These end-user terms of service (“Terms”) constitute a binding and enforceable agreement between Polis Grove Inc. (“Guardcard”) and you (“User”, “You”) each time you use the Guardcard Services. User and Guardcard shall collectively be referred to as the "parties" and each as a "party".
By accepting these Terms electronically or by using the Services, you agree to comply with these Terms, so please be sure to read these Terms carefully each time you use the Services. If you do not agree to these Terms, you cannot use any of the Services.
ARBITRATION NOTICE FOR USERS IN THE UNITED STATES: THESE TERMS CONTAIN AN ARBITRATION CLAUSE AND A WAIVER OF RIGHTS TO BRING A CLASS ACTION AGAINST US. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND ECOMGUARD AGREE THAT DISPUTES BETWEEN YOU AND ECOMGUARD WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU AND ECOMGUARD WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. YOU HAVE THE RIGHT TO OPT OUT AS DETAILED IN THE ARBITRATION SECTION BELOW.
For any inquiry you have regarding these Terms, the Services, your Data, and the way Guardcard handles it, or otherwise, please contact Guardcard at: support@guardcard.co.
2.1. Subject to these Terms, and to the extent Guardcard has accepted your Transaction, Guardcard allows you to complete a failed transaction and purchase your desired goods or services (“Transaction”) from the third party supplier ("Merchant" and “Services” or "Guardcard Services" respectively).
2.2. Guardcard will process your Transaction and collect and process your payment related to the Transaction. Please be aware that the Transaction might appear in your billing statement as conducted by Guardcard and not directly by the Merchant. In addition, once Guardcard is able to complete the Transaction, and if technically possible, Guardcard will send you an electronic message confirming the completion of the Transaction. To the extent applicable, Guardcard will cooperate and support you with initiating a refund request for a Transaction. However, it is hereby clarified that the Merchant is solely responsible for and liable to the goods and services purchased while using Guardcard Services, including for any product warranty, shipment, etc., and Guardcard explicitly disclaims nor assumes any responsibility or liability for the same and for any consequences resulting from your engagement with the Merchant, including for any agreements concluded with the Merchants.
2.3. It is hereby clarified that Guardcard is an independent, third-party service provider that is not affiliated with any Merchant. You acknowledge and agree that your use of the Services does not in any way constitute a tri-party agreement between you, Guardcard, and any Merchant.
3.1. By using the Services, you represent and warrant that you are at least 18 years of age and that you will not use the Services for any fraudulent, unlawful, or abusive purpose. You hereby agree to comply with all applicable laws, rules, and regulations, including those regarding data privacy, intellectual property rights, and export control. You may not, directly or indirectly:
4.1. Guardcard uses proprietary analysis tools to evaluate your ability to successfully complete your payments with Guardcard. You hereby acknowledge and agree that Guardcard may perform an initial background check (and subsequent periodic follow-up checks) on you to determine whether Guardcard is willing and allowed to approve the purchase of your invoices from Merchants (each a “Background Check”).
4.2. Each Background Check may, without limitation, include a review of the following information, which you hereby expressly authorize and consent to: (i) your Data (as detailed and defined below); (ii) credit history, including a hard/soft pull of a personal or business credit score or credit report from one or more credit bureaus (Guardcard's standard offering should not have a negative effect on your credit scores); (iii) data transmitted by Merchants; and (iv) information from public or private sources that we obtain directly or from third-party service providers, including banks and payment processors.
4.3. You acknowledge and agree to cooperate with Guardcard with respect to Background Checks and shall promptly, upon request, provide any information, documentation, or consent that Guardcard may require to perform a Background Check. You further acknowledge that any failure to provide the foregoing information and said cooperation may preclude your ability to complete the Transaction with the Merchant through the Services.
5.1. There are no finance charges or any interest payment which are associated with the Services provided to you by Guardcard; you will be billed just the amount of the Transaction. Notwithstanding anything to the contrary, you acknowledge that: (i) the issuer of your preferred method of payment may charge interest or other charges in accordance with the issuer’s terms and conditions, and Guardcard will not be liable for these additional charges; and (ii) failure to comply with these Terms may incur additional fees and charges to you.
5.2. Guardcard will convert any Transaction made in foreign currency into U.S. dollars based on the conversion rate as of the end of the prior business day. The conversion rate is provided by a third party and may differ from other exchange rates.
5.3. Guardcard reserves the right to conduct a pre-authorization transaction which is a temporary hold placed by Guardcard reserved for future payment of the Transaction. This hold usually lasts up to 5 days, depending on the issuer, or until we settle the Transaction.
6.1. You hereby acknowledge that Guardcard may collect, use, store, and transmit certain data, including Personal Data that identifies you, including but not limited to your name, Internet Protocol Address, Transaction information, Background Check data, contact information, and billing information, all as detailed in the Guardcard Privacy Policy (“Data”).
6.2. Your Data, including any intellectual property rights thereto, shall remain your sole and exclusive property and shall be subject to the confidentiality obligations set forth herein. You grant Guardcard a limited, worldwide license to use, process, and retain the Data as detailed in the Privacy Policy.
7.1. Guardcard owns all rights, title, and interest (including intellectual property rights) in and to the Services, its website, and technology. If you choose to give Guardcard feedback or suggestions about any part of the Services, website, or technology, Guardcard may use them without any limitations.
8.1. EXCEPT AS PROVIDED IN THESE TERMS, ECOMGUARD PROVIDES THE SERVICES “AS IS”, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, AND ECOMGUARD EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES - STATUTORY, EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE OR ACCURACY. ECOMGUARD FURTHER DISCLAIMS ANY WARRANTY THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL ECOMGUARD BE LIABLE FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA (INCLUDING END-USER INFORMATION), COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE, WHETHER OR NOT ECOMGUARD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ECOMGUARD’S MAXIMUM AGGREGATE LIABILITY TO YOU UNDER THESE TERMS SHALL NOT EXCEED 10 U.S. DOLLARS.
9.1. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ECOMGUARD OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA, ARISING FROM YOUR USE OF THE SERVICES, INCLUDING THE UNAVAILABILITY OF THE SERVICES FOR ANY REASON, OR ANY SYSTEM FAILURE OR MALFUNCTION ASSOCIATED WITH THE SERVICES, AND INCLUDING ANY THIRD-PARTY CLAIMS, WHETHER BASED ON THEORIES OF BREACH OF CONTRACT, TORT,