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Terms of Service

Terms of Service

 January, 18, 2012

This Terms of Service Agreement ("Agreement") is a contract between you and InvisiCorp, Inc. and applies to your use of the InvisiPay Service. You must read, agree with and accept all of the terms and conditions contained in this Agreement.

We may amend this Agreement at any time by posting a revised version on our website. The revised version will be effective when posted. If the revised version includes a Substantial Change, we will provide you with 30 Days' prior notice of any Substantial Change by posting notice on our website.

You must consider this Agreement and any risks contained herein carefully when choosing to use the InvisiPay Service.

  

1. Eligibility and Authorization.

1.1 Eligibility. To be eligible for InvisiCorp’s Services, you must be at least 18 years old and a resident of the United States. 

1.2 Identity Authentication. You authorize InvisiCorp, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information, requiring you to provide either a partial or complete taxpayer identification number, requiring you to take steps to confirm ownership of your email address or financial instruments, ordering a credit report, or verifying your Information against third party databases or through other sources. 

1.3 Credit Report Authorization. If you open an InvisiPay Account, you are providing InvisiCorp with your written instructions in accordance with the Fair Credit Reporting Act and you are authorizing InvisiCorp to obtain your personal and/or business credit report from a credit bureau or at any time InvisiCorp reasonably believes there may be an increased level of risk associated with your account. 

2. When You Use the InvisiPay Service.

2.1 InvisiCorp, Inc. is a Payment Service Provider. InvisiCorp helps you make payments to and accept payments from third parties. InvisiCorp is an independent contractor for all purposes, except that InvisiCorp acts as your agent with respect to the custody of your funds only. InvisiCorp does not have control of, or liability for, the products or services that are paid for with the InvisiPay Service. We do not guarantee the identity of any User or ensure that a buyer or a Seller will complete a transaction. 

2.2 Your Privacy. Protecting your privacy is of paramount importance to InvisiCorp. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your Information. 

2.3 Privacy of Others. If you receive Information about another User through the InvisiPay Services, you must keep the Information confidential and only use it in connection with the InvisiPay Services. You may not disclose or distribute a User's Information to a third party or use the Information for marketing purposes unless you receive the User's and InvisiPay’s expressly written consent to do so. 

2.4 Intellectual Property. “InvisiCorp”, "InvisiPay.com," "InvisiPay," “InvisiCode” and all logos related to InvisiCorp, Inc. Services are either trademarks or registered trademarks of InvisiCorp or its licensors. You may not copy, imitate or use them without InvisiCorp 's prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of InvisiCorp. You may not copy, imitate, or use them without our prior written consent.

You may use HTML logos provided by InvisiCorp for the purpose of directing web traffic to the InvisiCorp InvisiPay Service. You may not alter, modify or change these HTML logos in any way, use them in a manner that is disparaging to InvisiCorp or InvisiCorp’s Services or display them in any manner that implies InvisiCorp’s sponsorship or endorsement. All right, title and interest in and to the InvisiPay.com website, any content thereon, the InvisiPay Service, the technology related to the InvisiPay Service, and any and all technology and any content created or derived from any of the foregoing is the exclusive property of InvisiCorp and its licensors.  

2.5 Assignment. You may not transfer or assign any rights or obligations you have under this Agreement without InvisiCorp's prior written consent. InvisiCorp reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time. 

2.6 Notices to You. You agree that InvisiCorp may provide notice to you by posting it on our website, emailing it to the email address(es) listed in your Account, or mailing it to the street address listed in your Account. Such notice shall be considered to be received by you within 24 hours of the time it is posted to our website or emailed to you unless we receive notice that the email was not delivered. If the notice is sent by postal mail, we will consider it to have been received by you three Business Days after it is sent. You may request a paper copy of any legally required disclosures and you may terminate your consent to receive required disclosures through electronic communications by contacting InvisiPay as described in section 1.7 below. InvisiCorp will charge you a Records Request Fee (per section 8) to provide a paper copy. InvisiCorp reserves the right to close your Account if you withdraw your consent to receive electronic communications. 

2.7 Notices to InvisiCorp. Except as otherwise stated below in section 9 (Errors and Unauthorized Transactions) and section 10 (Disputes with InvisiCorp), notice to InvisiCorp must be sent by postal mail to: InvisiCorp, Inc., Inc., Attention: Legal Department, 8033 Sunset Blvd, Suite 813, Los Angeles, California 90046. 

2.8 Account History Statement. You have the right to receive an account statement. You may view your Account history statement by logging into your Account and looking at your Account History within the InvisiPay.com website.  

2.9 Calls to You. By providing InvisiCorp a telephone number, you consent to receiving autodialed and prerecorded message calls from InvisiCorp at that number.  By providing InvisiCorp a cellular telephone number, you consent to receiving InvisiCode’s, transaction confirmations or other communications from InvisiCorp at that number.

3. Buying (Send Money).

3.1 Final Sale.  All items or services purchased or any payment made using InvisiCorp’s InvisiPay Service will be considered a final sale with no refunds with respect to InvisiCorp’s Services.  Further, we are not party to any item or service sold, its condition, quality, your satisfaction with it, or your receipt of the item or service.  When you authorize a payment, you attest to having received what you are buying and acknowledge your understanding that you are accepting a final sale with no option for a payment refund (or making a non-refundable payment).

3.2 Sending Limits. We may, at our discretion, impose limits on the amount of money you can send through the InvisiPay Service. You can view your sending limit, if any, by logging into your Account and reviewing your Account Overview page.

3.3 Default Payment Methods. When you make a payment, if you have not selected a Default Payment Method, InvisiCorp will fund your transaction in this order:

a.  Transfer from your bank account

b.  Debit card

c.  Credit card

3.4 Payment Method Limitations.   In order to manage risk, InvisiCorp may limit the Payment Methods available for a transaction. In addition, Payment Methods may be limited if you make an InvisiCorp payment through certain third party websites or applications.

3.5 Bank Transfers. When a bank account or a debit card is used as your Payment Method, you are requesting an electronic transfer from your bank account. For these transactions, InvisiCorp will make electronic transfers via ACH from your bank account in the amount you specify. You agree that such requests constitute your authorization to InvisiCorp to make the transfers. Once you have provided your authorization for the transfer, you will not be able cancel the electronic transfer. You give InvisiCorp the right to resubmit any ACH debit you authorized that is returned for insufficient or uncollected funds. 

3.6 Accuracy of Information. You are responsible for confirming the accuracy of the information you provide about each payment you send and amount of the transaction. 

3.7 Mobile Payments. InvisiCorp allows you to send and receive payments through your mobile phone. If you use your Mobile Phone you are responsible for any fees that your phone service provider charges, such as fees for SMS, data services, and any other fees that your phone service provider may charge. Your phone service provider is not the provider of the InvisiPay Service.

3.8 Debit Card Processing. InvisiCorp will process your debit card funded transactions through either the ATM debit network or the Visa/MasterCard network. 

3.9 Credit Card Information. If your credit cards account number changes or your credit card expiration date changes, we may acquire that information from our financial services partner and update your Account.

3.10 Refused and Refunded Transactions. When you send money, the recipient is not required to accept it. You agree that you will not hold InvisiCorp liable for any damages resulting from a recipient's decision not to accept a payment made through the InvisiPay Service. We will return any unclaimed, refunded or denied payment within 30 Days of the date you initiate payment. If a payment is unclaimed, denied or refunded for any reason, we will return the money to your Balance or to the original Payment Method.

3.11 Failed Payment Methods.  We will not complete your transaction if your Payment Methods is not approved or we have knowledge of a lacking of sufficient funds. If we complete a transaction and later find the Payment Method used for that transaction lacked sufficient funds or was declined by your card issuer, you authorize InvisiCorp to obtain funds to correct the Failed Payment, and any fees, costs and penalties we incur, from any other Payment Method in your Account.  If you fail to pay such amount on demand and funds cannot be obtained from your other Payment Methods, InvisiCorp may take action necessary to collect such amounts from you, including collection action or use of third-party collectors. You agree to pay the actual costs of collection, to the extent permitted by law.

4. Selling (Receive Money).

4.1 Payment Review. Payment Review is a process by which InvisiCorp reviews certain potentially high-risk transactions. If a payment is subject to Payment Review, InvisiCorp will place a hold on the payment and provide notice to the both the Buyer and the Seller. InvisiCorp will conduct a review and either clear or cancel the payment. InvisiCorp will provide notices to you by email or in the Transaction History tab of your Account.

4.2 Reversals or Chargebacks. When you sell, we generally guarantee your payment.  However, if you receive a payment, you are liable to InvisiCorp for the full amount of the payment plus any Fees if the payment is later invalidated for fraud, violations of this Agreement or our Acceptable Use Policy, on your behalf. This means that, in addition to any other liability, you will be responsible for the amount of the payment, plus the applicable Fees listed in section 6 of this Agreement and other costs we may incur if you lose a Claim or a Chargeback, or if there is a Reversal of the payment. You agree to allow InvisiCorp to recover any amounts due to InvisiCorp by debiting your bank account of charging either your debit or credit card. If there are insufficient funds in your Balance to cover your liability, you agree to reimburse InvisiCorp through other means. In certain cases, the credit card issuer, not InvisiCorp, may determine who wins the Chargeback.

4.3 No Surcharges. You agree that you will not impose a surcharge or any other fee for accepting InvisiPay as a payment method. You may charge a handling fee in connection with the sale of goods or services, as long as the handling fee does not operate as a surcharge and is not higher than the handling fee you charge for non-InvisiPay transactions.

4.4 Taxes. It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. InvisiPay is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction.

4.5 Your Refund Policy and Privacy Policy. If you are selling goods or services and you have a published return policy, you acknowledge and agree that InvisiCorp is not a party to any such return policy.  We do not prevent you from providing a guarantee or return option for any items or services that you sell; however, we are not party to such guarantee or return policy.  If you wish to return money to your buyer using the InvisiPay Service, you must buy the item back from your buyer.

5. Closing Your Account.

5.1 How to Close Your Account. You may close your Account at any time by logging in to your Account, clicking on “Account Settings”, clicking on the “Close Account” link, and then following the instructions. Upon Account closure, we will cancel any pending transactions, unless otherwise legally prohibited.

5.2 Limitations on Closing Your Account. You may not close your Account to evade an investigation. If you attempt to close your Account while we are conducting an investigation, we may retrieve the disputed funds and any services fees to protect InvisiCorp or a third party against the risk of Reversals, Chargeback’s, Claims, fees, fines, penalties and other liability. You will remain liable for all obligations related to your Account even after the Account is closed.

5.3 Dormant Accounts. If you do not log in to your Account for two or more years, InvisiCorp may close your Account.

6. Fees.

6.1 Fees Overview. Fees are only applicable to sellers.  Some fees are expressed as a percentage of the payment amount. All fees are in U.S. Dollars unless otherwise stated. 

6.2 Domestic Payments in U.S. Dollars. This applies when both the sender and recipient are in the United States, and the payment is in U.S. Dollars.

Activity

Per Transaction Fee

Buying (sending)

Free

Selling (receiving)

2.9% of transaction amount +$0.30

Fees will be deducted directly from the transaction amount.

7. Restricted Activities.

7.1 Restricted Activities.  In connection with your use of our website, your Account, or InvisiCorp’s Services, or in the course of your interactions with InvisiCorp, other Users, or third parties, you will not:

a.       Breach this Agreement, the Acceptable Use Policy  or any other agreement or policy that you have agreed to with InvisiCorp;

b.      Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising);

c.       Infringe InvisiCorp's or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;

d.      Sell counterfeit goods;

e.      Act in a manner that is defamatory, trade libelous, threatening or harassing;

f.       Provide false, inaccurate or misleading information;

g.      Send or receive what we reasonably believe to be potentially fraudulent funds;

h.      Refuse to cooperate in an investigation or provide confirmation of your identity or any Information you provide to us;

i.       Attempt to double dip during the course of a dispute by receiving or attempting to receive funds from both InvisiPay and the Seller, bank or credit card issuer for the same transaction;

j.       Use an anonymizing proxy;

k.      Control an Account that is linked to another Account that has engaged in any of these Restricted Activities;

l.       Conduct your business or use InvisiCorp’s Services in a manner that results in or may result in complaints;

m.     Have a credit score from a credit reporting agency that indicates a high level of risk associated with your use of InvisiCorp’s Services;

n.      Use your Account or InvisiCorp’s Services in a manner that InvisiCorp, Visa, MasterCard, Discover or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules;

o.      Access InvisiCorp’s Services from any country other than the United States;

p.      Disclose or distribute another User's Information (you obtain directly from that User) to a third party, or use the Information for marketing purposes unless you receive the Users express consent to do so;

q.      Send unsolicited email to a User (whose email you obtained directly from that User) or use InvisiCorp’s Services to collect payments for sending, or assisting in sending, unsolicited email to third parties;

r.       Take any action that imposes an unreasonable or disproportionately large load on our infrastructure;

s.       Facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or Information;

t.       Use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission;

u.      Use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere with our website or InvisiCorp’s Services;

v.      Take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers;

w.     Use InvisiCorp’s Services to test credit card behaviors.  
 

8. Your Liability - Actions We May Take.

8.1 Your Liability. You are responsible for all Reversals, Chargeback’s, Claims, fees, fines, penalties and other liability incurred by InvisiCorp, a User, or a third party caused by or arising out of your breach of this Agreement, and/or your use of InvisiCorp’s Services. You agree to reimburse InvisiCorp, a User, or a third party for any and all such liability.

8.2 Temporary Holds for Disputed Transactions. If a Chargeback or Reversal Claim is filed on a payment you received, InvisiCorp may place a temporary hold on the funds in your Account to cover the amount of the liability. If you win the dispute, InvisiCorp will lift the temporary hold. If you lose the dispute, InvisiCorp will remove the funds from your Account.

8.3 Reimbursement for Your Liability. In the event that you are liable for any amounts owed to InvisiCorp, InvisiCorp may immediately retrieve such amounts from your bank account, debit card or credit card.  If you do not have a Balance that is sufficient to cover your liability, your Account will be put on hold until the funds can be retrieved. If funds are not available, InvisiCorp may engage in collection efforts to recover such amounts from you.

8.4 Actions by InvisiCorp. If we have reason to believe that you have engaged in any Restricted Activities, we may take various actions to protect InvisiCorp, other Users, other third parties, or you from Reversals, Chargeback’s, Claims, fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:

a.       We may close, suspend, or limit your access to your Account or the InvisiCorp InvisiPay Service (such as limiting access to any of your Payment Methods, and/or your ability to send money, or remove financial Information);

b.      We may contact Users who have purchased goods or services from you, contact your bank or credit card issuer, and/or warn other Users, law enforcement, or impacted third parties of your actions;

c.            We may update inaccurate Information you provided us;

d.           We may refuse to provide InvisiPay Services to you in the future;

e.           We may hold your funds for up to 180 days if reasonably needed to protect against the risk of liability; and

f.            We may take legal action against you.

InvisiCorp, in its sole discretion, reserves the right to terminate this Agreement, access to its website, or access to the InvisiPay.com Services for any reason and at any time upon notice to you and payment to you of any unrestricted funds held in custody for you.

8.5 Account Closure, Termination of Service, or Limited Account Access.  If we close your Account or terminate your use of the InvisiPay Service for any reason, we will provide you with notice of our actions. If we limit access to your Account, we will provide you with notice of our actions and the opportunity to request restoration of access if appropriate.

8.6 Acceptable Use Policy Violation - User Fines. If you violate the Acceptable Use Policy then we may hold your funds up to 90 Days, fine you up to $2,000.00 USD for each such violation and/or take legal action against you to recover additional losses we incur. You acknowledge and agree that a fine up to $2,000.00 USD is presently a reasonable minimum estimate of InvisiCorp 's damages, considering all currently existing circumstances, including the relationship of the sum to the range of harm to InvisiCorp that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult. InvisiCorp may deduct such fines directly from any existing bank account, debit card or credit card.  

9. Resolution Procedures for Unauthorized Transaction and Other Errors.

9.1 Unauthorized Transactions and Other Errors. When an unauthorized transaction or other error occurs in your Account, or an InvisiPay activated phone has been lost or stolen, you are required to call InvisiCorp Customer Service immediately.  InvisiCorp will work with you to correct the circumstance as quickly as possible.  To help facilitate corrective measures for unauthorized transaction or other error follow the procedures discussed below in section 9.2. 

An unauthorized transaction is a type of error when money is sent from your Account that you did not authorize and that did not benefit you. For example, if someone steals your username and password, accesses your Account, and sends a payment from your Account, an unauthorized transaction has occurred. 
In addition, other errors occur when money is either incorrectly taken from your Account or incorrectly placed into your Account, or when transactions are incorrectly recorded in your Account. Examples of processing errors include: if you send a payment and it is debited twice from your Account; if a transaction is missing from, or not properly identified in your Transaction History; and if there is a computational or mathematical error by InvisiCorp. 
You may request documentation or information regarding your Account or transaction to determine whether an error exists by contacting us through the Contact Us link at the bottom of each page of the InvisiPay.com website.

9.2 Notification Requirements.

a.           You should immediately notify InvisiCorp if you believe: 

·   there has been an unauthorized transaction or unauthorized access to your Account;

·   there is an error in your account history statement (you can access your account history by logging into your Account and clicking on a link to “View all of your transactions” ) or your transaction confirmation sent to you by email;

·   your password or InvisiPay PIN has been compromised;

·   your InvisiPay activated phone has been lost, stolen or deactivated; or

·   you need more information about a transaction listed on the statement or transaction confirmation.

b.      To be eligible for corrections to your Account, you must notify us within 60 days after any unauthorized transaction or other error first appears in your Account history statement. We will extend the 60-day time period if a good reason, such as a hospital stay, kept you from notifying us within 60 days. 

You should regularly log into your Account and review your Account history statement to ensure that there has not been an unauthorized transaction or other error. InvisiCorp will also send an email to the primary email address you have provided in order to notify you of each transaction from your Account. You should also review these transaction confirmations to ensure that each transaction was authorized and is accurate. 

For unauthorized transaction(s) or other errors in your Account, notify us as follows:

·   Use this form to file an error report in the InvisiPay Resolution Center; or

·   Write to InvisiCorp, Inc., Attn: Error Resolution Department, 8033 Sunset Blvd., Suite 813, Los Angeles, CA 90048; or

·   Telephone InvisiPay Customer Service at (888) 437-4260.

When you notify us, provide us with all of the following information:

 

·   Your name and email address registered to your Account;

·   A description of any suspected unauthorized transaction or other error and an explanation as to why you believe it is incorrect or why you need more information to identify the transaction; and

·   The dollar amount of any suspected unauthorized transaction or other error.

If you notify us verbally, we may require that you send us your complaint or question in writing within 10 Business Days. During the course of our investigation, we may request additional information from you.

9.3 InvisiPay Actions after Receipt of Your Notification. Once you notify us of any suspected unauthorized transaction or other error, or we otherwise learn of one, we will do the following: 

·        We will conduct an investigation to determine whether there has been an unauthorized transaction or other error that is eligible for a correction.

·        We will complete our investigation within 10 Business Days of the date we received your notification of the suspected unauthorized transactions or other error. If your Account is new (the first transaction from your Account was less than 30 Business Days from the date you notify us), we may take up to 20 Business Days to complete this investigation. If we need more time, we may take up to 45 days to complete our investigation (or up to 90 days for new Accounts, or if your transaction was at a point of sale where you were physically present, or a foreign initiated transaction). 

·        We will inform you of our decision within 3 Business Days after completing our investigation. 

If we determine that there was an error, we will promptly credit the full amount of the error into your Account within one Business Day of our determination. 

If we decide that there was not an error, we will include an explanation of our decision in our email to you. You may request copies of the documents that we used in our investigation.

9.4 InvisiCorp Processing Errors. We will rectify any processing error that we discover. If the error resulted in your receipt of less than the correct amount to which you were entitled, InvisiCorp will credit your Account for the difference. If the error results in your receipt of more than the correct amount to which you were entitled, InvisiCorp will debit the extra funds from your Account.

9.5 Items Not Covered. The following items are prohibited under the InvisiCorp Acceptable Use: firearms and firearm parts, illegal and prescription drugs and drug paraphernalia, tobacco, offensive items, child pornography, and any illegal items.

9.6 No Double Recovery.  You may not file a Dispute/Claim, or receive a recovery, if you have already received a recovery for that purchase directly from the Seller. 

10. Disputes with InvisiCorp.

10.1 Contact InvisiPay Customer Service First. If a dispute arises between you and InvisiPay, our goal is to learn about it and address your concerns.  You may report a dispute with Customer Service online through the InvisiPay Help Center at any time, or by calling (888) 437-4260 from 6 AM to midnight, Pacific Time.

10.2 Arbitration. For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000.00 USD, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. If a party elects arbitration, that party will initiate such arbitration through an established alternative dispute resolution (ADR) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

10.3 Law and Forum for Disputes. Except as otherwise agreed by the parties or as described in section 10.2 above, you agree that any claim or dispute you may have against InvisiPay must be resolved by a court located in Los Angeles County, California. You agree to submit to the personal jurisdiction of the courts located within Los Angeles County, California, for the purpose of litigating all such claims or disputes. This Agreement shall be governed in all respects by the laws of the State of California, without regard to conflict of law provisions.

10.4 Improperly Filed Litigation. All claims you bring against InvisiCorp must be resolved in accordance with section 10 of this Agreement. All claims filed or brought contrary to section 10 shall be considered improperly filed a breach of this Agreement. Should you file a claim contrary to section 10, InvisiCorp may recover attorney’s fees and costs (including in-house attorneys and paralegals) up to $1,000.00 USD, provided that InvisiCorp has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

10.5 Insolvency Proceedings. If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, InvisiCorp will be entitled to recover all reasonable costs or expenses (including reasonable attorneys’ fees and expenses) incurred in connection with the enforcement of this Agreement. 

10.6 No Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. 

10.7 Indemnification. You agree to defend, indemnify and hold InvisiCorp, its parent, officers, directors and employees harmless from any claim or demand (including attorney’s fees) made or incurred by any third party due to or arising out of your breach of this Agreement and/or your use of InvisiCorp’s Services. 

10.8 Assumption of Rights. If InvisiCorp pays out a Claim, Reversal or Chargeback that you file against a recipient of your payment, you agree that InvisiCorp assumes your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, in InvisiCorp s discretion. 

10.9 Release of InvisiCorp. If you have a dispute with one or more Users, you release InvisiCorp (and our officers, directors, agents, joint ventures and employees) from any and all Claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. In addition, you waive California Civil Code §1542, which says: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if not known by him must have materially affected his settlement with the debtor. 

11. General Provisions.

11.1 Limitations of Liability.

IN NO EVENT SHALL WE, OUR PARENT, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR WEB SITE, INVISIPAY’S SERVICES, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). Some states do not allow the exclusion or limitation of incidental or consequential damages so the above limitation or exclusion may not apply to you. OUR LIABILITY, AND THE LIABILITY OF OUR PARENT, EMPLOYEES AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES. 

11.2 No Warranty. INVISIPAY, OUR PARENT, EMPLOYEES AND OUR SUPPLIERS PROVIDE INVISIPAY’S SERVICES AS IS AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. INVISIPAY, OUR PARENT, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. InvisiCorp does not have any control over the products or services that are paid for with InvisiCorp’s Services and InvisiCorp cannot ensure that a buyer or a Seller you are dealing with will actually complete the transaction or is authorized to do so. InvisiCorp does not guarantee continuous, uninterrupted or secure access to any part of InvisiCorp’s Services, and operation of our site may be interfered with by numerous factors outside of our control. InvisiCorp will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, credit cards, and check issuances are processed in a timely manner but InvisiCorp makes no representations or warranties regarding the amount of time needed to complete processing because InvisiCorp’s Services are dependent upon many factors outside of our control, such as delays in the banking system or the U.S. or international mail service. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimers may not apply to you. This paragraph gives you specific legal rights and you may also have other legal rights that vary from state to state. 

11.3 Complete Agreement. This Agreement, along with any applicable policies and agreements on InvisiCorp’s InvisiPay.com website, set forth the entire understanding between you and InvisiCorp with respect to InvisiCorp’s Services. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. 

12. Definitions.

"ACH" means the Automated Clearing House network.

"Account" means an InvisiPay.com account.

"Agreement" means this agreement including all subsequent amendments.

"Authorize" or "Authorization" means you authorize a Seller to collect a payment from your Account.

"Business Days" means Monday through Friday, excluding Holidays.

"Chargeback" means a request that a buyer files directly with his or her credit card company or credit card issuing bank to invalidate a payment. 

"Claim" means a challenge to a payment that a User files directly with InvisiCorp pursuant to section 9 of this Agreement.

"Confirmed Address" means an address that has been reviewed by InvisiCorp and found highly likely to be that of the User to which it is associated.

"Customer Service" is InvisiCorp’s customer support which can be accessed online through the InvisiPay.com website, or by calling (888) 437-4260 from 6 AM to midnight Pacific Time.

"Days" means calendar days.

"Default Payment Methods" means the order in which InvisiCorp uses your Payment Methods to fund a transaction if you do not select a Preferred Payment Method. 

"Digital Goods" means goods that are delivered and used in an electronic format.

"Dispute" means a dispute filed by a User directly with InvisiCorp in the Online Resolution Center 

"Fees" means those amounts stated in section 6 of this Agreement.

"Holidays" means New Year's Day (January 1), Birthday of Martin Luther King, Jr. (the third Monday in January), Washington's Birthday (the third Monday in February), Memorial Day (the last Monday in May), Independence Day (July 4), Labor Day (the first Monday in September), Columbus Day (the second Monday in October), Veterans Day (November 11), Thanksgiving Day (the fourth Thursday in November) and Christmas Day (December 25).If a Holiday falls on a Saturday, InvisiPay shall observe the Holiday on the prior Friday. If the Holiday falls on a Sunday, InvisiCorp shall observe the Holiday on the following Monday.

"Information" means any confidential and/or personally identifiable information or other information related to an Account or User, including but not limited to the following: name, email address, billing/shipping address, phone number and financial information.

"Merchant" and “Seller” are used interchangeably and mean a User who is selling goods and/or services and using the InvisiPay.com Service to receive payment.

"Payment Review" means the process described in section 4 of this Agreement.

"Payment Method" means the payment method used to fund a transaction. The following payment methods may be used to fund a transaction: Instant Bank Account Transfer, credit card, or debit card.

InvisiCorp”, "InvisiPay," "we," "us" or "our" means InvisiCorp, Inc. and its subsidiaries and affiliates.

"InvisiCorp’s Services" means all our products and services and any other features, technologies and/or functionalities offered by us on our website or through any other means. 

"Policy" or "Policies" means any Policy or other agreement between you and InvisiCorp that you entered into on the InvisiPay.com website, or in connection with your use of InvisiCorp’s Services.

"Preferred Payment Method" means a Payment Method that you select to fund a payment instead of using the Default Payment Methods.

Purchase Payment” means a payment received for any of the following: 

·   A payment for the sale of goods or services;

·   A payment that is sent to, or received by, a business or other commercial or non-profit entity.

"Restricted Activities" means those activities described in section 7 of this Agreement.

"Reversal"  means InvisiCorp reverses a payment you received because (a) it is invalidated by the sender's bank, (b) it was sent to you in error by InvisiCorp, its parent, or any direct or indirect InvisiCorp subsidiary, (c) the sender of the payment did not have authorization to send the payment (for example: the sender used a credit card that did not belong to the sender), (d) you received the payment for activities that violated this Agreement, the InvisiCorp Acceptable Use Policy, or any other InvisiCorp agreement, or (e) InvisiCorp decided a Claim against you.

"Seller" and "Merchant" are used interchangeably and mean a User who is selling goods and/or services and using the InvisiCorp’s Services to receive payment.

"Send Money" means your ability to send money though the InvisiCorp’s Services.

"Substantial Change" means a change to the terms of this Agreement that reduces your rights or increases your responsibilities.

"Transaction Details Page" means the page on the InvisiPay.com website titled "Transaction Details" that displays information about the transaction.

"Verified Account" means an Account status that reflects that InvisiCorp is reasonably sure that an InvisiPay Account holder has legal control of one or more of his or her payment methods. A Verified Account status does not constitute an endorsement of a User or a guarantee of a User's practices. 

"User" means any person or entity using InvisiCorp’s Services including you.