Content

MasterPass Terms of Use

Introduction                                                 

MasterPass™ by MasterCard is a digital wallet service (“MasterPass”) offered by MasterCard International Incorporated (including its subsidiaries and affiliates, “MasterCard”) that stores your selected payment and shipping information in one convenient and secure place (a “MasterPass by MasterCard Wallet,” or “MasterPass Wallet”) and transmits that information at your request to  online merchants that display the MasterPass checkout mark (the “MasterPass Checkout Button”) on their website, mobile site or smart device application (each, a “MasterPass Merchant”), or to QkR Merchants (as described below) or, via the ShopThis! With MasterPass™ technology, to Shop This! Merchants (as described below).

These Terms of Use (“TOU”) and the  MasterPass Privacy Notice (the “Privacy Notice”) are a legal agreement between you and MasterCard. By registering for a MASTERPASS WALLET, EITHER ON THE MASTERPASS WEBSITE OR THROUGH THE QKR APPLICATION OR SHOP THIS! WITH MASTERPASS TECHNOLOGY, WHICH INCLUDES CLICKING TO ACCEPT THESE TOU AND THE PRIVACY NOTICE, YOU AGREE TO ALL OF THE TERMS AND CONDITIONS IN THESE TOU and THE PRIVACY NOTICE, and ALL OTHER RULES, POLICIES AND PROCEDURES RELATING TO MasterPass AND, IF APPLICABLE, QKR, THAT MasterCard may PROVIDE YOU FROM TIME TO TIME AS DESCRIBED IN THESE TOU.

You” (and all derivations thereof) means you individually, and if you are accepting these TOU on behalf of a company or other legal entity, that legal entity. You represent and warrant that you are at least 18 years of age, or 21 in Puerto Rico, capable of entering into a legally binding agreement, and a legal resident of the United States. If you are entering into these TOU on behalf of a company or other legal entity, you further represent and warrant that you have the authority to bind such legal entity, such legal entity is authorized to conduct business by the state in which you operate, and all employees, officers, agents and other representatives of such legal entity who use your MasterPass Wallet are duly authorized to access it and to engage in transactions using your MasterPass Wallet. IF YOU DO NOT AGREE TO THESE TOU, YOU MAY NOT register for a MASTERPASS WALLET or use MasterPass OR QKR, OR CHECKOUT WITH SHOP THIS! WITH MASTERPASS.

Content

·         Setting Up Your MasterPass Wallet

·         Protecting Your Account Information

·         Using Your MasterPass Wallet

·         Using QkR

·         Use of Your Payment Information

·         Resolution of Transaction Issues

·         Grant of License

·         Text Messages, Location Based Information and Use of Mobile Applications

·         Modifications to MasterPass and QkR

·         Feedback

·         Ownership and Rights

·         Products and Services Offered by MasterPass, QkR and Shop This! Merchants

·         Third Party Sites

·         Privacy

·         Your Representations

·         Indemnification

·         Disclaimer of Warranties

·         Limitation of Liability

·         Termination

·         Use in U.S. Only; Government Restrictions

·         Customer Support

·         Miscellaneous

Setting Up Your MasterPass Wallet

You may register for a MasterPass Wallet by providing MasterCard with the information set forth on the MasterPass Wallet registration pages, including a valid email address and mobile phone number, security question/answer, sign-in message, and password. You may then store payment information (card number and expiration date), billing information and other information for your credit, debit and reloadable prepaid cards (“Cards”), rewards cards  (“Rewards Numbers”) supported by MasterPass (as indicated on the registration pages), along with your preferred shipping information. All of the information for your Cards and Rewards Numbers and your shipping information are collectively referred to in these TOU as your “Payment Information.”

Protecting Your Account Information 

You are responsible for keeping your MasterPass Wallet  password secure and for all activities that occur through your MasterPass Wallet, including the activities of others and regardless of whether such activities are authorized. You agree to immediately notify MasterCard of any breach or unauthorized use of your MasterPass Wallet. MasterCard reserves the right to require you to change your password(s) if MasterCard believes your password(s) is no longer secure.  Neither MasterCard nor its agents will be liable for any loss or damages of any kind that may arise as a result of the unauthorized use of your MasterPass Wallet or any Payment Information, either with or without your knowledge; however, you may be held liable for any losses incurred by MasterCard or another party due to someone else using your MasterPass Wallet or Payment Information.

You are solely responsible for maintaining up-to-date and accurate information pertaining to your MasterPass Wallet, including without limitation all Payment Information. MasterCard does not represent or warrant the authenticity, validity, accuracy or completeness of the Payment Information MasterCard transmits on your behalf. 

Using Your MasterPass Wallet

When you click the “Review Your Order” button on the MasterPass site or on the site of another MasterPass-connected wallet, MasterCard will transmit your selected Payment Information to the MasterPass Merchant.  After the MasterPass Merchant receives your Payment Information, it will submit the transaction for processing (as usual).

Each transaction is a contractual relationship directly between you and the MasterPass Merchant and the MasterPass Merchant’s terms and conditions shall govern all aspects of that transaction. MasterCard is not involved in processing your transaction and has no liability to you with respect to such transaction or the MasterPass Merchant.

Using QkR

QkR™” is an application through which you may order and purchase products and services through your browser and/or your mobile device from QkR-enabled merchants (each, a “QkR Merchant”) for collection or delivery from a physical location.   You must have a MasterPass Wallet in order to use QkR.  When you slide the “Swipe to Pay” bar within QkR, your purchase becomes non-reversible by you and MasterCard will transmit your selected Payment Information from your MasterPass Wallet to the QkR Merchant from which you are making your purchase.  After the QkR Merchant receives your Payment Information, it will submit the transaction for processing (as usual).  Each transaction is a contractual relationship directly between you and the QkR Merchant and is non-refundable by MasterCard. MasterCard is not involved in processing your transaction and has no liability to you with respect to such transaction or the QkR Merchant.  See Resolution of Transaction Issues below regarding your potential avenues for recourse in the event you wish to reverse or about a refund with respect to a purchase made through QkR.  Moreover, MasterCard is not responsible for the products or services that may be offered or obtained through QkR or for the accuracy, completeness, or reliability of any information obtained through QkR with respect to such products, services or the QkR Merchant. mastercard does not represent or warrant THAT THE DESCRIPTIONs OR TERMS AND CONDITIONS OF Products or services OFFERed by a qkr merchant for purchase THROUGH qkr ARE ACCURATE or complete.

By using QkR to purchase products or services from a QkR Merchant, you hereby authorize MasterCard to charge the Payment Instrument you selected to use for that transaction. This charge will appear on your Payment Instrument’s statement identified as a charge by the QkR Merchant. You may receive a digital transaction receipt from the QkR Merchant, which will be accessible through QkR on your mobile device; provided however, that MasterCard and the QkR Merchants are under no obligation to provide you with a receipt or other written confirmation in connection with charges made through QkR.

Using Shop This! With MasterPass

Shop This! With MasterPass™” is a technology through which you may order and, via a MasterPass Wallet, purchase products and services from Shop This! With MasterPass-enabled merchants (each, a “Shop This! Merchant”) through Shop This! With MasterPass-enabled content in certain digital publications.   You must have a MasterPass Wallet in order to check out with Shop This! With MasterPass.  Each transaction is a contractual relationship directly between you and the Shop This! Merchant and is non-refundable by MasterCard. MasterCard is not involved in processing your transaction and has no liability to you with respect to such transaction or the Shop This! Merchant(s).  See Resolution of Transaction Issues below regarding your potential avenues for recourse in the event you wish to reverse or about a refund with respect to a purchase made through Shop This With MasterPass.  For purposes of clarity, your use of Shop This! With MasterPass is governed by the terms of use of the digital publication or website through which you accessed the technology.  These TOU govern your use of MasterPass following the ShopThis! With MasterPass checkout, that is, upon log in to or registration for a MasterPass Wallet.

Use of Your Payment Information

You are solely responsible for ensuring your use of MasterPass complies with the terms and conditions that govern your Cards and Rewards Numbers that you store in and use through your MasterPass Wallet. You also are responsible for all charges and/or debits to your Cards and/or Rewards Numbers that result from transactions made using your Payment Information transmitted by MasterPass, including without limitation, transactions made via QkR or Shop This! With MasterPass, and any fees that the issuers of your Cards may charge in connection with such transactions. You are solely responsible for reporting and paying any applicable taxes arising from transactions originated using your Payment Information transmitted by MasterPass and you shall comply with any and all applicable tax laws in connection therewith.

MasterCard is not a bank or a money services business as defined by the United States Department of Treasury and does not offer those services. MasterCard does not issue Cards or Rewards Numbers of any kind.  Any and all questions or issues regarding any of your Cards and/or Rewards Numbers should be directed to the bank or financial institution that issued your Card, or the party offering the Rewards Numbers, as applicable, and not to MasterCard. MasterCard makes no representations that your Cards OR REWARDS NUMBERS are valid or in good standing or that the parties who issued your Cards OR REWARDS NUMBERS will approve or honor your requested transactions.

Resolution of Transaction Issues

If you have any concerns with respect to any transaction made using MasterPass, including transactions made via QkR or Shop This! With MasterPass, you must contact the merchant with which you entered into that transaction. You may also have certain rights and protections that are provided to you under your agreement with the bank or financial institution that issued your Card or under applicable law with respect to the charges for transactions made to your registered credit or debit Card. Consult your agreement with your Card’s issuer for details.

Grant of License

So long as you comply with these TOU, MasterCard grants you a limited, nonexclusive, as-is, revocable, nontransferable license, without right of sublicense, to (a) use MasterPass solely for purpose of storing and transmitting your Payment Information to MasterPass Merchants; and (b) use QkR solely for the purpose of making purchases from QkR Merchants. You may not use MasterPass or QkR for any other purpose and may not, or allow any other party to:

·         reverse engineer, disassemble, reconstruct, or decompile any object code relating to MasterPass or QkR (except to the extent you are expressly permitted by law to do so);

·         gain access to or use MasterCard’s services or systems, or MasterPass or QkR other than as permitted hereunder, or damage, disrupt, or impede the operation of MasterCard’s services or systems;

·         use MasterPass or QkR  in connection with any fraudulent or illegal conduct, transaction or business, as determined by MasterCard in its sole discretion;

·         register for a MasterPass Wallet or QkR by automated means or under false or fraudulent pretenses;

·         circumvent or modify any security mechanism used by or on behalf of MasterCard;

·         use or launch any automated system, including without limitation, "robots," "spiders," or "offline readers," to access MasterPass or QkR in a manner that sends more request messages to MasterCard’s servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser;

·         act as a payment intermediary, aggregator or service bureau yourself or on behalf of any third party, including without limitation, handling, processing, or transmitting funds for any third party;

·         rent, lease, loan, trade, sell/re-sell or otherwise charge any party for access to MasterPass or QkR;

·         transmit any viruses, worms, defects, Trojan horses, or any programming of a destructive nature.

 

You shall comply with all applicable international, federal, state, and local laws, rules, regulations, directives and governmental requirements relating to your use of MasterPass and/or QkR. MasterCard may, in its sole discretion, accept or reject your request to register a MasterPass Wallet or to use QkR and may disable or otherwise suspend access to your MasterPass Wallet or QkR at any time for any reason or no reason whatsoever, including without limitation, if MasterCard suspects fraud or illegal, unauthorized or improper conduct.

Text Messages, Location Based Information and Use of Mobile Applications

If you have a mobile carrier that supports MasterPass text messages, when you register for a MasterPass Wallet, you may elect to receive various notices in the form of text messages sent to your mobile phone.  By making that election, you expressly agree and consent to receive those text messages.  Your standard messaging, airtime, and data rates will apply.  The number of messages you will receive each month will vary according to the number of transactions you make and the preferences you select during the registration process. You may change your preferences at any time by logging in to your MasterPass Wallet and editing your preferences.  You may also text “STOP,” “ENDVER,” “ENDNOT,” or “ENDMKT” to 74920 to stop receiving text messages.  Text messages are currently supported by the following mobile carriers: AT&T, CBW, nTelos, U.S. Cellular, Sprint, Nextel, Boost, Virgin Mobile, Verizon Wireless, T Mobile, Alltel, and Cricket.

If your mobile phone is off, out of range, or subject to a variety of other conditions, you may not receive all messages or messages may be delayed.  Cellular and other wireless transmission services and networks are inherently insecure and subject to service disruptions, weak or dropped signals, and other failures over which MasterCard has no control.  MasterCard assumes no responsibility or liability for any delays or failure to receive text messages, QkR MErCHANT INFORMATION or other MOBILE-BASED INFORMATION or any security breaches related to ANY OF the FOREGOING. 

You are responsible for any fees and penalties charged by your telecommunications provider or any other third party in connection with your use of MasterPass or the QkR mobile application on your mobile device.

You can get help at any time by texting HELP to 74920.  You may also email Customer Service at walletsupport@MasterPass.com or call 1-866-309-6155.

Modifications to MasterPass and QKR

While MasterCard currently makes MasterPass and QkR available free of charge, MasterCard may in the future charge for QkR and/or MasterPass (or additional features or functionality) at any time, in its sole discretion. MasterCard may also discontinue, modify, or change MasterPass or QkR, or MasterCard’s services and systems at any time. Such changes may require you to update your Payment Information or other information related to your MasterPass Wallet in order to continue using MasterPass or QkR, as applicable. MasterCard will have no liability or obligation to you with regard to any modifications or changes it makes to MasterPass, or QkR or MasterCard’s services or systems.

MasterCard may, at any time and from time-to-time, change the terms of these TOU or provide other disclosures and notices regarding MasterPass or QkR by posting them on the MasterPass site, delivering them to you through MasterPass or QkR or emailing them to you at the email address associated with your MasterPass Wallet. You will be deemed to have received those disclosures and notices within 24 hours after MasterCard posts or delivers them or emails them to you, unless MasterCard receives notice that the email delivery failed.  If you do not accept those revisions to these TOUs, MasterPass, or QkR, as applicable, your only recourse is to stop using the service that has been affected by such revisions. Your continued use of MasterPass or QkR after such effective date will constitute your acceptance of the revisions that apply to that service.

Feedback

From time to time, MasterCard may ask you for your feedback, suggestions, comments or ideas (collectively “Feedback”) on MasterPass, QkR or other MasterCard products or services but you are not required to provide us with any Feedback.  You agree that MasterCard may use and exploit all Feedback you provide for any purpose without obligation of any kind and without any obligation of confidentiality, attribution, accounting, compensation, or other duty to account to you.

Ownership and Rights

As between you and MasterCard, MasterCard owns and retains all right, title, and interest, including, without limitation, all intellectual property rights, in and to (i) MasterPass, including without limitation, the MasterPass Wallet; (ii) QkR; (iii) Shop This! With MasterPass; (iii) MasterCard’s systems and services; and (iv) all Feedback (collectively, the “MasterCard Property”). MasterCard, its licensors or third party partners own and retain all right, title and interest in all names, trade names, trademarks, service marks, slogans, logos, domain names, or other indicia of MasterCard or its licensors or third party partners used in connection with MasterPass, including without limitation,  “MasterPass,” “MasterPass Wallet,” “MasterPass-connected Wallets,” “MasterPass Online,” “QkR,” “Shop This! With MasterPass,” the MasterPass Checkout Button logo, and “MasterPass Checkout Services” (the “Trademarks”).  You have no right to use any Trademark in any manner without the advance written permission of the owner of that Trademark. MasterCard reserves all rights in the MasterCard Property and Trademarks not expressly granted to you in these TOU.

Products and Services Offered by MasterPass , QkR and Shop This! Merchants

Each purchase through MasterPass (including via QkR and ShopThis! With MasterPass) of a product or service offered by a MasterPass, QkR  or Shop This! Merchant (collectively, “Merchants”) is subject to the Merchant’s specific terms and conditions, which are set forth in the full description of such product or service and is a contractual relationship directly between you and the Merchant. The inclusion of a Merchant’s products or services in any product, service or technology that allows or requires you to checkout with your MasterPass Wallet does not constitute any approval, endorsement or warranty by MasterCard of such products or services or of the Merchant offering them.

Third Party Sites

MasterPass or QkR may contain third party content and links to third party sites or popups served by or on behalf of third parties that are completely independent of MasterPass and QkR and not owned or controlled by MasterCard (“Third Party Sites”). Links to Third Party Sites are included and popups served by or on behalf of third parties are facilitated solely for the convenience of users and do not constitute any approval, endorsement or warranty by MasterCard. Moreover, MasterCard is not responsible for the content, security, operation, or use of any Third Party Sites or the products or services that may be offered or obtained through them or for the accuracy, completeness, or reliability of any information obtained from a Third Party Site. When you click on a link to or in a popup of a Third Party Site, you will leave the services controlled by MasterCard. Any personal information you submit after you leave MasterPass or QkR, as applicable, will not be collected or controlled by MasterCard. It will be subject to the privacy notice or terms of use applicable to the Third Party Site. It is your responsibility to review those policies before submitted your information to the Third Party Site and you provide your information at your own risk. You expressly relieve MASTERCARD from any and all loss, damages or other liabilities you incur as a result of your ACCESS TO OR use of any THIRD PARTY SITE.

Privacy

MasterCard recognizes the importance of respecting your privacy.  The Privacy Notice provides a description of how MasterCard collects, uses, shares and protects your personal information related to MasterPass and QkR, as well as the choices and access rights you have in regard to such personal information. 

Your Representations

You represent and covenant that (a) the information you provide to MasterCard in connection with your registration for a MasterPass Wallet and your use of MasterPass and QkR is true and correct; and (b) you will comply with these TOU and all applicable local, state, federal, and international laws, rules, and regulations.

Indemnification 

You agree to indemnify and hold harmless MasterCard and its business partners, and its and their officers, directors, employees, representatives and affiliates (the “MasterCard Parties”) from and against any and all claims, liabilities, damages (actual and consequential), losses, fines, and expenses (including, but not limited to, legal and other professional fees and costs of investigation) arising from or in any way related to (a) your use of MasterPass or QkR; (b) your (or anyone using your MasterPass Wallet’s) breach of these TOU or applicable law; (c) your negligence or willful misconduct; or (d) your violation of any third party’s rights, including without limitation, any intellectual property rights.

Disclaimer of Warranties 

MasterPass AND QKR are PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH ALL FAULTS. the MASTERCARD Parties DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, QUALITY OF INFORMATION, QUIET ENJOYMENT, NON-INFRINGEMENT, TITLE, or FITNESS FOR A PARTICULAR PURPOSE.  MASTEdRCARD DOES NOT WARRANT THAT THE INFORMATION CONTAINED iN MASTERPASS, qkr (including without limitation, any information related to the merchants’ products or services) or on any third party site WILL BE ACCURATE OR COMPLETE, OR THAT MASTERPASS, qkr OR ANY THIRD PARTY SITE WILL BE ERROR FREE, UNINTERRUPTED, FREE FROM SPYWARE, MALWARE, ADWARE, VIRUSES, WORMS, OR OTHER MALICIOUS CODE, OR WILL FUNCTION TO MEET YOUR REQUIREMENTS. MASTERCARD DOES NOT WARRANT THAT MasterPass OR QKR WILL WORK ON YOUR HARDWARE, WITH YOUR OPERATING SYSTEMS, OR WITH ANY OTHER SOFTWARE INSTALLED ON YOUR COMPUTERS OR MOBILE DEVICES. INFORMATION OBTAINED BY YOU FROM MASTERCARD WILL NOT CREATE ANY WARRANTIES. YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF MasterPass AND QKR.  IT IS YOUR SOLE RESPONSIBILITY TO DETERMINE WHETHER MasterPass AND QKR are SUITABLE AND ADEQUATE FOR YOUR NEEDS.

YOU SPECIFICALLY ACKNOWLEDGE THAT MasterCard does not have ANY CONTROL OVER YOUR TRANSACTIONS INITIATED through qkr OR SHOP THIS! WITH MASTERPASS or USING PAYMENT INFORMATION TRANSMITTED BY MASTERPASS ON YOUR BEHALF, AND mastercard cannot ENSURE THAT all transactions will be completed or that THE PARTY WHO HAS ISSUED YOUR CARD OR REWARDS NUMBER, AS APPLICABLE, will authorize the transactions that you initiate.

Limitation of Liability

REGARDLESS OF WHETHER ANY REMEDY IN THESE TOU FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, THE MASTERCARD PARTIES ARE NOT AND SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, ANY PERSONAL INJURY, PROPERTY DAMAGE, LOSS OF USE, LOSS OF BUSINESS, ECONOMIC LOSS, LOSS OF DATA, OR LOSS OF PROFITS, WITHOUT REGARD TO THE FORM OF ACTION (INCLUDING, BUT NOT LIMITED TO, CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTIONS) ARISING OUT OF OR IN CONNECTION WITH (A) THESE TOU; (B) MASTERPASS, including YOUR USE OF MASTERPASS in combination with qkr, SHOPtHIS! WITH MASTERPASS or any third party application; (C) qkr, including YOUR USE OF qkr; (D) any interruption in service related to QkR or MasterPass; (E) ANY CARD, REWARDS NUMBER, OR THIRD PARTY SITE; (F) ANY PRODUCT OR SERVICE OBTAINED THROUGH A TRANSACTION EXECUTED USING PAYMENT INFORMATION TRANSMITTED BY MASTERPASS OR THROUGH QKR OR SHOP THIS! WITH MASTERPASS; (G) THE ACTIONS OR INACTIONS OF ANY MASTERPASS MERCHANT OR QKR OR SHOP THIS! MERCHANT; (H) YOUR USE OF YOUR MOBILE DEVICE, INCLUDING ANY LACK OF ATTENTION TO YOUR SURROUNDINGS RESULTING FROM SUCH USE; OR (I) THE UNAUTHORIZED ACCESS BY ANY PARTY TO MASTERCARD’S SERVICES AND SYSTEMS, INCLUDING PERSONAL DATA,  EVEN IF ANY OF THE MASTERCARD PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. YOU WAIVE ANY AND ALL CLAIMS, NOW KNOWN OR LATER DISCOVERED, THAT YOU MAY HAVE AGAINST THE MASTERCARD PARTIES ARISING OUT OF YOUR USE OF MASTERPASS, QKR, YOUR MOBILE DEVICE OR THESE TOU. Without limitation of the foregoing, MasterCard is not responsible for any errors in any REWARDS NUMBER DETAILS, DESCRIPTIONS OF PRODUCTS OR SERVICES OFFERED BY MASTERPASS MERCHANTS OR QKR OR SHOP THIS! MERCHANTS OR any mobile carrier fees or penalties or Card account fees or penalties that you incur as a result of your use of MasterPass OR QKR, including any fees and penalties that may result from reversals.

NOTWITHSTANDING THE FOREGOING, THE MASTERCARD PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE SHALL NOT, UNDER ANY CIRCUMSTANCES, EXCEED ONE HUNDRED DOLLARS ($100).

The foregoing limitations and exclusions apply except to the extent expressly precluded by applicable law. IN SUCH JURISDICTIONS, ALL OR A PORTION OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU AND the scope and duration of THE masterCARD PARTIES’ warrantIES and the extent OF THEIR liability will be the minimum permitted under such applicable law.

Termination

These TOU will be effective until terminated as provided herein. MasterCard may suspend or terminate your use of MasterPass or QkR and access to your MasterPass Wallet at any time, with or without cause, and without notice, including without limitation, in the event (a) your contact information is not up-to-date or you do not respond to communications directed to you; (b) the information you have provided to obtain your MasterPass Wallet is false, inaccurate, not current, or incomplete; (c) you are engaged in illegal activity; (d) you have breached any of these TOU; or (e) your MasterPass Wallet has been inactive for more than 13 months.  You may terminate these TOU with respect to MasterPass and/or QkR for any reason or no reason at all, at your convenience, by ceasing all use of the service with respect to which you wish to terminate these TOU.

On termination of these TOU for any reason, the rights and licenses granted to you with respect to the service you wish to terminate will immediately terminate. Upon the termination of these TOU, you shall immediately cease all use of MasterPass and/or QkR, as applicable; and the terms, conditions, and warranties contained in these TOU that by their nature and context are intended to survive the termination of these TOU shall survive, including but not limited to, Use of Your Payment Information, Resolution of Transaction Issues, Feedback, Ownership and Rights, Third Party Sites, Privacy,  Your Warranties, Indemnification, Disclaimer of Warranties, Limitation of Liability, Termination, Miscellaneous. MasterCard shall have no liability to you for any damages, loss of profits or other claims arising from the termination or suspension of your access to MasterPass Or QkR.

Use in U.S. and Canada Only; U.S. Government Restrictions

U.S. and Canada Only. MasterPass and QkR may only be used pursuant to these TOU by individuals and businesses located in the United States and Canada.

U.S. Government Restrictions.  With respect to use of MasterPass and QkR by or on behalf of the United States federal government, the technical data and software rights related to MasterPass and QkR provided by MasterCard include only those rights and licenses provided pursuant to these  TOU and are provided in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Software) and, for Department of Defense transactions, DFAR 252.227-7015 (Technical Data – Commercial Items) and DFAR 227.7202 (Commercial Computer Software or Computer Software Documentation).

Customer Support

Please go to MasterPass Support on the MasterPass site if you have any questions or difficulties using MasterPass. Please contact QkR or Shop This! With MasterPass Support at labs_pilot_support@mastercard.com if you have any questions or difficulties using QkR or Shop This! With MasterPass.

Miscellaneous

Notifications.  Unless provided otherwise by MasterCard in connection with MasterPass or QkR , all notices required from you under these TOU must be sent to walletsupport@MasterPass.com or any other address(es) specified by MasterCard from time-to-time, in its sole discretion.

Entire Agreement.  These TOU constitute the entire agreement between you and MasterCard with regard to their subject matter.

Relationship of the Parties.  These TOU do not create and shall not be construed as creating a joint venture, co-ownership, partnership, or agency relationship between you and MasterCard.

MasterCard Third Party Beneficiaries.  You acknowledge and agree that each affiliate and subsidiary of MasterCard is a third party beneficiary to these TOU and that MasterCard’s affiliates and subsidiaries are entitled to directly enforce, and rely upon, any provision of these TOU which confers a benefit on (or provides rights in favor of) them. No other person or company is a third party beneficiary to these TOU.

Governing Law.  These TOU will be construed, interpreted, and performed exclusively according to the laws of the State of New York, USA without giving effect to any principles of conflicts of law or the UN Convention on the International Sale of Goods. Any action at law or in equity arising out of or directly or indirectly relating to these TOU may be instituted only in the Federal or state courts located in Westchester County, New York, USA. You and MasterCard consent and submit to the personal jurisdiction of those courts for the purposes of any action related thereto and waive any objection thereto, including forum non conveniens. You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have arising out of or related to these TOU must be filed within one (1) year after the claim or cause of action arose.

Waiver; Invalidity.  MasterCard’s failure or delay to exercise or enforce any right or provision of these TOU or any rights under applicable law shall not constitute a waiver of any of those provisions or rights. If any provision of these TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court shall endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these TOU remain in full force and effect.

Headings.  The section headings in these TOU are for convenience only and have no legal or contractual effect.

Assignment.  You may not assign or transfer your rights or obligations under these TOU.   Any purported transfer or assignment in violation of the foregoing will be invalid.

Force Majeure.  MasterCard shall not be liable for any delay or failure to perform its obligations hereunder resulting from any cause beyond its reasonable control, including without limitation, telecommunications, power or utility failures.

Revised October 15, 2013.

 

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