Fraud
Control Terms of Service
This document was last updated on February 29, 2024.
Introduction
Thank you for using the Fraud Control app
provided by Fraud Control, Inc. (“Fraud Control”). Fraud Control’s
mission is to arm e-commerce business owners with information / knowledge
needed to combat fraudulent activities with real-time notification automation.
The term “Service” as used in these Terms of Service (“Terms”) means Fraud
Control’s notification apps and all related products, services, software,
technologies, deliverables and tools provided by Fraud Control.
Fraud Control is willing to provide the Service
to you only on the condition that you first accept these Terms. By
accessing, registering for, or using the Service, or by accepting these Terms
through an “I Accept” checkbox or similar method, you agree to these Terms.
These Terms along with any Order (as defined
below) constitute a legally binding agreement between you and Fraud Control.
Please read these Terms
carefully and, if you wish, print or save a copy for your records. If you do
not agree with these Terms, you may not access or use the Service.
If you are accepting these Terms in connection
with your employment by an entity, these Terms are binding both on you and such
entity, and you represent that you are duly authorized to bind that entity to
these Terms.
Changes
to These Terms
Fraud Control may change these Terms from time
to time. When these changes are made, Fraud Control will make a new copy of
these Terms available through the Service. You understand and agree that your
use of the Service after the date on which these Terms have changed constitutes
your acceptance of the updated Terms.
Orders
You may gain access to the Service through your
acceptance of an online Service sign-up page, or printed order, or other
document that references these Terms (each, an “Order”). An Order may
specify or reference applicable fees, the number of store orders with which the
Service may be used, how long you are authorized to use the Service, and
supplemental terms. You agree that details regarding the Service, usage
levels, and billing are as specified on Fraud Control’s help center and/or web
site apply to each Order and may be updated from time to time by Fraud Control.
Changes
to the Service
Fraud Control may, with or without notice, add
features to the Service, change the Service, or remove features of the Service,
at any time.
Your
Account
Your account (including any account associated
with an app that the Service connects to or work with, and associated user name
and password, your “Account”) for access to the Service is for your personal
use only. You may not authorize others to use your Account, and you may not
assign or transfer your right to use the Service. You agree to keep your
Account details confidential.
You are responsible for all activities, charges,
and liabilities related to the Service and associated with your Account. You
agree to immediately notify Fraud Control of any unauthorized use of your
Account related to the Service of which you are aware.
You shall take all reasonable precautions
necessary to safeguard against unauthorized access and use of the Service
through your Account.
Term and
Termination
These Terms and your right to use the Service
remain in effect for the time period specified in the applicable Order (the
“Initial Term”), unless terminated earlier in accordance with these Terms.
If no time period is specified in the Order, then the Initial Term will
be for one month.
Except as otherwise specified in an Order,
subscriptions for the Service will automatically renew for additional periods
equal in length to the expiring subscription term (each, a “Renewal Term”)
unless either party provides notice of non-renewal prior to commencement of the
next Renewal Term. As used herein, “Term” means the Initial Term and all
Renewal Terms.
If either party materially breaches these Terms,
and such breach is not cured within thirty (30) days after written notice of
the breach from the other party, then the other party may terminate these
Terms. In addition, Fraud Control may suspend the Service (or any portion
thereof) upon notice to you if you breach these Terms.
Any of these Terms that by their nature are
intended to survive any termination or expiration of this Agreement, will so
survive.
In order to protect the
integrity of the Service, Fraud Control reserves the right at any time in its
sole discretion to block individual users from accessing the Service.
Your Use
of the Service
During the Term, Fraud Control grants you a
limited, non-exclusive, non-transferable license only to access and to use the
Service for your own personal use, subject to your compliance with these Terms.
You may not use the Service for any other purpose, or after the end of the
Term.
You shall provide, at your own expense, suitable
equipment, software, and internet access as necessary to access and use the
Service.
Fraud
Control Materials and Intellectual Property
Fraud Control and its licensors own and retain
all right, title, and interest in and to the Service, all underlying technology
and algorithms used with or otherwise enabling the Service, and all software
and content available within the Service (collectively, “Fraud Control
Materials”), including all associated trademarks, copyrights, and other
intellectual property rights. Nothing in these Terms transfers any such
rights, title or interest to you or any other user, and Fraud Control reserves
all rights not expressly granted to you.
You agree not to remove,
conceal, or alter any proprietary rights notices (including copyright and
trademark notices) contained within the Fraud Control Materials. You may
not (and you may not permit anyone else to) extract, copy, modify, reverse
engineer, decompile, or otherwise attempt to access or use the source code of
the software underlying or otherwise used to provide the Service or any part
thereof.
Any applicable trademarks, service marks, trade
names, logos and graphics associated with the Service (“Marks”) are
trademarks of Fraud Control and its licensors. You may not use any Marks
without the prior written consent of Fraud Control. You agree that any
breach of your obligations with respect to Fraud Control’s and its licensors’
proprietary or intellectual property rights will result in irreparable injury
to Fraud Control and its licensors for which money damages are inadequate, and
you therefore agree that Fraud Control and its licensors shall be entitled to
seek injunctive relief to address such breach, without the requirement of
posting a bond, in addition to any other relief that a court may deem proper.
Data
You shall retain ownership of data and
information that is entered into the Service by you and by Authorized Users,
including data and information imported into the Service by you from other
systems that you use (“Your Data”). Your Data excludes Operational Data,
as defined below.
You grant to Fraud Control a transferable (to Fraud
Control’s successor), non-exclusive, worldwide license to use Your Data for the
purpose of providing the Service. You acknowledge that Your Data will be stored
and processed in the United States. You represent and warrant that: (i) you
either own Your Data or are otherwise permitted to grant the license set forth
in this paragraph; (ii) the use of Your Data on or through the Service does not
violate the privacy rights, publicity rights, copyrights, contract rights,
intellectual property rights, or any other rights of any person; and (iii) the
use of Your Data in the Service does not result in a breach of contract between
you and any third party.
Fraud Control retains ownership of Operational
Data. “Operational Data” means aggregated and statistical data about its
customers’ use of the Service, including without limitation performance
information related to the provision, operation or improvement of the Service.
Fees
You agree to pay the fees for the Service as
specified in the applicable Order. All fees are payable in U.S. dollars
and are nonrefundable and non-creditable. NOTE: the payment terms
in this Section apply to payments directly to Fraud Control, and not to Fraud
Control partners such as providers of apps that Fraud Control works with.
All fees may be increased upon thirty (30) days
written notice to you. Any increase in fees for the base Service will not
apply until the next renewal term.
Fees may be payable by you to a Fraud Control
business partner or reseller.
If fees are paid directly to Fraud Control,
then, unless another form of payment is specified in the Order, Fraud Control
will bill your credit card (including, for purposes of these Terms, a debit
card) for all applicable fees in advance of Service delivery. You shall provide
accurate and complete billing information, including your name, address,
telephone number, and valid credit card information, and shall promptly notify Fraud
Control of any changes in that information. You acknowledge that the agreement
between you and the applicable credit card issuer governs use of your credit
card for payment of amounts owed to Fraud Control, including your rights and
obligations as a holder of that card.
Except for taxes based on Fraud Control’s net
income, if any authority imposes a tax, duty, levy, or fee upon your use of or
orders for the Service, you shall pay that amount as specified in the Order or Fraud
Control’s invoice or supply Fraud Control with exemption documentation.
You are also responsible for paying all administrative fees (such as
PayPal fees) associated with the Service.
If Fraud Control does not receive payment from
your credit card issuer, upon demand you shall pay all overdue amounts by other
means acceptable to Fraud Control. Fraud Control may accept other forms of
payment, and if Fraud Control invoices you for Service, you shall pay to Fraud
Control the amount indicated in each invoice by the due date reflected on the
invoice.
If you fail to pay according to these Terms, Fraud
Control may, without prejudice to its other rights and remedies: (1) charge
interest on any unpaid amounts on a daily basis from the original due date at
the rate of the lesser of 1.5% per month or the maximum amount permissible by
law, (2) suspend or terminate your use and/or access to Service, or both (1)
and (2). You shall reimburse Fraud Control for all reasonable expenses Fraud
Control incurs in collecting past due amounts, including wire transfer fees,
collection agency fees, reasonable attorney’s fees, and court costs. Fraud
Control may charge a fee for reinstatement of suspended or terminated accounts.
Fraud Control may from time to time offer
Service promotions and discounts for which you may be eligible, including free
trials and promotions available for a limited time. Unless otherwise
specifically noted, Service promotional offers and discounts apply to first-time
purchasers only. Separate terms and conditions may apply to promotional
offers and discounts. If
offered, free trials of the Service may require that you register an account
and provide payment information. This enrollment may obligate you to continue
the Service beyond the expiration of the free trial period unless you take the
steps necessary to cancel your account. You should carefully consider these
obligations before attempting to enroll in any free trial.
Acceptable Use
You may only access the Service through the interface
provided by Fraud Control and for lawful purposes.
You agree to comply with the Shopify Acceptable Use Policy,
incorporated herein by reference, when using the Service. You further
represent, warrant, and agree that you will not, in connection with use of the
Service, directly or indirectly:
1. Violate the
Controlling the Assault of Non-Solicited Pornography and Marketing Act
(CAN-SPAM Act) (15 U.S.C. § 7701 et seq.) or any other laws relating to the
delivery of unsolicited electronic communications;
2. Upload, post, or otherwise transmit any content that
contains any malware, viruses, spyware, worms, adware, or other malicious code
or files;
3. Disrupt the normal flow of communication in the
Service or otherwise act in a manner that negatively affects any other users’
ability to use or benefit from the Service;
4. Interfere with or disrupt the Service or servers or
networks connected to the Service, or violate any requirements, procedures,
policies, or regulations of networks connected to the Service;
5. Access (or attempt to access) any part of the Service
through any automated means (including use of scrapers, scripts, robots,
spiders, or web crawlers), or in any way circumvent the navigational structure
or presentation of the Service;
6. Impersonate or attempt to impersonate Fraud Control
or an employee of Fraud Control or any of its affiliates, another user, or any
other person or entity, or post any information that misrepresents the
identity, characteristics or qualifications of you or any other person;
7. Use the Service for the purpose of developing,
directly or indirectly, a product or service competitive to the Service;
8. Use metatags or code or other devices containing any
reference to any Mark or the Service in order to direct any person to any other
website or Service for any purpose; or
9. Otherwise use the Service in violation of these
Terms.
Security
Fraud Control will maintain appropriate
administrative, technical and physical safeguards to protect the security,
confidentiality and integrity of Your Data.
You will: (i) use commercially reasonable
efforts to prevent unauthorized access to or use of the Service, and (ii)
notify Fraud Control immediately of any such unauthorized access and/or use of
which you become aware.
Confidential
Information
“Confidential Information” means all
information disclosed by a party (“Disclosing Party”) to the other
party (“Receiving Party”), whether orally or in writing, that is
designated as confidential or that reasonably should be understood to be
confidential given the nature of the information and the circumstances of
disclosure. Without limiting the foregoing, your Confidential Information
includes Your Data, and Fraud Control’s Confidential Information includes the
Service and associated software and technology, and the Operational Data.
However, Confidential Information will not include any information that: (i) is
or becomes generally known to the public without breach of any obligation owed
to the Disclosing Party, (ii) was known to the Receiving Party prior to its
disclosure by the Disclosing Party without breach of any obligation owed to the
Disclosing Party, (iii) is received from a third party without breach of any
obligation owed to the Disclosing Party, or (iv) is independently developed by
the Receiving Party.
The Receiving Party will use the same degree of
care to protect the Disclosing Party’s Confidential Information that it uses to
protect the confidentiality of its own similar Confidential Information, but in
no event less than reasonable care). The Receiving Party agrees (i) not to use
any Confidential Information of the Disclosing Party for any purpose except to
exercise a license or perform an obligation under these Terms, and (ii) except
as otherwise authorized by the Disclosing Party in writing, to limit access to
Confidential Information of the Disclosing Party to those of its employees,
contractors and agents who need such access for purposes consistent with these
Terms and who have signed confidentiality agreements with the Receiving Party
containing protections no less stringent than those herein.
The Receiving Party may disclose Confidential
Information of the Disclosing Party if it is required by law to do so, provided
the Receiving Party gives the Disclosing Party prior notice of such required
disclosure (to the extent legally permitted) and reasonable assistance, at the
Disclosing Party’s cost, if the Disclosing Party wishes to contest the
disclosure.
Third-Party Services
The Service may include services or other
technology provided by third parties (“Third-Party Services”). The
applicable supplier of any Third-Party Service is an intended third-party
beneficiary of these Terms and may enforce these Terms directly against you
with respect to such Third-Party Service. An Order (or activation
process) for a Third-Party Service may include or be accompanied by a separate
service, license, or other agreement (“Third-Party Agreement”), in which case
that Third-Party Service is provided solely under the terms of that separate
Third-Party Agreement.
Fraud Control may also provide you with certain
“Third-Party Supplier Notices” in connection with the provision of Third-Party
Service. The applicable Order (or activation process) for a Third-Party Service
may include or be accompanied by Third-Party Supplier Notices.
If you receive a separate Third-Party Agreement
and/or Third-Party Supplier Notice in connection with the Service, you agree to
the terms of such Third-Party Agreement and/or Third-Party Supplier Notice. Fraud
Control is not a party to, and is not liable for breaches of, any Third-Party
Agreement.
Fraud Control assumes no obligation or liability
for: (1) the functionality or performance of any Third-Party Service,
including their content, accuracy, or reliability, or (2) the acts and
omissions (including with respect to privacy practices) of the suppliers of
Third-Party Service, or (3) any other issues caused by suppliers of Third-Party
Services. You acknowledge that a Third-Party Agreement might give the
applicable third-party supplier rights with respect to your data beyond those
allowed by these Terms or Fraud Control’s Privacy Policy. Fraud Control does
not guarantee that a third-party supplier will comply with its agreement with Fraud
Control or its Third-Party Agreement with you, and Fraud Control is not
required to enforce its agreement with a supplier of Third-Party Service.
Disclaimers
The
Service and Fraud Control Materials are provided by Fraud Control on an
“as is” and “as available” basis. Fraud Control makes no
representations or warranties of any kind, express or implied, as to the
Service, Fraud Control Materials, or other information, content or materials
made available through the Service (collectively, the “Service Items”). You
agree that your use of the Service, Fraud Control Materials, and Service Items
is at your sole risk. The Service, Fraud Control Materials and Service Items
could include inaccuracies or other errors. Fraud Control does not
warrant or make any representations regarding the use of or the result of the
use of the Service, Fraud Control Materials or Service Items in terms of their
correctness, accuracy, reliability, or otherwise.
TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, FRAUD CONTROL DISCLAIMS ALL WARRANTIES, EXPRESS
AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. FRAUD
CONTROL DOES NOT WARRANT THAT THE SERVICE, FRAUD CONTROL MATERIALS, OR SERVICE
ITEMS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR
THAT THE SERVICE, FRAUD CONTROL MATERIALS, OR SERVICE ITEMS OR THE SERVERS THAT
MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Limitation of Liability
Neither Fraud Control nor its suppliers or
affiliates, nor their respective directors, employees, officers or
representatives will be liable for any damages of any kind arising from the use
of or inability to use the Service, Fraud Control Materials, or Service Items
including, but not limited to, any direct, indirect, incidental, special,
consequential, exemplary or punitive damages, or any lost profits, lost data,
or loss of revenue. Without limiting the foregoing, Fraud Control’s total
liability will at all times be limited to the fees you have paid to Fraud
Control for the Service at issue during the three (3) months prior to the event
giving rise to the cause of action. The limitations in this paragraph
shall apply to the extent permitted by applicable law.
Indemnification
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS
FRAUD CONTROL, ITS AFFILIATES AND SUPPLIERS, AND THEIR RESPECTIVE DIRECTORS,
OFFICERS, EMPLOYEES AND REPRESENTATIVES, FROM ANY AND ALL DEMANDS, CLAIMS,
ACTIONS, DAMAGES, LOSSES, LIABILITIES, COSTS AND EXPENSES, INCLUDING ATTORNEYS’
FEES AND COURT COSTS, DIRECTLY OR INDIRECTLY ARISING OUT OF OR IN CONNECTION
WITH YOUR ACCESS OR USE OF THE SERVICE, FRAUD CONTROL MATERIALS, OR SERVICE
ITEMS OR YOUR VIOLATION OF ANY OF THESE TERMS. This paragraph shall survive any
expiration or termination of these Terms.
Internet
Links
Some links within the Service may lead to
websites controlled by third parties. Because Fraud Control has no
control over these websites, Fraud Control is not responsible for such
websites’ content and does not endorse products, services, or information
provided by such websites. Fraud Control shall not be responsible or liable,
directly or indirectly, for any damage or loss caused or alleged to be caused
by or in connection with, use or reliance on any products or services available
on or through any other website. Further, the inclusion of these links does not
imply that there is any relationship between Fraud Control and the linked
websites. Reference to other companies does not imply any partnership, joint
venture, or other legal connection where Fraud Control would be responsible for
the actions of their respective owners.
Privacy
and Your Information
By submitting your Order, you acknowledge
receipt of our Privacy Policy and agree that Fraud Control may use and share
your personal information in accordance with our Privacy Policy. To the extent
that any third-party website accessible through the Service has different
privacy practices, terms or conditions, those practices, terms or conditions
will be explained at that website and will apply to that website, in lieu of
these Terms and our Privacy Policy.
If you have determined that you are a data
controller subject to the General Data Protection Regulation (EU) 2016/679
(“GDPR”) or other applicable data privacy law, and you have submitted an email
to legal@FraudControl.app requesting to be covered by Fraud Control’s Data
Processing Addendum, provided upon request (the “DPA”), then the terms of the
DPA apply to these Terms and are incorporated herein by reference.
Feedback
You acknowledge and agree that any questions,
comments, suggestions, ideas, feedback, or other information submitted to Fraud
Control relating to modifying or improving the Service (“Feedback”), whether
solicited or unsolicited, are non-confidential. Fraud Control may use Feedback
for any purpose, commercial or otherwise, without acknowledgment or
compensation to you. You grant to Fraud Control a worldwide, non-exclusive,
royalty-free, perpetual, irrevocable, transferable, sublicensable license to
use Feedback, and in the event perpetual license terms are not allowed by law,
the term shall be for the longest period as allowed by applicable law.
Miscellaneous
All disputes arising out of or relating to these
Terms, including all intellectual property issues and your rights and
obligations, shall be governed by the laws of the United States of America and
the State of North Carolina (without regard to any conflicts of laws rules) and
shall be subject to exclusive jurisdiction in the state or federal courts of
Wake County or Durham County, North Carolina. Each party waives any
objection to such venue or jurisdiction.
The parties agree that the United Nations
Convention on Contracts for the International Sale of Goods shall not apply
these Terms and is expressly excluded.
The Service is not available in all languages or
in all countries. Fraud Control makes no representation that the Service, Fraud
Control Materials, or Service Items are appropriate or available for use in any
particular location. To the extent you choose to access the Service, you do so
at your own risk and are responsible for compliance with any applicable laws,
including applicable local laws.
These Terms are personal to you and you may not
assign them or your rights or obligations under them to anyone. If any
provision of these Terms is invalid or unenforceable under applicable law, the
remaining provisions will continue in full force and effect. Fraud
Control may assign its rights and obligations, or these Terms, in whole or in
part.
The failure of Fraud Control to exercise or
enforce any right or provision of these Terms does not constitute a waiver of
such right or provision. No waiver of any term of these Terms by Fraud
Control shall be deemed a further or continuing waiver of such term or any
other term.
You and Fraud Control acknowledge and agree that
no partnership, agency, joint venture, or employment relationship is formed
between you and Fraud Control by your use of the Service, and neither you nor Fraud
Control have the power or the authority to obligate or bind the other.
Fraud Control shall not be liable for any
failure or delay in the performance of its obligations due to causes beyond its
reasonable control, including but not limited to, war, terrorism, sabotage,
insurrection, riot or other act of civil disobedience, strikes or other labor
shortages, pandemic, epidemic, outages and service issues associated with third
parties, act of any government affecting the terms hereof, accident, fire,
explosion, flood, hurricane, severe weather or other disaster.
You agree that Fraud Control may use your
entity’s name and logo for marketing purposes, including in a list of clients
on its web site. You also agree to consider in good faith upon Fraud
Control’s request a press release or case study with Fraud Control regarding
your use of the Service; the contents of any press release or case study must
be mutually agreed by the parties.
These Terms along with any applicable Order
constitute the entire understanding between the parties pertaining to their
subject matter, and any prior or other contemporaneous written or oral
agreements between the parties are expressly superseded.
Any FAQs or similar documents included in or associated
with the Service are for informational purposes only and are not deemed to be
part of these Terms.
If Fraud Control provides a translation of the
English language version of these Terms, the translation is provided solely for
convenience, and the English version shall prevail.
When the term “including” is used in these
Terms, it shall be interpreted to mean “including, without limitation,”, so
that the items after the term “including” are understood to be illustrative
only and not a complete list.