Payment Terms & Conditions
Credit/Debit Card Disclaimer
All payments are due immediately after service, the same day. Your security is important to us. We do not store your credit card information. Online payments are passed via a secure socket layer to a payment processor where your information is tokenized (whereby a random number is generated to represent your payment). The payment processor is PCI compliant which ensures that your information is being handled in accordance with industry security standards. If you choose to pay your balance in person with a credit or debit card through a Hermes Roadside technician, it is important to have a valid form of identification and be willing to sign a Credit Card Authorization Form. Rest assured that we will keep your information solely for our records and is only used to protect the company from chargebacks and fraud. Please note that a 3% processing fee will be applied to the total amount if you choose to use any of the following payment methods: Credit Card, Debit Card, Cash App, PayPal & Venmo.
General
These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us and/or by prominently posting notice of the changes on our Site. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earliest of thirty (30) calendar days following our dispatch of an e-mail notice to you or thirty (30) calendar days following our posting of notice of the changes on our Site. These changes will be effective immediately for new users of our Site. Continued use of our Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes. Dispute Resolution. Please read this Arbitration Agreement carefully. It is part of your contract with Hermes Roadside LLC. and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
Applicability of Arbitration Agreement. All claims and disputes in connection with the Terms or the use of any product or service provided by the Hermes Roadside LLC. that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. Unless otherwise agreed to, all arbitration proceedings shall be held in English. This Arbitration Agreement applies to you and the Hermes Roadside LLC., and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute describing the nature and basis of the claim or dispute, and the requested relief. A Notice to the Hermes Roadside LLC. should be sent to: info@hermesroadside.com. After the Notice is received, you and the Hermes Roadside LLC. may attempt to resolve the claim or dispute informally. If you and the Hermes Roadside LLC. do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award to which either party is entitled.
Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association, an established alternative dispute resolution provider that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of the arbitration except to the extent such rules are in conflict with the Terms. The AAA Consumer Arbitration Rules governing the arbitration are available online at adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in a location within 100 miles of your residence, unless you reside outside of the United States, and unless the parties agree otherwise. If you reside outside of the U.S., the arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearings. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that the Hermes Roadside LLC. made to you prior to the initiation of arbitration, the Hermes Roadside LLC. will pay you the greater of the award or $2,500.00. Each party shall bear its own costs and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.
Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.
Time Limits. If you or the Hermes Roadside LLC. pursues arbitration, the arbitration action must be initiated and/or demanded within the statute of limitations and within any deadline imposed under the AAA Rules for the pertinent claim.
Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities of you and the Hermes Roadside LLC., and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and the Hermes Roadside LLC..
Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less expensive than rules applicable in a court and are subject to very limited review by a court. In the event any litigation should arise between you and the Hermes Roadside LLC. in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND THE HERMES ROADSIDE LLC. WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.
Waiver of Class or Consolidated Actions. All claims and disputes within the scope of this arbitration agreement must be arbitrated or litigated on an individual basis and not on a class basis, and claims of more than one customer or user cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.
Confidentiality. All aspects of the arbitration proceeding shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.
Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.
Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.
Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Hermes Roadside LLC..
Small Claims Court. Nonetheless the foregoing, either you or the Hermes Roadside LLC. may bring an individual action in small claims court.
Emergency Equitable Relief. Anyhow the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.
Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party's patent, copyright, trademark or trade secrets shall not be subject to this Arbitration Agreement.
Electronic Communications. The communications between you and Hermes Roadside LLC. use electronic means, whether you use the Site or send us emails, or whether Hermes Roadside LLC. posts notices on the Site or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Hermes Roadside LLC. in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Hermes Roadside LLC. provides to you electronically satisfy any legal obligation that such communications would satisfy if it be in a hard copy writing.
Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word "including" means "including without limitation". If any provision of these Terms is held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Hermes Roadside LLC. is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Hermes Roadside LLC.'s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Hermes Roadside LLC. may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
Your Privacy. Please read our Privacy Policy.
Copyright/Trademark Information. Copyright ©. All rights reserved. All trademarks, logos and service marks displayed on the Site are our property or the property of other third-parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
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Direct Debit from a Card or Bank Account For Memberships
1. Direct Debit is a convenient way to pay your Subscription Fees. By selecting this option, you provide consent we can debit the amount that you owe us, being the applicable fees for that membership renewal period, directly from a bank account or credit card nominated by you (excluding prepaid credit cards);
2. You must provide us with accurate and complete billing information including your legal name, address, telephone number, email address and in some cases, date of birth or other proof of identification. We will not be liable for any billing errors that occur as a result of you providing inaccurate billing information.
3. You must notify us immediately if your credit card, debit card, the bank account details provided to us for the purposes of charging your Subscription Fees is no longer current or has changed. You can update your payment details by contacting our customer service center on 13 11 22.
4. We will set up the direct debit from your nominated bank account once you have set up a direct debit arrangement and agree to the terms of the Direct Debit Service Request Agreement. On or around the payment date each month, we will debit your nominated account for the amount due.
Where Monthly Payment Plan has been selected, the annual fee will be taken to have been incurred on the date of renewal but you will be permitted to make payment of annual subscription fee in twelve equal monthly instalments over the subsequent 12 month period.
Where Monthly Payment Plan has been selected via a special offer or promotion, the total contract price will be taken to have been incurred on the date of renewal and where permitted to make payment on annual subscription fee over the subsequent 12 month period. The twelve monthly instalments may not necessarily be equal over the subsequent 12 month period. In all cases the total will equal the total contract price at time of sign up.
5. You acknowledge that you have read and agree to be bound by the current HERMES ROADSIDE LLC. Membership Terms and Conditions applicable at the time of renewal.
6. Your Subscription Package will be for Everyday Care, Complete Care or Ultimate Care (as applicable). All your Membership entitlements will be in accordance with the Subscription package which you are paying for, as detailed in the HERMES ROADSIDE LLC. Membership Terms and Conditions.
7. We will issue you with a renewal notice by your chosen communication preference. The renewal notice will specify the annual Subscription Fees payable by you, and if applicable, the monthly breakdown of that annual fee. This will be provided to you at least 42 days prior to your renewal date.
8. Unless you request otherwise, your Subscription will be automatically renewed annually until you elect not to renew your Subscription via the Direct Debit option by contacting us to cancel the direct debit arrangement or choose an alternative method of payment.
9. To cancel Direct Debit you will need to contact us and confirm your cancellation of the Direct Debit no less than 3 business days from your next monthly payment date. If you do not provide sufficient time for cancellation, we may be unable to cancel your Direct Debit prior to the next monthly payment due date.
10. The Membership Fee and any other charges set out in your renewal notice include GST, where applicable.
11. We will give you not less than 14 days written notice if we propose to vary the details of your direct debit arrangements.
12. Where a monthly payment plan is selected we will charge an administration fee which will be built into the annual subscription. Please note your financial institution may also charge for services relating to your direct debit arrangements.
13. If you wish to cancel your direct debit arrangements with us you must arrange a suitable alternative payment method and pay the balance of any outstanding Roadside Assistance fees before we will cancel your direct debit arrangements.
14. We reserve the right to cancel this direct debit arrangement should one or more of your debit payments be returned or dishonored. You shall be responsible for any bank fees associated with dishonored payments.
15. If a debit payment is returned or dishonored and you require Roadside Assistance, you may be required to pay the missed payment before service is rendered.
16. If a debit payment falls due on any day which is not a business day, the payment will be made on the next business or calendar day. If you are unsure when the debit will be processed to your account you should ask your financial institution.
17. It is your responsibility to have sufficient cleared funds available in the account to be debited to enable debit payments to be made.
18. If (i) direct debit payment is declined or (ii) you fail to pay us the total amount due by the date specified on an invoice or (iii) your payment is unsuccessful, we will use reasonable endeavors to notify you by text message, email or telephone that an amount is overdue. If the amount outstanding is not immediately paid then we reserve the right to redraw after 10 business days.
19. Any queries concerning disputed debit payments must be directed to us in the first instance by contacting us on 13 11 22. If we cannot resolve a query or dispute between us, you may refer your query or dispute to our bank who may ask you to provide information in connection with your query or dispute.
20. Direct debiting is not available on the full range of accounts at all financial institutions. If in doubt, you should check with your financial institution before requesting direct debit from us.
21. You are responsible for checking your account details against a recent statement before completing a direct debit request.
22. Prices are subject to change at our discretion, and a slight rounding up may occur on the 12th monthly charge of your subscription in order to reconcile payment for the full subscription price.
23. Except to the extent that disclosure is necessary in order to process debit payments, investigate and resolve disputed transactions or is otherwise required by law, we will keep details of your account and debit payments confidential.
24. If payment is more than 60 days overdue (For Monthly Payment Plan), Your Subscription will lapse unless alternative arrangements are agreed by us.
25. Where a monthly payment plan is selected, suspension of your Subscription Package is not permitted.
26. If you have chosen direct debit from a bank account, the terms and conditions contained in the Direct Debit Request (DDR) Service Agreement and Direct Debit Request will apply.
Updated Payment Services Agreement
Effective Date: The Payment Services Agreement is effective March 30, 2021 for Merchants who signed up before January 29, 2021 or immediately for all new Merchants who signed up on or after January 29, 2021.
This Hermes Roadside Services Agreement, and the agreements, policies, and documents incorporated herein, (this “Agreement”), is entered into by and between PayPal, Inc., a Delaware corporation whose address is 2211 North First Street, San Jose, CA 95131 (“Hermes Roadside LLC.,” “PayPal,” “we,” or “our”) and the entity or individual who enters into this Agreement (“Merchant” or “you”). This Agreement sets out the terms and conditions under which you may utilize the Hermes Roadside LLC. Payment Services.
This Agreement becomes a legally binding contract and is effective as of the earliest date you do any of the following (the “Effective Date”):
Create an account on the Hermes Roadside LLC. website; Accept this Agreement online; or begin using the Hermes Roadside LLC. Payment Services. This Agreement, as it may be amended from time to time, will be available on the “Legal” tab on the Hermes Roadside LLC. website. In addition to the terms of this Agreement, you agree to be bound by the terms of our Privacy Policy and Acceptable Use Policy, as well as your applicable Bank Agreement(s), which are incorporated herein by this reference.
Please be advised that this Agreement contains provisions, including an Agreement to Arbitrate, that govern how claims you and PayPal have against each other are resolved, which will, with limited exception, require the parties to submit claims they may have against one another to binding and final arbitration. Under the Agreement to Arbitrate, the parties will (1) only be permitted to pursue claims against each other on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding and (2) only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.
Section 1 — Hermes Roadside LLC. Payment Services
1.01 “Hermes Roadside LLC. Payment Service(s)” means:
(a) “Payment Processing Services” means the payment processing services offered by PayPal which provide merchants with the ability to accept credit cards, debit cards, and other payment methods on a website or mobile application. These services include Gateway Services, a Bank-sponsored Merchant Account, Fraud Maintenance Tools (each as defined in this Agreement), recurring billing functionality, payment card storage, foreign currency acceptance, white glove customer support, and other software, APIs and services and technology as described on the Hermes Roadside LLC. website.
(b) “Gateway Services” means the gateway services offered by PayPal which provide Merchants with the software and connectivity required to allow real-time secure data transmission for processing of credit card, debit card and certain other available payment method payments on a website or mobile application. The Gateway Services include those additional products and services provided by PayPal, including but not limited to the Forwarding Services, Grant Services and ACH Services (“PayPal Products and Services”), which are provided subject to the additional PayPal Products and Services as set forth on the Hermes Roadside LLC. website which are incorporated into this Agreement by reference. In addition, the Gateway Services include certain payment technology services provided by third parties that are used to facilitate your processing of credit and debit card payments (“Payment Technology Services”). In order to use these services, you agree to the applicable Payment Technology Services terms as set forth on the Hermes Roadside LLC. website which are incorporated into this Agreement by reference. You acknowledge and agree that the Payment Technology Services are provided solely by the relevant third party (and not PayPal) as set forth in the applicable Payment Technology Services terms, and that PayPal will under no circumstances be responsible or liable for any damages, losses or costs whatsoever suffered or incurred by you resulting from any Payment Technology Services.
(c) “Fraud Maintenance Tools” means the optional fraudulent transaction management tools made available as part of the Hermes Roadside LLC. Payment Services that, if enabled by you or PayPal on your behalf, allow you to access fraudulent transaction management features to help detect fraudulent transactions based on the settings you may adopt, as described in more detail on the Hermes Roadside LLC. website (“Fraud Maintenance Tools”). If you elect to enable and use or disable the Fraud Maintenance Tools, you are responsible for determining which tools to use and for setting or modifying your own filter rules, which instruct us which Transactions to accept and decline on your behalf. If you set these filter rules too restrictively, you might lose sales volume. It is your responsibility to monitor your filter rules and settings on an ongoing basis. We may suggest filters and settings that may be appropriate for your business, based on factors such as your business profile and transaction history, however it is your responsibility to evaluate the usefulness and risk of any information, product or service. It is your sole responsibility to provide any necessary notices and disclosures, and obtain any required consents, on the use of the Fraud Maintenance Tools to your Customers on your website or mobile application. You shall use the Fraud Maintenance Tools in accordance with the applicable guides and other documentation made available by us, and you shall not use or permit others to use information obtained through the use of the Fraud Maintenance Tools for any purpose other than in conjunction with the Payment Processing Services and in a manner described in the applicable documentation for the Fraud Maintenance Tools. You acknowledge and agree that, subject to Section 7.03, PayPal does not represent or warrant that the Fraud Maintenance Tools are error free or that they will identify all fraudulent transaction activity. In addition, PayPal shall not be liable whether a Transaction is accepted or rejected using the Fraud Maintenance Tools. You are responsible for your optional use of the Fraud Maintenance Tools, including any filters or settings you enable.
Section 2 — Fees, Payouts, Taxes and Account Activity
2.01 Fees
In exchange for us providing you with the Hermes Roadside LLC. Payment Services, you agree to pay us the fees, including applicable transaction, multi-currency and Chargeback fees, as listed in the fee schedule, available at https://www.Hermes Roadside LLC.payments.com/Hermes Roadside LLC.-pricing, and incorporated herein by this reference. We reserve the right to revise our fees at any time, subject to a thirty (30) day notice period to you prior to the new fees taking effect. Interest shall accrue at the lower rate of 1.5% per month, or the maximum amount permitted by law, on all overdue amounts. In the event that you have a good faith dispute as to the amounts due, you agree to pay the undisputed amounts. Interest shall not accrue on any disputed amounts so long as you pay such amounts within thirty (30) calendar days after resolution of the dispute.
2.02 Payment of Fees, Payouts, Right to Set-off and Receipt of Customer Payments
Subject to the terms of this Agreement, PayPal will instruct the Acquirer to remit to your Bank Account or to a Hyperwallet Settlement Account (if available to you), as duly nominated by you, all amounts due to you from your Transactions, minus any fees, Reversals, Invalidated Payments, Chargebacks, Refunds, setoffs, recoupments or other amounts that you owe to PayPal under this Agreement. You authorize us (any related notice and demand are hereby expressly waived) to set-off, recoup and to appropriate and to apply any and all balances or funds or other amounts we may owe you against and on account of your obligations, whether such obligations are liquidated, unliquidated, fixed, contingent, matured or unmatured. If the Payout is not sufficient to cover the amounts due, without limiting our other rights and remedies (all of which are cumulative), you agree that we may debit your Bank Account for the applicable amounts, and/or recoup or set-off the applicable amounts against future Payouts. Upon PayPal’s request, you agree to provide PayPal with all necessary bank account routing and related information and grant PayPal permission to debit amounts due from your Bank Account (“Debit Authorization”). In the event Merchant does not grant PayPal Debit Authorization, Merchant shall pay PayPal an additional sum equal to 5% of the amount intending to be debited, but not to exceed one-thousand ($1,000) dollars, for each failed debit attempt. The parties agree that the damages that would be incurred by PayPal as a result of your failure to grant PayPal Debit Authorization are difficult to calculate, and the fee described above is intended as a reasonable approximation of such damages and not as a penalty.
You represent and warrant to PayPal that each transaction that you process using the Hermes Roadside LLC. Payment Services is solely in payment for your provision of bona fide goods or services (including charitable services) to your Customers. To the extent any Transaction funds are received by PayPal from your Customers, you hereby designate PayPal, and PayPal hereby agrees to serve, as your limited agent for the sole purpose of receiving such payments on your behalf from your Customers. You agree that upon PayPal receiving payment from a Customer: (a) you shall be deemed to have received payment from such Customer; (b) such Customer’s obligation to you in connection with such payment shall be satisfied in full; (c) any claim you have for such payment against Customer shall be extinguished and (d) you are obligated to deliver the applicable goods or services to the Customer, in each case regardless of whether or when PayPal instructs Acquirer to remit such payment to you. Any receipt provided to the Customer shall be binding on you and shall satisfy all applicable regulatory requirements. This paragraph states the entirety of PayPal’s duties as your agent for receipt of payment, and no other duties shall be implied by PayPal’s undertaking to act in that capacity. This paragraph does not limit in any way PayPal’s rights against you or any funds held by PayPal, including any right of set-off or security interest in such funds.
2.03 Taxes
Merchant shall pay, indemnify, and hold PayPal harmless from (i) any sales, use, excise, import or export, value-added, or similar tax or duty, and any other tax or duty not based on PayPal’s income, and (ii) all government permit fees, customs fees and similar fees which PayPal may incur with respect to this Agreement. Such taxes, fees and duties paid by Merchant shall not be considered a part of, a deduction from, or an offset against, payments due to PayPal hereunder.
2.04 Account Activity
With respect to Merchant’s account activity accessible through the Hermes Roadside LLC. Payment Services, Merchant may report to PayPal any discrepancy relating to Transactions, Payouts, fees and amounts owed by Merchant under this Agreement. Merchant shall notify PayPal in writing of any such discrepancy within ninety (90) days of the date the data is made available to Merchant through the Hermes Roadside LLC. Payment Services. Following the expiration of this period, Merchant’s account activity shall be deemed as accepted and agreed by Merchant and PayPal shall have no obligation to correct any errors or discrepancies identified after such period.
Section 3 —Restricted Activities, Representations and Warranties, American Express Card Acceptance
3.01 Restricted activities
In connection with your use of the Hermes Roadside LLC. Payment Services, you must comply with the Hermes Roadside LLC. Acceptable Use Policy: https://www.Hermes Roadside LLC.payments.com/legal/acceptable-use-policy.
You agree that you will not:
(a) Breach this Agreement, the Bank Agreement, or any other agreement that you have entered into with us in connection with the Hermes Roadside LLC. Payment Services;
(b) Violate any federal, state, or local laws, rules, or regulations applicable to your business;
(c) Violate any rule, guideline, or bylaw of any of the Networks (the “Network Rules”), as they may be amended by the Networks from time to time. Some of the Network Rules are available for Visa, Mastercard, American Express, and Discover.
(d) Fail to provide us with any information that we reasonably request, in connection with this Agreement or your use of the Hermes Roadside LLC. Payment Services, about you or your business activities, including updated business records or financial statements, or provide us with false, inaccurate or misleading information;
(e) Refuse to cooperate in a legal investigation or audit that may be required by the Networks in connection with this Agreement or your use of the Hermes Roadside LLC. Payment Services;
(f) Integrate or use any of the Hermes Roadside LLC. Payment Services without complying with our requirements;
(g) Utilize recurring billing or card on file functionality without properly complying with Network Rules, applicable law (including but not limited to the Electronic Funds Transfer Act (Reg E)), including obtaining your Customer’s consent to be billed in such a manner, obtaining your Customer’s consent to store their card on file for future or recurring transactions and making available a mechanism for your Customer to delete their card on file;
(h) Submit any Transaction for processing through the Hermes Roadside LLC. Payment Services which does not represent a bona fide, permissible Transaction as outlined in this Agreement and in the Network Rules, or which inaccurately describes the product or services being sold or the charitable donations being made;
(i) Process Transactions or receive payments on behalf of any other party, or redirect payments to any other party;
(j) Display with unequal size or prominence, show preference for, or discriminate against one card brand or type over another, including your refund policies for purchases; or
(k) Bill or collect from any cardholder for any purchase or payment on the card unless you have the right to do so under the Network Rules.
3.02 Representations and Warranties by Merchant
Merchant has the full power and authority to execute, deliver and perform this Agreement. This Agreement is binding and enforceable against Merchant and no provision requiring Merchant’s performance is in conflict with its obligations under any agreement to which Merchant is a party.
Merchant is duly organized, authorized and in good standing under the laws of the state, region or country of its organization and is duly authorized to do business in all other states, regions or countries/regions in which Merchant’s business operates.
3.03 Additional Terms for American Express Card Acceptance
(a) American Express may use the information obtained in your application at the time of setup to screen and/or monitor you in connection with card marketing and administrative purposes.
(b) You may be converted from this Agreement to a direct card acceptance agreement with American Express if you reach certain monthly sales volumes. Upon conversion, (i) you will be bound by American Express' then-current Card Acceptance Agreement; and (ii) American Express will set your pricing and other fees for American Express Card acceptance.
(c) By accepting these terms, you agree to receive commercial marketing communications from American Express. You may opt out by filling out and submitting this Help Form. If you opt out of commercial marketing communications, you will still receive important transactional or relationship messages from American Express.
(d) American Express shall be a third party beneficiary of this Agreement for purposes of American Express Card acceptance. As a third party beneficiary, American Express shall have the right to enforce directly against you the terms of this Agreement as related to American Express Card acceptance. You acknowledge and agree that American Express shall have no responsibility of liability with regard to PayPal’s obligations to you under this Agreement.
(e) American Express may conduct an audit of you at any time, for the purpose of determining compliance with the American Express Network Rules.
(f) You authorize PayPal to submit transactions to, and receive settlement from, American Express, and to disclose transaction and merchant information to American Express to perform analytics and create reports, and for any other lawful business purposes, including commercial marketing communications purposes and important transactional or relationship communications.
(g) Merchant may terminate its acceptance of American Express at any time upon notice.
Section 4 — Liability for Invalidated Payments and other Liabilities
You are liable for all claims, expenses, fines and liability PayPal incurs arising out of:
(a) a Chargeback, Refund, over-payment, payment error, or other invalid payment (collectively “Invalidated Payment”);
(b) any error, negligence, misconduct or fraud by you, your employees, or someone acting on your behalf; and
(c) any losses resulting from your failure to comply with the terms of this Agreement, or your usage of the Hermes Roadside LLC. Payment Services.
In the event of an Invalidated Payment or other liability, in addition to our other rights and remedies (all of which are cumulative), we may (or instruct Acquirer to) deduct, setoff or recoup the amounts due to PayPal from your Payouts.
Without limiting PayPal’s other rights under the Agreement, when Merchant’s rate of Chargebacks exceed 90 basis point (0.9%) and 100 transactions in one month (“Excessive Chargebacks”), Merchant agrees to pay PayPal the “Chargeback Maintenance Fee” corresponding with Merchant’s Total Payment Volume as described in the table below every six months of consecutive Excessive Chargebacks. The parties acknowledge and agree that the Chargeback Maintenance Fee is commensurate to PayPal's additional financial risk exposure to continue providing Merchant the Payment Processing Services hereunder. The Chargeback Maintenance Fee shall only apply to you if you (a) meet the foregoing criteria and (b) applied for Hermes Roadside LLC. Payment Processing Services after November 15, 2019.
Total Payment VolumeChargeback Maintenance Fee
$0 - $5,000,000.00$2,000.00
$5,000,000.01 - $ 50,000,000.00$20,000.00
$50,000,000.01 and above$200,000.00
In addition to the above, if you have a past due amount owed to us or any of our affiliates under any other agreement, PayPal may instruct Acquirer to deduct the amounts owed from your Payouts. This includes amounts owed by your use of our various products and services which may include PayPal, Venmo and Hyperwallet.
Section 5 — Actions We May Take
5.01 Credit Report Authorization and Verification of Information
You authorize PayPal, directly or through third parties, to make any inquiries or take any actions we consider necessary to validate your identity, evaluate your creditworthiness, and verify information that you have provided to us. You authorize PayPal to obtain financial and credit information, such as pulling your personal credit report, or the credit report for your directors, officers, and principals. By completing your application to become a PayPal customer, you are providing PayPal with written instructions and authorization in accordance with the Fair Credit Reporting Act to obtain such financial information or credit reports.
In the event that we are unsuccessful in receiving satisfactory information for us to verify your identity or determine that you are creditworthy, PayPal reserves the right to terminate this Agreement with immediate notice to you, cease to provide access to the Hermes Roadside LLC. Payment Services, and refuse or rescind any payment by your customers.
5.02 Actions by PayPal
If we believe that your Transactions pose an unacceptable level of risk, that you have breached the terms of this Agreement, or that your account has been compromised, we may take various actions to avoid liability. The actions we may take include, but are not limited to, suspending or limiting your ability to use the Hermes Roadside LLC. Payment Services, refusing to process any Transaction, reversing a Transaction, instructing Acquirer to hold your Payouts, and contacting your customers to verify Transactions and reduce potential fraud and disputes. If possible, we will provide you with advance notice of our actions and resolution steps. However, advance notice will not be provided if there is an immediate need to take actions such as a security threat, potential fraud, or illegal activity.
5.03 Reserves
PayPal, in its sole discretion, may instruct Acquirer to place a Reserve on a portion of your Payouts in the event that we believe that there is a high level of risk associated with your business, your Bank-sponsored Merchant Account, your PayPal account or your Transactions. If we place a reserve on your Payouts, we will provide you with notice specifying the terms of the Reserve. The terms may require that a certain percentage of your Payouts are held for a certain period of time, that a fixed amount of your Payouts are withheld from payout to you, or such other restrictions that PayPal determines in its sole discretion. PayPal may change the terms of the Reserve at any time by providing you with notice of the new terms.
PayPal may hold a Reserve as long as it deems necessary, in its sole discretion, to mitigate any risks related to your Transactions. You agree that you will remain liable for all obligations related to your Transactions even after the release of any Reserve. In addition, we may require you to keep your Bank Account available for any open settlements, Chargebacks and other adjustments.
5.04 Security Interest
As security for the payment and performance of all of your now existing or hereinafter arising or incurred obligations under this Agreement or any other obligation to PayPal, you grant to PayPal a lien on, and security interest in and to, all your now existing or hereafter arising right, title and/or interest in, to or under this Agreement, the Reserve, all funds held in Reserve, all Reserves at any time established in accordance with this Agreement, and all proceeds of any of the foregoing. Merchant agrees to duly execute and deliver to PayPal such instruments and documents as may be required to perfect and otherwise give effect to the lien and security interest granted to PayPal under this Agreement.
5.05 Letter of Credit
In the event PayPal, in its sole discretion, believes there is a high level of risk associated with your business, your Bank-sponsored Merchant Account, your PayPal account or your Transactions, you shall duly cause to be delivered to PayPal a standby, unconditional, irrevocable letter of credit (the “Letter of Credit”) in the amount required by PayPal (the "Letter of Credit Amount"), with PayPal, Inc. as beneficiary, by an acceptable bank and in a form and content satisfactory to PayPal in its sole discretion and within five (5) business days of PayPal's request. If at any time after delivery of the Letter of Credit PayPal determines that the Letter of Credit Amount does not cover PayPal’s potential risk related to processing your transactions hereunder or any other contract entered into by you and PayPal, then you agree to cause the Letter of Credit to be amended or to secure an additional Letter of Credit, within five (5) business days from our written request, in an amount to cover such exposure.
Merchant shall cause the Letter of Credit to be continuously maintained in effect until PayPal consents otherwise and shall furnish PayPal with a new or extended Letter of Credit at least sixty (60) days prior to the expiration of a Letter of Credit and ensure there is no gap in coverage. It shall be a default under this Agreement if a new or extended Letter of Credit is not provided. PayPal shall be entitled to draw the full amount of the Letter of Credit in such event.
PayPal may at any time make one or more draws from the Letter of Credit (without notice to you) up to the amount owed to PayPal hereunder or under any other contract between PayPal, its affiliates and you. PayPal may, but shall not be required to, apply or offset such proceeds of the Letter of Credit to cure such amounts owed to PayPal by Merchant. All fees and/or costs, including without limitation attorneys' fees and costs, incurred related to the Letter of Credit shall be paid solely by Merchant. Merchant authorizes PayPal, at its election, to charge Merchant's account(s) with PayPal for all such fees and costs.
In addition to all of PayPal’s other rights and remedies under this Agreement or applicable law, PayPal shall have the right to immediately terminate this Agreement in the event Merchant fails (i) to furnish PayPal with a Letter of Credit within the timeframes stated in this Section; or (ii) to maintain the Letter of Credit as provided herein. In addition, the delivery of the Letter of Credit shall not act as a cure or waiver of any now existing or hereafter arising breaches or defaults under the Agreement.
Contact Information
Address: 113 S. Perry St. Lawrenceville, GA 30046
Email: info@hermesroadside.com