The following terms for the CommentSold Payments service (“CommentSold Payments” or the “Service”) are a binding agreement between you and CommentSold, Inc. (“CommentSold”), and govern your use of the CommentSold Payments service. The terms set forth herein constitute an addendum (“Addendum”) to the Merchant Terms (the “Terms of Service”) between you and us, and accordingly, the Terms of Service are incorporated herein by reference. Your use of CommentSold Payments is subject at all times to this Addendum and our Terms of Service (including but not limited to the limitations of liability, indemnification, warranty disclaimers and arbitration provisions set forth in the Terms of Service). In the event of a conflict between this Addendum and the Terms of Service, the terms of this Addendum shall prevail with respect to the CommentSold Payments service.
The CommentSold Payments service facilitates payments (“Platform Payments”) between you, the Merchant, and your customers on the CommentSold platform. The CommentSold Payments service is offered through CommentSold’s payment processing partner, Stripe.
In order to use the CommentSold Payments service, you must agree to the Stripe Connected Account Agreement , which includes the Stripe Services Agreement.
By agreeing to the terms of this Addendum, you are agreeing to the creation of an account with Stripe and to be bound by the Stripe Connected Account Agreement and Stripe Services Agreement, as modified by Stripe from time to time.
CommentSold is not a party to your agreements with Stripe and does not act as a payment processor in any respect. Accordingly, CommentSold is not liable to you for any payment processing or other transactions, or any liability resulting therefrom.
As a condition of receiving payment processing services through Stripe, you agree to provide CommentSold and Stripe with accurate and complete information about you and your business, and you authorize CommentSold and Stripe to share this information and transaction information related to your use of the payment processing services. You must keep all payment information you provide us up-to-date, accurate and complete. You also must agree to provide all necessary notices to and obtain all necessary rights and consents from your customers to allow CommentSold and its service providers, including Stripe, to share and process the customers' personal information, including payment data, for purposes of providing services.
Do not share your payment card, bank account or other financial information with any other person. We expressly disclaim any liability to you, and you agree to hold us harmless for any damages you may suffer as a result of the disclosure of your personal financial information to any unintended recipients.
CommentSold may enable you and your customers to make and accept Platform Payments using credit, debit, or prepaid cards, by linking your bank account, or by any other payment method we support. We reserve the right to cancel your ability to make or receive payments with one or more of the payment methods you have authorized in our sole and absolute discretion.
All requests for Platform Payment chargebacks, errors, claims, refunds and disputes (“Payment Disputes”) related to you, your account, your transaction activity, or your customers, will be subject to review by CommentSold (either directly or in coordination with Stripe) in accordance with the rules applicable to the payment method used to make the Platform Payment, including the Credit Card dispute terms set forth later on in this Addendum. The handling and resolution of all Payment Disputes will be in CommentSold’s absolute discretion. By using the CommentSold Payment service, you agree to CommentSold’s Payment Dispute mechanisms, which will automatically withhold and/or deduct funds from your account when a Payment Dispute is initiated pending review and resolution of such Payment Dispute, and you authorize us to take such actions in your account with or without notice. CommentSold is not liable to you under any circumstances for Payment Disputes we are unable to resolve in your favor. We will normally process your valid written Payment Dispute request within thirty (30) days after we receive it, unless a shorter period is required by law. You may file a response to a Payment Dispute by emailing it to support at support@commentsold.com. If you close or deactivate your Account before we adjudicate a Payment Dispute, we will not be able to issue you any amounts you are owed. We will attempt to pay you any Payment Dispute amounts you are owed using the same method the dispute was made, but we cannot guarantee that we will be able to do so if your payment information is inaccurate, incomplete, or has been cancelled.
If your actions result, or are likely to result in Payment Disputes, a violation of this Addendum or create other risks to CommentSold or our payment processing partners, or if we determine that your account has been used by you or others to engage in deceptive, fraudulent, or illegal activity, then we may permanently withhold any amounts owed to you in our sole discretion. If you have a past due balance due on any account, or for any additional amounts that we determine you owe us, we may, without limiting any other rights or remedies: (a) charge one or more of your payment methods; (b) deduct one or more of your CommentSold accounts (c) offset any amounts you owe us against amounts you may be owed; (d) invoice you for amounts due to us, which such amounts will be due upon receipt; (e) reverse or block any credits to your bank account; or (f) collect payment from you by any other lawful means.
CommentSold reserves all rights permissible under law to recover payment and all costs and expenses incurred, including reasonable attorneys' fees, in our pursuit of payments owed to us or liability incurred by us as a result of your use of our Services. You explicitly agree that all communication in relation to delinquent accounts or overdue payments will be made by electronic mail or by phone. Such communication may be made by CommentSold or by anyone on its behalf, including but not limited to a third-party collections agent.
By using the CommentSold Payments service, you authorize us (either acting directly or through Stripe on CommentSold’s behalf), where applicable, to make Automated Clearing House (“ACH”) withdrawals from your bank account, and to make any inquiries we consider necessary to validate any dispute involving payments to of from you, which may include ordering a credit report and performing other credit checks or verifying the information you provide us against third-party databases. You authorize CommentSold and/or Stripe to initiate one or more ACH debit entries (withdrawals) or the creation of an equivalent bank draft for the specified amount(s) from your bank account, and you authorize the financial institution that holds you bank account to deduct such payments. You also authorize the bank that holds your bank account to deduct any such payments in the amounts and frequency designated in your account.
We may initiate a collection process or legal action to collect any money owed to us. You agree to pay all our costs for such action, including any reasonable attorneys' fees. Federal law limits your liability for any fraudulent, erroneous, or unauthorized transactions from your bank account based on how quickly you report it to your financial institution.
Only businesses (including sole proprietors), bona fide charitable organizations, and other entities or persons located in the United States are eligible to use the CommentSold Payments services. To register for a Stripe account, you must provide your business or trade name, physical address, email, phone number, tax identification number, URL, the nature of your business or activities, and certain other information about you, including personal information, that Stripe may require. Nothing in this Addendum shall be interpreted as an assurance that Stripe will authorize your account and enable you to use the CommentSold Payments services. Your use of Stripe shall be subject at all times to Stripe’s verification, underwriting, business and regulatory, legal and compliance requirements.
You may only use CommentSold Payments to facilitate bona fide transactions with your customers on the CommentSold platform. You may not use CommentSold Payments to send money to others, to conduct any personal transactions, or for any other purposes prohibited herein.
Only persons aged 18 or older shall be eligible to authorize participation in the CommentSold Payments service.
You authorize us to retrieve information about you from our service providers and other third parties, including credit reporting agencies and information bureaus and you authorize and direct such third parties to compile and provide such information to us. You acknowledge that this may include your name, addresses, credit history, and other data about you or your representative. You acknowledge that we may use your information to verify any other information you provide to us, and that any information we collect may affect our assessment of your overall risk to our business. You acknowledge that in some cases, such information may lead to suspension or termination of your account.
CommentSold is not a bank and we do not accept deposits, provide loans or extend credit.
You may only use the CommentSold Payment services for legitimate transactions with your customers. You know your customers better than we do, and you are responsible for your relationship with them. CommentSold is not responsible for the products or services you publicize or sell, or that your Customers purchase using our 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.
In providing our Services to you, we have no way of knowing if any particular purchase, sale, donation, order, or other 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 CommentSold Payment services.
Please keep in mind that you are liable for all losses you incur when lost or stolen payment credentials or accounts are used to purchase products or services from you. CommentSold does not and will not insure you against losses caused by fraud under any circumstances. For example, if someone pretends to be a legitimate buyer but is a fraudulent actor, you will be responsible for any resulting costs, including Payment Disputes and Credit Card Disputes, even if you do not recover the fraudulently purchased product.
It is very important to us that your customers understand the purpose, amount, and conditions of charges or transactions you submit to us. When using the Services you agree to: (i) accurately communicate, and not misrepresent, the nature of the transaction, and the amount of the charge; (ii) provide a receipt that accurately describes each transaction to customers. You also agree to maintain and make available to your customers a fair and neutral return, refund, cancellation, or adjustment policy. You are immediately responsible to us for all refunds and returns of your customers.
You are immediately responsible to us for all Credit Card Disputes and Reversals or Fines of your customers (as such terms are defined later on in this Addendum), regardless of the reason or timing.
In many but not all cases, you may have the ability to challenge a Credit Card Dispute by submitting evidence to us. We may request additional information to provide to Payment Method Providers (as defined below) to assist you in contesting the Credit Card Dispute, but we cannot guarantee that your challenge will be successful. Payment Method Providers may deny your challenge for any reason they deem appropriate. Where a challenge is entirely or partially successful, your account will be credited with the funds associated with the Charge that is the subject of the Credit Card Dispute (or a portion thereof). You may not submit a new Charge which duplicates a Transaction that is subject to a Credit Card Dispute.
Customers typically raise payment card network Disputes (also known as “chargebacks”) when a merchant fails to provide the product or service to the customer, or where the payment card account holder did not authorize the charge. High Dispute rates (typically those exceeding 1%) may result in your inability to use our services. Failure to timely and effectively manage Credit Card Disputes with your Customers may ultimately result in your inability to accept payment cards for your business.
When you accept payment card transactions, Network Rules specifically prohibit you from (i) providing cash refunds for a charge on a credit card, unless required by law, (ii) initiating a Refund more than five calendar days after issuing a credit to your customer, (iii) accepting cash, its equivalent, or any other item of value for a refund, (iv) submitting what you believe or know to be a fraudulent Charge or a Charge that has not been authorized by the cardholder, (v) submitting a Charge where the transaction has not been completed or the goods or services have not been shipped or provided (except where the cardholder has paid a partial or full prepayment or the cardholder’s consent is obtained for a recurring transaction).
We provide the Services to you at the rates and for the fees (“Fees”) described at the time of sign up. The Fees include charges for transactions (such as processing a payment) and for other events connected with your account (such as handling a disputed charge). We may revise the Fees at any time. However, we will provide you with advance notice before revisions become applicable to you (or any period of notice if it is required by applicable Law).
In addition to the Fees, you are also responsible for any penalties or fines imposed in relation to your account (whether imposed on you or CommentSold) by any Payment Method Provider resulting from your use of our Services in a manner not permitted by this Addendum or the Payment Method Provider’s rules and regulations.
Our fees are exclusive of any applicable taxes, except as expressly stated to the contrary. You have sole responsibility and liability for: (i) determining what, if any, taxes apply to the sale of your products and services, acceptance of donations, or payments you make or receive in connection with your use of the Services; and (ii) assessing, collecting, reporting, and remitting taxes for your business to the appropriate tax and revenue authorities. If we are required to withhold any taxes, or we are unable to validate any tax-related identification information you provide to us, we may deduct such taxes from amounts otherwise owed and pay them to the appropriate taxing authority. We may send documents to you and tax authorities for transactions processed using the Services. Specifically, pursuant to applicable law (including the Internal Revenue Code), we may be required to file periodic informational return with taxing authorities in relation to your use of the Services.
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 any transactions. If you are uncertain whether a category of business or activity is restricted or have questions about how these restrictions apply to you, please refer to the Restricted Business List available from the United States Office of Foreign Asset Control (OFAC).
You may not use our Services to facilitate illegal transactions or to permit others to use the Services for personal, family or household purposes.
We may refuse, condition, or suspend any transactions that we believe: (i) may violate this Addendum or the Terms of Service; (ii) are unauthorized, fraudulent or illegal; or (iii) expose you, CommentSold or others to risks unacceptable to CommentSold. If we suspect or know that you are using or have used the Services for unauthorized, fraudulent, or illegal purposes, we may share any information related to such activity with the appropriate financial institution, regulatory authority, or law enforcement agency consistent with our legal obligations. This information may include information about you, your account, your customers, and transactions made through your use of the Services.
This Addendum is effective upon the date you first access or use the Services and continues until terminated by you or us. If you use the Services again or register for another account, you are consenting to this Addendum. We may terminate this Addendum or close your account at any time for any reason (including, without limitation, for any activity that may create harm or loss to the goodwill of a Payment Method). We may suspend your account and your ability to access funds in your account, or terminate this Addendum, if (i) we determine in our sole discretion that you are ineligible for the Services because of significant fraud or credit risk, or any other risks associated with your account; (ii) you use the Services in a prohibited manner or otherwise do not comply with any of the provisions of this Addendum; (iii) any law or Payment Method Provider requires us to do so; (iv) we are otherwise entitled to do so under this Addendum; (v) in our sole discretion if we determine your use of our Services poses any harm or risk to us in any way.
Termination does not immediately relieve you of obligations incurred by you under this Addendum. Upon termination, you agree to (i) complete all pending transactions, and (ii) stop accepting new transactions.
Upon termination, you understand and agree that (i) all rights granted to you hereunder 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 obligations incurred by you or through your use of the Services prior to termination.
By selecting a particular Payment Method, you are subject to separate terms applicable to the Payment Method. For example, Visa and Mastercard may require you to enter into a separate agreement directly with them. As set forth in the Stripe Services Agreement, the following terms relate to your use of our Services as it relate to you Payment Methods:
“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.
“Credit Card Dispute” means an instruction initiated by a Customer for the return of funds for an existing Charge (including a chargeback or dispute on a payment card network; and disputes on the Automated Clearinghouse (ACH) network).
“Fine” means any fines, levies, or other charges imposed by us, a Payment Method Provider caused by your violation of Laws or this Addendum, or as permitted by the applicable Payment Method Rules.
“Payment Method Rules” means the guidelines, bylaws, rules, and regulations imposed by the Payment Method Providers and Payment Method Acquirers that operate Payment Methods supported by Stripe (including the payment card network operating rules (“Network Rules”) for the Visa, Mastercard, Discover and American Express networks; and the operating rules that apply to the ACH network).
“Payment Method” means a type of payment method that Stripe accepts as part of the Payment Processing Services, such as credit card, debit card, and ACH.
“Payment Method Provider” means the provider of a Payment Method, such as Visa, Mastercard, Discover, and American Express, or any financial institution that is authorized by a Payment Method Provider to enable the use of a Payment Method by accepting Charges from customers on behalf of the Payment Method Provider, and routing these Charges to the Payment Method Provider (also known as a “payment method acquirer”).
“Payment Processing Services” are services that you use to accept payments from your customers for transactions, perform other financial transactions, manage subscriptions, and perform transaction reporting.
“Reversal” means an instruction initiated by a Payment Method Provider or us to return funds for an existing Charge. Reversals may result from (i) invalidation of a charge by a Payment Method Provider; (ii) funds settled to you in error or without authorization; and (iii) submission of a Charge in violation of the applicable Payment Method Rules, or where submission of the Charge or your use of the Services violates this Addendum.
All settlement and payout terms and schedules will be subject to the terms and timelines set forth in your Stripe Services Agreement.
To the fullest extent permissible by law:
a. Security Interests: You grant us a lien and security interest in all funds for transactions that you process, including funds that we deposit into your accounts, as well as funds held in any other bank accounts to which such transaction funds are deposited or transferred. This means that if you have not paid funds that you owe to us, your customers, or to any of our affiliates, we have a right to seize or withhold funds owed to you for transactions that we process through the Services, and to debit or withdraw funds from any bank account associated with your account.
b. Collection and Set-Off Rights: You agree to pay all amounts owed to us on demand. Your failure to pay amounts owed to us or to our affiliates under this Addendum is a breach and you will be liable for any costs we incur during collection in addition to the amount you owe. Collection costs may include, attorneys’ fees and expenses, costs of any arbitration or court proceeding, collection agency fees, any applicable interest, and any other related cost. We may collect any amounts you owe us under this Addendum by deducting or setting-off amounts that you owe from the account balance (or debiting the payout account for such account).
a. Your Responsibility: You are solely responsible for the security of any customer or business data (“Data”) on your website, your servers, in your possession, or that you are otherwise authorized to access or handle. You will comply with applicable laws and Payment Method Rules when handling or maintaining user Data and personal Data.
b. Security Controls: You are responsible for assessing the security requirements of your business, and selecting and implementing security procedures and controls appropriate to mitigate your exposure to security incidents.
c. Fraud Risk: We have no way of knowing or guaranteeing that you or customers will never become victims of fraud. You are solely responsible for losses you incur from the use of lost or stolen payment credentials or accounts by fraudsters who engage in fraudulent transactions with you or your customers. We are not liable or responsible to you and you waive any right to bring a claim against us for any losses that result from the use of lost or stolen credentials or unauthorized use or modification of your accounts. Further, you will fully reimburse us for any losses we incur that result from the use of lost or stolen credentials or accounts.