American Express Terms
Last updated July 1, 2016
Client agrees to the American Express Merchant Operation Regulations (available at: www.americanexpress.com/merchantopguide) and the terms and conditions contained in this American Express Terms (“American Express Terms”). American Express shall be a third party beneficiary to the Agreement and may enforce the terms of the Agreement against Client. Client agrees and acknowledges that it is not a third party beneficiary under any agreement that YapStone may have with American Express. Client agrees to only accept American Express cards in accordance with the terms of the Agreement and the American Express Terms. Except as expressly permitted by Applicable Law, Client must not process American Express card transactions or receive payments on behalf of, or (unless required by law) re-direct payments to any other party.
1. Limitation of Liability.
In no event shall Client, YapStone, American Express or its respective affiliate, successor, or permitted assigns (and in American Express’s case, its third party licensees) be liable to another party for any incidental, indirect, speculative, consequential, special, punitive, or exemplary damages of any kind (whether based in contract, tort, including negligence, strict liability, fraud, or otherwise, or statutes, regulations, or any other theory) arising out of or in connect with the Agreement, even if advised of such potential damages. Neither Client, YapStone, or American Express will be responsible to another party for damages arising from delays or problems caused by telecommunications carriers to the banking system, except that American Express’s rights to create reserves and exercise chargebacks will not be impaired by such events.
In no case will American Express be liable to Client for any claims, losses, liability, actions, demands or expenses arising as a result of (i) any breach of data security resulting from Client’s act or omission, or (ii) the claim by an employee of Client that American Express is liable as a an employer or joint employer of such employee.
2. High CV Sponsored Merchants.
If YapStone or American Express requests that Client do so, Client will be converted to a High CV Sponsored Merchant (as defined by American Express’s then effective Operating Regulations). Upon such conversion, Client will enter into a direct contractual relationship with American Express and be bound by its then standard card acceptance agreement and American Express may set different processing fees for Client. In that case, unless Client expressly informs YapStone otherwise, Client authorizes YapStone to continue to manage Client’s American Express account on its behalf and to cause funds settled from American Express transactions to be deposited either directly into a bank account designated by Client or to a bank account held by YapStone for Client’s benefit.