
7.1 Chargeback Policy: ePayment Express reserves the right to deduct Chargebacks from
Host's Ticket and Registration Sales Settlement Payments or for up to eighteen
(18) months after the occurrence of an Event. If Settlement Payment funds are
insufficient, ePayment Express will invoice Host for the total amount due and
Host shall provide ePayment Express with sufficient funds to cover such
Chargebacks within thirty (30) days of receiving the invoice.
8. Event Restrictions. When submitting Events to the ePayment Express
online payment transaction system, it is Host's responsibility to provide any
restrictions associated with said Events. Events that require a restriction for
admission, including, but not limited to, age, school or organizational
affiliation, or other characteristics, must be clearly stated by Host upon
submission of the Event/s to the system. It is Host's responsibility to ensure
that said restriction is lawful and does not violate any federal, state, or
local laws prior to submitting Events to ePayment Express.
9. Ticket Resale. Host agrees that any software or other resources provided by
ePayment Express via the terms of this Agreement may not be used for the resale
or "scalping" of tickets and/or registrations.
9.1 Definition. For
the purposes of this Section, "resale of tickets and/or
registrations" shall mean the sale of any ticket(s) or registration(s)
that have come into Host's possession, whether from ePayment Express or a third
party, and which Host intends to resell to one or more buyers.
9.2 Termination and Reconciliation. If Host creates an event listing with the
intent to violate the terms of this Section, even if it has not gone live on
ePayment Express's suite of websites, and even if no actual sales have taken
place, then ePayment Express reserves the right to unilaterally terminate this
Agreement without any prior notice to Host. ePayment Express also reserves the
right to issue refunds to ticket buyers for the face value of any tickets
purchased for the offending Event listing. Host is responsible for providing
all funds for any refunds provided for in this Section. If ePayment Express is
not in possession of all funds associated with the offending event, then Host
must provide ePayment Express with any such funds within ten (10) business days
of notice of termination.
9.3 Liability. In
the event of a breach falling under the scope of this Section, Host shall be
solely liable for any damages or other legal action resulting from the
violation of any and all applicable local, state, federal, or international
laws concerning the resale of tickets and/or registrations.
10. Advertising and Linking. Host agrees to provide a hyperlink to one or
more of ePayment Express' suite of websites with a call to action such as
"Buy Tickets Now,” "Register Now" or “Make a Bid Now.”
Host may display the ePayment Express logo on its website.
11. Taxes. Host
is solely responsible for submission and payment of any applicable federal,
state, and/or local taxes. For example, some states may charge an amusement or
other tax on certain types of Events. It is Host's responsibility to know if
any applicable laws apply and to adjust the sales price accordingly to account
for payment of these taxes.
12. Access. Host
understands and agrees that the sites may, at times, be inaccessible or
inoperable for any reason, including, but not limited to: (i) equipment or
communications malfunctions; (ii) periodic maintenance, repairs, or
administrative reviews which we may undertake from time-to-time; or (iii)
causes beyond our control or which are not reasonably foreseeable by ePayment
13. Representations and Warranties. Host represents and warrants the following:
(i) You are over eighteen (18) years of age; (ii) You have the right, power,
and authority to execute, deliver, and perform this Agreement; (iii) You are a
producer, promoter, presenter, or manager of the Events; (iv) You have the
authority and right to offer, sell, and honor the Tickets, Registrations and
Auction items sold on the ePayment Express website; (v) the Events and any
material or content provided by Host to ePayment Express for use on the
ePayment Express website is/are not pornographic, defamatory, grossly
offensive, harassing, malicious, or otherwise objectionable and do not infringe
or violate the rights of any person or entity, including, but not limited to,
copyright, trademark, trade secret, proprietary, intellectual property, and
rights of privacy and/or publicity, whether by statute or common law; (vi) Host
will not use the ePayment Express website or service for any unacceptable uses;
(vii) the Events and the online payment transactions on ePayment Express do not
constitute a violation of any federal, state, and/or local law; and (viii) Host
will only use the ePayment Express system to transmit and disseminate
information to purchasers that is reasonably related to a particular Event
Ticket, Registration or Auction purchase.
14. Misrepresentation of Events. Events must be accurately and truthfully
described when Host submits Event listings to the ePayment Express website. If
ePayment Express discovers and determines, in our sole discretion, that Host
misrepresented an Event, ePayment Express will cancel the Event and a Refund
will be issued to Ticket and/or Registration purchasers. If ePayment Express determines
that Host repeatedly engages in the conduct described in this section, Host's
account will be terminated and any other Events submitted by Host will be
15. Technical Support. ePayment Express will provide support in
dealing with any difficulties which may arise in connection with Host's use
of ePayment Express websites.
ePayment Express attempts to provide such support in a timely manner, but make
no guarantees that we will respond to your inquiry by a particular time.
Technical Support is available by email at: firstname.lastname@example.org.
16. Security. ePayment
Express will take reasonable measures to maintain Host's Event data in a secure
manner. ePayment Express will provide Host with a Login ID and Password that
allows Hosts to add, modify, or update your Event data on the ePayment Express
suite of sites. Host will be solely responsible for the confidentiality of your
ID and password and for any authorized or unauthorized access to this site by
any person using your ID and/or password. Host agrees to notify ePayment
Express immediately of any unauthorized use of your password, ID, or any other
breach of security discovered by Host.
17. Disclaimer of Warranties. THE EPAYMENT EXPRESS SERVICE IS PROVIDED
"AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. USE OF
THE SERVICE IS AT HOST’S SOLE RISK. EPAYMENT EXPRESS MAKES NO WARRANTIES,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO: (A) ANY IMPLIED WARRANTIES
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (B) THAT THE SITES, OR
THE SERVICE PROVIDED BY EPAYMENT EXPRESS, WILL MEET HOST’S REQUIREMENTS; (C)
THAT THE SITES WILL BE SECURE, UNINTERRUPTED, ACCESSIBLE, OR ERROR-FREE; AND/OR
(D) THAT ANY INFORMATION OR MATERIAL OBTAINED FROM THE SITES WILL BE ACCURATE,
RELIABLE, COMPLETE, OR FREE FROM VIRUSES OR OTHER FORMS OF MALICIOUS OR
DESTRUCTIVE CODE. NO ADVICE OR INFORMATION OBTAINED BY HOST FROM EPAYMENT
EXPRESS, WHETHER IN ORAL, WRITTEN, OR ELECTRONIC FORM, RELATING TO HOST’S USE
OF THESE SITES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS
18. Limitation of Liability. UNDER NO CIRCUMSTANCES WILL EPAYMENT EXPRESS
BE LIABLE TO HOST OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES FOR ANY MATTER ARISING FROM OR
RELATING TO THIS AGREEMENT, THE SITES OR SERVICE, OR THE INTERNET GENERALLY,
INCLUDING, BUT NOT LIMITED TO: (A) HOST’S USE OR INABILITY TO USE THE SITES;
(B) ANY CHANGES TO OR INACCESSIBILITY OF THE SITES; (C) ANY DELAY, FAILURE,
UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY TRANSMISSION OR DATA; (D) ANY
MATERIAL OR DATA TRANSMITTED OR RECEIVED OR NOT TRANSMITTED OR RECEIVED; AND/OR
(E) ANY DATA OR MATERIAL FROM A THIRD PERSON ACCESSED ON OR THROUGH THE SITES,
WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE.
SOME STATES PROHIBIT THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, THUS THIS LIMITATION OF LIABILITY MAY NOT APPLY TO HOST. HOST’S SOLE
AND EXCLUSIVE REMEDY WILL BE LIMITED TO THE TOTAL FEES AND CHARGES PAID BY HOST
TO EPAYMENT EXPRESS AND WILL NOT EXCEED THAT AMOUNT.
19. Indemnification. Host agrees to indemnify, hold harmless, and defend ePayment
Express, our employees, and our agents from and against any action, cause,
claim, damage, debt, demand or liability, including reasonable costs and
attorney's fees, asserted by any person, arising out of or relating to: (a)
this Agreement and/or any breach by Host thereof; (b) Host's use of the sites,
including any data, content, or work transmitted or received by you; (c) any
unacceptable or objectionable use of the websites, as ePayment Express
determines at our sole discretion; and (d) any negligent or willful misconduct
20. Integration and Conflicting Terms. This Agreement, and our fees, constitute the
complete and exclusive statement and agreement between ePayment Express and
Host with respect to the websites and supersedes any and all prior or
contemporaneous communications, representations, statements, agreements, and
understandings, whether in oral, written, or electronic form, between Host and
ePayment Express concerning the use of the website.
21. Independent Contractors. ePayment Express and Host are and will be
independent contractors and neither party by virtue of this Agreement will have
any right, power, or authority to act or create any obligation, express or
implied, on behalf of the other.
22. Confidentiality and Non-Disclosure. Host understands and acknowledges that
ePayment Express is the owner of valuable trade secrets and confidential,
non-public, and proprietary information (collectively "Confidential
Information") and acknowledges that the services which ePayment Express
perform involve the furnishing of Confidential Information to Host including,
but not limited to: (1) sales; and (2) business strategy, and that the goodwill
of ePayment Express depends, in part, upon Host keeping such information
confidential. Host agrees to use its best efforts to protect ePayment Express
Confidential Information and to implement security measures to keep said
information confidential. Except pursuant to court order or the prior written
consent of ePayment Express, Host agrees to not disclose, distribute, sell,
license, transmit, or disseminate any Confidential Information to any other
party or permit or cause any unauthorized party to disclose, examine, and/or
reproduce any reports, documents, transmissions, or data containing
Confidential Information prepared or owned by ePayment Express. If Host is
requested or required to disclose Confidential Information pursuant to legal
proceedings, you will promptly notify ePayment Express so that we may prepare a
response to said legal proceedings.
23. Modification and Amendment. ePayment Express has the right, at any time
and without notice, to add to or modify the terms of this Agreement by
delivering such amended terms to Host by email at the address provided to
ePayment Express by Host. Host's access to or use of the ePayment Express
websites after the date such amended terms are delivered to you will be deemed
to constitute acceptance of such amended terms. No modification made by Host
will be binding upon ePayment Express unless it is made in writing and signed
by ePayment Express.
24. Force Majeure. If the performance of any part of this Agreement by either party
is prevented, hindered, delayed or otherwise made impracticable by reason of
any flood, riot, fire, judicial or governmental action, labor disputes, act of
God or any other causes beyond the control of either party, that party will be
excused to the extent that it is prevented, hindered, or delayed by such
25. Severability. If any one or more of the provisions contained in this Agreement
will for any reason be found to be invalid, illegal, or unenforceable in any
respect, said finding will not affect the remaining provisions of this
Agreement, which will be enforceable to the fullest extent permitted by
26. Arbitration. Any controversy or claim arising out of or relating to this
Agreement or a breach thereof, with the exception of any injunctive or
equitable relief sought by ePayment Express for any violation of this
Agreement, will be submitted to binding arbitration in Portland, Oregon in
accordance with the rules and procedures of the American Arbitration Association
("AAA"), with the exception of any conflicts-of-law provisions.
27. Governing Law and Forum. This Agreement is made in, and will be
governed by, the laws of Oregon, excluding its conflicts-of-law provisions. If,
for any reason, the Arbitration provision contained in Section Twenty-Six (26)
will be found to be invalid or unenforceable in any respect, or Host decides to
challenge the arbitrator's decision or this Agreement, or ePayment Express
initiates equitable proceedings, all actions, claims, or disputes arising under
or relating to this agreement will be brought in the federal or state courts of
Portland, Oregon. Host irrevocably submits and consents to the exercise of
subject matter jurisdiction and personal jurisdiction over you by the federal and/or
state courts in Oregon. Host hereby irrevocably waives any and all objections
which you may now or hereafter have to the exercise of personal and subject
matter jurisdiction by the federal or state courts in Oregon and to the venue
of any such suit, action, or proceeding brought in any federal or state court
in Portland, Oregon.
28. Notice. Except
as provided herein, all notices relating to the site, Host's use thereof and/or
this Agreement sent by either party will deemed to be delivered when sent via
email to the other party's last known email address.
29. Remedies. In
order to avoid irreparable injury to ePayment Express, in the Event of any
breach or threatened breach by Host of the provisions of this Agreement,
ePayment Express will be entitled to an injunction and/or other equitable
relief restraining such breach. Nothing in this Agreement will be construed as
prohibiting ePayment Express from pursuing any other remedies available to us
for such breach or threatened breach, including the recovery of monetary
damages from Host.
30. Headings and Order. The headings and sequential order of the sections contained in
this Agreement are for convenience or reference only and will have no
substantive or procedural effects in construing the provisions of this