ACCEPTANCE OR USE OF THIS AGREEMENT SHALL CONSTITUTE THE AGREEMENT BY YOU TO THESE TERMS AND CONDITIONS. YOU ARE ADVISED TO CAREFULLY READ AND REVIEW THE TERMS AND CONDITIONS OF THIS RESERVATION AGREEMENT SET FORTH BELOW, WHICH COULD AFFECT YOUR LEGAL RIGHTS AND ARE BINDING.
1. Agreement to Reservation Terms
These terms and conditions specific to a Puppy Reservation ("Agreement" or "Reservation Agreement") shall take precedence over all other PetPay Terms and conditions or policies. To the extent this Agreement conflicts with any other PetPay Terms and conditions or policies, the provisions of this Agreement shall control.
2. Statement of Service and Registration Requirements
A Breeder uses PetPay, Inc. (the "Company", "PetPay", "We", "Our", or "Us") to facilitate marketing and reservation management for the
sale of goods, animals, travel, and services related to the sale/adoption of pets (the "Service"). The Buyer ("You", "Your", or "Customer") uses the Service provided by the Company on behalf of a Breeder, to reserve, purchase or make associated payments for the reservation or sale of goods, animals, travel, and services related to the sale/adoption of pets. Buyer, Breeder, and Company may be collectively referred to as the "Parties."
PetPay assumes no responsibility for goods, animals, or services reserved or purchased by Buyer and offered for sale by a Breeder. By using our Service in any manner, You consent to this entire Agreement between You and PetPay.
For payments by credit card, ACH, or bank transfer, PetPay initiates the payment process by providing information to a processor that sends it to a bank that is a member of Visa U.S.A., Inc., Visa International ("Visa"), MasterCard International Incorporated ("MasterCard"), American Express Travel Related Services Company Inc. ("American Express"), or other payment card networks, associations, or companies (collectively, the "Networks"). The processor and member bank are referred to collectively as the "Bank." The Bank is obligated to pay PetPay under both (a) the provisions of its agreement with PetPay, and (b) the by-laws, operating regulations, and all other rules, policies, and procedures of the Networks are in effect from time to time (the "Operating Regulations"), that make the Bank responsible for settling transactions. For payments by bank transfer, PetPay initiates the payment process by providing information to the Bank through the National Automated Clearing House ("ACH").
Buyers must register with PetPay. To register, a Buyer provides information in order to create an account ("Account"). You are responsible for maintaining the secrecy and security of Your Account access credentials and for any use or action is taken using them.
PetPay allows individuals, businesses, and non-profit organizations to register for PetPay if they are located in one of the 50 United States or the District of Columbia. A Buyer must be either a United States citizen, a legal permanent resident of the United States, or a United States business or nonprofit organization having a physical presence in the United States. A Buyer who opens an Account must be eighteen (18) years of age or older.
3. Puppy Price, Reservation Value, Travel Costs, and Buyer Responsibility for Fees
Buyer acknowledges that they have agreed to reserve a puppy ("Puppy") from the Breeder for the advertised price (the "Puppy Price"). The Puppy Price plus Taxes, Fees or any other fees associated with the Reservation of the Puppy is the ("Reservation Value"). In addition to the Reservation Value, Buyer agrees to pay the Puppy's travel costs (if any) from the Breeder's location to Buyer's ("Travel Costs"). Buyer will receive a separate invoice for the Travel Costs, and the Travel Costs are due upon receipt of the invoice. Remaining Balance Due is the amount You owe to complete the payments for the Reservation excluding Taxes and Fees. Travel Costs are not associated with the Reservation Value or Remaining Balance Due. Reservation Value and Travel Costs must be paid in full before the Puppy is allowed to depart for travel.
If the Puppy is financed or the option of Deposit ("Deposit") is offered, a Deposit payment of $599 or 10% of the Puppy Price whichever is greater plus Fees and applicable taxes is required. The Deposit is applied to the final Reservation Value. Before scheduling travel, the total Reservation Value is due in full. Travel Costs are the responsibility of and shall be paid by Buyer.
Buyer acknowledges any arrangements or plans Buyer makes for puppy pick-up should remain flexible and subject to full refunds for cancellations, as travel delays are a common occurrence. This flexibility applies regardless of any separate reservations made by the Buyer, such as but not limited to hotels, airport shuttles, drivers, limousines, car rentals, and airline tickets. PetPay, Inc. bears no responsibility for any expenses or arrangements related to puppy pick-up in case of transport delays. It is mutually understood and agreed upon by the Buyer that no refunds or reimbursements, of any kind, will be offered for the purchase and subsequent booking of transport or delivery services. The sale is deemed final, irrespective of any loss or conflicts arising from independent plans made by the Buyer.
The Company shall receive all payments due under this Agreement in US Dollars through PetPay's payment processing platform.
Buyer acknowledges they are purchasing a living animal and the Puppy is being sold as-is with no warranties as more comprehensively defined in Section 10. Puppy is Sold As-Is; No Warranties. Buyer acknowledges that Buyer is not entitled to any refunds, in accordance with Section 15. Refund Policy. Buyer acknowledges that if any issues occur it will contact Company immediately in an attempt to resolve the issue. Buyer acknowledges that if Buyer defaults upon payment of the Reservation Value or Travel Costs, creates a chargeback by contacting their credit card company, Bank or Third-Party Lender that Buyer shall remain liable for the Reservation Value and Travel Costs including interest at a rate of 1.5% compounded per twenty-one (21) calendar days computed from the date of this Agreement. Buyer agrees that Company may pursue Buyer for all amounts due by using all legal avenues for collection, including, but not limited to a collection agency, credit reporting, filing suit and notifying local authorities if fraud is suspected. Buyer shall be liable for all costs associated with the collection of the debt including, but not limited to collection costs, legal fees and any Default Penalty fees, identified in Section 31.
PetPay reserves the right to delay or reject any Reservation for any reason at it sole discretion. Buyer shall have no recourse if its Reservation is rejected.
4. Time of the Essence
A Reservation for a Puppy is time sensitive and delays by Buyer may impose damages to a Puppy's value, placement, and/or long-term well-being. Buyer acknowledges and understands that time is of the essence in completing all of its obligations under this Reservation Agreement, including but not limited to timely payment of invoices, timely responses to all communications from the Company and timely acceptance of delivery; however, the foregoing shall not be construed to limit or deprive Buyer of the benefits of any cure period allowed in this Reservation Agreement for payment or communications. Buyer expressly waives and releases Company against any Time of the Essence claim or liability during the course of the Company's execution of the Reservation. Buyer is required to stay in constant contact and respond promptly to any communications from Company. Buyer agrees to pay invoices by the posted due date, however, failure to pay invoices on time will not result in Default unless Company notifies Buyer in writing that Reservation is in danger of Default.
If Buyer plans to obtain financing, Buyer must obtain financing from a Third-Party Lender before the Reservation Date, defined in Section 14. Any agreement(s) governing Buyer and Third-Party Lender transactions are wholly independent of this Agreement, and the Company shall be bound solely by this Agreement. PetPay does not finance Puppy reservations, and PetPay is not a party to and will not be bound by any agreement between Buyer and any Third-Party Lender.
Buyer shall indemnify and defend PetPay, its affiliates and subsidiaries, and each of their respective representatives, employees, and agents (collectively, the "PetPay Indemnities") against, and shall hold each of them harmless from and against, and shall pay and reimburse PetPay, for, any and all losses incurred or sustained by, or imposed upon, the PetPay Indemnities based upon, arising out of, related to or by reason of: (a) any breach or non-fulfillment of any covenant, agreement or obligation to be performed by a third party lender; or (b) any claim based upon, resulting from or arising out of the business, operations, or obligations of any third party lender.
6. Documentation; Registration Paperwork
If the Puppy was advertised to include club registration and is eligible for pet-only registration under the regulations of their chosen organization Breeder certifies that it will provide the proper forms for such registration for Buyer to complete once the Puppy has been delivered. Buyer shall be responsible for all registrations and costs associated with the Puppy and its registration. Breeders are allotted time post-delivery to provide the application for the Puppy registration with their chosen organization. The Puppy will not come with registration paperwork at the time of Delivery. This process normally takes a few months to complete.
If the Puppy is reserved with breeding rights, the Breeder will supply all documentation required for Buyer to apply for registration. Registering the puppy will be the sole responsibility of Buyer, including all associated costs.
7. Pet-Only Status/Spay & Neuter Requirements
All Dogs/Puppies are sold as pets unless expressly agreed otherwise in writing by the Breeder. Buyer agrees and acknowledges that Buyer will not breed the pet and that the pet comes with Pet-Only rights, excluding Breeding Rights and Breeding Ability, if properly registered and purchased. Buyer agrees to spay or neuter the Puppy at an appropriate age or by the Puppy's first birthday, as determined in consultation with Buyer's veterinarian. Buyer further agrees to care for the pet humanely and responsibly, including, but not limited to, providing it with clean and adequate shelter, food, water, veterinary care and required and recommended vaccinations and deworming. Buyer agrees that the Puppy shall reside inside their home, shall not be allowed to roam freely, and shall wear a collar with identification tags and any required license tags at all times.
8. Health Requirements and Vaccines
Legally, Breeders are only obligated to follow laws that are applicable to them. It is both permissible and customary for licensed and certified Breeders to provide their own vaccines (excluding Rabies) in accordance with the state laws and regulations that govern them, as long as they are working under the guidance of a veterinarian. If a Breeder is in compliance with their local laws, the perspective of the Buyer's veterinarian concerning the Breeder's administration of vaccinations is inconsequential.
The administration of vaccines is governed by the state laws applicable to the Breeder, not the state laws of the Buyer. The puppy will be delivered with all vaccinations that are required by the USDA and have been administered in compliance with the regulations of the Breeder's state. The Buyer is solely responsible, both financially and otherwise, for complying with any vaccine requirements that are specific to the Buyer's local and state laws.
Only a veterinarian licensed by the USDA is authorized to administer Rabies vaccinations, and the age at which they are required varies between states. Certain states mandate Rabies vaccinations at 12 weeks of age, while others prohibit it until the puppy reaches 16 weeks of age. The Breeder will adhere to the Rabies vaccination schedule specified by their state regulations.
To reduce diseases and internal parasites, each Puppy must be vaccinated and treated with anthelmintics (dewormers) according to Breeder and veterinarian standards, including, but not limited to: a canine dewormer, a canine distemper, a canine parvovirus, and a rabies vaccination (provided the Puppy has reached the age of three (3) months and is vaccinated by a licensed veterinarian). Additionally, vaccinations may be administered at the discretion of the Breeder's veterinarian including but not limited to Leptospirosis, Bordetella, Parainfluenza, or Hepatitis.
Parasites: Buyer understands a Puppy may contract a parasite at any point in time in any environment and agrees to not hold Company liable for any remedy or relatable remedy. Germs, parasites, and worms all live microscopically in every environment, including but not limited to personal property, yards, parks, and sidewalks. Puppies are administered dewormers to help ward off parasites. A veterinarian will do a fecal exam to detect any parasites. PetPay has an Rx Prescription plan as part of its Health Guarantee which can help cover certain costs of the treatment of parasites.
Before departure, a fecal floatation exam is required. If the results are positive, the Breeder will treat any abnormalities immediately and re-screen which may delay the Puppy's original Travel Date. A negative test does not mean parasites will remain dormant.
No Puppy will be released before it has reached the age of eight (8) weeks. No Puppy will be released before twelve (12) weeks for any Puppy weighing less than two pounds in accordance of USDA regulations.
The Parties agree it is impossible to predict the future health of a living breathing organism. Therefore, by accepting the terms of this Agreement, Buyer understands the short-term or long-term health of a Puppy cannot be predicted and thus Buyer understands and attests to have read and agree to the provisions outlined within Section 10. Pets are Sold As-Is; No Warranties.
9. Growth, Appearance, and Temperament of Your Puppy
A Puppy is a living, breathing animal with its own personality, temperament, training abilities, and final size. Buyer understands that a Puppy's environment influences its character, personality, and training ability; Buyer agrees to not hold Company liable for any remedy or relatable remedy to any issues with the Puppy's character, personality, and training ability. Buyer understands that the appearance of a Puppy may change as it grows and thus Buyer agrees to not hold Company liable for any remedy or relatable remedy to the Puppy's appearance once it has completed growing. Some breeds undergo changes in their coat or color as they mature. Due to the unpredictablenature of genetics, the Puppy's appearance and size may differ from prior pictures or videos. Despite a Breeders' best effort, genetics, dander, size, color, markings and weight cannot be predicted nor promised.
Buyer releases Company from any disputes or refunds when Buyer claims any advertised material, imagery, and/or video(s) of the Puppy's visible characteristics (weight, size, color, markings, coat, appearance), genetics, personality, temperament, training ability does not match or differs from previously described, disclosed, or published material online; and as such Buyer agrees to expect changes to the Puppy's visible characteristics (weight, size, color, markings, coat, appearance), genetics, personality, temperament, training ability whereas changes may occur drastically at any time in a relatively quick time period; and as such BUYER WILL NOT BE ENTITLED TO A REFUND FOR ANY REASON.
10. Pets are Sold As-Is; No Warranties
PETS ARE SOLD AS-IS. Buyer agrees that it has carefully reviewed the information from the Breeder regarding the Puppy to be reserved. Buyer agrees that it is aware that animals may release dander and other allergy-causing agents, even if the Puppy is hypoallergenic, which may affect Buyer or Buyer's family members, visitors to Buyer's home or other residents . Buyer represents and agrees that it has researched the breed of Puppy being reserved, understands the Puppy's common breed specific ailments, and confirms it is aware the Puppy may grow and reach additional weights and heights. Buyer understands that a Puppy is a living, breathing animal and that each Puppy, regardless of its breed, is an individual animal and that the breed of an animal will not determine its temperament, personality, ability to train, or final size and that the Puppy's environment has an effect on the Puppy. BUYER SHALL NOT BE ENTITLED TO A REFUND FOR ANY REASON.
The Company disclaims any implied warranties of title, merchantability and fitness for any particular purpose and non-infringement. The Company further disclaims any liability related to the current or future appearance, temperament, personality, size, weight, color, training, compatibility with breed standards, Puppy DNA test results, hypoallergenic traits, dander, or allergens related or caused by the Puppy, or any unknown health ailments. Buyer acknowledges that Company makes no representations or warranties other than those expressly set forth herein. Buyer further acknowledges that Company makes no representations or warranties for any additional information or documents made available to Buyer. In addition, no advice or information (oral or written) obtained by You from PetPay shall create any warranty. The company is only a medium for payment of the Puppy and has not previously inspected the Puppy in person as the Puppy has been under the care and control of the Breeder at all relevant times.
- Health Guarantee: Buyer's only source of recourse, unless expressly stated in this Agreement, is the PetPay Health Guarantee found online at https://petpay.com/howitworks/policy/healthguaranteeterms or the Breeder's Health Guarantee (as applicable, the Health Guarantee), the terms of which are fully incorporated herein by reference and are made a part of this Agreement. HEALTH GUARANTEE CLAIMS OFFER A FORM OF REIMBURSEMENT ONLY AND ARE NOT A REFUND FOR THE RESERVATION VALUE OF THE PUPPY.
- Puppy Weight, Color and Markings: Buyer acknowledges that it has researched the breed of Puppy reserved and is aware of the Puppy's growth and color-changing, marking-charging potential. Buyer understands the Puppy will grow, will change weight at any time, may change color at any time (some breeds change color rapidly, often overnight as they shed their Puppy coat), and markings may lighten, darken or disappear at any time, the Company makes no representations concerning the Puppy's current or future size, weight, color, markings, or genetics and thus Buyer accordingly agrees to release Company from any claims, refund requests, or return requests. Due to the unpredictable nature of genetics, the Puppy's appearance and size may differ from its parents. Despite a Breeders' best efforts, genetics, size, color, markings, and weight cannot be guaranteed, therefore, there are no refunds for any reason whatsoever.
- Hypoallergenic Trait(s): Buyer understands there are no dog breeds that are genuinely hypoallergenic. Accordingly, Buyer agrees to release Company from any claims, refund requests, or return requests related to allergic reactions.
- Temperament, Personality, and Ability to Train: Buyer understands that a Puppy's environment influences its character, personality, and training ability thus Buyer agrees to hold Company not liable for any remedy or relatable remedy due to Puppy's character, personality, and training ability.
- Common Breed Ailments: Certain dog breeds are susceptible or prone to adverse health effects which are not covered and are not warranted and may include but are not limited to, certain diseases, syndromes, autoimmune disorders, epilepsy, eye problems, cataracts, ear infections, portosystemic shunter defects, respiratory problems, elbow or hip dysplasia, joint problems, bloat, glaucoma, diabetes, collapsing trachea, breathing problems, skin or hair loss, little white shaker syndrome, heart disease, mitral valve disease, valvular disease, aortic stenosis or heart failure Buyer agrees to release Company from any claims, refund requests, or return requests related to health problems of the Puppy identified above.
- Notice: Common congenital Puppy conditions, including but not limited to grade 1 and 2 heart murmur, grade 1 and 2 patella, small umbilical hernia, undescended testicle, or slight underbite or overbite are considered minor congenital conditions which are not a cause for profound health implications and thus will not be cause for a refund, return or cancellation.
SECTIONS 8, 9 AND 10 ABOVE SPECIFY ALL THE REASONS FOR WHICH BUYER WILL NOT BE ENTITLED TO A REFUND. EACH PUPPY IS SOLD WITHOUT WARRANTY AS A PET.
Travel mostly occurs within twenty-one days of the Reservation Date of this Agreement. The time frame for travel is an approximation and not a guarantee. The Breeder, in consultation with the Breeder's veterinarian, determines the Puppy's travel date, with the Puppy's health being the primary determining factor. Occasionally, there may be delays for numerous reasons, including, but not limited to, weather, temperature restrictions, logistics, mechanical failure, or other unforeseen events.
Once the Travel Work Order has been ratified, a $100 fee will be applied for any Travel changes requested or necessitated by Buyer. Buyer is granted 24 hours to issue a cancellation of the ratified Travel Work Order per its terms for a full refund; after 24 hours the payment becomes fully non-refundable. Buyer is not entitled to a refund due to any airline/airport delays or cancellations of the Puppy's flight, whether such travel is domestic or domestic international. Buyer is responsible for arranging all required documentation, health reports, or vaccinations that may be necessary to transport the Puppy into Hawaii or any Country other than the United States or Canada. Covid-19 Restrictions may delay travel, and Puppy transportation/delivery may consequently be delayed. Travel delays should be expected and will not warrant a Cancellation by Buyer. Additional kennel fees may be assessed to accommodate the Puppy until it may travel. The Breeder shall hold the Puppy until it may travel.
All travel is conducted and planned by a third party. Buyer will be contacted by the third party with regard to the travel dates, methods, and all other travel details. PetPay is not liable, directly or indirectly, for any delays, including, without limitation, those that may cause Buyer inconvenience or financial loss, nor is a delay a valid cause for cancellation of Buyer's Reservation of the Puppy.
Buyer releases Company from any disputes or refunds or expectations of acceptability and satisfaction whereas Buyer claims transport services as not acceptable for any reason whatsoever. Buyer may pick up the Puppy directly at no cost to Buyer from the Breeder; therefore, Buyer understands by purchasing Travel Services that there will be no refunds for any reason whatsoever.
12. Acknowledgment of Terms & Conditions
The following terms and conditions are agreed to and understood by the Buyer:
- Buyer shall comply with Company's Code of Conduct which is accessible by visiting the following URL https://petpay.com/howitworks/ policy/codeofconduct/.
- Buyer understands all vaccination and health requirements per Section 8. Health Requirements and Vaccines.
- Delivery delays may occur due to circumstances beyond the control of the Company, and delays for any reason are not grounds for cancellation.
- The Breeder remains the Puppy's owner until Buyer takes possession and signs all required acknowledgments.
- Requests for additional photos or videos of the reserved Puppy may or may not be granted and are at the sole discretion of the Breeder.
- Weather and climate can delay travel arrangements for the Puppy.
- Changes to a Puppy's environment, climate, humidity levels, or seasonal allergies directly impact a Puppy's well-being. A Puppy may develop allergies, a cold, respiratory infection, or other ailments at any point in time, even after a veterinarian exam dictating a clean bill of health. These ailments may flare up during travel.
- The administration of dewormers is required because parasites are prevalent in puppies; even dormant ones may flare up due to stress or other factors.
- Even when a Puppy is released from a Breeder with a clean bill of health, the Puppy may experience stress when leaving its environment, parents, and littermates, which may trigger stress-induced traits such as diarrhea, cough, parasite flare-up, or more.
- A Puppy is not potty trained and often soils itself in transit, and the transporter or airline does not have access to bathe the Puppy in transit. You will have to clean the Puppy with lukewarm water with a small amount of Dawn dish soap upon arrival.
- You understand that a Puppy may experience a false positive from a SNAP test upon the initial veterinarian checkup, as the Puppy will have just received a Parvovirus inoculation. We require Your Veterinarian to administer an IDEXX Parvovirus 2 (CPV-2) RealPCR™ Test-Canine (2649) panel analyzed by an IDEXX laboratory IF the Puppy is suspected to be Parvo positive within 72 hours of Buyer receiving the Puppy. This exam ensures the proper diagnosis is strictly enforced to prevent for-profit veterinarian care, reduce veterinarian bills and treat the Puppy properly.
- If Buyer cannot keep the Puppy or provide a suitable home in accordance with this Agreement and PetPay's policies, Buyer must notify a PetPay representative immediately to determine the next steps. The Parties agree Breeder has the first right of refusal to take possession of the Puppy. Buyer agrees to notify the Breeder immediately if any problem or situational change arises and will not leave the Puppy in a shelter or sell or give it away. If the Puppy has been sold or given away without written permission of the Breeder, Buyer shall be responsible for all costs associated with enforcement of the Breeder's claim to the Puppy, including, but not limited too attorney's fees.
- Buyer agrees that it is Buyer's responsibility to accept the Puppy upon arrival or be subject to Section 13. Refusal of Delivery terms and Cancellation.
- Buyer agrees to seek immediate veterinary care if Puppy becomes sick or injured.
- Buyer agrees to give the Puppy a comprehensive veterinary exam at least once yearly.
- Should a veterinarian diagnose the Puppy with a disease or life-threatening congenital disability, Buyer must provide a written statement from two non-associated veterinarians. These statements must include the veterinarian's name, address, and phone number and provide a release for Company to contact BOTH veterinarians. If the Puppy is deceased, Buyer must provide proof that the Puppy is deceased from a licensed veterinarian in the form of a necropsy report. No exceptions.
- Within 72 hours of receiving the puppy, the buyer must fill out the Transfer of Ownership form, activate Metlife (where applicable), and take the puppy to a licensed veterinarian for a health guarantee to remain valid.
- Puppies need time to adjust to their new home and surroundings. Before deciding Your Puppy isn't working out, please contact PetPay at firstname.lastname@example.org for assistance.
- If a Puppy is microchipped, Buyer agrees to register the Puppy's Microchip upon delivery. Buyer must provide the Breeder the Microchip registration number. Breeder may not release the Registration paperwork unless able to confirm the Puppy's microchip has been registered.
- Buyer agrees that the Puppy will be fed the same food as the Breeder has provided the Puppy for a minimum of one (1) year unless Breeder or licensed Veterinarian states otherwise.
- Puppies are all given unique site names that will vary from that of the Breeder's private name. The paperwork that comes with the puppy will usually have a different listed name.
13. Delivery; Delivery Notice; Refusal of Delivery
For the purposes of this Agreement and Cancellation Policy, the date of travel ("Travel Date") is defined as the first and original date communicated in writing to Buyer for which the Puppy becomes eligible to travel irrespective of any changes in travel, travel schedule or transport method.
Delivery: By entering into this Agreement, Buyer acknowledges full intent to take possession of the Puppy at the time of Delivery and, in doing so will ensure that Buyer's schedule will accommodate any last-minute change to the delivery time.
Delivery Notice: (a) Except as may be otherwise set forth herein, Buyer understands and agrees that (b) Delivery is fluid and that Buyer will clear their schedule to ensure the Delivery of the Puppy, (c) It is the Breeder's and/or the transport company's responsibility to communicate Delivery times and/or schedule changes to Buyer in advance. However, this can occur with little or no notice, and in order to ensure Delivery and consummation of this Agreement, Buyer agrees that such notice is adequate, (d) The Company or Breeder will not be held in peril or Default due to lack of advance notice or changes in schedule, (e) It is possible for Delivery to take place at any hour on any day of the week, and the Company despite our best efforts cannot guarantee a specific delivery time, (f) If a Buyer deems a delivery time inconvenient, the Refusal of Delivery terms below will remain in full force and effect.
Refusal of Delivery: If Buyer refuses to accept delivery or delays in doing so or is not present at the time of Delivery ("Refusal"), (a) Delivery will be deemed to have occurred, and the Reservation deemed consummated for the purpose of this Agreement; (b) Buyer understands there are no refunds; Buyer will be subject to a return transport fee of $699.00 plus applicable taxes and Fees due immediately upon receipt including interest at a rate of a 1.5% compounded per twenty-one (21) calendar days computed from the date of Refusal.; (c) PetPay shall retain the payments made to date by Buyer as liquidated damages; (d) Buyer agrees that Refusal will be considered, if necessary in part, as a Cancellation Notice and thus a Cancellation Fee of 100% the Reservation Value will apply with the Cancellation Date defined as the date of Refusal or Delivery; (e) Buyer understands and agrees it is considered inhumane, cruel and unfair to refuse the Puppy upon Delivery and that in doing so may subject the Puppy to added Veterinary fees, significant health risks, illness or even death due to prolonged transport resulting in monetary damages to the Breeder. Buyer agrees to be liable for any consequential damages. (f) The Parties shall have no further obligations to each other, except those which expressly survive the termination of this Agreement.
14. Cancellation Policy
As defined in Section 13. Travel herein, for the purposes of this Agreement and Cancellation Policy, the date of travel (“Travel Date”) is defined as the first and original date communicated in writing to Buyer by which the Puppy becomes eligible to travel, regardless of any changes in travel, schedule, or transportation method. In the event of a conflict, Travel Date shall supersede Reservation Date when determining Cancellation Fee and Timeline. A cancellation fee (“Cancellation Fee”) is calculated using the Reservation Value excluding Travel Costs and PetPay Fees. The Cancellation Date will be determined by the date and time of the Buyer's ratification of the Consent to Cancel Agreement.
Cancellation Terms with Timeline and Fees
Buyer agrees that the Cancellation Fee is a fair and equitable amount for damages sustained by the Breeder and Company as the exact amount of damages is unknown and impossible to predict as time is of the essence because a Puppy's value diminishes with time and even its ability to find a forever home diminishes with time. This is a time sensitive reservation and thus not a promise nor guarantee to the receipt of merchandise or fitness shall the Buyer not abide by its contractual obligations. This Agreement will remain in full force and effect if Buyer fails to fulfill its contractual obligations in a timely manner, including but not limited too, paying all invoices on time, remaining in constant communication, failure to be present at time of delivery, failure to accept delivery or take possession, all for which the Buyer will not be warranted a refund due to non-receipt of merchandise or fitness.
From the effective date of this Agreement (“Reservation Date”) up until 72 hours thereafter, Buyer may cancel the Reservation and receive a refund for the full Reservation Value less the Cancellation Fee of $599 plus fees and applicable taxes.
More than 72 hours after the Reservation Date, but before 72 hours of the Puppy's Travel Date, Buyer shall receive a refund of 50% of the total Reservation Value less a Cancellation Fee of 50% of the total Reservation Value, not to be less than $599, excluding any Travel Costs.
Within 72 hours of the Puppy's Travel Date, Buyer acknowledges and agrees that the reservation / sale is final, a Cancellation Fee of 100% of the Reservation Value will apply and that no refunds will be permitted.
If Buyer refuses the Puppy at any time after the designated Travel Date, during transit, or at the time of Delivery, Refusal of Delivery provisions will be in full force and effect. Buyer agrees Refusal of Delivery will result in a Cancellation Fee of 100% of the Reservation Value plus a $699 Return Transport Fee.
Cancellation Notice and Cancellation Protocol
IMPORTANT (PLEASE READ): IF YOU DECIDE TO CANCEL THIS AGREEMENT UNDER THE TERMS SET FORTH ABOVE, YOU MUST (1) INITIATE CANCELLATION BY (a) CALLING 888-729-8812 OR (b) SENDING AN EMAIL TO SUPPORT@PETPAY.COM OR (c) SENDING A MESSAGE VIA THE MESSAGE CENTER AND (2) CONFIRM CANCELLATION BY ELECTRONICALLY SIGNING THE“CONSENT TO CANCEL” AGREEMENT WITHIN 24 HOURS. FAILURE TO CONFIRM AN INITIATED CANCELLATION WILL BE FOUND IN DEFAULT, IDENTIFIED IN SECTION 31, AS TIME IS OF THE ESSENCE.IF BUYER DOES NOT FULFILL CANCELLATION PROTOCOLS ABOVE, OR DISPUTES A CHARGE, THEN BUYER SHALL BE RESPONSIBLE FOR ALL ASSOCIATED FEES AS IF THE AGREEMENT HAS NOT BEEN PROPERLY CANCELED.
Chargebacks: If You file a dispute with Your bank or credit card company to decline a charge, request a chargeback, or otherwise reverse the amount of any payment made to PetPay for the reservation of a Puppy, we reserve our right to dispute any chargebacks and provide documentation of this Agreement to defend PetPay. If You file a chargeback without justification or excellent cause, You could face accidental fraud or theft charges. The Company's right to file a civil lawsuit includes but is not limited to the assertion of causes of action of fraud, conversion, and/or breach of contract. Requesting an intentionally false chargeback is considered a deliberate scam to defraud a merchant and theft by deceit; You could face penalties and jail time. We urge You to please get in touch with us by email at email@example.com or call 1-888-729-8812 before filing a dispute or chargeback.
15. Refund Policy
PETPAY FEES ARE NON-REFUNDABLE. NO EXCEPTIONS.
BUYER UNDERSTANDS AND ACCEPTS THAT ALL RESERVATION PAYMENTS ARE FINAL AND NON-REFUNDABLE AS TIME IS OF THE ESSENCE WITH THE EXCEPTION OF THE FOLLOWING:
- (1) A PARTIAL REFUND* OF THE RESERVATION VALUE MAY APPLY AS IT RELATES TO THE SCHEDULE OF CANCELLATION FEES IN ACCORDANCE WITH THE CANCELLATION POLICY.
NO REFUNDS WITHIN 72 HOURS OF THE TRAVEL DATE. ALL PETS ARE SOLD AS-IS PER SECTION 10. PETS ARE SOLD AS-IS; NO WARRANTIES AND THUS BUYER WILL NOT RECEIVE A REFUND FOR ANY REASON WITHIN 72 HOURS OF THE TRAVEL DATE INCLUDING ANYTIME THEREAFTER INCLUDING POST DELIVERY.
NO REFUNDS WITHIN 72 HOURS OF THE TRAVEL DATE. ALL PETS ARE SOLD AS-IS PER SECTION 10. PETS ARE SOLD AS-IS; NO WARRANTIES AND THUS BUYER WILL NOT RECEIVE A REFUND FOR ANY REASON WITHIN 72 HOURS OF THE TRAVEL DATE INCLUDING ANYTIME THEREAFTER INCLUDING POST DELIVERY.
*HEALTH GUARANTEE CLAIMS OFFER A FORM OF REIMBURSEMENT ONLY AND ARE NOT A REFUND FOR THE RESERVATION VALUE OF THE PUPPY.
*Refunds typically take 5-10 business days to appear on Your bank statement.
16. Return Policy; Puppy Must Be Returned if Buyer Cannot Care for it
Puppies typically need time to adjust to their new home and surroundings. Before deciding Your Puppy isn't working out, please reach out to PetPay and/or the Breeder for assistance in figuring out if any discomfort You or Your Puppy are having is due to routine adjustment or something else.
In any case, the company will not accept any returns of the Puppy for a monetary refund for any reason whatsoever. No refund or credit will be given to Buyer if the Puppy must be returned. Buyer will be responsible for all return travel expenses.
In the event Buyer is unable or unwilling to care for the pet at any time during the life of the pet, Buyer agrees to contact PetPay immediately regarding rehoming the pet under a surrender basis only. If Buyer must return the Puppy for any reason, it will do so on a surrender basis only without any recourse for a refund or credit, and Buyer will be solely responsible for all travel-related costs. Upon any such surrender, the Breeder shall use commercially reasonable efforts to find a new home for the pet.
17. Waiver of Consequential Damages and Limitation of Liability
In the event that if the Company breaches this Agreement, Buyer's sole remedy is in the return of the Reservation Value. Any claim for consequential, incidental, or punitive damages against the Company is expressly waived by Buyer.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PETPAY OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS, LOSS OF WORK, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY OTHER PECUNIARY LOSS) HOWEVER CAUSED AND ON ANY LEGAL OR EQUITABLE THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, NEGLIGENCE OR OTHERWISE, EVEN IF PETPAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY BREACH OF CONDITION(S) OR FUNDAMENTAL TERM(S) OR FOR ANY FUNDAMENTAL BREACH (S). IN ANY CASE, PETPAY AND ITS AFFILIATES ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE LIMITED TO THE GREATER OF (A) THE AMOUNT OF PAYMENTS YOU PAY TO PETPAY FOR THE PUPPY PURSUANT TO THIS AGREEMENT PROVIDED IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. THE PARTIES ALSO AGREE THAT YOU WILL NOT SEEK DAMAGES IN EXCESS OF THE CONTRACTUALLY AGREED-UPON LIMITATIONS DIRECTLY OR INDIRECTLY THROUGH SUITS AGAINST OTHER PARTIES WHO MAY JOIN YOU AS A THIRD-PARTY DEFENDANT. THIS LIMITATION OF LIABILITY IS CUMULATIVE WITH ALL SUCH PARTY'S EXPENDITURES BEING AGGREGATED TO DETERMINE SATISFACTION OF THE LIMIT.
18. Consent to Receive Phone Calls, Text Messages, and Auto-Dialed Calls
Call Recording and Monitoring: You consent to the recording and monitoring, for quality assurance, training, risk management, and/or collection purposes, of any call that You place with us or that we place to You.
By agreeing to this Agreement, You expressly consent to be contacted by us, our affiliates, and/or third parties for any and all purposes, at any telephone number, physical or electronic address You provide, or at which You may be reached. You agree we may contact You in any way, including SMS messages (including text messages to Your mobile device), calls using pre recorded messages or artificial voice, and calls and messages delivered using an auto telephone dialing system or an automatic texting system, for any and all purposes. Automated messages may be played when the telephone is answered, whether by You or someone else. We may also leave a message on Your answering machine, voice mail, or send a message via text.
You certify, warrant, and represent that the telephone numbers that You have provided to us are Your numbers and not someone else's. You represent that You are permitted to receive calls at each of the telephone numbers You have provided to us. You agree to alert us whenever You stop using a particular telephone number. You certify that Your provided mobile number is true and accurate and that You are authorized to enroll the designated mobile number to receive SMS messages.
19. Listing Information Provided by Breeders
PetPay assumes no liability for any listing criteria, descriptions, or information posted online by Breeder regarding Puppy, the parents of Puppy, or any other information. The Breeder is solely responsible for any advertised information including, but not limited to, breed, gender, color, date of birth, weight, parents' weight, and registration details. Parties rely on the information provided by the Breeder. PetPay is not responsible for typographical, misinformation, or photographic errors.
20. Required Information and Identity Verification
Adoptions require ownership verification within 5 days of the Reservation Date to ensure the welfare of each Puppy. No Puppy will be released and allowed to travel without passing ownership identity verification. Failure to complete or pass ownership identity verification may result in Default and/or be subject to Cancellation. It will be necessary for PetPay to verify Your identity with a Third Party Service Provider. In addition to social profiles (such as Facebook, Instagram, Twitter, and Google), 3rd-party references from social connections, phone numbers, and email verification, identity verification extends to a social media analysis. At a minimum, You may be asked for the following information:
Full legal name, Email Address, Current address, Birth month and year, Driver's License or Passport Utility Bill
For this purpose, PetPay may also provide to such Third-Party Service Provider any other relevant information it has obtained from You.
By accepting this agreement, You authorize PetPay to share, retrieve and verify information about You through properly vetted Third Party Service Providers to the extent required to provide payment services. You acknowledge that this may include the history of past addresses and other data about You and we may require that Your information be updated from time to time.
In rare cases, the above information may not be sufficient to verify You. There may be instances where PetPay approaches You and asks for additional information. We may deny Your Reservation, or use of our Service, or close Your Account if we cannot verify the information is accurate and complete.
Buyer agrees to remit payment for Sales Tax as required by law. Sales tax will be computed and collected based on the Shipping Address provided by Buyer at the time of checkout.
22. No Duress
This Agreement is freely and voluntarily entered into by Buyer without any duress or pressure from any third party, regardless of whether they are a signatory. Buyer acknowledges that it has been provided with a reasonable opportunity to review this Agreement before entering into it, and Buyer has either done so or agrees to waive that right.
In the event of any dispute arising from or relating to this Agreement or the transactions contemplated herein, Buyer agrees to submit the dispute to the federal or state courts in Berkeley County, South Carolina. Buyer hereby irrevocably consents to the exclusive jurisdiction of those courts for such purposes and waives any right to contest venue in such courts based on notions of inconvenient forum. Under this Agreement, You waive Your right to bring an action in any other court or tribunal.
24. Choice of Law
This Agreement and any claim, controversy, or dispute arising under or related to the Agreement, the relationship of the parties, and the interpretation and enforcement of the rights and duties of the parties, shall be governed by and construed by the laws of the State of South Carolina, without giving effect to any of its conflict of law provisions that would cause the application of the laws of any other jurisdiction.
25. Force Majeure – Definition and Impact
Company shall not be deemed in breach of this Agreement or otherwise liable to You because of delay in performance, under-performance, or nonperformance of any of its obligations under this agreement to the extent that any such delay, under-performance, or nonperformance is due to any Force Majeure. Force Majeure means any circumstances beyond our reasonable control, including but not limited to acts of God or nature, war, curtailment or interruption of transportation facilities, strikes, labor disputes or the imminent threat thereof, threats or acts of terrorism or similar acts, disease, quarantine, global health emergencies, viruses, epidemics, pandemics, travel restrictions or limitations or cancellations, veterinarian appointments, non-passing veterinarian health check-ups imposing delays, government or regulatory actions, significant change in economic conditions, mandatory office and business closures, full and partial lockdowns of cities, towns, and other areas, governmental or international agency travel advisory or warning; corporate travel restrictions, widespread public fear and panic that impacts travel, civil disturbance, 3rd party partners' cancellation or inability or refusal to fulfill service as agreed to with Breeder, or any other event or circumstances beyond Breeder's control, whether similar or dissimilar, which, in Breeder's or the Company's reasonable and sole judgment, would tend to make it commercially impracticable (from a safety, health, logistical, economic, or financial standpoint), inadvisable, complex or onerous, illegal or impossible for Breeder or its partners to perform their obligations under this Agreement or have a significant adverse impact on Breeder.
26. Non-Affiliation; Full-Disclosure
Buyer represents and warrants that it is not affiliated with nor acting on behalf of any undisclosed third party, non-profit organization, media or news outlet, or any other group or entity.
YOU AGREE TO INDEMNIFY AND HOLD PETPAY AND (AS APPLICABLE) PETPAY'S PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS' FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR BREACH OF THIS AGREEMENT OR THE DOCUMENTS IT INCORPORATES BY REFERENCE OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.
If any provision of this Agreement is held to be illegal, invalid, or unenforceable under applicable law by a court of competent jurisdiction, the validity, legality, and enforceability of the remaining provisions shall continue in full force, and effect and shall not in any way be affected or impaired thereby.
29. Electronic Signature Disclosure and Consent
By accepting this Agreement, You consent and agree that Your use of a keypad, trackpad, mouse, or other devices to select an item, button, icon, or similar act/action while using any electronic service Breeder offers; or in accessing or making any transactions regarding any document, agreement, acknowledgment, consent, term, disclosure, or condition constitutes Your signature, acceptance, and agreement as if signed by You in writing and is the legal equivalent of Your manual signature. Further, You agree that no certification authority or third-party verification is necessary to validate Your electronic signature. The lack of such certification or third-party verification will not affect the enforceability of Your signature or the resulting contract between You and the Company or You and the Breeder. You understand and agree that the Electronic Signature executed in conjunction with the electronic submission of any agreement, application, or document will be legally binding. Such transactions will be considered authorized by You.
30. PetPay Payment Agreement
PetPay will work with Buyer to provide support, knowledge, and dispute resolution services in the unlikely event that Buyer experiences an issue resulting in a dispute. PetPay shall determine a "dispute." It shall include, but is not limited to, situations in which: (1) the Breeder fails to deliver a Puppy or fails to do so in accordance with the terms of Buyer Sales Agreement with PetPay, (2) the breed, sex, or physical condition (excluding dander, size, weight, color or genetics) of the Puppy delivered, to Buyer is different from the Puppy Buyer agreed to accept from the Breeder, or (3) Buyer is charged for something Buyer did not reserve or purchase. If You experience an issue with a payment made through PetPay, please contact us immediately before You dispute with Your bank. You can email firstname.lastname@example.org or 888-729-8812. All disputes will be reviewed case-by-case and are PetPay's sole discretion. Buyers may be asked to provide detailed information and documentation to support the dispute. If Buyer does not provide the necessary documentation, disputes may not be able to be resolved until the documentation is provided.
If the Reservation contemplated hereby is not consummated because of a material default by Buyer in its obligation to purchase or remain in communication with PetPay or make associated payments or by Buyer's effort to effect a chargeback for the sale of goods, animals, travel, and/or services related to the sale/adoption of a pet following the terms of this Agreement, after PetPay has performed or tendered performance, then, upon written notice from PetPay to Buyer and the expirations of and two (2) days thereafter during which period Buyer may cure the default (“Cure”), (a) this Agreement shall terminate and be subject to Cancellation including a Default Penalty fee of 25% the Reservation Value or $499.00, whichever is greater, not to exceed the Reservation Value, including a 1.5% compounded interest charge per 21 calendar days computed from the invoice payment date; (b) the payments made to date by Buyer shall be paid to and retained by PetPay as liquidated damages; (c) the Parties shall have no further obligations to each other, except those which expressly survive the termination of this Agreement; Buyer acknowledges that damages in the event of such a breach of this Agreement by Buyer would be difficult or impossible to determine, that the amount of the payments made to date by Buyer represents the parties' best and most accurate estimate of the damages that would be suffered if the Reservation should fail to close and that such estimate is reasonable under the circumstances existing as of the date of this Agreement. Buyer agrees that PetPay's right to retain the payments made shall be the sole remedy, at law and in equity, for Buyer's failure to purchase or make associated payments for the sale of goods, animals, travel, and/or services related to the sale/adoption of a pet in accordance with the terms of this Agreement. PetPay hereby waives any right to an action for specific performance of any provisions of this Agreement. Any late payments due to Default will result in a 1.5% compounded interest charge per 21 calendar days computed from the invoice payment date.
Without limiting any other remedies, PetPay may, without notice, delay or immediately terminate this Agreement if PetPay suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a Buyer has breached this Agreement; PetPay is unable to verify or authenticate any of Your personal information, or PetPay believes that a Buyer is acting inconsistently with the letter or spirit of PetPay's policies and risk mitigation, has engaged in improper or fraudulent activity in connection with PetPay or the actions may cause legal liability or financial loss to PetPay's users or to PetPay.
33. Class Action Waiver and Legal Fees
READ THIS CAREFULLY, AS IT AFFECTS YOUR RIGHTSTHE BUYER HEREBY WAIVES, WITH RESPECT TO ANY DISPUTE: (I) THE RIGHT TO PARTICIPATE IN A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION IN COURT, EITHER AS A CLASS REPRESENTATIVE OR CLASS MEMBER; AND (II) THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH CLAIMS OF ANY OTHER PERSON.
The Buyer agrees that if the Company is the prevailing party in any dispute, claim, action or proceeding between the parties hereto arising out of or relating to the terms and conditions of this Agreement or any provision thereof (a “Dispute”), shall reimburse the Company for reasonable attorney's fees and expenses incurred by the Company in connection with such Dispute.
The Buyer understands and agrees that the Company cannot be held responsible for any mistakes, missing information, or inconsistencies in any paperwork received. This includes any differences in the puppy's name, size, weight, date of birth, coat, markings, color, genetics, dander, or any other characteristic between the advertisement and official documentation provided by the Breeder. The Breeder is required to have a unique name for each Puppy which will differ from the advertised name or Puppy name referenced herein. The Company and Breeder will not be held liable for any financial compensation due to errors or omissions in documentation. By purchasing the puppy, the Buyer releases the Company and Breeder from any liability for such errors or omissions.
35. Payment Processor
- Buyer: Person or business paying for a good, animal or service.
- Seller, Breeder: Person or business who is supplying the associated good, animal, or service associated to a Reservation.
- Pet, Puppy: The animal that is made part of the Reservation.
Reservation: An arrangement to secure a current or future Puppy from a Breeder. A reservation may include multiple invoices, paid or unpaid such as but not limited to the Deposit payment and payment in full. Travel Costs are not part of the Puppy Reservation and are invoiced separately.
- Reservation Date: The effective date of this Agreement.
- Payment: A Buyer paying an invoice for the Puppy Reservation or transport services.
- Fulfillment: The Breeder delivers said Puppy according to PetPay requirements and Terms.
- Cancellation Fee: An amount agreed upon in advance by all Parties as fair and equitable to cover damages related to Buyer Cancellation.
- Card Network/Card Brand: Networks that power credit card transactions. These include Visa, MasterCard, American Express, and Discover.
- Bank: The processor and member bank.
- Cardholder: Buyer purchasing or reserving a good, animal, or service using a credit card or debit card.
- Third Party Service Provider: A separate business working with PetPay to facilitate You receiving money as well as preventing fraud and non-compliance.
- Third Party Lender: A lending institution that is not affiliated with Company that provides loans directly to Buyer.
- Puppy Price: Advertised Price of Puppy excluding Taxes and Fees.
- Fees: Service fees assessed at checkout, paid by Buyer, equivalent to the greater of $20 or 1.99% of the payment. Deposit payments may impose an additional processing fee of $50.00 or more. These fees cover credit card processing fees plus a small administrative fee. All Fees are listed in detail on paid invoices.
- Contract: The initial Payment Authorization and Reservation Agreement which is made in part to This Agreement.
- Paid Receipts: Payments made by Buyer.
- Paid in Full: Buyer has paid all outstanding invoices associated with the Reservation.
- Transfer Request: Buyer requests to switch to another Puppy. Cancellation protocol applies.
- Payment Voucher: A certificate entitling the bearer, You, to reserve another Puppy from the same Breeder at a specified monetary value. Voucher is non-transferable nor is it redeemable for cash or payment credit in the form of a refund. Vouchers may not be reissued if lost or stolen.
- For-Profit Veterinary Care: Inadequate veterinarian treatment and prognosis or misdiagnosis for the primary benefit of the Veterinarian versus the welfare of the Puppy.
Except as explicitly stated otherwise, any notices shall be given by postal mail to PetPay; Attn: Legal Department; 186 Seven Farms Dr #249, Charleston, SC 29492 (in the case of PetPay) or, in Your case, to the email address You provide to PetPay (either during the registration process or when Your email address changes). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, PetPay may give You notice by certified mail, postage prepaid and return receipt requested, to the address provided to PetPay. In such a case, notice shall be deemed given three days after the date of mailing. For issues with intellectual property, please provide the notice as specified in PetPay's Copyright and Intellectual Property Policy.
The services hereunder are offered by PetPay Inc., located at 186 Seven Farms Dr #249, Charleston, SC 29492.
39. Entire Agreement
It is understood that this Agreement constitutes the entire agreement between the Parties, and no other terms or conditions shall apply.