Merchant Compass | Terms of Service

Agreement
1. The following terms and conditions (the “Customer Terms”) govern all access to and use of this website and any other Merchant Compass branded sites and applications (the “Platform”). These Customer Terms also apply to any services that we make available through the Platform (referred to herein collectively with the Platform as the “Services”). Certain Services are offered subject to additional specific terms or agreements that are provided in association with the applicable Services “Supplemental Terms”), and nothing in these Customer Terms are intended to limit such additional agreements. Our privacy policy located at merchant-compass.com (the “Privacy Policy”) describes how we collect and use personal and non-personal information when you use the Services, and should be read together with these Customer Terms. These Customer Terms along with the Privacy Policy and any applicable Supplemental Terms, each of which are incorporated herein by reference, form the entire agreement (the “ Agreement”) that governs our relationship with any individual or business customer that accesses, uses, requests, or receives the Services (referred to herein as “you” or “Customer”). Our electronic consent policy is located at www.merchant-compass.com(the “Electronic Consent”) describes how we contact you when you use the Services, and should be read together with these Customer Terms.
2. The Services are made available to you only on the condition that you agree to be bound by the current Agreement. If you do not agree, do not access or use the Services.You may only use the Services in compliance with this Agreement and all applicable laws, rules, and regulations. If you reside in a jurisdiction that restricts the use of internet-based applications or the ability to enter into agreements such as this Agreement according to age or for any other reason, and you are under such age limit or subject to such other restriction, you are not permitted to use the Services. By using the Services, you are representing that you have the legal capacity and authority to enter into this Agreement, and that you have reviewed, understand, and accept this Agreement without limitation or qualification. You are also agreeing that we may use information collected through your use of the Services in accordance with the Privacy Policy. If you are accepting this Agreement on behalf of a company, organization, or other legal entity, you represent and warrant that you are authorized to do so. You further understand that by selecting Services for purchase, entering your personal information where prompted, and indicating acceptance of the Agreement online, you are submitting an electronic signature and entering into a legally binding contract with us for the purchase of such Services.
3. We may modify the Agreement from time to time by notifying you of such modifications by any reasonable means, including by posting the revised version on the Platform. Your continued use of the Services after any such changes indicates your acceptance of the modifications. You should check these Customer Terms regularly to review the current version. Note that any such modifications will not apply retroactively to any dispute between you and us arising prior to the date on which we posted the revisions or otherwise notified you of the changes.
4. PLEASE NOTE: By entering into this Agreement, you are agreeing that any dispute or claim arising out of or relating to this Agreement or the Services shall be resolved by final and binding arbitration in accordance with Section 12 of these Customer Terms titled “Dispute Resolution”. Please be certain that you understand this requirement and discuss any concerns with your attorney.
Services Description.
1. Our Services include negotiating on your behalf with certain companies that provide you with products and/or services you pay for on a recurring monthly basis (the “Providers”). You may ask us to negotiate with certain Providers to attempt to reduce the amount you are billed monthly for that Provider’s service (a “Bill Reduction”). You also may request that we contact certain Providers to cancel your memberships or agreements (a “Subscription Cancellation”). Our Services may also include the presentation of other related financial wellness offers such as curated rate or coverage comparisons from certain providers (a “Provider Comparison”), or providing other related services designed to help you save money. We reserve the right to determine and modify the Services we offer in our sole discretion.
Your Authorization.
1. By signing up for our Bill Reduction services and submitting your personal information, you are granting us permission to negotiate with your Providers on your behalf. You hereby acknowledge and agree that we are authorized to use the information you provide to communicate with the applicable Provider, make changes to your account(s) with the Provider, and to modify or cancel the services and/or features that you receive from the Provider, in accordance with this Agreement. This means that if you request Bill Reduction Services, you expressly consent to any changes that we make to your account in order to reduce your bill as long as the changes do not reduce the features or quality of the products you receive from the Provider or extend the term of your contract. We may add discounts, credits, or promotions to your account, or add features or improve the quality of the products you receive, without obtaining additional permission or consent from you to make such changes as long as the changes reduce your bill. We may contact you and request additional consent to extend the term of your contract with your Provider or make other changes to your services from the Provider, in which event we may rely on your verbal or email permission to do so. If you wish to place any limitations on our ability to make changes, you must communicate those restrictions to us when you sign up for the Services in the manner we specify or no such limitations shall apply. After the Services have been completed, your Provider may limit your ability to revert to a prior plan.
2. When you sign up for Bill Reduction Services, in order to try to ensure that you continue to receive the lowest available rate without interruption, you are also agreeing to allow Merchant Compass to monitor and perform the Bill Reduction Services again when a reduced rate that you are receiving is due to expire or if we determine that your account is otherwise eligible for additional savings. We will send you an email prior to performing these additional Services with instructions for opting out by reply email if you do not want us to perform the Services. The Service Fees for such additional Bill Reduction Services will be billed pursuant to Section 6 of this Agreement.
3. Your Provider may require your verbal confirmation or additional information to verify that we are acting as your agent. If this is the case, we won’t be able to perform the Services until you provide the additional information or confirmation in accordance with the method required by the Provider. In some instances it may be necessary for our agents to represent to the Provider that they are the account holder in order to perform the Services, and you consent to such representation for the sole purpose of performing the Services.
4. Please remember that you may not sign up for Bill Reduction Services unless you have the authority to make changes to the applicable account with the Provider and to grant that authority to us. By requesting these Services you represent and warrant that you have such authority. If you are not the account holder and you sign up for Services as an authorized representative of the account holder, you will be jointly and severally liable with the account holder for the fees incurred for the Services you request. You will be personally liable for all fees incurred or damages that result from signing up for Services without proper authorization, and also agree to indemnify us for any damages we may incur as a result.
Provision and Use of Your Information.
1. In order to receive Services, you must provide us with the information we need to perform the Services. For Bill Reduction Services, this information includes the account holder’s name, your name and relationship to the account holder (if different), and your respective addresses, phone numbers, and email addresses, the name of the Provider, your Provider account number, the applicable password, pin number, or other security credentials to access the account, and any other specific information your Provider may require for us to make changes to your account. We also need a copy of the current monthly billing statement for the account showing the products and features you receive and the amounts you are billed. You may email a copy of the bill to info@merchant-compass.com or give us the information necessary for us to get a copy from your Provider.
2. You also agree to provide us with any additional information relevant to the negotiations prior to the start of the negotiation, including in the case of a Bill Reduction notifying us if you signed up for the product within the past year or are planning to cancel or switch Providers within the next year. We may decline to provide the requested Services based on the information provided in the exercise of our sole discretion.
3. You represent and warrant that all of the information you provide to us is accurate, complete, and correct. You agree that we may rely upon and share your information with our agents, referral partners, Providers, and otherwise as necessary in order to offer and provide the Services to you. Your personal information will only be used in the manner and for the purposes set forth in our Privacy Policy.
Negotiated Savings.
1. For Bill Reductions, we calculate the total amount of savings that we negotiate for you (the “Negotiated Savings”) by comparing the new rate (the “Effective Rate”) that we obtain for you from the Provider against the current rate you are paying at the time of the negotiation for the duration the new rate will be in effect. We will inform you of the outcome of our negotiations, and if the Bill Reduction is successful we will tell you what your new rate will be and the total amount of your Negotiated Savings. While we cannot guarantee that every Bill Reduction negotiation will result in Negotiated Savings, you will not be charged if we are not successful.
2. The rate (the “Effective Rate”) you are paying prior to the Bill Reduction that we use to calculate Negotiated Savings will be the amount we confirm with the Provider, which may be different from the billing statement you provided. For purposes of calculating the Negotiated Savings, the new negotiated rate will not include price increases occurring after the negotiation that arise from (1) one time purchases or fees incurred by the account holder; (2) regularly scheduled price increases by the Provider that are applied generally and not specific to the account (3) the addition of products or upgrades to the existing products on the account; or (4) the expiration of discounts, promotions, or credits on the account that were not put into place as a result of our negotiations.
3. If you ask us to cancel some but not all of the products you receive from a Provider and negotiate the remaining parts of your bill, the Negotiated Savings will be based off of your entire original bill. If you direct us to increase the quality or features of the products you receive from a Provider, the Negotiated Savings will be calculated based on the applicable non-discounted rate that the Provider indicates you would have been charged for those modified products, instead of the historic rate you were paying for the original products. This rule does not apply if you authorize (but do not require) us to increase your level of service, as sometimes service improvements are a perk of our negotiations.
Payment for Services.
1. If our Bill Reduction negotiations with your Provider are not successful, then there is no charge to you for Bill Reduction Services. If we are successful, you agree to pay us a fee equal to fifty percent (50%) of the Negotiated Savings on a monthly basis for a period of 6 months. The fee will then reduce to forty percent (40%) of the Negotiated Savings for months seven through twelve. After the twelve month period ends, our fee of forty percent (40%) of the negotiated Savings on a monthly basis will continue until agreement with Merchant Compass is terminated in writing. All service fees will be deducted on a monthly basis via ACH from bank account. Example:If we negotiate your bill down by $100 per month then the Negotiated Savings are $100, and the amount you will be charged for the Services will be 50% of $100, or $50.
2. You agree to pay all charges for the Services we furnish to you pursuant to this Agreement. We will provide a monthly invoice via email for amounts due for the Services (the “Service Fees”) following completion of the Services. All amounts due will be deducted from your bank account at the beginning of the month via ACH withdrawal.
3. You will be responsible for any charges incurred for refused or rejected payments, including but not limited to late fees, chargeback fees, fees for insufficient funds, or similar. We may notify you about late payments through email and/or text messages. We may in our sole discretion decide to accept incomplete payments, but in doing so we in no way waive our right to collect the remaining unpaid balance. A late fee may be charged on all accounts not paid when due at a rate of $200 per month (or the maximum amount allowed by law if such amount is less). In the event you fail to pay any amounts when due hereunder, you agree that we may report your failure to credit reporting agencies and/or refer such matter to an attorney or collection agency, in which event you agree to pay any and all costs we incur as a result of such action, including reasonable attorneys’ fees.
4. If you dispute the amounts you are invoiced or are dissatisfied with the Services for any reason, you agree to contact us in writing, describe in reasonable detail the facts and circumstances which are the basis for such dissatisfaction or dispute, and cooperate with us in good faith to provide us the opportunity to remedy the situation or issue a refund before requesting a chargeback or making a complaint or filing a claim against us. If we are unable to resolve the dispute in this fashion, then you agree to follow the dispute resolution procedure set forth in Section 12 of these Customer Terms, below. If you do not notify us of your dispute of our invoice for the Services within thirty (30) days from the date of such invoice, the invoice will be deemed accepted and valid.
5. It is your responsibility to confirm that the Negotiated Savings are reflected in the next bill you receive from your Provider, and to notify us within thirty (30) days of receipt of our invoice for Services if your bill does not show the Negotiated Savings that we indicated you would receive. Upon receipt of notice from you of the disparity, we will research and contact the Provider to try to resolve the issue. If we determine that the Provider is not going to offer you the negotiated rate such that the Negotiated Savings will not be the amount originally calculated, we will recalculate the Negotiated Savings (if any) and issue an updated invoice and a refund of any overpayment if payment of the Service Fees was already received for the Bill Reduction. If you do not notify us that you did not receive the Negotiated Savings within thirty (30) days from the date of our invoice for the Services, the Negotiated Savings originally calculated will be deemed to be correct and will be assumed to have been applied to your account, and you will owe us any applicable Service Fees for the Services.
6. If you request Bill Reduction Services for a product that you intend to terminate and you fail to notify us of this fact prior to the start of the Bill Reduction negotiation as required herein, you will be responsible for the Service Fee incurred based on the entire available Savings Period, including beyond your anticipated termination date.
7. All amounts payable under this Agreement are exclusive of all sales, use, value-added, withholding, and other taxes and duties. You are responsible for paying any such taxes and duties assessed in connection with this Agreement by any authority within or outside of the U.S., except for taxes payable on our net income.
Cancellation of Services and Agreement Termination.
1. You may cancel a request for Services by contacting us any time prior to commencement of the Services. We strive to begin negotiations promptly upon receipt of your request for Services, so if you wish to cancel please do so within 24 hours. If you wish to cancel after the Services have begun but are not yet completed, you may be responsible for reimbursing us for our reasonable costs expended in performing the Services up until such cancellation. If cancelled before the expiration of the 12 month term, all fee’s due to and expected by Merchant Compass under the Agreement shall become due immediately. This is calculated by multiplying the expected revenue by the number of remaining months remaining in the agreement. “Expected Revenue” is calculated by multiplying the amount of the highest monthly invoice to date (or first month if cancelled before a second invoice is generated) by 12 months.
2. We reserve the right to restrict or cancel your access to the Platform and its content or any part or feature thereof at any time. We may decline to accept your request for Services or may elect to stop performing Services for you at any time in the exercise of our sole discretion.
3. You may terminate this Agreement at any time. You do not need a reason to terminate. Upon termination you must stop using the Platform. If you wish to terminate this Agreement after you have requested Services but before the Services have been completed, you must first cancel the Services as permitted herein. You may terminate the Agreement by giving us written notice of termination at the address shown at the end of this Agreement by a method that permits you to produce evidence that you terminated this Agreement. Upon any termination of this Agreement, all amounts owed by you for Services provided under this Agreement prior to termination will become immediately due and payable.
4. We may terminate this Agreement at any time and stop providing the Services without penalty or liability. We reserve the right to pursue all other available remedies in addition to termination in the event of your breach of this Agreement.
5. This Agreement will become effective upon your first use of the Services, and thereafter will continue until such time as when you no longer use the Services or the Agreement is terminated as permitted herein. Sections 1, 3(c), 4(c), 6 through 12, and 14 through 19 will survive any termination of this Agreement in accordance with their respective terms.
Communications.
1. You hereby agree to the use of electronic communication in order to enter into contracts and to purchase Services, and agree and consent to the electronic delivery of notices, invoices, and other communications that we provide in connection with your account or Services (the “Communications”). Such Communications will be sent to the email address and/or cell phone number that you provide during the enrollment process as may be updated by you from time to time through the methods we designate. You further waive any rights or requirements under any laws or regulations in any jurisdiction, to the extent permitted under applicable law, which require an original, non-electronic signature or delivery or retention of non-electronic records.
2. It is your responsibility to keep the primary email address listed on your account with us up to date so that we can communicate with you electronically. Spam filtering of emails may require you to add our email address to your email address book. You understand and agree that an electronic communication is deemed successfully sent once emails are sent to the primary email address listed on your account, and our notice to you will be deemed to have been given on the first business day after sending by email. Notices to us must be sent in writing to the address shown at the end of these Customer Terms.
3. By entering into the Agreement, you are providing your consent to receive text alerts and commercial electronic messages from us. However, at any time, you may unsubscribe from commercial electronic messages by using the unsubscribe mechanism contained in such messages. You may opt out of receiving text message alerts by contacting our Customer Service department. You have the right to withdraw your consent to receive Communications electronically by sending us notice of such withdrawal and providing a valid mailing address for notices.
4. Posting or messaging on social media platforms is not considered a form of providing notice to us hereunder, and you should not rely on or assume that we receive any communications submitted through a social media platform.
Disclaimers.
1. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND GUARANTEES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION (1) THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, (2) THE QUALITY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE SERVICES, AND (3) THOSE ARISING THROUGH COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR OUR REPRESENTATIVES, AGENTS OR EMPLOYEES WILL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY.
2. We do not represent or warrant that the Platform shall be without interruption, error-free, or completely secure. The Services are provided on an “as is” basis, “with all faults” and “as available” and your use of the Services is at your own risk. If you download or upload any content from or to the Platform, you will be solely responsible for any damages incurred.
3. The Services are not intended to, and do not, constitute legal, professional, or financial advice, are not intended to be a substitute for such advice, and may not be used for such purposes. Always seek the advice of your attorney, tax advisor, financial planner, or other professional advisor with any questions you may have regarding such matters. Our representatives performing the Services are not authorized to provide any such advice or make any claims of guaranteed savings or representations of expected results on our behalf. No written or verbal statement by our representatives shall supplement or amend this Agreement. We do not guarantee that any savings or particular outcome will be achieved through the Services.
4. We do not make any warranty regarding Provider Comparisons, and the inclusion of any Provider Comparison on the Platform does not constitute our endorsement, recommendation or assumption of any responsibility for (i) the content of the Provider Comparison or (ii) the products, services, or Providers referenced in the Provider Comparison. You acknowledge and understand that if you elect to sign up for the products or services shown in a Provider Comparison, you will be entering into an agreement with a third party and that we are not a party to nor liable for any such agreement.
Limitations of Liability and Remedies.
1. TO THE FULLEST EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT AND/OR THE SERVICES SHALL IN NO EVENT EXCEED THE AGGREGATE PAYMENTS ACTUALLY RECEIVED BY US FROM YOU UNDER THIS AGREEMENT. TO THE FULLEST EXTENT PERMITTED BY LAW, WE SHALL IN NO EVENT BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL AND/OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, GOODWILL, AND THE LIKE) ARISING OUT OF ANY CAUSE, INCLUDING BUT NOT LIMITED TO OUR DELAY, ACT, ERROR, OR OMISSION OR THAT OF OUR AGENTS, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
2. If you are dissatisfied with the Platform or the content of the Platform, your sole and exclusive remedy is to discontinue accessing and using the Platform and terminate this Agreement. If you are dissatisfied with the Services, your sole and exclusive remedy is to terminate this Agreement and seek a refund of the Service Fees paid for such Services through the process described in Section 6.e. If you have any other dispute with us arising under this Agreement, you agree to resolve such dispute only in accordance with the Dispute Resolution process set forth in Section 12 hereof.
3. No action in any form arising out of this Agreement or any Services provided hereunder, excepting only a claim for indemnification, shall be instituted more than one (1) year after the cause of action has arisen.
Indemnity.
1. You will indemnify and hold us and our directors, officers, members, shareholders, employees, agents, representatives, referral partners and vendors harmless with respect to any suits, claims, demands, damages, and losses (including reasonable attorneys’ fees) arising out of (i) your breach of this Agreement or any representation or warranty herein contained; (ii), any infringement by you of the copyright or intellectual property rights of any third party; (iii) your use or misuse of the Platform; (iv) your violation of applicable laws, rules or regulations in connection with your use of the Platform or Services; (v) our use and reliance on information or content provided by you pursuant to this Agreement; or (vi) any data or content that you submit, post, or otherwise provide to us, the Platform, or social media platforms.
Dispute Resolution.
1. The parties hereby agree that any dispute arising out of or relating to this Agreement, including the alleged breach, termination, validity, interpretation and performance thereof (a “Dispute”) shall be resolved with the procedures set forth herein.
  1. Upon written notice of any Dispute, the parties shall promptly attempt to resolve it within sixty (60) days (or such other timeframe as the parties may agree) by negotiation between individuals who have authority to settle the Dispute (the “Negotiation”). All communications, both written and oral, during this Negotiation process are confidential and shall be treated as settlement negotiations for purposes of applicable rules of evidence; however, documents generated in the ordinary course of business prior to the Dispute, that would otherwise be discoverable, do not become confidential simply because they are used in the Negotiation process.
  2. Any Dispute not resolved through the Negotiation as set forth herein, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal or equitable theory, shall be resolved by final and binding arbitration in accordance with the applicable rules of the American Arbitration Association (the “AAA Rules”) in effect at the time of the arbitration, and as modified herein. You may obtain information about the American Arbitration Association (“AAA”) and its procedures from the AAA’s website at www.adr.orgor by calling them at 1-800-778-7879.
    1. The arbitration will be based only on written submissions of the parties and the documents submitted to the AAA relating to the Dispute, unless either party requests that the arbitration be conducted pursuant to the AAA’s in-person, telephonic, or on-line procedures. If the amount involved in the Dispute is less than $5,000, the arbitration will be conducted in the county of your last account address we have on file. If the amount in dispute is $5,000 or more, the arbitration will be conducted in the state of Florida. The arbitration will be conducted using one arbitrator, unless the Dispute exceeds one million dollars (USA) in which case there shall be three neutral arbitrators, as a panel.
    2. In conducting the arbitration, and in making any award, the arbitrator(s) will be bound by and must strictly enforce the terms of this Agreement, and will not expand, limit, or otherwise modify the terms of the Agreement. The arbitrator(s) will not have the authority to award punitive or exemplary damages or any other damages waived under this Agreement. Each party expressly waives any claims for an award of damages that are excluded under this Agreement.
    3. Each party has the right to be represented by an attorney in any arbitration. The arbitrator(s) may award costs and/or attorneys’ fees to the prevailing party.
    4. The arbitration will be confidential. Neither party may disclose the existence, content, or results of the arbitration, except to confirm and enforce the award, to its own legal or financial advisors, or as may be required by law.
    5. The party initiating arbitration must pay the applicable AAA filing fee when submitting its written request for arbitration to the AAA. Unless otherwise provided for in the AAA Rules, or in the arbitration award, all other administrative fees and expenses of arbitration, including the fees and expenses of the arbitrator(s), will be divided equally between the parties. The prevailing party may seek to recover from the other party the AAA’s fees and the expenses of the arbitrator(s). If a party selects an in-person, telephonic, or on-line arbitration process, such party must pay its share of any higher administrative fees and costs for the process it selects.
    6. Each party understands and agrees that the arbitration shall be final, binding and conclusive upon both parties and their respective administrators, executors, legal representatives, successors and assigns, and may be entered in any court of competent jurisdiction. The parties acknowledge that they are hereby waiving their rights to other resolution processes (such as other court action or administrative proceeding). There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these Customer Terms as a court would.
    7. Each Dispute will be resolved on an individual basis. Each party specifically agrees that each party may bring claims against the other only in its individual capacity, and not as a claimant or class member in any purported class or representative proceeding. This Agreement does not allow class or collective arbitrations even if allowed under the applicable AAA rules. Each party agrees that the arbitrator(s) may not consolidate proceedings for more than one individual’s claims, and may not otherwise preside over any form of a representative or class proceeding(“Class Arbitration Waiver”). Notwithstanding anything else contained herein, the validity and effect of the Class Arbitration Waiver may be determined only by a court and not by an arbitrator. Each party acknowledges that the Class Arbitration Waiver is material and essential to the resolution of any Dispute and is non-severable from this Section 12a. Therefore, if the Class Arbitration Waiver is limited, voided, or otherwise found unenforceable, then the entirety of this Section 12aii (but only this Section 12aii) shall be null and void and in such event if a party chooses to proceed with its claim it must do so in court.
    8. Notwithstanding any other provision of this Agreement, the arbitrator(s) may award money or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. No class or representative or private Attorney General theories of liability or prayers for relief may be maintained in any arbitration held under this Agreement.
    9. Notwithstanding the foregoing Section 12a, either party may bring an individual action against the other party in small claims court (or comparable court of competent jurisdiction) so long as the only parties to that action are you and us and the total value of the claims made in the action is less than $5,000. Further, nothing herein shall prevent us from enforcing this Agreement, including without limitation terminating the Agreement for your breach or referring your account to a third party for collections. Notwithstanding anything to the contrary herein, neither party is precluded from seeking injunctive relief in any court of competent jurisdiction for equitable remedies.
2. In the event any Dispute proceeds in court rather than through arbitration, for any reason, each party agrees that such Dispute will only be resolved on an individual basis (“Class Action Waiver”). Each party specifically agrees that it may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Further, to the extent any Dispute proceeds in court rather than through arbitration, for any reason, if not prohibited by applicable law each party waives any right to a jury trial (“Jury Trial Waiver”).
3. This Agreement, including its formation, construction, interpretation, and enforceability, is governed by and shall be construed in accordance with the law of the State of Florida, without regard to its choice of law rules, except that the arbitration provisions are governed by the Federal Arbitration Act. Unless otherwise agreed, court proceedings arising out of or related to your relationship with us or this Agreement must be in the state of Florida, provided that a small claims action permitted in Section 12b above may be brought in the jurisdiction of your account address on file with us. Subject to the arbitration requirements in this Section 12, for any court action in connection with this Agreement brought in a jurisdiction consistent with the foregoing sentence, each party agrees to submit to the personal and exclusive jurisdiction of such court and waives any objection as to venue or inconvenient forum. Each party agrees that regardless of any statute or law to the contrary, but not to the exclusion or in lieu of any such statute or law providing for a shorter limitations period, any claim or cause of action arising out of or related to your relationship with us or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
4. YOU UNDERSTAND AND AGREE THAT BY VIRTUE OF THE ABOVE CLASS ARBITRATION WAIVER, CLASS ACTION WAIVER, AND JURY TRIAL WAIVER, YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY, YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY ARBITRATION OR LAWSUIT INVOLVING ANY DISPUTE WITH US ARISING UNDER THIS AGREEMENT OR FROM THE USE OF THE SERVICES, AND THAT YOU MUST FILE ANY CLAIM WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE OR IT IS FOREVER BARRED.
Promotional Rewards and Discounts.
1. We may elect from time to time, in the exercise of our sole discretion, to offer discounts or promotional rates to particular customers for particular Services in certain circumstances. In such event, the promotional rate or discount will be identified at the time of purchase of the Services. These discounts and promotions, unless offered to you, shall have no bearing whatsoever on your relationship with us.
2. We may also elect from time to time, in the exercise of our sole discretion, to offer a bonus reward for signing up for a particular Service, for uploading bills on the Platform, for making referrals, and the like. Bonus rewards are free promotions for which customers pay nothing and which customers may elect to use or not use at their sole discretion. Bonus rewards are administered by a third party reward administrator and if you qualify to receive a bonus reward we will provide you with full details on how to redeem your reward, and the third party terms that govern your reward. Action may be required on your part to redeem your bonus reward online. Bonus rewards are not gift certificates or gift cards, may not be redeemed directly in any store or restaurant, and have no cash value.
Platform and Social Media Conduct and Content.
1. We may encourage online interactions on social media platforms, including but not limited to on social media accounts that we manage. We reserve the right but disclaim any obligation to monitor the content on social media platforms, and assume no responsibility for content posted on social media platforms. We may delete or refuse any content on social media accounts that we manage in our sole discretion. Any content you post, such as pictures, comments, information, opinions, or any personal information that you make available to other participants on social media platforms, is subject to the terms & conditions and privacy policies of those platforms. Please refer to those social media platforms to better understand your rights and obligations with regard to such content.
2. Other than personal data we request through the Platform and covered by our Privacy Policy, any information or other content that you transmit, submit, upload, post, or otherwise distribute on or through the Platform or on a social media account that we manage is considered non-confidential and non-proprietary, and you hereby grant us a non-exclusive, royalty-free, perpetual and irrevocable right to use, reproduce, modify, adapt, publish, translate, distribute and incorporate such content throughout the world in any media for any and all commercial and non-commercial purposes. By communicating such content, you represent and warrant that you own or have the necessary rights, licenses, consents and permissions to exploit, and to authorize us to exploit, such content in all manners contemplated by these Customer Terms
3. You agree not to post on or transmit to or from the Platform or any social media account that we manage any material:
  1. that is threatening or abusive, racist, defamatory or scandalous, obscene or pornographic, discriminatory, likely to incite hate or dangerous actions, in breach of confidence or privacy, or otherwise inappropriate;
  2. that you do not have the legal right to use;
  3. that constitutes or encourages conduct that would constitute a criminal or civil offense or give rise to criminal or civil liability; or
  4. that could harm the Platform, our systems, or any other user’s systems (such as computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data, or other malicious software or harmful data).
Links To and From Other Websites.
1. The Platform contains links to and may be accessed through links from websites, applications, and portals operated by third parties, including but not limited to financial institutions that may refer you to our Platform and Providers shown in Provider Comparisons that may link you away from our Platform. The links are provided for convenience only. We do not review third party websites, applications, and portals and are not responsible for them. Third party sites are not covered by these Customer Terms and are subject to different terms and conditions and a different privacy policy. If you access such third party websites, applications or portals, you do so at your own risk. We will not be liable for any act or omission of any third parties that refer or link you to the Services or that operate sites you may link to from the Platform, or for damages arising from your use of any website, application, portal, service or platform that we do not furnish.
2. You are granted a limited, revocable, and nonexclusive right during the term hereof to create a hyperlink to the home page of this Platform subject to these Customer Terms and the following conditions:
  1. you do not replicate any page or Content of this Platform or create a border or browser environment around Content;
  2. you do not use, alter, or remove any Intellectual Property;
  3. you do not state or imply directly or indirectly that we endorse any content on the linked site or the beliefs of the site’s owners or any products or services other than our own;
  4. you do not directly or indirectly misrepresent your relationship with us or present incorrect information about us;
  5. the linked site does not disparage us, our representatives, or our referral partners or their respective products or services or otherwise negatively affect or harm their reputation and goodwill;
  6. you link only from websites that you are authorized to use; and
  7. your website does not contain content that is false, misleading, disparaging, distasteful, offensive, or controversial, infringes the rights of any person, or fails to comply with applicable law; and
  8. you do not use any of our Intellectual Property as part of or in conjunction with a link without our express written permission.
Interpretation.
1. The parties intend that the applicable Federal statutory laws and the laws of the State of Florida should be used to interpret and enforce this Agreement.
2. Each provision of this Agreement applies to the fullest extent permitted by applicable law. If any provision of this Agreement is determined by an authority of competent jurisdiction to be invalid or unenforceable in part or in whole for any reason whatsoever, the validity of the remaining provisions or portions thereof shall not be affected thereby and such authority should reform this Agreement to the extent necessary in a manner that comes closest to expressing the intention of the invalid and unenforceable provision while rendering the otherwise unenforceable provision or portion thereof valid and enforceable.
3. Our waiver of the performance of any covenant, condition or promise shall not invalidate this Agreement, nor shall it be considered as a waiver of any other covenant, condition or promise. Any delay in pursuing any remedy or in insisting upon full performance for any breach or failure of any covenant, condition or promise shall not prevent us from later pursuing any remedies or insisting upon full performance for the same or any similar breach or failure.
4. You may not assign this Agreement without our prior written consent. We may assign this Agreement at any time and without your consent, and upon such assignment we shall be relieved of any and all duties, obligations, and/or liabilities arising from this Agreement. This Agreement shall be binding upon and inure to the benefit of the heirs, successors and permitted assigns of the parties hereto.
5. There are no third party beneficiaries to this Agreement. No provision of this Agreement provides any person or entity not a party to this Agreement with any remedy, claim, liability, reimbursement, or cause of action or creates any other third party beneficiary rights.
6. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
7. This Agreement, including these Customer Terms, the Consulting Agreement, the Supplemental Terms, and the Privacy Policy, constitutes the entire agreement between you and us and supersedes any prior agreements between you and us and any and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter. This Agreement can only be amended by us, as provided in this Agreement. No written or verbal statement, advertisement, or product description will contradict, interpret, or supplement this Agreement.
8. This Agreement may be published in a number of languages for information purposes and ease of access by customers. It is only the English version that is the legal basis of the relationship between you and us, and in case of any discrepancy between a non-English version and the English version of this Agreement, the English version shall prevail.
Our Contact Information.
1. Inquiries and written notices required pursuant to this Agreement may be sent to those companies providing Merchant Compass-branded Services (referred to herein as “us” or “we”) via email at info@merchant-compassor via USPS to 501 E. Las Olas Blvd Suite 300, Fort Lauderdale, FL 33301.
2. You may contact us for Customer Support at info@merchant-compassor by phone at 754-243-5732.