Deco Deferred Purchase Agreement
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE YOU ACCEPT IT. THIS AGREEMENT INCLUDES IMPORTANT INFORMATION REGARDING THE TERMS OF YOUR DEFERRED PURCHASE. THE HEADINGS CONTAINED IN THIS AGREEMENT ARE FOR REFERENCE PURPOSES ONLY. YOU SHOULD PRINT A COPY OF THIS AGREEMENT FOR YOUR RECORDS.
SECTION 6 OF THIS DEFFERED PURCHASE AGREEMENT REQUIRES CLAIMS TO BE ARBITRATED AND FORBIDS CLASS ACTIONS UNLESS (1) YOU ARE SUBJECT TO THE PROTECTIONS OF THE MILITARY LENDING ACT, OR (2) YOUR CLAIM INVOLVES INTELLECTUAL PROPERTY RIGHTS OR CLAIMS SOLELY FOR INJUNCTIVE RELIEF WITHOUT SEEKING ANY MONETARY RELIEF.
1. The Parties to this Agreement.
This Deferred Purchase Agreement (“Agreement”) describes a contractual relationship between you (“you” or “your”) and the merchant from which you are purchasing goods and/or services (except as otherwise expressly indicated in this Agreement, collectively with its successors and assigns, “us,” “we,” or “our”).
2. General Terms of Your Deferred Purchase.
A. The Deferred Purchase:
This Agreement is executed in connection with your purchase of goods and/or services (your “Purchase”) from us. By accepting this Agreement, you agree to the terms of a transaction under which we will permit you to pay for your Purchase on a deferred basis.
B. Your Undertaking to Pay:
By accepting this Agreement, you agree to pay the retail sales price of your Purchase. No time price differential, retail service charges, or other finance charges will be added to the amount you are required to repay, nor will you be required to pay an increased retail price for your Purchase over the price that would have been available had you paid for goods and/or services upfront. The specific amount that you will owe us in connection with your Purchase will be the full retail sales price on your invoice or receipt from us for your Purchase (including tax, shipping, and other charges reflected on your invoice or receipt). Your final invoice or receipt is hereby incorporated into this Agreement by reference.
C. Payments and Payment Methods:
You may have been offered the ability to pay for your Purchase in either: (i) a single deferred installment (the “Single Installment Option”); or (ii) multiple installments, consisting of an immediate (non-deferred) down payment and three deferred installments (the “Multiple Installment Option”). You may have been offered a specific payment option or you may have been offered the choice to select between the Single Installment Option and one or more Multiple Installment Options. If you were offered a specific payment option and you accepted that offer by clicking the “Pay” button to accept the terms of this deferred purchase, you agree to pay for your Purchase according to the payment schedule for that option. If you were offered a choice between the Single Installment Option and one or more Multiple Installment Options and you selected a payment option and made your Purchase by clicking the “Pay” button to accept the terms of this deferred purchase, you agree to pay for your Purchase according to the payment schedule for the option you selected. In either case, the due date(s) for your payment(s) will be the date(s) disclosed to you (the “Due Date(s)”) before you click the “Pay” button and accept the terms of this deferred purchase. Both the payment option applicable to your deferred purchase and your payment schedule will be available to you through your Deco online account, and such information is incorporated into this Agreement by reference. You agree to make your payment(s) on or before the applicable Due Date(s) using one of the acceptable methods of payment described below. Acceptable methods of payment may vary by purchase:
- Credit Card – You may pay your account balance by authorizing us to process a payment on your credit card. Payments made by credit card will be subject to the terms and conditions established by credit card issuer. If charges cannot be processed through your credit card, you will be responsible for any fees incurred and Riskified will have no liability with respect thereto; and
- Debit Card – You may pay your account balance by authorizing us to process a payment on your debit card. Payments made by debit card will be subject to the terms and conditions established by the debit card issuer. If charges cannot be processed through your debit card, you will be responsible for any fees incurred and we will have no liability with respect thereto; and
- ACH Transfer – You may pay your account balance by authorizing an Automated Clearing House (ACH) transaction from your bank account. Payments made by ACH transfer may be subject to the terms and conditions established by your bank. If your bank draft or electronic funds transfer is returned for insufficient funds or other reasons, you will be responsible for any fees incurred and we will have no liability with respect thereto.
We may change the acceptable methods of payment from time to time. If we do, and you have an outstanding obligation to Riskified and such obligation is impacted by the change, we will provide reasonable notice in advance of the change to permit you to make a timely payment under this Agreement.
D. Late Fees:
If you do not make any required payment on or prior to its Due Date, you will be assessed a late fee of $7.00. An additional $7.00 late fee will be imposed seven days after the Due Date if the payment is still overdue. An additional $7.00 late fee will be imposed fourteen days after the Due Date if the payment is still overdue.
E. Assignment to Riskified After Execution:
After you accept this Agreement and make a Purchase from us, we will assign this Agreement to Riskified, Inc., which will then be included in the terms “us,” “we,” and “our” as our assignee.
F. Cancelling Transactions:
3. Default and Remedies.
A. Events of Default:
Subject to applicable law, you will be in default under this Agreement if:
- You fail to make any payment required by this Agreement by its Due Date;
- Any bankruptcy, receivership, or insolvency proceeding is started by you or against you, or you make any general assignment for the benefit of creditors;
- You die or are declared legally incompetent; or
- Any representation or information you provided us or our employees, agents, or service providers in connection with this Agreement is materially inaccurate or incomplete.
B. Our Remedies:
If you default on this Agreement, we may, subject to applicable law:
- Require immediate repayment of the entire amount you own under this Agreement;
- Cancel or rescind this Agreement, in which case you will be obligated to provide alternative payment to us for your Purchase;
- Exercise any other right available to us under applicable law.
C. No Waiver:
We may accept late payments or delay in enforcing any of our rights without giving up any of our rights under this Agreement.
4. Servicing and Collection.
A. Credit Reporting:
You understand and agree that we may report information about this Agreement to credit bureaus. Late payments, missed payments, or other defaults on your account may be reflected in your credit report.
You agree that we may send you payment reminders from time-to-time. Notwithstanding whether you have consented or withdrawn your consent to electronic delivery of information, you agree that payment reminders may be sent via any available communication channel, including through electronic mail and/or text message. You also agree that if you fail to pay an amount owed to us pursuant to this Agreement, we may engage in collection efforts to recover such amounts from you. These collection efforts may involve contacting you directly, submitting your information to a collections agency, or taking legal action. FAILURE TO PAY MAY AFFECT YOUR CREDIT SCORE.
C. Communication & Notification:
You agree that we may send you communications about this Agreement and/or your deferred purchase electronically or through phone calls or in writing. Standard mobile, message, or data rates may apply and you are responsible for any such fees.
If we need to contact you to service your account or to collect amounts you owe to us, you give direct consent to us, as well as servicers, agents, contractors and collectors of your account, to communicate with you in any way permitted by applicable law, such as:
- Calling or texting a mobile phone or landline you provide to us, use to contact us, or at which we believe we can reach you;
- Emailing any email address you provide to us;
- Calling or texting you at an authorized number using automatic telephone dialing systems;
- Using pre-recorded or artificial voice messages and other forms of communications.
You also agree that these communications are not unsolicited for purposes of any state or federal law, and you understand that this may result in additional mobile, text message, or data charges.
You understand and agree that we may, without further notice or warning and in our discretion, monitor or record telephone conversations you or anyone acting on your behalf has with us or our agents for quality control and training purposes or for our own protection. You acknowledge and understand that, while your communications with us may be overheard, monitored, or recorded without further notice or warning, not all telephone lines or calls may be recorded by us, and we do not guarantee that recordings of any particular telephone calls will be retained or retrievable.
5. Error Resolution.
A. Errors or Questions about Transactions:
Please contact us by emailing us at email@example.com (1) if you believe a transaction receipt or a statement is wrong, or (2) if you need more information about a transaction on the receipt or statement. For consumer accounts, we must hear from you no later than sixty (60) days after we sent you the first statement on which the error or problem appeared. For business accounts, we must hear from you within one (1) business day of us sending you a receipt. Your inquiry must include: (x) your name, email address associated with your account, and your account number (if available); (y) a description of the error or the transaction you are unsure about, and a clear explanation of why you believe there is an error or why you need more information; and (z) the dollar amount of the suspected error. If you tell us orally, we may require that you send us your inquiry via email within ten (10) business days.
6. Dispute Resolution.
For the purposes of this Section, the terms “us,” “we,” and “our” include, as relevant to any dispute, Riskified, Inc. and any of its successors, assigns, affiliates, employees, agents, and service providers.
A. Informal Dispute Resolution:
If a dispute arises between you and us, our goal is to provide you with a neutral and cost-effective means of resolving the dispute quickly. In the event of a dispute we encourage you first to contact us through firstname.lastname@example.org to try resolving your problem.
B. Mandatory Arbitration: THIS SECTION AFFECTS YOUR RIGHTS, PLEASE READ CAREFULLY BEFORE ACCEPTING THIS AGREEMENT.
Except as explicitly provided in this Agreement, any dispute or claim between you and us, including, but not limited to, claims relating in any way to this Agreement or your deferred purchase, that cannot be resolved directly between you and us pursuant to Section 6(A) shall be resolved by non-appearance based binding arbitration, rather than in court. Except as otherwise provided in this Agreement, this includes any claims based in contract, statute, tort, fraud, misrepresentation or any other legal theory. This does not apply to claims raised in small claims court.
The Federal Arbitration Act and federal arbitration law apply to this Agreement. There is no judge or jury in arbitration and court review of an arbitration award is limited, but an arbitrator can award an individual the same damages and relief as a court and must apply and follow the terms of this Agreement as a court would. YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.
Either you or we can initiate arbitration through the alternative dispute resolution provider the American Arbitration Association (the “AAA”) pursuant to the then-current Consumer Arbitration Rules (the “Consumer Rules”), which are available at the AAA website www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA rules and, where appropriate, limited by the AAA Consumer Rules. If such costs are determined by the arbitrator to be excessive, we will pay all arbitration fees and expenses. If the AAA is unavailable to arbitrate a dispute, you and we may agree on an alternative arbitration provider.
Any arbitration under this provision shall be conducted by telephone or electronic means and/or shall be solely based on written submissions, the specific manner of which shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless the arbitrator determines that an in-person hearing is necessary based on the request of one of the parties and any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction. You and we each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial and agree to proceed only on an individual basis and not in a class, consolidated, or representative action. The parties hereby appoint the arbitrator the exclusive power to rule on any challenges to the requirement for the use of alternative dispute resolution process in these terms.
We also both agree that you or we may bring suit in court to obtain interim or preliminary injunctive relief necessary to protect the rights or property of you or us and any of our partners, affiliates, shareholders, employees, and agents of any kind.
Except as explicitly provided in elsewhere in this Agreement, all claims you bring against us must be resolved in accordance with this Section. Any claim filed or brought contrary to this Section shall be considered improperly filed. Should you file a claim contrary to this Section, we may recover from you attorneys’ fees and costs, provided that we first have notified you in writing of the improperly filed claim and you have failed to promptly withdraw the claim. Should we file a claim contrary to this Section, you may recover from us attorneys’ fees and costs, provided that you first have notified us in writing of the improperly filed claim and we have failed to promptly withdraw the claim. If any particular claim is determined to fall outside of this arbitration provision or if this arbitration provision is determined to be unenforceable with respect to any particular claim, that claim may be pursued in court, but all other claims in the same dispute for which this arbitration clause is enforceable shall proceed in individual arbitration.
C. Restrictions on Arbitration:
You and we agree that any arbitration under Section 6(B) shall be limited to the dispute between us and you individually. To the fullest extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
D. Exceptions to Informal Negotiations and Mandatory Arbitration:
You and we agree that the following disputes are not subject to the above provisions concerning informal dispute resolution and binding arbitration: (1) any disputes seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights; and (2) any claim solely for injunctive relief without seeking any monetary relief.
E. Covered Borrowers under the Military Lending Act:
Notwithstanding any other provision of this Agreement, Sections 6(B) through 6(D) regarding mandatory arbitration shall not apply to a “covered borrower” under the Military Lending Act, as defined in 32 C.F.R. § 232.3(g). Furthermore, nothing in this Agreement shall be construed as applying to a covered borrower to the extent inconsistent with the Military Lending Act.
7. Miscellaneous Provisions.
If any provision of this Agreement is held to be unenforceable, the unenforceable term or provision shall be replaced by an enforceable term or provision that comes closest to the intention underlying the unenforceable term or provision and the remaining provisions shall be enforced.
You may not assign any of your rights or obligations under this Agreement without our prior written permission, which we are not required to provide. You agree that we may assign this Agreement or any of our rights or obligations under this Agreement in whole or in part at any time without your permission.
Except as otherwise provided herein, this Agreement may not be amended, modified or limited except by a written agreement.
D. Governing Law:
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to rules concerning conflicts of law or choice of law.
Last Updated February 25, 2021