Wells Fargo Financial Services Terms
Effective Date: Jan 1, 2020
If you use the Payment Processing Services, as that term is defined in the AffiniPay Terms of Service (the “Agreement”), you are also required to accept these Wells Fargo Financial Services Terms. Any terms used but not defined in these Wells Fargo Financial Services Terms will have the meaning provided in the Agreement.
These Wells Fargo Financial Services Terms constitute a legal agreement between you, AffiniPay, and Wells Fargo Bank, N.A. and Wells Fargo Merchant Services, L.L.C. (collectively, “Wells Fargo”), which is formed by Wells Fargo’s and AffiniPay’s offer of these terms to you, your acceptance of these terms, and Wells Fargo’s and AffiniPay’s subsequent provision of services to you in accordance with these terms. In order to use the Payment Processing Services provided through your Agreement with AffiniPay, you understand that AffiniPay or Wells Fargo may enforce any provisions of the Agreement that relate to your use of Payment Processing Services provided in conjunction with Wells Fargo. AffiniPay or Wells Fargo may also terminate these Wells Fargo Financial Services Terms at any time, which may limit or terminate your ability to use Payment Processing Services.
You must accept all of the terms and conditions of these Wells Fargo Financial Services Terms. If you do not accept them, you may not use the Payment Processing Services.
Card Network Compliance and Disclosure
a. Important Member Bank Disclosures. Wells Fargo discloses that:
- it is the only entity approved to extend acceptance of Visa, Mastercard and Discover products directly to you under these Wells Fargo Financial Services Terms;
- it must be a principal (signer) to these Wells Fargo Financial Services Terms;
- it is responsible for educating you on pertinent Visa, Mastercard and Discover rules with which you must comply, but this information may be provided to you by AffiniPay;
- it is responsible for and must provide settlement funds to you; and
- 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 these Wells Fargo Financial Services Terms, you will:
- comply with cardholder data security and storage requirements;
- maintain fraud and chargebacks rates acceptable under the Network Rules;
- review and understand the terms of these Wells Fargo Financial Services Terms; and
- comply with the Network Rules
You may contact Wells Fargo by mailing 1655 Grant Street, 3rd Floor, Concord, CA 94520 or by calling 1-800-451-5817.
1. Purpose of these Wells Fargo Financial Services Terms
Because you may be the recipient of a credit or debit card funded payment through the AffiniPay Services, 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 Processing Services you are not establishing a depository or other account with Wells Fargo.
Wells Fargo is not responsible for the provision of any Services by AffiniPay or your use of the Services for your business. Wells Fargo is also not responsible for providing customer service to you to resolve any issues you may have related to your use of the Services; however, you may contact Wells Fargo using the contact details set out above in the event that you are unable to resolve any complaints directly with AffiniPay. You are solely responsible for providing support to your Purchasers for all issues related to your products and services.
2. Compliance with Network Rules
Where you use the Payment Processing 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, Discover 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 these Wells Fargo Financial Services Terms. 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, and not for any Prohibited Business;
c. Submit a transaction for the full amount of owed by the Purchaser for the transaction except where you and the Purchaser 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 Purchasers 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 Purchasers, including those resulting a chargeback, and 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, including, but not limited to, disclosing refund policies at the point of sale and refraining from implementing refund policies that differ among Payment Methods.
3. Authorization and Handling of Funds
You authorize AffiniPay to initiate holds, receipts, and disbursements of funds on your behalf upon settlement of Charges from the Networks. You also authorize AffiniPay to instruct Wells Fargo on how and when such Transfers should be made. Settlement funds will be held in comingled accounts pending disbursement of the funds to you in accordance with the terms of the Agreement, including these Wells Fargo Financial Services Terms. You agree that you are not entitled to any interest or other compensation associated with the settlement funds held by Wells Fargo pending prior to distribution to the account you designated in your AffiniPay Account, that you have no right to direct Wells Fargo to distribute settlement funds, and that you may not assign any interest in any funds held at Wells Fargo. Wells Fargo may periodically make information available to you through AffiniPay regarding anticipated funds settlement from the other Financial Services Providers (such as the payment card networks). This settlement information does not constitute a deposit or other obligation by AffiniPay or Wells Fargo to you. Any settlement information communicated to you is for reporting and informational purposes only. You are not entitled to and have no ownership or other rights in such funds until they are credited to the account you identified to AffiniPay. Any authorizations set forth in these Wells Fargo Financial Services Terms will remain in full force and effect until your Account is closed or terminated.
4. Sharing of Data
a. You authorize AffiniPay to provide any Data, including User Data or Payment Data, to Wells Fargo to (i) provide the services described in these Wells Fargo Financial Services Terms to you, (ii) comply with its legal and regulatory obligations, and (iii) perform underwriting and risk review, including verification that you are legally permitted to transact and receive funds. Where required to comply with our legal, payment network, or regulatory obligations, Wells Fargo may provide any Data to law enforcement, payment networks or regulators (as the case may be). You further authorize AffiniPay to provide Data to the Networks in accordance with the Network Rules, and permit the Networks to use such Data in accordance with the Network Rules, including for promotional, analytical, and other business purposes.
b. You agree that you will not (i) use the Payment Data for any purpose other than to support Payment Processing Services, (ii) use the Payment Data for any purpose that you know or should know to be fraudulent or in violation of any Network Rules, (iii) sell, purchase, provide or exchange in any manner or disclose Payment Data to anyone other than Wells Fargo, American Express, Visa, Discover or Mastercard (as applicable); or in response to a government request. Further, you agree that you will at all times comply with the Payment Card Industry Standards (“PCI Standards” including, without limitation, PCI-DSS) with respect to Payment Data and will indemnify and hold Wells Fargo harmless for any violation or breach of the PCI Standards, including but not limited to, any fines, fees or assessments by any Networks imposed upon you, Wells Fargo, or AffiniPay.
5. Term and Termination
These Wells Fargo Financial Services Terms shall have the same effective date as the Agreement and shall continue so long as you use the Payment Processing Services. These Wells Fargo Financial Services Terms will terminate automatically upon termination of the Agreement, except for those terms which are intended to survive termination. In addition, the Payment Processing Services and/or these Wells Fargo Financial Services Terms may be terminated at any time by Wells Fargo upon notice to you.
6. Representations and Warranties
In addition to the representations and warranties made in the Agreement, you represent and warrant to Wells Fargo and AffiniPay that you (a) are legally able to enter into these Wells Fargo Financial Services Terms, (b) you will not use the Payment Processing Services, directly or indirectly, for any fraudulent or illegal undertaking; and (c) you will only use the Payment Processing Services in a manner consistent with the Agreement, including these Wells Fargo Financial Services Terms, the Documentation, and the Network Rules.
Notwithstanding the foregoing or anything to the contrary in the Agreement, you agree to defend, indemnify, and hold harmless Wells Fargo, and their respective employees, directors, agents, and affiliates (collectively “Wells Fargo 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 these Wells Fargo Financial Services Terms; (b) your use of the Payment Processing Services; (c) your obligations to pay fees or fines to AffiniPay, your Purchasers, Financial Services Providers, or third parties; (d) negligence or willful misconduct of your employees, contractors, or agents; and (e) all third-party indemnity obligations Wells Fargo incurs as a direct or indirect result of your acts or omissions (including indemnification of any payment card network, card issuer, or intermediary bank).
8. Disclaimer of Warranties
ANY SERVICES DESCRIBED IN THESE WELLS FARGO FINANCIAL SERVICES TERMS 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, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ALL DISCLAIMERS OF WARRANTIES PROVIDED IN THE AGREEMENT WILL APPLY EQUALLY TO WELLS FARGO ENTITIES AS THEY DO TO AFFINIPAY. WELLS FARGO ENTITIES (a) ARE NOT RESPONSIBLE FOR YOUR OR AFFINIPAY’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, AFFINIPAY, OR ANY THIRD PARTY.
9. Limitations on Liability
In no event will Wells Fargo 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 these Wells Fargo Financial Services Terms, or the services described in either, including without limitation the use of, inability to use, or unavailability of services provided by AffiniPay. Under no circumstances will any of the Wells Fargo Entities be responsible for any damage, loss or injury resulting from hacking, tampering, or other unauthorized access or use of the service or your Account or the Data contained therein, or your failure to use or implement security, controls, or processes that are appropriate for your business.
Wells Fargo 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 Services; (b) any misuse of Services or Data; (c) any interruption or cessation of transmission to or from the Services; (d) any software bugs, viruses, or other harmful code that may be transmitted to or through the 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 Wells Fargo Entities’ cumulative liability to you is limited to direct damages and in all events will not exceed in the aggregate amounts actually received by Wells Fargo (including any fees paid to Wells Fargo) 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 that the claim is based, including without limitation contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if AffiniPay or Wells Fargo has been advised of the possibility of such damage.
The foregoing will apply to the fullest extent permitted by law in the applicable jurisdiction.
10. United States Only Services
You may not use any services offered by Wells Fargo from, or on behalf of persons or entities (a) in a country embargoed by the United States or (b) blocked or denied by the United States government. You further acknowledge and agree that you will not use your merchant account and/or the Services for illegal transactions, for example, those prohibited by the Unlawful Internet Gambling Enforcement Act, 31 U.S.C. Section 5361 et seq., as may be amended from time to time, or those involving any Person listed on the U.S. Department of Treasury, Office of Foreign Assets Control, Specially Designated Nationals and Blocked Persons List (available at www.treas.gov/ofac) or the U.S. Department of State’s Terrorist Exclusion List (available at www.state.gov) or the processing and acceptance of transactions in certain jurisdictions pursuant to 31 CFR Part 500 et seq. and other laws enforced by the Office of Foreign Assets Control (“OFAC”) or in connection with illegal activity of any kind. 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 the United States.
11. Dispute Resolution
All disputes under these Wells Fargo Financial Services Terms are subject to the applicable provisions of the Agreement.
The failure of Wells Fargo to assert any of its rights under these Wells Fargo Financial Services Terms, shall not be deemed to constitute a waiver by Wells Fargo of its rights to enforce each and every provision of these Wells Fargo Financial Services Terms in accordance with its terms.
13. Bank Disclosure
Merchant Services Provider Contact Information
Name: AffiniPay, LLC (d/b/a LawPay, CPACharge, and MedPay)
Address: 3700 N. Capital of Texas Hwy, Suite 300, Austin, TX 78746
Phone Number: 855.656.4684
Member Bank Information: Wells Fargo Bank
The Bank’s mailing address is Wells Fargo Bank, N.A., PO Box 6079, Concord, CA 94524 and its phone number is (800) 451-5817.
Important Member Bank Responsibilities
- The Bank is the only entity approved to extend acceptance of Card Organization products directly to a Merchant.
- The Bank must be a principal (signer) to the Merchant Agreement.
- The Bank is responsible for educating Merchants on pertinent Visa and MasterCard Rules with which Merchants must comply; but this information may be provided to you by Processor.
- The Bank is responsible for and must provide settlement funds to the Merchant.
- The Bank is responsible for all funds held in reserve.
Important Merchant Responsibilities
- Ensure compliance with cardholder data security and storage requirements.
- Maintain fraud and chargebacks below Card Organization thresholds.
- Review and understand the terms of the Merchant Agreement.
- Comply with Card Organization rules.
- Retain a signed copy of this Disclosure Page.
- You may download “Visa Regulations” from Visa’s website at: https://usa.visa.com/support/small-business/regulations-fees.html#3
- You may download “MasterCard Rules” from MasterCard’s website at: https://www.mastercard.us/en-us/business/overview/support/rules.html
The responsibilities above do not replace the terms of the Merchant Agreement and are provided to ensure the Merchant understands some important obligations of each party and that the Bank is the ultimate authority should the Merchant experience any problems.