To help you read and understand these terms, we’ve set out definitions of some key terms below:
You must be 18 years or older in order to access and use the Radish Services. You agree to provide true, accurate, current, and complete account information, and to maintain and promptly update your account information in order to ensure that it remains true, accurate, current, and complete. We will use that information to contact you from time to time (including by sending you notices as required by these Terms relating to, for example, suspension of your account or changes to your plan), so it’s important that you keep all of your contact details, and those of your Primary Admin and other Authorized Users, up to date.
You represent and warrant that you are not located in any U.S. embargoed countries or on any U.S. Government list of prohibited or restricted parties.
Radish grants you a limited, non-exclusive, non-transferable, revocable license to use the Radish's Services (subject to your account type) for the purposes of with the Customer’s business and in accordance with these Terms. You are responsible for any conduct or activity that is undertaken in your account (whether online or by calling our support center), including any changes made, and the input or modification of or access to any data or information in your account, by any of your Authorized Users. In particular, our primary point of contact with you will be your nominated Primary Admin, who will be considered as authorized by you to make changes, give instructions and receive notices on your behalf.
If you are an Authorized User using or accessing the Radish Services for the benefit of a Customer, then you are responsible for ensuring that you have the right to do so from the relevant Customer (including all necessary authorizations to access, amend or remove data, or make changes to the Customer’s account). If you are a Customer, then you are responsible for authorizing the use or access of the Parse Pay Services by any Authorized User and will indemnify Radish against any claims or loss relating to any Authorized User’s use of or access to your account.
We will have no responsibility to anyone other than the Customer, and the Radish Services, and these Terms are intended solely for the benefit of the Customer and not for any Authorized User(s).
We reserve the right to cancel or suspend your account at any time on written notice to you. Such termination will be effective at the end of your then-current paid-up subscription period. We also reserve the right to cancel or suspend your account immediately, in our sole discretion, if: a) you have committed a material or persistent breach of these Terms or any other terms applying to your use of the Radish Services; b) we consider that provision of the Radish Services, or use of them, in your territory or jurisdiction, will or is likely to breach any applicable law; c) we decide to withdraw the Radish Services from your territory or jurisdiction altogether; or d) you fail to comply with any limits or restrictions (eg, on the number of users, registers or transactions) applicable to your Radish plan.
You are entitled to cancel your account with Radish at any time. You may cancel your account by following the prompts when you are logged into your online account through the Dashboard. If you cancel your account before the end of your current paid up month or year, your cancellation will take effect immediately and you will not be entitled to any refund of Fees paid in advance (unless we agree otherwise). If your account is canceled, your account will be deactivated and all of your rights granted under these Terms will immediately come to an end (except to the extent that it is necessary for them to continue in respect of our ongoing storage of your data up to the date of permanent deletion). We are not liable for any loss or damage following, or as a result of, cancellation of your account, and it is your responsibility to ensure that any content or data which you require is exported, backed-up or replicated before cancellation.
Radish owns or has the license to all rights, title, interest, copyright and other worldwide intellectual property and trade secret rights in and to the Services (including all derivatives or improvements thereof). You may voluntarily submit suggestions, enhancement requests, ideas, feedback, recommendations or other input about the Services (“Feedback”) at any time. You irrevocably assign all right, title, interest and other worldwide intellectual property rights in and to the Feedback to Radish, and acknowledge that we are free to use, disclose, reproduce and otherwise exploit any and all Feedback provided by you relating to the Services in our sole discretion, entirely without obligation or restriction of any kind. Any rights not expressly granted herein are reserved by Radish.
The trademarks, service marks, and logos of Radish (the “Trademarks”) used and displayed on the Services are registered and unregistered trademarks or service marks of Radish. Nothing in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed in the Services without the prior written consent of Radish specific for each such use.
Radish’s Privacy Policy describes what information we collect from you and other users of the Services, and how we use data and other information obtained through the Services. We encourage you to read the Privacy Policy carefully as it forms a binding part of these Terms of Service, and contains important information about your rights.
To the maximum extent permitted by law, Radish shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, business, goodwill, use, data or other intangible losses (even if Radish has been advised of the possibility of such damages), resulting from: (a) the use or the inability to use the Service (in whole or in part) or any technical malfunctions; (b) the cost of procurement of substitute goods and services; (c) unauthorized access to, or alteration of, your communications or data; (d) statements or conduct of any third party regarding the Radish Services; or (e) any other matter relating to the Radish Services.
Radish’s maximum aggregate liability to you or any third parties under or in connection with these Terms or your use of the RadishServices is limited to the total amount of Fees paid by you in the past 12 months.
Without limiting the generality of the foregoing, Radish and its third-party providers do not represent or warrant that: (a) the operation or use of the Services will be timely, uninterrupted or error-free; or (b) the quality of the Services will meet your requirements. You acknowledge that neither Radish nor its third-party providers control the transfer of data over communication facilities including the Internet and that the Services may be subject to limitations, delays, and other problems inherent in the use of such communication facilities. Radish is not responsible for any delays, delivery failures or other damage resulting from such problems, without limiting the foregoing Radish does not warrant or guarantee that any or all security attacks will be discovered, reported or remedied, or that there will not be any security breaches by third parties. Except where expressly provided otherwise by Radish, the Services are provided to you on an “as is” basis.
You agree to defend, indemnify and hold harmless Radish and its directors, officers, employees, affiliates and agents from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of these Terms of Service or your access to, use or misuse of the Third-Party Content orServices. Radish will provide notice to you of any such claim, suit, or proceeding. Radish reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this Section.In such case, you agree to cooperate with any reasonable requests assisting Radish’s defense of such matter.
Radish reserves the right, in its sole discretion, to restrict, suspend, or terminate these Terms of Service and your access to all or any part of the Services or User Content at any time and for any reason without prior notice or liability. Radish reserves the right to change, suspend, or discontinue all or any part of the Services at any time without prior notice or liability.
Sections 2 (Your Account), 6 (Limitation of Liability), 7 (Indemnification), 8 (Termination of Agreement) and 10 (Assignment) will survive the termination of these Terms of Service.
If there is a dispute between the parties in relation to these Terms (or any previous version of them), either party must give the other party notice of the nature and details of the dispute, and neither party will commence any court or arbitration proceedings until the procedure described in this section has been complied with.
Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Commercial Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. The arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Unless you and Radish agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Radish agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Customer may not assign any of its rights or obligations under this Agreement without Radish’s prior written consent. Radish may, without Customer’s prior consent, assign its rights and obligations under this Agreement. Subject to the foregoing, the provisions of this Agreement shall be binding on and inure to the benefit not only of the parties hereto but also to their successors and assigns. Radish shall be free to perform all or any part of this Agreement through one or more subcontractors.
You agree to use the Radish Services in a reasonable way(including, to avoid doubt, if you have subscribed for an ‘unlimited’ account).If we determine that your use of the Radish Services is not reasonable or that your use is causing degraded performance of the Radish Services for you or for other Users, we may impose limits on your use of the Radish Services. Where possible, we will endeavor to give you at least 24 hours prior notice and request that your usage is reduced before imposing any limits.
Limits on your use of the Radish Services may include (but are not limited to) the quantities and volumes of the following parameters, per retailer: (a) storage required to host and backup retailer data; (b) sales transactions per calendar month; (c) API (application programming interface) calls per five (5) minute period; (d) page views per five (5) minute period; (e) bandwidth usage per twenty-four (24) hour period; (f) support tickets opened per calendar month; or (g) outlets, registers, users, products and customers.
You agree to comply with all federal, state, local and foreign laws, rules and regulations applicable to you and Merchant’s business in relation to your use of the Services, including any applicable tax laws and regulations, the then-current version of the Payment Card Industry Data Security Standards as made available at https://www.pcisecuritystandar… and the by-laws, and any and all other rules, policies and procedures of VISA, MasterCard, Discover and/or other card networks as in effect from time to time.
The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any part of the Services to countries or persons prohibited under the export control laws. By accessing, using or downloading the Services, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export or re-export of the Services.
As part of the Services, Radish may offer mobile applications that are intended to be operated in connection with products made commercially available by third parties that operate using the Android operating system, which is owned by Google Inc. (“Google”, and such software, “Google Software”). With respect to the Google Software, in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:
The Google Play marketplace is owned and operated by Google. Your use of Google Play is governed by a legal agreement between you and Google consisting of the Google Terms of Service (found at http://www.google.com/accounts/TOS) and the Google Play Terms of Service (found at https://play.google.com/intl/en-US_us/about/play-terms.html). In addition, your use of Google Play is subject to the Google Play Business and Program Policies. The Google Play Market Terms of Service, Google Play Business and Program Policies, and Google Terms of Service will take precedence in that order in the event of a conflict between them, to the extent of such conflict. If you have any questions, complaints or claims with respect to Google Software, they should be directed to Radish.
