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Welcome to Merchant Way! We’re excited to provide you services and solutions to help your business.
When you use Merchant Way, you enter into a legal agreement, which is what you see below. While we’ve tried to make this agreement as clear as possible, it still contains a fair bit of legalese, out of necessity. To help you navigate this legalese, we’ve included a few extra notes alongside the actual terms of the agreement, which we’ve highlighted and labeled as “Summaries”. These Summaries are not a part of the agreement itself; they are only included to help you understand it. We’ve also bolded a few areas that talk about important legal rights, including the following:
These Terms of Service include an agreement to resolve any disputes through binding arbitration that includes a class action waiver, as well as important disclaimers, warranties and limitations on liability.
By accessing and using our Services (defined below), you are agreeing to these Terms of Service, our Privacy Policy, any applicable Additional Terms (defined below and collectively referred to as the “Agreement”). It is important to read our entire Agreement carefully as some of the provisions affect your legal rights.
1. Our Services
When we refer to our “Services,” we mean all products and services owned and operated by Merchant Way LLC (collectively, “Merchant Way,” “we,” or “us”), including the content, features, tools, data, software and functions made available by Merchant Way through www.merchantway.com, and other websites or applications we operate, unless those websites or applications have posted separate or additional terms of service.
Summary
We provide you with a free platform that includes helpful insights, education, offers and products and services to help you understand and manage your payments and merchant processing.
We reserve the right in our sole and absolute discretion to make changes to how we operate and provide our Services, including adding new services, modifying existing services, or suspending, discontinuing, or terminating your access to any or all portions of our Services. Some of our Services may be subject to additional terms and conditions (“Additional Terms”), which are posted separately from these terms but are incorporated and form a part of the Agreement if you decide to use or access those features. If there is a conflict between applicable Additional Terms and these terms, the Additional Terms will control.
Merchant Way’s tools and services are constantly changing, so you might see features come and go as we continue to improve our experience and services for members. We will sometimes need you to agree to special terms for certain products or features.
2. Your Merchant Way Account
2.1 General Requirements
You will need to register for a Merchant Way member account to access many aspects of our Services, like your free pre-qualification and recommendations. Registering for a member account is optional, but if you do not register for an account, you will not be able to access certain aspects of our Services.
You must not sell, transfer, or assign your account to anyone else. You must keep your password confidential, you must not share it and you may not allow anyone else to log into our Services as you. You are responsible for all activities that occur under your member account. If you believe that your account is no longer secure, notify us immediately by clicking here.
Summary
Our most helpful features require you to register as a Merchant Way member (it helps us personalize your experience). If you decide to register, you’re acknowledging that you’re a U.S. adult, you are who you say you are and you won’t let anyone else use your account.
2.2 Specific Registration Consents
When you register as a member, you authorize us to create and maintain an account in your name using your account registration information and other information that may be collected about you in accordance with our Privacy Policy as part of providing our Services. When registering, you authorize your wireless carrier to share your account device information with our third-party service provider, only to verify your identify and prevent fraud. By registering, you also specifically consent to let us request and receive your consumer report data and other data about you from third parties to include in your Merchant Way Account as follows:
I understand that I am providing written instructions in accordance with the Fair Credit Reporting Act and other applicable law for Merchant Way or its affiliated companies to request and receive copies of consumer reports, scores and other information about me from third parties, including, but not limited to, Experian, TransUnion and Equifax. I understand that my instructions let Merchant Way and affiliated companies obtain such information at any time for as long as I have a registered Merchant Way account to use as described in the Terms of Service and Privacy Policy.
Summary
When you register for an account, you’re asking us to create your member profile and access your free credit scores and reports, and other information so we can provide our tools and services, and offer recommendations.
3. Limitations and Restrictions on Use of Our Services
3.1 Analysis and Estimates
As described in our Privacy Policy, we may use your credit report, credit score, and other information we obtain to analyze, sort, and present certain information or features to you.
Any analysis and estimates we provide as part of our Services are for illustrative and informational purposes only. Our analysis and estimates are based on certain assumptions and use only the data we have. Our analysis and estimates are neither endorsed by, nor commissioned by, any of our partners. The methodology we use to determine which offers, analysis, or other information is presented or highlighted is proprietary and we may elect to consider, ignore, emphasize, or de-emphasize certain factors in our sole and absolute discretion.
Summary
When it comes to your financial health, we want to be like a river guide who helps you navigate the financial waters. We’ll show you stuff you may find helpful, but it’s up to you to make the final decision about what’s in your financial interest.
3.2 Third Party Offers
With respect to offers from our partners, we do not guarantee that you will be presented with offers for any particular types of products or services or that you will meet the approval criteria for any particular offer. It is always your choice whether to apply for a product or service offered by our partners and we will never submit an application for a product or service to a partner on your behalf without your consent.
3.3 Educational Purposes
All information on our Services is presented for educational purposes only. We do not guarantee that the information we present as part of our Services, including credit report or credit score information, is the same information that may be used or reviewed by a third party to assess your creditworthiness or eligibility for any particular product or service or for employment.
Summary
The credit scores that lenders and others use may be different than the one you see here. That’s because there are hundreds of scoring models out there, and they all weigh things a little differently. Most scores are generally based on similar credit factors though, so tracking one or two should still give you a good overview of your credit health.
3.4 Not a Legal or Professional Advisor
Merchant Way is not a credit repair organization, credit counselor, or financial or legal advisor as defined under federal or state law. Use of our Services is not a replacement for personal, professional advice or assistance regarding your finances, credit history or fixing your credit rating.
Summary
We aim to be as helpful as we can, but we’re not your professional financial or legal advisor. If you need professional assistance with your finances, please go to a professional that can help with your specific situation.
3.5 Territorial Restrictions
We control and operate our Services from the United States and we make no representations or warranties that the information, products, or services provided through our Services, or our Content (defined below), are appropriate for access or use in other jurisdictions. You are not permitted to access or use our Services in any jurisdiction or country if it would be contrary to the law or regulation of that jurisdiction or if it would subject us to the laws of, or any registration requirement with, such jurisdiction. We reserve the right to limit the availability of our Services or the provision of any of our Content to any person, geographic area, or jurisdiction, at any time and in our sole and absolute discretion.
Summary
We’re based in the U.S. and our services are meant for a U.S. audience only.
3.6 Compliance with Law
You must comply with all applicable laws when using our Services. You are not permitted to use our Services to obtain any consumer credit report, score or other consumer information under false pretenses or in violation of the Fair Credit Reporting Act or applicable state or federal law.
Summary
You agree you won’t use our services to do anything illegal.
3.7 Links to or Connections with Third Party Sites or Applications
Our Services or communications to you may contain third party content or links to third party sites, applications or services (collectively, “Third Party Content”). Our Services may also include features that allow you to connect your Merchant Way account with accounts or services provided by third parties, such as accounts you maintain with financial institutions or social media platforms like Facebook (collectively, “Third Party Services”). We do not control, maintain, or endorse the Third Party Content or Third Party Services, and we are not responsible or liable for any Third Party Content or Third Party Services, including any damages, losses, failures, or problems caused by, related to, or arising from Third Party Content or Third Party Services. Your interactions and business dealings with the providers of the Third Party Content or Third Party Services, including products or services offered by such third parties, are solely between you and the third party. You should review all of the relevant terms and conditions associated with Third Party Content or Third Party Services, including any privacy policies and terms of service. We are not responsible for any information that you agree to share with third parties in connection with Third Party Content or Third Party Services.
Summary
We might show you stuff from other companies or even connect you with them, but we’re not legally responsible for anything they do. You should review their terms and policies separately.
4. Ownership and Infringement
4.1 Our Content
All content and materials, including but not limited to images, text, visual interfaces, information, data, and computer code, provided by us through our Services (our “Content”) and all related intellectual property rights are the property of Merchant Way and/or its third-party licensors. Our Content is protected by U.S. and international intellectual property laws and treaties. You are permitted to use our Content only on our Services and you may not copy, modify, sell, reproduce, distribute, republish, display, post, create derivative or collective works from, or transmit in any form (including in-line linking or mirroring) our Content, in whole or in part, without our express prior written consent. You may not reverse engineer or reverse compile any of our Services or the technology used to operate our Services. Nothing in the Agreement or our Services grants you, by implication, estoppel, or otherwise, any license or right to use our Content except as expressly stated in the Agreement.
Summary
We’ve created a lot of cool stuff for you to use, read, and look at. Please don’t reuse it without our written permission.
4.2 Our Partners’ Intellectual Property
Our Services may also display certain intellectual property, such as company, product, and service name and logos, that is owned by our partners (our “Partners’ Intellectual Property”). Nothing in the Agreement or our Services grants you, by implication, estoppel, or otherwise, any license or right to copy, modify, sell, reproduce, distribute, republish, display, post, create derivative works from or transmit in any form (including in-line linking or mirroring) any of our Partners’ Intellectual Property.
Summary
You also can’t reuse our partners’ stuff.
4.3 Infringement of Rights
You may not use our Services in any manner that infringes the rights of any third party. If you believe, in good faith, that any of our Content or Community Content infringes your copyrights, you may send a notice of infringement (“Notice”) under the federal Digital Millennium Copyright Act (“DMCA”).
To find out more about what you must include in the Notice and about the procedures we will follow, click here to read the DMCA.
Merchant Way reserves the right to block or otherwise prohibit in our sole discretion any individual who repeatedly posts materials that are alleged to infringe the intellectual property rights of others.
Summary
If you think something on our platform belongs to you, let us know (we’ve outlined the steps above). And if you’re posting other people’s stuff, we can block your access. So don’t do it!
5. Contributing to Our Community
5.1 Our Community Rules
We encourage you to use our Services to interact with other consumers and Merchant Way members. We may provide you and others with the opportunity on our Services (through forums, blogs, message boards, review pages, and similar features) to submit, post, and publish certain content and materials, including messages, reviews, photos, video, images, data, and text (“Community Content”). You must abide by the Community Rules when publishing, uploading, or submitting your Community Content.
Summary
We provide some pretty awesome community features to help you share content and materials with other users, but we have some rules to try to keep it polite and helpful for everyone. No trolls!
5.2 License to Your Community Content
By submitting, posting, or publishing your Community Content on or through our Services, you grant to Merchant Way a non-exclusive, unrestricted, perpetual, irrevocable, transferable, sub-licenseable, royalty-free license to publish, host, store, transfer, distribute, modify, create derivative and collective works from, reproduce, display, perform, transmit, process, or otherwise use, in any manner and for any purpose, and in all forms or distribution methods now known or later developed, your Community Content, in whole or in part, to provide, optimize, improve, and promote or market our Services, and to create new products and services. This license includes the right to use your name, persona, username, and likeness without compensating you. This license also includes the right to publish your Community Content in a searchable format that may be accessed by other users of our Services. You also grant to other users of our Services a non-exclusive license to access and use your Community Content in connection with our Services.
Summary
You’re giving us permission to use the stuff you post on our platform, like reviews and community advice. Thanks!
5.3. Responsibility for Community Content
You are solely responsible for the Community Content that you submit, post, or publish via our Services. By submitting, posting, or publishing Community Content, you represent and warrant that (a) you are the creator and owner of the Community Content, or have the necessary licenses, rights, consents, and permissions to authorize us and other users to use your Community Content , and (b) your Community Content complies with our Community Rules.
We do not endorse, represent, or guarantee the completeness, accuracy, reliability, or usefulness of any Community Content. You may see Community Content that may be inaccurate, offensive, indecent, or objectionable. Merchant Way may, but is not obligated to, review, monitor, edit, control, distribute, refuse to distribute, block access, re-format, alter, delete, or remove Community Content for any reason, including to satisfy applicable law, enforce the Agreement (including our Community Rules), or protect the rights, property or safety of Merchant Way, Merchant Way users, or any third party, in each case without notice and in our sole and absolute discretion. We disclaim all liability for Community Content and you hereby waive any legal or equitable right or remedy you have against us with respect the Community Content.
Summary
We don’t take responsibility for Community Content that you or other users provide (we think it’ll be great, but we just can’t know for sure).
5.4 License to Use Your Feedback
In addition to sharing your Community Content with the Merchant Way community, we also encourage you to tell us how we can improve your Merchant Way experience. We may provide you with opportunities to send us comments, suggestions and other feedback regarding problems with, or proposed modifications or improvements to, our Services (“Feedback”) through email, social media, feedback forms, surveys, our Help Center, or other channels. By submitting, posting, or otherwise providing us your Feedback, you hereby grant us a non-exclusive unrestricted, perpetual, irrevocable, transferable, sub-licenseable, royalty-free license to use your Feedback in any manner and for any purpose to provide, optimize, improve, promote or market our Services, and to create new products and services. This license includes the right to use your name, persona, user name, and likeness for the foregoing purposes without compensating you, all in accordance with our Privacy Policy.
Summary
We want to create a great experience for you, so please let us know what you think we could do better. We just need your permission to use your feedback when you give it to us!
6. Monitoring of Our Services and Disclosure for Administrative and Legal Reasons
Merchant Way has the right, but not the obligation, to monitor our Services electronically. We may access, use, preserve, transfer or disclose, at any time and without notice to you, any information (including Personal Information as defined in our Privacy Policy) as reasonably necessary to: (1) comply with any applicable law, regulation, subpoena, or legal process, or respond to any governmental request or cooperate with law enforcement, if we believe such action is required or permitted by law; (2) enforce this Agreement, including to investigate potential violations; (3) protect the safety, integrity, rights, or security of our members, our Services or equipment, or any third party; or (4) detect, prevent, or otherwise address fraud, security, or technical issues related to our Services or the services of our partners.
Summary
We’re not Big Brother, but we need to be able to keep an eye on things to protect ourselves, our members and the public.
7. Disclaimers
WE PROVIDE OUR SERVICES, OUR CONTENT, AND ALL CONTENT AND MATERIALS AVAILABLE THROUGH OUR SERVICES “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED. MERCHANT WAY, ON BEHALF OF ITSELF, ITS AFFILIATES AND ITS LICENSORS, DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO OUR SERVICES, OUR CONTENT, OR THE COMMUNITY CONTENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, QUALITY, ACCURACY, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE OR TRADE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OUR SERVICES, OUR CONTENT, THE COMMUNITY CONTENT, OR OTHERWISE AVAILABLE THROUGH OUR SERVICES WILL CREATE ANY WARRANTY REGARDING MERCHANT WAY OR ANY OF OUR SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU USE OUR SERVICES, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN OUR CONTENT, THE COMMUNITY CONTENT, OR OTHER CONTENT AVAILABLE THROUGH OUR SERVICES, AT YOUR OWN DISCRETION AND RISK. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO OUR SERVICES, YOUR DEALINGS WITH ANY OTHER MEMBER OR THIRD PARTY, AND YOUR USE OF OUR CONTENT, THE COMMUNITY CONTENT, OR OTHER CONTENT AVAILABLE THROUGH OUR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING ANY COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH OUR SERVICES), OR THE LOSS OF DATA THAT MAY RESULT FROM THE USE OF OUR SERVICES OR THE USE OF ANY OF OUR CONTENT, THE COMMUNITY CONTENT OR OTHER CONTENT AVAILABLE THROUGH OUR SERVICES.
YOU ACKNOWLEDGE THAT MERCHANT WAY IS SOLELY AN INTERMEDIARY (I) BETWEEN YOU AND ANY CREDIT REPORTING AGENCY OR OTHER INFORMATION PROVIDERS ACTUALLY SUPPLYING YOUR CREDIT REPORTS, CREDIT SCORES AND OTHER INFORMATION; AND (II) BETWEEN YOU AND OUR PARTNERS WHOSE OFFERS WE PRESENT. MERCHANT WAY EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY ERRORS OR OMISSIONS IN OUR CONTENT OR OUR SERVICES, INCLUDING THE INACCURACY OR INCOMPLETENESS OF ANY SUCH CREDIT REPORTS, CREDIT SCORES, OFFERS OR OTHER INFORMATION, TOOLS OR ANALYSES AVAILABLE THROUGH OUR SERVICES OR OUR CONTENT.
NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION SHALL AFFECT WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION OR RESTRICTION UNDER APPLICABLE LAW.
Summary
This is very important (like, bold and ALL-CAPS important) so please read this whole section carefully for specifics. It explains that we don’t make any warranties about our services or content (including any tips you might pick up).
8. Limitation of Liability
MERCHANT WAY AND ITS REPRESENTATIVES, AGENTS, AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EQUITY HOLDERS, EMPLOYEES, PARENT ENTITIES, SUBSIDIARIES, AFFILIATED ENTITIES, REPRESENTATIVES, AGENTS AND LICENSORS (COLLECTIVELY, THE “MERCHANT WAY PARTIES”) WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (SUCH AS LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING IN ANY WAY TO OUR SERVICES, OUR CONTENT OR THE COMMUNITY CONTENT.
EXCEPT AS EXPRESSLY PROVIDED IN SECTION 10 (DISPUTE RESOLUTION AND ARBITRATION) OR REQUIRED BY APPLICABLE LAW (E.G., ANY NON-WAIVABLE RIGHTS OR REMEDIES), IN NO EVENT WILL THE TOTAL LIABILITY OF THE MERCHANT WAY PARTIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF, OR ANY INABILITY TO USE ANY PORTION OF, OUR SERVICES, OR OTHERWISE ARISING OUT OF OR RELATING TO THE AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED IN THE AGGREGATE ONE HUNDRED UNITED STATES DOLLARS ($100.00).
IF ANY OF THE FOREGOING LIMITATIONS ARE FOUND TO BE INVALID, THE MERCHANT WAY PARTIES’ TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION OF ANY KIND OR NATURE WHATSOEVER SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
Summary
Sorry for the bold and all-caps again. It’s really important to highlight how our liability is limited when it comes to issues you may encounter with our services. Please read this whole section carefully.
9. Indemnification
You will defend (if requested by any Merchant Way Party), indemnify, and hold harmless the Merchant Way Parties from and against any and all claims, losses, expenses, demands, or liabilities, including attorneys’ fees and costs, incurred by the Merchant Way Parties in connection with any claim by a third party arising out of or in any way related to: (1) your use of our Services, our Content or the Community Content; (2) your violation or alleged violation of the Agreement or your violation or alleged violation of any applicable law; (3) your infringement or alleged infringement of any intellectual property or other right of any other person or entity; or (4) any dispute between you and a third party, including any provider of Third Party Content. You must not settle any such claim or matter without the prior written consent of Merchant Way. The Merchant Way Parties reserve the right, at their own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you further agree that you will cooperate fully in the defense of any such claims.
Summary
If someone sues us because of something you did, you’re responsible for it, so read the above carefully.
10. Dispute Resolution and Arbitration
Summary
A third party arbitrator will help us resolve any disputes we might have. This means that any dispute will be resolved outside of class-action litigation. Hopefully, disputes will never be an issue, but you should read this section carefully for details on how it works.
10.1 Generally
In the interest of resolving disputes between you and Merchant Way in the most expedient and cost-effective manner, you and Merchant Way agree that any and all disputes arising in connection with the Agreement will be resolved by binding arbitration. You and us further agree that the Federal Arbitration Act (“FAA”) governs the interpretation and enforcement of this arbitration provision; the arbitrator shall apply Arizona law to all other matters. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. All issues are for the arbitrator to decide, including all claims arising out of or relating to any aspect of the Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of the Agreement. The arbitrator also has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THE AGREEMENT AND AGREEING TO ARBITRATION, YOU AND MERCHANT WAY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS.
10.2 Exceptions
Despite the provisions of Section 10.1, you and us both agree that nothing in the Agreement will be deemed to waive, preclude or otherwise limit the right of either of us to: (a) bring an individual action in small claims court within its jurisdictional limits under Consumer Arbitration Rule 9(b), even after filing an arbitration; (b) file a complaint with the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of a pending arbitration; or (d) to file a suit in a court of law solely for injunctive relief to stop unauthorized use or abuse of our Services or address an intellectual property infringement claim.
10.3 Arbitrator
Any arbitration between you and Merchant Way will be conducted under the Consumer Arbitration Rules (“AAA Rules“) of the American Arbitration Association (“AAA“), as modified by the Agreement, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Merchant Way here.
10.4 Notice and Process
A party who intends to seek arbitration must first send a written notice of the dispute to the other by certified mail (“Notice“). The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand“). You and Merchant Way agree to use good faith efforts to resolve the claim directly, but if you and Merchant Way do not reach an agreement to do so within 30 days after the Notice is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Merchant Way must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. The arbitration proceedings, including any exchanged materials, shall be confidential and you and Merchant Way agree to use reasonable efforts to streamline the proceedings, including discovery, consistent with the objectives of efficient dispute resolution.
10.5 Fees
If you commence arbitration in accordance with the Agreement, Merchant Way will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Scottsdale, Arizona, but if the claim is for $10,000 or less, or as otherwise required, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your registered account address. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration provision. If the arbitrator finds that either the substance of the claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Merchant Way for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Likewise, Merchant Way will not seek its attorneys’ fees or costs in arbitration unless the arbitrator determines your claims or defenses are frivolous. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within fourteen (14) days of the arbitrator’s ruling on the merits. The decision of the arbitrator shall be final and not appealable, and judgement on the arbitration award may be entered in any court having jurisdiction thereof.
10.6 No Class Actions
YOU AND MERCHANT WAY AGREE THAT EACH MUST BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR A CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
Further, unless both you and Merchant Way agree otherwise, the arbitrator may not consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
10.7 Modifications
If Merchant Way makes any future change to this arbitration provision (other than a change to Merchant Way’s address for Notice), you may reject the change by sending us written notice within 30 days of the change to Merchant Way’s address for Notice, in which case your account with Merchant Way will be immediately terminated but this arbitration provision, as in effect immediately prior to the amendments you reject, will survive.
10.8 Enforceability
If any provision of this Section 10 is unlawful, void, or unenforceable for any reason, then that provision will be given effect to the greatest extent possible and the remaining provisions will remain in full force and effect.
11. Deactivation and Termination
11.1 Termination of Agreement; Surviving Terms.
The Agreement is effective until your member account, if applicable, is deactivated by either you or Merchant Way and you discontinue all use of our Services. Notwithstanding the foregoing, any section of the Agreement that by its nature is intended to survive termination of the Agreement or your use or access to our Services or our Content will survive such termination.
Summary
The Agreement lasts until your account is deactivated and you completely stop using our services (but there are a few parts that have to live on forever).
11.2 Deactivating Your Member Account
If you decide you want to deactivate your account you can do so by contacting us here.
12. Miscellaneous
Summary
This entire section is where you’ll find a bunch of standard legalese. Each one is pretty quick, so we won’t break them down any further.
12.1 Governing Law
The Agreement is governed by the laws of the State of Arizona, excluding conflicts of law provisions.
12.2 Entire Agreement
The terms of the Agreement (including the Privacy Policy, the Community Rules and any Additional Terms) constitute the entire and exclusive agreement between Merchant Way and you in connection with your use of our Services or our Content.
12.3 Changes to the Agreement
We may modify the Agreement at any time. We will post modifications to these Terms of Service on this page. If a change materially modifies your rights or obligations, you may need to accept the modified terms to continue to use our Services. Material modifications will take effect when you accept the modified terms; immaterial modifications will take effect when published. By continuing to use our Services following any modification to these terms, our Privacy Statement or any Additional Terms, you are agreeing to the Agreement as modified.
12.4 Waiver Only in Writing
Merchant Way’s failure to enforce any of its rights or act with respect to a breach by you or others of the Agreement does not constitute a waiver of any rights and will not limit Merchant Way’s rights with respect to that breach or any subsequent breaches. No waiver by Merchant Way of any of the provisions in the Agreement will be of any force or effect unless made in writing and signed by a duly authorized officer of Merchant Way.
12.5 Assignment
Merchant Way may assign the Agreement to any party at any time without notice to you. You may not assign your rights under the Agreement, by operation of law or otherwise, without our consent.
12.6 Severability
If any provision of the Agreement is unlawful, void, or unenforceable for any reason, then that provision will be given effect to the greatest extent possible and the remaining provisions will remain in full force and effect. Nothing in the Agreement shall affect any non-waivable statutory rights or remedies that apply to you.
12.7 Interpretation
The titles and annotations, including the “Summary” sections, contained in these terms are inserted only as a matter of convenience and have no legal or contractual effect. The Agreement will not be construed against Merchant Way.
Whew! You made it. Pat yourself on the back and then go enjoy Merchant Way!