Terms of Service - Buyer (US)
October 10, 2011
These Terms of Service are a legal agreement, between you, Google Inc. and Google Payment Corporation, a wholly-owned subsidiary of Google Inc., that governs your access to and use of Google Wallet. The services described in Section 3 ('Mobile Wallet') are provided by Google Inc., not Google Payment Corporation, and the services described in Section 2 ('Processing Services') are provided by Google Payment Corporation. Please review these Terms of Service before you decide whether to accept them and continue with the registration process.
By agreeing to these Terms of Service, you represent that you are:
18 years old or older; and
capable of entering into a legally binding agreement.
If you are a business entity, you also represent that you are:
duly authorized to do business in the country or countries where you operate; and
your employees, officers, representatives, and other agents accessing Google Wallet are duly authorized to access Google Wallet and to legally bind you to these Terms of Service and all transactions conducted under your username and password.
Table of Contents:
Definitions
Processing Service
Mobile Wallet
Limitations on Use of the Services
Privacy
Username and Password Information
Electronic Communications
Termination of Service
Responsibility for Taxes
No Endorsement of Products
Indemnification
Disclaimer
Limitation of Liability; Force Majeure
Governing Law
Notice
Modification of the Terms of Service.
Assignment
Survival
Other Provisions
1. Definitions.
The following defined terms appear in these Terms of Service.
'Buyer': A Customer that uses the Processing Service to purchase goods and/or services from Sellers.
'Carrier': A mobile telephone operator approved by GPC that offers a Carrier Billing Account.
'Carrier Billing Service': The payment process whereby GPC, on behalf of Seller, submits a Payment Transaction to the Carrier for billing to the Buyer's Carrier Billing Account.
'Carrier Billing Account': The monthly or other periodic billing account provided to you by your Carrier that you register with the Processing Service to fund certain Payment Transactions.
'Customer': A person that registers with the Processing Service as a Buyer or a Seller.
'Google' means Google Inc.
'Google Web Sites': The web site pages of Google, a Google affiliate or a Google-affiliated or partner company.
'GPC': Google Payment Corporation
'Mobile Wallet': The Google Wallet features that enable you to (i) make purchases at participating retail locations using a smartphone with near-field communication ('NFC') capabilities; and (ii) make purchases on participating merchant websites from the mobile browser on your smart phone.
'Online Card Processing Service': The service by which GPC holds a Buyer's registered Payment Instrument information and, at the time of a Buyer's purchase from a Seller, GPC provides such information to the Seller (or the Seller's card processor, including potentially GPC itself) for processing through the card networks to the issuer of the Payment Instrument for approval and financial settlement through the card system to the Seller.
'Payment Instrument': The credit card, debit card or Carrier Billing Account that is registered by a Customer with the Processing Service to facilitate the processing of Payment Transactions. A Payment Instrument must be associated with a billing address in a country where the Processing Service is made available.
'Payment Transaction': The processing of a payment through the Processing Service that results in the debiting or charging of the Purchase Amount to a Buyer's Payment Instrument by a Seller that is registered with GPC to receive payment processing services.
'Processing Service': The Online Card Processing Service and the Carrier Billing Service.
'Product': Any merchandise, good or service that a Buyer may purchase using the Service.
'Purchase Amount': The dollar amount of a Payment Transaction to pay for a Product, and any related fees, taxes or shipping charges, as applicable.
'Seller': A Customer that uses the Processing Service to process Payment Transactions from Buyers.
'Services': The Google Wallet products and services described in these Terms of Service that facilitate (i) the Processing Service, and, (ii) the Mobile Wallet.
'We', 'us': Google Inc. and Google Payment Corporation.
'You', 'you': A person that applies to, or registers to use, or uses, the Services.
2. The Processing Service.
2.1 Getting Started with the Processing Service.
In order to use the Processing Service, you must complete all required information elements on the Processing Service registration web pages. You must register a valid credit or debit card or Carrier Billing Account as a Payment Instrument to make Payment Transactions and pay fees and other obligations arising from your use of the Processing Service. You must provide current, complete and accurate information and maintain it as current and accurate. GPC may require you to provide additional information as a condition of continued use of the Processing Service, or to assist in determining whether to permit you to continue to use the Service.
You authorize GPC to confirm that your Payment Instrument is in good standing with the issuing financial institution and/or Carrier (as applicable), including, but not limited to, by submitting a request for a payment authorization and/or a low dollar credit and/or debit to the Payment Instrument, in accordance with the relevant card association or Carrier rules as applicable. You also authorize GPC to obtain from time to time a credit report and/or to otherwise make credit or other background inquiries as GPC deems appropriate to evaluate your registration for or continued use of the Processing Service
GPC, in its sole and absolute discretion, may refuse to approve or may terminate existing registrations with or without cause or notice, other than any notice required by any applicable law, and not waived herein.
2.2 Online Card Processing Service.
The Online Card Processing Service facilitates a credit or debit card purchase by a Buyer from a Seller that is registered with GPC to receive certain merchant payment processing services. The Online Card Processing Service stores information from Buyers, such as their Payment Instruments and shipping information. GPC processes Payment Transactions on behalf of Sellers, as the agent of the Seller, through the appropriate credit card or debit card network or through a participating Carrier, as applicable. When Buyer chooses to pay for goods or services with the Processing Service, Buyer authorizes the Seller to submit charges (and, in the case of refunds, credits) to Buyer's registered Payment Instrument. GPC will assist the Seller in accessing the card networks and processing the card transaction. Purchases made through the Online Card Processing Service are also subject to the terms and conditions governing Buyer's Payment Instrument between Buyer and the issuer of the Payment Instrument. Buyer is responsible for any charges and related fees that may be imposed under the Payment Instrument terms and conditions a result of Buyer's use of a Payment Instrument.
GPC may delay payment processing of suspicious transactions or transactions which may involve fraud, misconduct, or violate applicable law, these Terms of Service, or other applicable GPC policies, as determined in GPC's sole and absolute discretion. Buyer authorizes the charge or debit to Buyer's Payment Instrument, by GPC as agent of the Seller, as necessary to complete processing of a Payment Transaction. Buyer also authorizes the crediting to Buyer's Payment Instrument, by GPC as agent of the Seller, in connection with reversals, refunds, or adjustments through the Processing Service by a Seller.
You acknowledge and agree that your purchases of Products are transactions between you and the Seller, and not with GPC, Google or any of their affiliates. Neither GPC nor Google are a party to your purchase of Products, and GPC, Google, or other GPC affiliates are not a buyer or a seller in connection with any Payment Transaction, unless expressly designated as such in the listing of the Product on a Google Web Site.
2.3 Carrier Billing Service.
Certain Sellers that use the Processing Service may permit you to have your purchase billed to your Carrier Billing Account. These additional terms apply when you use Carrier Billing through the Processing Service:
Registering your Carrier Billing Account as a payment option requires your mobile telephone number, name and billing address of the Carrier Billing Account associated with that number. You consent to your Carrier providing this information to GPC, and you will review the information during sign-up for Carrier Billing, and correct any inaccuracies. This information will be used by GPC for the purpose of establishing your Carrier Billing Account as a Payment Instrument in your Google Wallet, and for operating the Processing Service. You also agree that GPC and your Carrier may share information with each other regarding your Carrier Billing activity in order to charge or credit your Carrier Billing Account and otherwise complete payments for purchases, reversals, refunds or adjustments of Payment Transactions, resolve disputes, provide customer support, and for other Carrier Billing-related purposes.
When you choose to pay for a transaction with Carrier Billing, you authorize the Seller and GPC, as agent of and processor for the Seller, to submit charges and credits to your Carrier, and your Carrier to make such charges and credits to your Carrier Billing Account, as necessary to complete the Payment Transaction, or to complete the reversal, refund, or adjustment of that Payment Transaction.
You can use Carrier Billing to purchase applications (e.g., downloadable or networked applications, wallpapers, ring-tones, games, and productivity tools) ('Apps') for and with your compatible device from certain merchants on Android Market. These Apps are not sold by your Carrier, Google, GPC, or Android Market. You can identify the Seller of the App at the point of purchase.
Purchases made through Carrier Billing are also subject to the terms and conditions of your Carrier Billing Account. You are responsible for any charges and related fees that may be imposed under your Carrier Billing Account terms and conditions as a result of your use of Carrier Billing.
You may contact your Carrier's customer service if you have a question about the charges or fees billed to your Carrier Billing Account. You should direct support questions regarding products, such as Android Apps, purchased through Carrier Billing to the Seller from whom you purchased the App.
None of Carrier, Google, GPC, or Android Market is responsible for any product (including an App) purchased with Carrier Billing, including download, installation, use, transmission failure, interruption, or delay, refunds, third party advertisements you may encounter while using the product or App, alterations any App may make to the functionality of your device, including any changes that may affect your Carrier's plan, service, or billing, or any content or website you may be able to access through the App.
2.4 One Time Wallet Account.
Where offered by a Seller, you may use the Processing Service to make a Payment Transaction through a one-time Google Wallet Buyer account, also referred to as a 'One Time Account', 'Guest Account' or a similar name. If you make a Payment Transaction through a One Time Account, these Terms of Service apply except:
You will create the One Time Account at the time you make the Payment Transaction and you can use the One Time Account only for that single Payment Transaction.
You will not create a username or password for the One Time Account.
Information about a Payment Transaction made through the One Time Account will be accessible at the time of the Payment Transaction and subsequently through a dedicated webpage link provided to you.
Information about a Payment Transaction made through a One Time Account will not be accessible through any other Google Wallet account you may have.
2.5 Permissible Payment Transactions.
You may only use the Processing Service to process a Payment Transaction for a Product that is purchased from a Seller through a legitimate, bona fide sale of the Product. The Processing Service may not be used to process a Payment Transaction, or otherwise transfer money between a Buyer and Seller, that is unrelated to a purchase of a Product. The Processing Service may not be used to receive cash advances from Sellers or to facilitate the purchase of cash equivalents (travelers checks, prepaid cards, money orders, etc.). You may not use the Processing Service to process Payment Transactions in connection with the sale or exchange of any illegal goods or services or any other underlying illegal transaction.
You agree that you will not use the Processing Service to process Payment Transactions for any Products that violate these Terms of Service, other policies or rules applicable to the Processing Service, or applicable law. The current policy that establishes the Products and other transactions that may not be paid for with the Processing Service is provided here. Failure to comply with these limitations may result in suspension or termination of your use of the Processing Service.
2.6 Service Fees.
GPC does not charge a fee to use the Processing Service as a Buyer. The financial institution that issues, or the Carrier that provides, your Payment Instrument may charge a fee in connection with the debiting or charging of the Payment Instrument resulting from the Payment Transaction. You should consult the terms and conditions governing your Payment Instrument for more information about any such fees.
2.7 Disputes.
GPC will provide various tools to assist Customers in communicating with each other to resolve a dispute that may arise between Buyers and Sellers with respect to their transaction. If Customers are unable to resolve a dispute, GPC can mediate disputes between buyers and sellers if either party requests assistance. If this occurs, GPC will review the dispute and propose a non-binding solution, if appropriate. For more detailed information, please see our Frequently Asked Questions.
GPC may offer a feedback or other ranking system on the Processing Service to assist you in evaluating other Customers of the Service. You acknowledge that any such feedback or ranking system represents solely the opinion of other Customers of the Processing Service, and is not an opinion, representation, or warranty by GPC with respect to other Customers of the Processing Service.
You agree to release, GPC, Google, and other GPC affiliates, and their agents, contractors, officers and employees, from all claims, demands and damages (actual and consequential) arising out of or in any way connected with a dispute. You agree that you will not involve GPC in any litigation or other dispute arising out of or related to any transaction, agreement, or arrangement with any Seller, other Buyer, advertiser or other third party in connection with the Service. If you attempt to do so, (i) you shall pay all costs and attorneys' fees of GPC, Google, and other GPC affiliates and shall provide indemnification as set forth below, and (ii) the jurisdiction for any such litigation or dispute shall be limited as set forth below. However, nothing in these Terms of Service shall constitute a waiver of any rights, claims or defenses that you may have with respect to a Payment Transaction under the Buyer's card issuer agreement or Carrier Billing Account terms and conditions, the card association rules or applicable state and federal laws, such as the federal Truth in Lending Act or the Electronic Fund Transfer Act.
If you are a California resident, you hereby expressly waive California Civil Code §1542, which states: '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.'
2.8 Refunds.
If you believe your Google Wallet account has been opened or used in an unauthorized manner in connection with a Payment Transaction, please see our fraud protection process. Also, please see our Frequently Asked Questions for more information on how GPC protects you from fraud.
Except as set forth in these Terms of Service, all Payment Transactions processed through the Processing Service are non-refundable to Buyer by GPC and are non-reversible by Buyer through the Processing Service. You may have additional refund or charge-back rights under your Payment Instrument issuer agreement or applicable state and federal laws. You should review your periodic statement received from the issuer of your Payment Instrument which will reflect all purchase transactions through the Processing Service.
2.9 Unclaimed Property.
If GPC is holding funds due to you arising from a Payment Transaction processed through the Processing Service or otherwise, and GPC is unable to contact you and have no record of your use of the Processing Service for several years, applicable law may require GPC to report these funds as unclaimed property. If this occurs, GPC will try to locate you at the address shown in our records, but if GPC is unable to locate you, it may be required to deliver any such funds to the applicable state as unclaimed property. GPC reserves the right to deduct a dormancy fee or other administrative charges from such unclaimed funds, as permitted by applicable law.
2.10 GPC Not a Banking Institution.
GPC processes Payment Transactions through the Processing Service as an agent of and on behalf of Sellers. GPC is not a bank or other chartered depository institution. Funds held by GPC or its service providers (including any bank service providers) in connection with the processing of Payment Transactions are not deposit obligations of Buyer and are not insured for the benefit of Buyer by the Federal Deposit Insurance Corporation or any other governmental agency.
3. The Mobile Wallet.
3.1 General Description.
The Mobile Wallet consists of two components: (a) the Mobile Wallet application residing on your smartphone (the 'Mobile Wallet Application') and (b) the Mobile Wallet service hosted on Google servers (the 'Mobile Wallet Service'). For the avoidance of doubt, the Mobile Wallet is offered by Google, Inc., not GPC. Section 3 of these Terms of Service describes Google's provision of the Mobile Wallet to you.
(a) Mobile Wallet Application. The Mobile Wallet Application enables you to (a) store one or more payment methods, offers, reward program items and/or other related items on your eligible NFC mobile device, and (b) present these payment methods, offers, and/or reward program items to a participating merchant for use in purchase or redemption transactions. The Mobile Wallet Application also gives you access to information stored on your mobile device related to these payment methods, offers, and/or reward program items. This may include access to payment method transaction history or available balance information. The Mobile Wallet Application may also be enabled for non-NFC mobile devices, in which case the Mobile Wallet Application may have reduced functionality.
(b) Mobile Wallet Service. The Mobile Wallet Service may enable you to store on Google's servers and access your offers, reward program items, payment method transaction history or available balance information and payment credentials. The Mobile Wallet Service also gives you the ability to make purchases on participating merchant websites from your smartphone using payment methods stored on Google's servers.
3.2 Getting Started with Mobile Wallet.
In order to use the Mobile Wallet, you must (i) be a resident of the United States, (ii) link Mobile Wallet to your Google account and (iii) if you are using the Mobile Wallet Application, set a PIN code. You are responsible for maintaining the confidentiality of your PIN code. You agree to notify Google immediately of any unauthorized use of Mobile Wallet or any other breach of security regarding the Mobile Wallet of which you have knowledge.
3.3 Using the Mobile Wallet Application.
The Mobile Wallet Application enables you to store account information for one or more payment cards, merchant gift cards and other prepaid payment methods, and/or other financial accounts (each, a 'Payment Method') on your NFC mobile device to use for purchases at participating merchants.
(a) Storing Payment Methods. Using the Mobile Wallet Application, you may store on your NFC mobile device either (i) an eligible payment card issued by a financial institution and branded with a payment network's brand ('Network-Branded Card'), (ii) a Merchant-branded credit card ('Merchant-Branded Card'), or (iii) a gift card ('Gift Card').
Storing Network-Branded Card. In order to store a Network-Branded Card on your NFC mobile device, you will need to provide the information requested by your financial institution through the Mobile Wallet Application in order to authorize your financial institution to load your Network-Branded Card credentials to and store them on the NFC mobile device. Whether or not to do so is at the discretion of your financial institution, not Google.
Storing Merchant-Branded Card. In order to store a Merchant-Branded Card on your NFC mobile device, you will need to provide the information requested by the merchant via the Mobile Wallet Application in order to authorize the merchant to load your Merchant-Branded Card credentials to and store them on the NFC mobile device. Whether or not to do so is at the discretion of the merchant, not Google.
Storing Gift Card. In order to store a Gift Card on your NFC mobile device, you will need to provide the information requested by the Mobile Wallet Application.
(b) Transacting with a Payment Method. In order to use a Payment Method available in the Mobile Wallet Application to purchase Products from a participating merchant, follow the instructions on your Mobile Wallet Application to log in and then place your NFC mobile device near the merchant's NFC reader. By placing your mobile device near the merchant's NFC reader, you authorize the information for your selected Payment Method to be transferred from your NFC mobile device to the merchant for use in processing the payment for the merchant's Products. The selected Payment Method will be used to pay for the merchant's Products in lieu of your presenting another physical payment card or device.
You acknowledge that Payment Method information stored using Mobile Wallet is provided to the merchant by you (not by Google) and contains personal financial information. Google does not make any representation or verify that your Payment Method is in good standing or that the issuer of your Payment Method will authorize or approve any purchase of Products from a merchant when you use the Mobile Wallet in connection with that purchase.
3.4 Offers and Reward Program Items.
Mobile Wallet also enables you to store information on your mobile device for offers, coupons, or other valuable content that can be redeemed at a participating merchant for Products (each, an 'Offer') and/or for reward program points, or other incentives from participating merchants (each, a 'Reward Program Item').
(a) Saving an Offer to Mobile Wallet. Offers may be presented to you on Google online properties (websites) or participating third party websites, through the Mobile Wallet Application or at a merchant's physical location. If you are logged into your Google account, you may select an Offer and store the Offer on your mobile device for redemption at the participating merchant, which will also be stored in the Mobile Wallet Service.
(b) Storing Reward Program Items. In order to store Reward Program Items in Mobile Wallet, you must provide all information required by Mobile Wallet.
(c) Redemption of an Offer/Reward Program Item. In order to redeem an Offer and/or Reward Program Item stored in Mobile Wallet at a participating merchant, you must, at the request of the merchant, either (i) permit the merchant to read the Offer and/or Reward Program Item off the screen of the mobile device, or (ii) place the mobile device near the NFC reader. By presenting your mobile device to the merchant, you authorize the information regarding the Offer and/or Reward Program Item to be transferred from your mobile device to the merchant for redemption. The redemption is processed by the merchant at its discretion, in accordance with the merchant's terms and conditions for the Offer and/or Reward Program Item, as applicable. If you have questions regarding redemption of an Offer and/or Reward Program Item, please contact the merchant.
3.5 Using the Mobile Wallet Service.
(a) Storing Payment Methods. Through the Mobile Wallet Service, Mobile Wallet may enable you to store and access Payment Method, Offer, or Reward Program Item information, including balance and transaction information, on Google's servers. You can store a Payment Method with the Mobile Wallet Service by providing the information requested on the Mobile Wallet Service sign-up page, including payment credentials and billing address. If you have already stored a Payment Method through the Processing Service, that Payment Method will be available for use with the Mobile Wallet Service. The Mobile Wallet will also synchronize your existing Payment Methods between the Mobile Wallet Service and the Mobile Wallet Application.
(b) Transactions with a Payment Method. In order to use a Payment Method stored by the Mobile Wallet Service to purchase Products from a participating merchant, you need to click the Google Wallet button on the merchant website when you are completing your online transaction. By clicking the Google Wallet button, you authorize the information for your selected Payment Method to be transferred from the Mobile Wallet Service to the merchant for their use in processing the payment for the merchant's Products. You may be required to provide additional payment credential information to complete the transaction. Google does not make any representation or verify that your Payment Method is in good standing or that the issuer of your Payment Method will authorize or approve any purchase of Products from a merchant when you use the Mobile Wallet Service in connection with that purchase.
3.6 Communication with Issuers.
By electing to use Mobile Wallet, you authorize Google or the Mobile Wallet Application, as applicable, to communicate with the issuer of your Payment Method, Offer or Reward Program Item to obtain any information required by that issuer. An issuer that provides this information does not endorse and is not responsible for Mobile Wallet.
3.7 Third Party Providers.
Google may have arranged for third party providers to provide products or services to you through the Mobile Wallet ('Third Party Providers'). In order to use these products or services, you may be required to agree to additional terms and conditions from those Third Party Providers, and may be subject to additional requirements of the Third Party Provider. By agreeing to these Terms of Service you hereby agree to any Third Party Provider terms that apply to your use of such products and services through Mobile Wallet, http://www.google.com/wallet/thirdpartyterms.html, which may be updated from time to time. For avoidance of doubt, these Third Party Provider terms are between you and the applicable Third Party Provider, not Google.
3.8 Google-branded Prepaid Card.
You may choose to have a Google-branded prepaid card issued to you through the Mobile Wallet. The Google-branded prepaid card is issued to you by a Third Party Provider financial institution, not Google. By accepting these Terms of Service, you also agree to the Terms of Service and Privacy Policy for the Google-branded Prepaid Card located here, www.firstdata.com/moneynetwork/terms/google/meta/, which may be updated from time to time. For avoidance of doubt, these financial institution terms are between you and the applicable financial institution, not Google.
USA PATRIOT ACT NOTICE: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each individual or business that opens an account or requests credit. When an individual opens an account, or requests credit, a financial institution will ask for their name, address, date of birth, Social Security Number and other information that allows the financial institution to identify them. The financial institution may also ask to see their driver's license or other identifying documents. When a business opens an account or requests credit, the financial institution will ask for the business name, business address, Employer Identification Number, and other information that allows the financial institution to identify the business and signatories. The financial institution may also ask to see other identifying documents showing existence of the business.
3.9 Google Is Not a Banking Institution, Issuer, or Processor.
Mobile Wallet provides you with the ability to store Payment Methods, Offers, and Reward Program Items, and to communicate such information to participating merchants. Google is not a bank or other chartered depository institution. Google is not an issuer of any Payment Method, Offer, or Reward Program Item. Your purchases of Products and/or redemptions of Offers or Reward Program Items using Mobile Wallet are transactions between you and the merchant, and not with Google Inc. or any Google affiliates. Google is not a party to your purchase of Products or redemption of Offers or Reward Program Items. With respect to Mobile Wallet transactions, all payment processing is handled solely by the merchant, and Google is not involved in the merchant's processing of the payment.
These Terms of Service do not amend or otherwise modify your agreement with the issuer of your Payment Method, Offer, or Reward Program Item, and you are responsible for ensuring your use of the Mobile Wallet complies with such agreements. You also are responsible for all charges and/or debits to your Payment Method resulting from purchases of Products or redemptions of Offers or Reward Program Items using the Mobile Wallet, in accordance with such agreements. In the event of any inconsistency between these Terms of Service and your agreement with the issuer of your Payment Method, Offer, or Reward Program Item, these Terms of Service govern the relationship between you and Google solely with respect to Mobile Wallet, and your agreement with the issuer of your Payment Method, Offer, or Reward Program Item governs the relationship between you and the issuer of the Payment Method, Offer, or Reward Program Item. You acknowledge and agree that you are solely responsible for the Payment Method, Offer, Reward Program Item, and other information you enter or otherwise store in the Mobile Wallet. Google is not responsible for the accuracy or availability of any information you enter or otherwise store in the Mobile Wallet, including, without limitation, whether such information is current and up-to-date.
3.10 Advertising.
Some of the features of Mobile Wallet may be supported by advertising revenue and may display advertisements and promotions. In consideration for Google granting you access to and use of Mobile Wallet, you agree that Google may place such advertising. In addition, you may have the choice to opt-in to allowing information from Mobile Wallet to be used by Google in order to present you with more relevant advertising, Offers and Reward Program Items.
3.11 Third Party Fees.
You are responsible for any fees charged by your telecommunications provider, Payment Method, Offer, or Reward Program Item issuer, merchant, or any other third party in connection with your use of Mobile Wallet.
4. Limitations on Use of Services.
We may establish general practices and limits concerning use of the Services, including without limitation individual or aggregate transaction limits on the dollar amount or number of Payment Transactions during any specified time period(s). We reserve the right to change, suspend or discontinue any aspect of the Services at any time, including hours of operation or availability of the Services or any Service feature, without notice and without liability. We also reserve the right to impose limits on certain Service features or restrict access to parts or all of the Services without notice and without liability. We may decline to process any Payment Transaction without prior notice to Buyer or Seller.
We may limit or suspend your use of one or more Services at any time, in our sole and absolute discretion. If we suspend your use of the Services, we will attempt to notify you by electronic mail. Suspension of your use of the Services will not affect your rights and obligations pursuant to these Terms of Service arising before or after such suspension.
The Mobile Wallet Application is intended for use on mobile devices and Android operating systems as provided to you directly by Google or your mobile carrier. You are strictly prohibited from using the Mobile Wallet Application on a mobile device or Android operating system that has been modified or customized in any way. You bear sole responsibility for such unauthorized use of the Mobile Wallet Application on a modified mobile device or Android operating system.
5. Privacy.
You understand and agree that personal information provided to Google or GPC in connection with the Services is subject to the Google Wallet Privacy Policy: http://wallet.google.com/files/privacy.html. By agreeing to these Terms of Service you hereby agree to the Google Wallet Privacy Policy, which may be updated from time to time. You understand and agree that, to the extent permitted by law, any data you provide to GPC in connection with the Services may be shared with Google and, conversely, any data you provide to Google in connection with the Services may be shared with GPC.
You may opt-in to providing location data through your mobile device so that Mobile Wallet can provide you with more relevant advertising, payment information, Offers or Reward Program Items based on your location. If you opt-in to providing location data, you consent to the collection, use, sharing, and onward transfer of location data, as further set forth in the Google Wallet Privacy Policy. Google may receive information through your mobile device about your actual location (such as GPS signals sent by your mobile device) or information that can be used to approximate a location (such as a cell ID).
6. Username and Password Information.
You are responsible for: 1) maintaining the confidentiality of your username and password, 2) any and all transactions by persons that you give access to or that otherwise use such username or password, and 3) any and all consequences of use or misuse of your username and password. You agree to notify us immediately of any unauthorized use of your username or password or any other breach of security regarding the Services of which you have knowledge.
If you are a business entity, you agree that all officers, employees, agents, representatives and others having access to the username and/or password shall be vested by you with the authority to use the Services and legally bind you. You shall be responsible for all actions by current and former officers, employees, agents, representatives and others, regardless of whether authorized by you, that access the Services using the business' user name and password.
7. Electronic Communications.
Google, GPC and Third Party Providers may communicate with you by means of electronic communications, including (a) posting a notice or communicating to you through the Services, (b) sending electronic mail to the email address you provided during registration, or (b) posting notices or communications on a Google, GPC or Third Party Provider web site. You agree that the following may be communicated to you by means of electronic communications: the Terms of Service and Privacy Policy (and revisions or amendments), the Third Party Provider terms, notices or disclosures, payment authorizations, and any other matter relating to your use of Google Wallet or Third Party Provider products and services.
You should maintain copies of electronic communications by printing a paper copy or saving an electronic copy as applicable. Electronic communications shall be deemed received by you when they are posted or communicated to you through the Services, sent to the email address you provided at the time of registration or as revised by you thereafter in accordance with these Terms of Service, or when the electronic communication is posted on a Google or Third Party Provider web site, as applicable.
For those communications or records that GPC, Google or a Third Party Provider are otherwise required under applicable law to provide in a written paper form to you, you agree that such communications or records may be provided by means of electronic communications. The following additional terms will apply to such electronic communications: (a) you may contact GPC, Google or the Third Party Provider, as applicable, to request another electronic copy of the electronic communication without a fee; (b) you may request a paper copy of such an electronic communication, and GPC, Google or the Third Party Provider, as applicable, reserves the right to charge a fee to provide such paper copy; (c) you may contact Google through the contact page to update your registration information used for electronic communications or to withdraw consent to receive electronic communications; and (d) we reserve the right to terminate your use of Google Wallet and the associated Third Party Provider products and services if you decline or withdraw consent to receive electronic communications.
8. Termination of Service.
We may, in our sole and absolute discretion without liability to you or any third party, terminate your use of one or more Services for any reason, including without limitation inactivity or violation of these Terms of Service or other policies we may establish from time to time.
Upon termination of your use of the Services, you remain liable for all Payment Transactions and any other obligations you have incurred. Upon termination, we have the right to prohibit your access to the Services, including without limitation by deactivating your username and password, and to refuse future access to the Services by you or if a business entity, its parent, affiliates or subsidiaries or its or their successors).
9. Responsibility for Taxes.
The reporting and payment of any applicable taxes arising from the use of the Services is your responsibility. You hereby agree to comply with any and all applicable tax laws in connection with your use of the Services, including the reporting and payment of any taxes arising in connection with Payment Transactions made through the Processing Service.
10. No Endorsement of Products.
GPC and Google do not represent or endorse, and shall not be responsible for: (a) the reliability or performance of any Seller, merchant or Third Party Provider; (b) the safety, quality, accuracy, reliability, integrity or legality of any Product, Offer or Reward Program Item; (c) the truth or accuracy of the description of any Product, Offer, or Reward Program Item, or of any advice, opinion, offer, proposal, statement, data or other information (collectively, 'Content') displayed or distributed, purchased or paid through the Service, or the Google Web Sites; or (d) your ability to buy or redeem Products, Offers or Reward Program Items using the Services. GPC and Google hereby disclaim any liability or responsibility for errors or omissions in any Content in the Services. GPC and Google reserve the right, but shall have no responsibility, to edit, modify, refuse to post or remove any Content, in whole or in part, that in its sole and absolute discretion is objectionable, erroneous, illegal, fraudulent or otherwise in violation of these Terms of Service.
11. Indemnification.
You agree to indemnify, defend and hold harmless GPC, Google, and their subsidiaries and other affiliates, and its and their directors, officers, owners, agents, co-branders or other partners, employees, information providers, licensors, licensees, consultants, contractors and other applicable third parties (including without limitation Paymentech, L.P. and relevant Customers) (collectively 'Indemnified Parties') from and against any and all claims, demands, causes of action, debt or liability, including reasonable attorneys fees, including without limitation attorneys fees and costs incurred by the Indemnified Parties arising out of, related to, or which may arise from: (i) your use of the Services; (ii) any breach or non-compliance by you of any term of these Terms of Service or any GPC Party policies; (iii) any dispute or litigation caused by your actions or omissions; or (iv) your negligence or violation or alleged violation of any law or rights of a third party.
12. Disclaimer.
THE SERVICES, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS, AND INFORMATION MADE AVAILABLE ON, PROVIDED IN CONNECTION WITH OR ACCESSIBLE THROUGH THE SERVICES, ARE PROVIDED 'AS IS.' TO THE FULLEST EXTENT PERMISSIBLE BY LAW, GPC, GOOGLE, AND THEIR SUBSIDIARIES AND OTHER AFFILIATES, AND THEIR AGENTS, CO-BRANDERS OR OTHER PARTNERS (COLLECTIVELY, 'GPC PARTIES'), MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER FOR THE SERVICES OR THE CONTENT, MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SERVICES, OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SERVICES. EACH GPC PARTY DISCLAIMS WITHOUT LIMITATION, ANY WARRANTY OF ANY KIND WITH RESPECT TO THE SERVICES, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. THE GPC PARTIES DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. THE GPC PARTIES SHALL NOT BE RESPONSIBLE FOR ANY SERVICE INTERRUPTIONS, INCLUDING, BUT NOT LIMITED TO, SYSTEM FAILURES OR OTHER INTERRUPTIONS THAT MAY AFFECT THE RECEIPT, PROCESSING, ACCEPTANCE, COMPLETION OR SETTLEMENT OF PAYMENT TRANSACTIONS OR THE SERVICES.
THE GPC PARTIES ARE NOT RESPONSIBLE FOR THE ACCURACY OF ANY PAYMENT METHOD, OFFER, OR REWARD PROGRAM ITEM INFORMATION, INCLUDING, WITHOUT LIMITATION, WHETHER SUCH INFORMATION IS CURRENT AND UP-TO-DATE. WITHOUT LIMITING THE GENERALITY OF THE PRECEDING SENTENCE, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT SUCH INFORMATION IS REPORTED BY THE ISSUER AS OF A PARTICULAR TIME ESTABLISHED BY THE ISSUER AND MAY NOT ACCURATELY REFLECT YOUR CURRENT TRANSACTIONS, AVAILABLE BALANCE, OR OTHER ACCOUNT OR PROGRAM DETAILS AT THE TIME THEY ARE DISPLAYED TO YOU THROUGH THE SERVICES OR AT THE TIME YOU MAKE A PURCHASE OR REDEMPTION. YOU MAY INCUR FEES, SUCH AS OVERDRAFT FEES OR OTHER CHARGES AS A RESULT OF SUCH TRANSACTIONS, PER YOUR AGREEMENT WITH YOUR PAYMENT METHOD, OFFER, OR REWARD PROGRAM ITEM ISSUER, OR YOUR ATTEMPT TO MAKE A PURCHASE OR REDEMPTION MAY NOT BE SUCCESSFUL.
13. Limitations of Liability; Force Majeure.
IN NO EVENT SHALL ANY GPC PARTY BE RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY CIRCUMSTANCES FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY, DAMAGES OR LOSSES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES WHICH MAY BE INCURRED IN CONNECTION WITH ANY GPC PARTY OR THE SERVICES, OR ANY GOODS, SERVICES, OR INFORMATION PURCHASED, RECEIVED, SOLD, OR PAID FOR BY WAY OF THE SERVICES, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF THE GPC PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. IN NO EVENT SHALL THE GPC PARTIES' TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT EXCEED THE NET FEES GPC HAS ACTUALLY RECEIVED AND RETAINED FROM THE YOUR VALID PAYMENT TRANSACTIONS DURING THE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CLAIM. Each party acknowledges that the other party has entered into these Terms of Service relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties. In addition to and without limiting any of the foregoing, no GPC Party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action or acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures and Internet disturbances.
14. Governing Law.
These Terms of Service shall be governed by the laws of California, except for California's choice of law rules, and applicable federal United States laws. Each party agrees to submit to personal and exclusive jurisdiction of the courts located in Santa Clara County, California. The parties specifically exclude from application to the Terms of Service the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.
15. Notice.
In addition to the electronic communications authorized under the Section entitled, 'Electronic Communications', statements, notices and other communications to you may be made by mail, email, postings on the Google Web Sites or other reasonable means. We may also provide notices of changes to the Terms of Service or other matters by displaying links to notices on the Google Web Sites. Notice to GPC and Google may be made by mail to:
Google Inc.
Attn: Google Wallet
1600 Amphitheatre Parkway
Mountain View, CA 94043
16. Modification of Terms of Service.
We have the right, in our sole and absolute discretion, to change, modify, or amend any portion of these Terms of Service at any time by posting notification here or otherwise communicating the notification to you. The changes will become effective, and shall be deemed accepted by you, after the initial posting and shall apply on a going-forward basis with respect to transactions initiated after the posting date. In the event that you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services.
17. Assignment.
You may not assign these Terms of Service or any rights or obligations hereunder, by operation of law or otherwise, without our prior written approval and any such attempted assignment shall be void. We reserve the right to freely assign these Terms of Service and the rights and obligations hereunder, to any third party without notice or consent. Subject to the foregoing, these Terms of Service shall be binding upon and inure to the benefit of the parties hereto, their successors and permitted assigns.
18. Survival.
Upon termination of your use of the Services or termination of these Terms of Service for any reason, in addition to this section, the following sections shall survive termination: 2.2, 2.7 through 2.10, 3.9, and 7 through 19.
19. Other Provisions.
The failure of GPC or Google to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of these Terms of Service shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms of Service shall otherwise remain in full force and effect and remain enforceable between the parties. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. These Terms of Service, including GPC's or Google policies governing the Services referenced herein, constitutes the entire agreement between you and GPC with respect to the use of the Services. These Terms of Service is not intended and shall not be construed to create any rights or remedies in any parties other than you and GPC, Google, and other GPC affiliates which each shall be a third party beneficiary of these Terms of Service, and no other person shall assert any rights as a third party beneficiary hereunder.
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