These terms and conditions shall apply in addition to and be read consistently with your specific CardX Client Application.
Intelligent Rate and Zero-Cost Credit (collectively, the “Solutions”) are proprietary payment solutions created by CardX, LLC (“CardX”). Your permitted use of the Solutions will also be referred herein as a “License” and is subject to these legally binding Terms and Conditions (“Terms”) and constitutes your agreement to be bound by and to act in accordance with these Terms. “Use of the Solutions” exclusively and solely means using the Solutions to process the payments made by your patrons or customers. No other use is permitted unless expressly allowed by CardX in writing. The License shall be non-exclusive in that the parties understand that CardX may license all or any part of the Solutions to any other person or entity at its sole discretion and under any terms it desires. You may not, without the written permission of CardX, transfer, assign, or pledge all or any part of the License.
CARDX AND SALES PARTNER’S DISCLAIMER OF LIABILITY:
THE SOLUTIONS ARE PROVIDED “AS IS,” AND CARDX AND ANY SALES PARTNER DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM CARDX OR SALES PARTNER SHALL CREATE ANY WARRANTY. IN NO EVENT SHALL CARDX OR SALES PARTNER BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SOLUTIONS. THE SALES PARTNER, THOUGH NOT A SIGNATORY TO THESE TERMS, IS NONETHELESS A THIRD-PARTY BENEFICIARY TO THIS DISCLAIMER.
CardX acknowledges the importance to its business of the content, accuracy, completeness, performance, and timeliness of the Solutions. However, CardX disclaims any responsibility for errors or omissions in the content, accuracy, completeness, performance, or timeliness of the Solutions, nor does CardX guarantee the content, accuracy, completeness, performance, or timeliness of the Solutions. Similarly, information provided by the Solutions or the Terms is subject to change at any time by CardX without prior notice.
In addition, the failure on the part of CardX to enforce any part of these Terms shall not constitute a waiver of any of CardX’s rights hereunder for past or future actions.
If any term or other provision of these Terms is determined to be invalid, illegal, or unenforceable, all other conditions and provisions of the Terms shall nevertheless remain in full force and effect.
Any dispute over the content or use of the Solutions or the Terms shall be governed by the substantive laws of the United States and the State of Ohio, and the jurisdiction and venue of any such action shall be vested solely in the federal and state courts of Franklin County, Ohio. You accept the jurisdiction of the State of Ohio over your person.
You acknowledge and agree that these Terms constitute the entire agreement between you and CardX with respect to the use of the Solutions.
BY USING THE SOLUTIONS, YOU SIGNIFY YOUR UNDERSTANDING AND AGREEMENT TO COMPLY WITH THESE TERMS AND CONDITIONS.