Peoples Trust Financial Services Terms

Last Updated: May 1, 2017

This Peoples Trust Services Addendum (“Peoples Trust Addendum”) to the Stripe Services Agreement (“Agreement”) provides additional terms applicable to the Payment Services. Any terms used but not defined in this Peoples Trust Addendum will have the meaning provided in the Agreement.

This Peoples Trust Addendum constitutes a legal agreement between you, Stripe, and Peoples Trust Company (“Peoples Trust”). In order to use the Payment Services provided through your Agreement with Stripe, you understand that Stripe or Peoples Trust may enforce any provisions of the Agreement that relate to your use of Payment Services provided in conjunction with Peoples Trust. Stripe or Peoples Trust may also terminate this Peoples Trust Addendum at any time, which may limit or terminate your ability to use Payment Services.

You must accept all of the terms and conditions of this Addendum to use Services provided by Stripe. If you do not accept them, you may not use the Payment Services under this Peoples Trust Addendum.

1. Purpose of this Addendum

When your customer pays you through Stripe, they have the option of paying you through a funding source offered on the Stripe website including a credit or debit card funded payment. Since you may be the recipient of a credit or debit card funded payment, Visa U.S.A., Inc. and Visa International (“Visa”) and MasterCard International Incorporated (“MasterCard”)(collectively, the “Networks”) require that you enter into a direct contractual relationship with a bank that is a member of the Networks. However, by using Payment Services you are not establishing a depository or other account with Peoples Trust.

Peoples Trust is not responsible for the provision of any Payment Services by Stripe or your use of the Payment Services for your business. Peoples Trust is also not responsible for providing customer service to you to resolve any issues you may have related to your use of the Payment Services; however you may contact Peoples Trust at the address set forth in Section 13, in the event that you are unable to resolve any complaints directly with Stripe. You are solely responsible for providing support to your Customers for all issues related to your products and services.

2. Compliance with Network Rules

Where you use the Payment Services to accept Charges from payment cards, you will comply with the Network Rules and limitations on use identified in Agreement, including the Network Rules applicable to acceptance of MasterCard and Visa branded payment cards. These include guidelines, monitoring programs, and activity reporting (including excessive credits, chargebacks, or deposit). Under the Network Rules, certain activity may subject you to chargebacks, fees, fines, settlement delays, withholdings, audits of your processing activity, or termination of this Peoples Trust Addendum.

Without limiting the foregoing, you specifically agree to:

a. Only submit transactions authorized by the cardholder;

b. Only accept payment for the sale of products or services, and receipt of bona fide donations, conducted by you pursuant to your business as indicated on your application and not for any Prohibited Business;

c. Submit a transaction for the full amount owed by the Customer for the transaction except where you and the Customer agree on a partial shipment (such as receiving a portion of an order), or where the transaction qualifies for delayed delivery or special order deposits (such as paying for a deposit on a custom-built product);

d. Not establish minimum or maximum amounts (except as permitted by the Network Rules), or condition Charges for use of payment cards, and not discourage the use of one payment card brand over another;

e. Not impose surcharges or taxes (except where permitted by Law) and, where so done, you will only collect such amounts as part of the submitted Charge;

f. Use Networks’ logos or marks in a manner permitted by the Network Rules;

g. Prohibit use of payment cards for disbursement of cash (except as permitted by the Network Rules);

h. Comply with the security obligations identified in the Agreement, including compliance with PCI-DSS and only using cardholder data as permitted, and will certify such compliance upon request, and not permit or promote fraudulent use of payment cards or cardholder data;

i. Make clear to Customers that they are transacting with you prior to, during, and after the transaction, including providing clear statement descriptors;

j. Use all reasonable methods to resolve disputes with your customers, including those resulting in a chargeback, and do not attempt to recharge a customer for the transaction unless authorized by the Customer; and

k. Provide clear refund and exchange language that is consistent with Laws and the Network Rules.

l. Accept the following card types; Visa Credit, Visa Debit, MasterCard Credit, Debit MasterCard.

You acknowledge that, at their sole discretions, at any time, Peoples Trust Company and/or Payment Networks and/or Regulators may, either by themselves or through an agent, investigate, review, audit, or inspect your business, including by inspecting your premises and auditing your books, records, and procedures to ensure that you are complying with the Payment Network Charter Documents, Network Rules, and applicable brand and security standards and procedures, and operating in a safe and sound manner.

3. Sharing of Data.

Peoples Trust may use Payment Data that is anonymized and aggregated with other merchants’ transaction data for internal purposes and to provide you, other merchants, and third parties with analytic products and services. You authorize Peoples Trust to share with Stripe information about you and Peoples experience with you, including any termination of this Peoples Trust Addendum by Peoples Trust and the reasons for such termination.

4. Term and Termination

This Peoples Trust Addendum shall have the same effective date as the Agreement and shall continue so long as you use the Payment Services. This Peoples Trust Addendum will terminate automatically upon termination of the Agreement, except for those terms which are intended to survive termination. In addition, the Payment Services and/or this Peoples Trust Addendum may be terminated at any time by Peoples Trust immediately upon notice to you.

5. Representations and Warranties

In addition to the representations and warranties made in the Agreement, you represent and warrant to Peoples Trust and Stripe as of each day on which you receive the Payment Services that you (a) are legally able to enter into this Peoples Trust Addendum, (b) you will not use the Payment Services, directly or indirectly, for any fraudulent or illegal undertaking; and (c) you will only use the Payment Services in a manner consistent with the Agreement, including this Peoples Trust Addendum, the Documentation, and the Network Rules.

6. Indemnification

Notwithstanding the foregoing or anything to the contrary in the Agreement, you agree to defend, indemnify, and hold harmless Peoples Trust, and their respective employees, directors, agents, subcontractors and affiliates (collectively “Peoples Trust Entities”) from and against any claim, suit, demand, loss, liability, damage, action, or proceeding arising out of or relating to (a) your breach of any provision of the Agreement or this Peoples Trust Addendum; (b) your use of the Payment Services; (c) your obligations to pay fees or fines to Stripe, your Customers, Financial Services Providers, or third parties; (d) negligence or willful misconduct of your employees, contractors, or agents; and (e) all third-party indemnity obligations Peoples Trust incurs as a direct or indirect result of your acts or omissions (including indemnification of any payment card network, card issuer, or intermediary bank).

7. Disclaimer of Warranties

ANY SERVICES DESCRIBED IN THIS PEOPLES TRUST ADDENDUM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF TITLE, QUALITY, SUITABILTY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ALL DISCLAIMERS OF WARRANTIES PROVIDED IN THE AGREEMENT WILL APPLY EQUALLY TO PEOPLES TRUST ENTITIES AS THEY DO TO STRIPE. PEOPLES TRUST ENTITIES (a) ARE NOT RESPONSIBLE FOR YOUR OR STRIPE’S FAILURE TO PERFORM OBLIGATIONS UNDER THE AGREEMENT AND (b) DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY YOU, STRIPE, OR ANY THIRD PARTY.

8. Limitations on Liability

In no event will Peoples Trust Entities be liable for any lost profits, lost revenue, lost business opportunity, loss of data, or any indirect, punitive, incidental, special, consequential, or exemplary damages arising out of, in connection with, or relating to the Agreement, including this Peoples Trust Addendum, or the services described in either, including without limitation the use of, inability to use, or unavailability of services provided by Stripe. Under no circumstances will any of the Peoples Trust Entities be responsible for any damage, loss or injury resulting from hacking, tampering, or other unauthorized access or use of the Payment Services or your Stripe Account or the Data contained therein, or your failure to use or implement security, controls, or processes that are appropriate for your business.

Peoples Trust Entities assume no liability or responsibility for any (a) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the Payment Services; (b) any misuse of Payment Services or Data; (c) any interruption or cessation of transmission to or from the Payment Services; (d) any software bugs, viruses, or other harmful code that may be transmitted to or through the Payment Services; (e) any errors, inaccuracies, or omissions in services or Data, or any loss or damage resulting therefrom, regardless of the manner of transmission; or (f) defamatory, offensive, or illegal conduct of any third party.

Without limiting anything to the contrary, the Peoples Trust Entities’ cumulative liability to you is limited to direct damages and in all events will not exceed in the aggregate amounts actually received by Peoples Trust (including any fees paid to Peoples Trust) for providing services to you during the three (3) month period immediately preceding the event that gives rise to the claim for liability.

This limitation of liability section applies regardless of the legal theory on which the claim is based, including without limitation contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if Stripe or Peoples Trust has been advised of the possibility of such damage.

The foregoing will apply to the fullest extent permitted by law in the applicable jurisdiction.

9. Canada Only Services

You may not use any services offered by Peoples Trust from, or on behalf of persons or entities (a) in a country embargoed by Canada or (b) blocked or denied by the Canadian government. Unless otherwise explicitly stated, Services are solely for use by individuals, companies, or other entities located (as defined under applicable law and Network rules) in Canada.

10. Dispute Resolution

All disputes under this Peoples Trust Addendum are subject to the applicable provisions of the Agreement.

11. Waiver; Amendment

The failure of Peoples Trust to assert any of its rights under this Peoples Trust Addendum, shall not be deemed to constitute a waiver by Peoples Trust of its rights to enforce each and every provision of this Peoples Trust Addendum in accordance with its terms. This Peoples Trust Addendum may be amended by Peoples Trust from time to time in the same manner as the Agreement may be amended by Stripe.

12. Language

The parties hereby acknowledge that they have required this Addendum and all related documents to be drawn up in the English language. Les parties reconnaissent avoir demandé que le présent contrat ainsi que tous les documents qui s’y rattachent soient rédigés en langue anglaise.

13. Network Compliance and Disclosure

You may contact Peoples Trust by mailing:

Peoples Trust Company
Suite 1400
888 Dunsmuir Street
Vancouver BC V6C 3K4
Canada

or by calling 1-844-304-2083 or emailing: merchantacquiring@peoplestrust.com.

a. Important Peoples Trust Disclosures: Peoples Trust discloses that (i) it is the only entity approved to extend acceptance of Visa, and MasterCard products directly to you under this Peoples Trust Addendum; (ii) it must be a principal to this Peoples Trust Addendum; (iii) it is responsible for educating you on pertinent Visa, and MasterCard rules with which you must comply, but this information may be provided to you by Stripe; (iv) subject to this Peoples Trust Addendum, it is responsible for and must provide settlement funds to you; and (v) it is responsible for all funds held in reserve that are derived from settlement prior to funding you.

b. Your Responsibilities: You agree that, at all times throughout the term of this Peoples Trust Addendum, you will (i) comply with data security and storage obligations in using and maintaining Payment Data; (ii) maintain fraud and chargebacks rates acceptable under the Network Rules; (iii) review and understand the terms of this Peoples Trust Addendum; and (iv) comply with Network Rules, including but not limited to those provided by Visa and MasterCard.