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Subject: Reminder: Tomorrow's eContacts Meeting Information! And: 2 morebenchmark contracts
Posted for Daniel Greenwood:
To: legalxml-econtracts@lists.oasis-open.org
Subject: Reminder: Tomorrow's eContacts Meeting Information! And: 2
more benchmark contracts
Dear Fellow TC Members:
Meeting: August 20, 6pm Eastern Time
Dial 512 225 3050 - Use 84759# for Pin Code
We'll have an eContracts TC meeting tomorrow at which time I'd like to
advance our discussion of the requirements toward closure. We still
have a few scenarios to discuss, and some other matters (basic concepts
of event, obligation and Action) before we are ready to devise our basic
requirements document for the non-structural markup. I am starting to
think that we might be well served to defer final action on the
structural markup requirements and proposal until we have finished with
the few remaining scenarios, and I'll ask for the opinion of members on
that at our next telcon.
At our next call, we'll do the Dispute Resolution and Litigation
scenario by Dr. Leff and reserve some time at the end of the call for
John McClure to finish his discussion of his contributed scenario.
Also, at the bottom of this message I've appended two additional
benchmark contracts (terms and condition for PayPal and the IPR policy
of OASIS-OPEN). These documents are property of the respective
organizations and are not offered to become part of the resulting
specification. Rather, they are intended for use in understanding the
types and functions of contracts in the eContracting, eCommerce and
automated transactions arenas.
Remaining Scenarios:
Dispute Resolution and Litigation Involving Contracts (WIU Scenario Two)
http://www.oasis-open.org/apps/org/workgroup/legalxml-econtracts/download.php/2035/WIUScenarioTwo
The Automated Negotiation Scenario - Dave Marvit
http://www.oasis-open.org/apps/org/workgroup/legalxml-econtracts/download.php/2032/b.txt
Enterprise Contract Management Scenario
http://www.oasis-open.org/apps/org/workgroup/legalxml-econtracts/download.php/2056/Enterprise%20Contracts%20manager%20scenario.htm
General Requirements Concept Discussion:
Event-Obligation-Action Concept in XML Contracts
Administrative Matters:
Discussion of groups with which to liase
Preparation for Face-to-Face in Sydney
Additional Benchmark Contracts:
1. PayPal.com
User Agreement for PayPal™ Service
The following policies (showing their last updated date) are
incorporated into this Agreement by reference and provide additional
terms and conditions related to specific PayPal services we offer:
Privacy Policy (June 26, 2003)
Closing Accounts and Limiting Account Access (February 7, 2003)
Electronic Fund Transfer Rights and Error Resolution Policy (June 26, 2003)
Seller Protection Policy (April 24, 2003)
Buyer Complaint Policy (April 24, 2003)
Money Back Guarantee Policy (April 3, 2003)
Payments (Sending, Receiving, and Withdrawals) Policy (August 15, 2003)
Premier and Business Account Policy (March 13, 2003)
Fees Policy (August 15, 2003)
PayPal Shops Policy (April 24, 2003)
Debit Card Policy (June 26, 2003)
BillPay Policy (February 7, 2003)
Acceptable Use Policy (May 1, 2003)
Bonus Policy (August 15, 2003)
Each of these policies may be changed from time to time and are
effective immediately after we post the changes on our Service, except
our Privacy Policy for which we will provide you with thirty days prior
notice. In addition, when using particular Services, you agree that you
are subject to any policies or rules which are posted in conjunction
with those Services. All such posted policies or rules are hereby
incorporated by reference into this Agreement.
THE FOLLOWING DESCRIBES THE TERMS ON WHICH PAYPAL OFFERS YOU ACCESS TO
OUR SERVICES.
This User Agreement ("Agreement") is a contract between you and PayPal,
Inc. and applies to your use of the PayPal™ payment service and any
related products and services available through www.paypal.com
(collectively the "Service"). If you do not agree to be bound by the
terms and conditions of this Agreement, please do not use or access our
Services.
You must read, agree with, and accept all of the terms and conditions
contained in this Agreement and the Privacy Policy, which include those
terms and conditions expressly set out below and those incorporated by
reference, before you may become a member of PayPal. We strongly
recommend that, as you read this Agreement, you also access and read the
information contained in the other pages and websites referred to in
this document, as they may contain further terms and conditions that
apply to you as a PayPal user. Please note: underlined words and phrases
are links to these pages and websites. By accepting this Agreement, you
also agree that your use of other PayPal websites and Services will be
governed by the terms and conditions posted on those websites.
For additional information about the Service and how it works, please
also consult the PayPal Help Center.
We may amend this Agreement at any time by posting the amended terms on
our site. Except as stated below, all amended terms shall be effective
30 days after they are initially posted on our site. Upcoming changes
will be posted on the "Policy Updates" page, accessible from "Policy
Updates" link on the Account Overview page once you have logged in. In
addition, you can set your Preferences to receive email notification of
all policy updates. You may review the current Agreement prior to
initiating a transaction at any time at our User Agreement page.
In this Agreement, "you" or "your" means any person or entity using the
Service ("Users"). Unless otherwise stated, "PayPal," "we" or "our" will
refer collectively to PayPal, Inc. and its subsidiaries including PayPal
Asset Management Inc. Unless otherwise specified, all references to a
"bank" in this Agreement include savings associations and credit unions,
and all references to a "credit card" include Visa- and
MasterCard-branded debit cards.
This Agreement was last modified on August 15, 2003.
Eligibility. In order to use the Service, you must register for a
Personal, Premier, or Business account. Users may only hold one Personal
account and either one Premier or one Business account. Our Services are
only available to individuals or businesses that can form legally
binding contracts under applicable law. Without limiting the foregoing,
our Service is not available to minors (under 18), persons who are
suspended from our Service, or to persons who present an unacceptable
level of credit risk. In order to receive credit card funded payments or
use the Service to conduct business or in conjunction with a business,
you must upgrade to or register for a Premier or Business account.
The Legal Relationship between You and PayPal.
2.1 Agency Relationship. PayPal acts as a facilitator to help you accept
payments from and make payments to third parties. We act as your agent
based upon your direction and your requests to use our Services that
require us to perform tasks on your behalf. PayPal will at all times
hold your funds separate from its corporate funds, will not use your
funds for its operating expenses or any other corporate purposes, and
will not voluntarily make funds available to its creditors in the event
of bankruptcy or for any other purpose. You acknowledge that (i) PayPal
is not a bank and the Service is a payment processing service rather
than a banking service, and (ii) PayPal is not acting as a trustee,
fiduciary or escrow with respect to your funds, but is acting only as an
agent and custodian.
You are not required to keep funds in the PayPal system (i.e., carry a
balance in your PayPal agency account) in order to use the Service. If
you do carry a U.S. Dollar balance in your PayPal account and do not
enroll in the PayPal Money Market Fund, PayPal will pool your funds
together with funds from other Users, and will place those funds in
accounts at one or more non-interest bearing FDIC-insured banks ("Pooled
Accounts"). Those funds may be eligible for FDIC pass-through insurance.
Balances held in currencies other than U.S. Dollars will not be eligible
for FDIC insurance.
You agree that you will not receive interest or other earnings on the
funds that PayPal handles as your agent. PayPal will also not receive
interest on those funds, but may receive a reduction in fees or expenses
charged for banking services by the banks that hold your funds.
If you enroll in the Money Market Fund, PayPal's subsidiary PayPal Asset
Management Inc. will act as your agent to transfer any U.S. Dollar
balance in your PayPal account on a daily basis to purchase shares in
the Money Market Fund. Thereafter, payments that you send through PayPal
will be funded by a redemption of your shares in the Money Market Fund.
For more information on the Money Market Fund, please review the
prospectus .
By initiating and sending payments through the Service or adding funds
to your balance, you appoint PayPal as your agent to obtain the funds on
your behalf and to transfer the funds to the recipient that you
designate or to a Pooled Account, subject to the terms and restrictions
of this Agreement. PayPal will obtain the funds first by debiting your
funds in the Pooled Accounts or redeeming your shares in the Money
Market Fund, if any. If this is not sufficient to fund your payment
fully, PayPal will obtain the remaining funds per your instructions by
debiting a bank account that you designate or charging your credit card.
When you send a payment, until that payment is accepted by the recipient
(which may occur instantly), you remain the owner of those funds and
PayPal holds those funds as your agent, but you will not be able to
withdraw those funds or send the funds to any other recipient unless the
initial transaction is cancelled.
By receiving payments through the Service, you appoint PayPal as your
agent to cause the funds to be deposited on your behalf in the Pooled
Accounts until you further instruct PayPal with respect to the
transmission of your funds. Through the PayPal website, you may provide
instructions to withdraw the funds, enroll in an automatic sweep of the
funds into the PayPal Money Market Fund or transfer the funds to a third
party, in each case subject to the terms and restrictions of this
Agreement. If you receive a notice that a payment has been sent to you
through PayPal but you have not registered for the Service, PayPal will
not become your agent and you will have no claim to those funds unless
and until you register for the Service and indicate your acceptance of
the payment. If you register for a Premier or Business account and
intend to accept credit card payments, you will be receiving services
provided by Wells Fargo Bank, N.A. and Wells Fargo Merchant Services,
LLC (collec!
tively "Wells Fargo"), and the terms of the Premier and Business
Account Policy will govern your rights, obligations and liabilities with
respect to such credit card transactions.
2.2 PayPal is only a Payment Service Provider. PayPal acts as a payment
service provider by creating, hosting, maintaining and providing our
Service to you via the Internet. We do not have any control over the
products or services that are paid for with our Service. We cannot
ensure that a buyer or a seller you are dealing with will actually
complete the transaction.
2.3 Identity Authentication. We use many techniques to identify our
users when they register on our site. Verification of Users is only an
indication of increased likelihood that a User's identity is correct.
You authorize PayPal, directly or through third parties, to make any
inquiries we consider necessary to validate your registration. This may
include ordering a credit report and performing other credit checks or
verifying the information you provide against third party databases.
However, because user verification on the Internet is difficult, PayPal
cannot and does not guarantee any user's identity.
2.4 Release. In the event that you have a dispute with one or more
users, you release PayPal (and our officers, directors, agents,
subsidiaries, joint ventures and employees) from any and all claims,
demands and damages (actual and consequential) of every kind and nature
arising out of or in any way connected with such disputes. If you are a
California resident, you waive California Civil Code §1542, which says:
"A general release does not extend to claims which the creditor does not
know or suspect to exist in his favor at the time of executing the
release, which if not known by him must have materially affected his
settlement with the debtor."
2.5 No Warranty. WE, OUR PARENT, SUBSIDIARIES, EMPLOYEES AND OUR
SUPPLIERS PROVIDE OUR SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR
CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR PARENT, SUBSIDIARIES,
EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES
OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT. PayPal shall make reasonable efforts to ensure that
requests for electronic debits and credits involving bank accounts,
credit cards, and check issuances are processed in a timely manner and
but we make no representations or warranties regarding the amount of
time needed to complete processing because our Service is largely
dependant upon many factors outside of our control, such as delays in
the banking system or the U.S. or international mail service. Some
states do not allow the disclaimer of implied warranties, so the
foregoing disclaimer may not apply to you. This warranty gives you
specific legal rights and you may a!
lso have other legal rights that vary from state to state.
The above clause is completely separate from PayPal's Money Back
Guarantee, which you may choose to purchase at the time of an eligible
transaction, and which assigns to you certain privileges, as defined in
the Money Back Guarantee Policy.
2.6 Limitation of Liability. IN NO EVENT SHALL WE, OUR PARENT,
SUBSIDIARIES, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR
ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN
CONNECTION WITH OUR WEB SITE, OUR SERVICE, OR THIS AGREEMENT (HOWEVER
ARISING, INCLUDING NEGLIGENCE). Some states do not allow the exclusion
of limitation of incidental or consequential damages so the above
limitation or exclusion may not apply to you.
OUR LIABILITY, AND THE LIABILITY OF OUR PARENT, SUBSIDIARIES, EMPLOYEES
AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS
LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES.
2.7 Indemnification. You agree to indemnify and hold PayPal, its parent,
subsidiaries, affiliates, officers, directors and employees harmless
from any claim or demand (including attorneys' fees) made or incurred 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 relating to your use of the Service.
Fees. All fees are set forth in the Fee Schedule. All fees will be
assessed in the currency of the payment. Additional information about
PayPal's fees is available in the Fees Policy. Your account and all
transactions are made and displayed in U.S. dollars unless otherwise
specified and may be subject to exchange rates.
Non-U.S. Use. To be eligible for an account, you must be a resident of
the United States or one of the approved countries listed below:
Anguilla
Argentina
Australia
Austria
Belgium
Brazil
Canada
Chile
China
Costa Rica
Denmark
Dominican Republic
Finland
France
Germany
Greece
Hong Kong
Iceland
India
Ireland
Israel
Italy
Jamaica
Japan
Luxembourg
Mexico
Netherlands
New Zealand
Norway
Portugal
Singapore
South Korea
Spain
Sweden
Switzerland
Taiwan
United Kingdom
Countries marked with a in the above table may withdraw funds from
their PayPal account to a local bank account, and are considered
"Withdrawal Countries".
Non-U.S. Users in some countries may not use the Service to receive
payments, and may only use the Service to send payments. These countries
are designated on the PayPal Non-U.S. Accounts page. If you are an
Non-U.S. User, you warrant that you are violating no law or regulation
by your use of PayPal.
Receiving Payments.
5.1 Credit Card Funded Payments. The only accounts that can receive
credit card funded payments are Premier and Business Accounts. Personal
Accounts that receive credit card funded payments may accept the payment
by upgrading to a Premier or Business Account, or they will have to deny
the payment. Personal Accounts may receive non-credit card funded
payments for free. By accepting a credit card payment, you agree that
you are responsible for the payment if it is reversed. If such reversal
occurs on a credit card funded payment made to your account, we will
reverse the payment and debit your PayPal account balance to pay for the
reversal unless the transaction is covered by the Seller Protection
Policy. If there are insufficient funds in your PayPal balance, you
agree to reimburse PayPal through other means, as described in the
Payments (Sending, Receiving, and Withdrawing) Policy. Furthermore, if
you open a Premier or Business Account after October 11, 2001, you
authorize Pa!
yPal to debit your bank account linked to that PayPal account for the
amount that you owe PayPal on transactions which were not covered by the
Seller Protection Policy and which were not recoverable from your PayPal
balance.
5.2 Removal of Expired Cards. We will notify you of expired credit cards
in your account and provide you the opportunity to update those cards
before we remove them as a funding source in your account.
5.3 Withdrawals. In order to withdraw money from your PayPal account we
require you to provide PayPal with a number of forms of identification
as further described and protected in our Privacy Policy. We require
this information to authenticate your identity and to determine how much
you may withdraw from your account per month. We may limit withdrawals
and require additional information from you depending upon your location
(U.S. or international), credit rating, and other factors. Generally, in
order to withdraw more than $500 per month, we require you to complete
some authentication procedures, such as confirming: your email address,
your bank account, and your social security number. You may withdraw
funds by direct deposit to the bank account you have on file with us or
you may elect to receive a physical check for a nominal processing fee
as disclosed in our Fee Schedule. Generally, checks will only be sent to
Confirmed Addresses. Importantly, if you are an Non-U.S. Us!
er and do not reside in a Withdrawal Country, please note that you may
not be able to withdraw funds from your PayPal Account and should
therefore only accept payments if you know you will send payments in
equal amounts out of your account. For more details and guidelines about
withdrawals, please refer to our Payments Policy.
Sending Payments.
6.1 Sending Payments. In order to send payments through our Service we
require you to provide PayPal with a number of forms of identification
as further described and protected in our Privacy Policy. We require
this information to authenticate your identity and to determine how much
you may send with your account. We may require additional information
from you depending on your location and other factors. Based on the
information you provide, we will determine your Sending Limit.
Generally, accounts that have a confirmed email address and credit card
on file may send up to $2000. Accounts that are Verified by adding and
confirming a bank account will receive a higher Sending Limit or no
limit at all.
6.2 Enrolling in the Expanded Use Program. Non-U.S. members (and some
U.S. members) will be asked to enroll in the Expanded Use Program before
they may send any payments. Once you confirm an email address, add a
credit card, and enter your Expanded Use Number, your account will have
an unlimited sending limit. American Express has decided to decline
PayPal credit card transactions that are funded with an American Express
Corporate Card. As a result, any attempts to register or use an American
Express Corporate Card will be denied. Some accounts, at PayPal's
discretion, may have a higher or lower limit before completing
enrollment in the Expanded Use Program. Some transactions, at PayPal's
discretion, may not apply towards the limit. To obtain your Expanded Use
Number, you must pay a $1.95 Expanded Use Fee, log in to your PayPal
account, and enter the four-digit Expanded Use Number associated with
the $1.95 charge. After you have successfully entered your Expanded Use
Number,!
you will receive a $1.95 bonus on the next PayPal payment you send.
(This bonus may take up to 24 hours to process and be reflected in your
PayPal account balance.) This Expanded Use enrollment will be complete
and your sending limit lifted if and when you correctly enter your
Expanded Use Number on the PayPal website. If you remove the funding
source (e.g. the bank account or credit card) used to enroll in the
Expanded Use Program, PayPal may require you to enroll in the Expanded
Use Program again.
6.3 Refused Payments. When you send a payment to a third party through
our Service, the recipient is not required to accept the payment, even
if the recipient is already registered with PayPal. The recipient may
return the payment or, in some cases, use the PayPal Service to deny
payments that you send. Any payments sent through PayPal that are denied
or unclaimed by a recipient will be returned to you on the earlier of:
(a) the date of such denial, or (b) 30 days after the date the payment
is sent. For more details and guidelines about Sending Payments, please
refer to our Payments Policy.
6.4 Electronic Transfers. When you make a payment through PayPal that is
funded with Instant Transfer or eCheck, and when you initiate an "Add
Funds" transaction you are requesting an electronic transfer from your
bank account. Upon such request, PayPal will make electronic transfers
via the Automated Clearing House (ACH) system from your U.S. bank
account in the amount you specify. You agree that such requests
constitute your authorization for such transfers. PayPal will never make
transfers from your bank account without your authorization. PayPal
provides you protection against unauthorized withdrawals from your bank
account under the terms of the Electronic Fund Transfer Rights and Error
Resolution Policy below.
Your Information and Restricted Activities
7.1 Definition. "Your Information" is defined as any information you
provide to us or other users in the registration, payment process,
stores or other features of our Service. You are solely responsible for
Your Information, as we act as a passive conduit for your online
distribution and publication of Your Information.
7.2 Restricted Activities. Your Information and your activities
(including your payments and receipt of payments) through our Service
shall not: (a) be false, inaccurate or misleading; (b) be fraudulent or
involve the sale of counterfeit or stolen items; (c) consist of
providing yourself a cash advance from your credit card (or helping
others to do so), (d) be related in any way to gambling and/or gaming
activities, including but not limited to payment or the acceptance of
payments for wagers, gambling debts or gambling winnings, regardless of
the location or type of gambling activity (including online and offline
casinos, sports wagering and office pools), with the exception of
payments for gaming transactions that are expressly authorized by law in
the jurisdiction of both the sender and the recipient of the payment;
(e)violate PayPal's Acceptable Use Policy; (f) infringe on any third
party's copyright, patent, trademark, trade secret or other property
rights or rights of !
publicity or privacy; (g) violate any law, statute, ordinance,
contract or regulation (including, but not limited to, those governing
financial services, consumer protection, unfair competition,
antidiscrimination, or false advertising); (h) be defamatory, trade
libelous, unlawfully threatening or unlawfully harassing; (i) be obscene
or contain child pornography; (j) contain any viruses, Trojan horses,
worms, time bombs cancelbots, easter eggs or other computer programming
routines that may damage, detrimentally interfere with, surreptitiously
intercept or expropriate any system, data or other personal information;
or (k) create liability for us or cause us to lose (in whole or in part)
the services of our ISP's or other suppliers. If you use, or attempt to
use the Service for purposes other than sending and receiving payments
and managing your account, including but not limited to tampering,
hacking, modifying or otherwise corrupting the security or functionality
of Servic!
e, your account will be terminated and you will be subject to damages
and other penalties, including criminal prosecution where available.
7.3 License. Solely to enable PayPal to use the information you supply
us with, so that we are not violating any rights you might have in that
information, you agree to grant us a non-exclusive, worldwide,
royalty-free, perpetual, irrevocable, sublicensible (through multiple
tiers) right to exercise the copyright, publicity, and database rights
(but no other rights) you have in Your Information, in any media now
known or not currently known, with respect to Your Information. PayPal
will use and protect Your Information in accordance with our Privacy
Policy.
7.4 Trademarks. PayPal.com, PayPal, and all related logos, products and
services described in this website are either trademarks or registered
trademarks of PayPal, Inc., or its licensors, and (aside from the
circumstances described below) may not be copied, imitated or used, in
whole or in part, without the prior written permission of PayPal. In
addition, all page headers, custom graphics, button icons, and scripts
are service marks, trademarks, and/or trade dress of PayPal and may not
be copied, imitated, or used, in whole or in part, without the prior
written permission of PayPal.
Notwithstanding the above, HTML logos provided by PayPal through its
Affiliate Program, Website Payments features, or Auctions Tools features
("Logos"), may be used without prior written consent for the purpose of
directing web traffic to the Service. These Logos may not be altered,
modified, or changed in any way, or used in a manner that is disparaging
to PayPal or the Service. Logos may not be displayed in any manner that
implies sponsorship or endorsement by PayPal. PayPal is a payment
service, and no partnership, joint venture, employee-employer or
franchiser-franchisee relationship is intended or created by this
Agreement.
Access and Interference. Our web site contains robot exclusion headers
and you agree that you will not use any robot, spider, other automatic
device, or manual process to monitor or copy our web pages or the
content contained herein without our prior expressed written permission.
You agree that you will not use any device, software or routine to
bypass our robot exclusion headers, or to interfere or attempt to
interfere with the proper working of the PayPal site or any activities
conducted on our site. You agree that you will not take any action that
imposes an unreasonable or disproportionately large load on our
infrastructure. Much of the information on our site is proprietary or is
licensed to PayPal by our users or third parties. You agree that you
will not copy, reproduce, alter, modify, create derivative works,
publicly display or frame any content (except for Your Information) from
our web site without the prior expressed written permission of PayPal or
the appropriat!
e third party. If you use, or attempt to use the Service for purposes
other than sending and receiving payments and managing your account,
including but not limited to tampering, hacking, modifying or otherwise
corrupting the security or functionality of Service, your account will
be terminated and you will be subject to damages and other penalties,
including criminal prosecution where available.
Privacy and Security. We do not sell or rent your personal information
to third parties for marketing purposes without your consent and we only
use Your Information as described in the Privacy Policy. We view
protection of users' privacy as a very important principle. We
understand clearly that you and Your Information are one of our most
important assets. We store and process Your Information on computers
located in the United States that are protected by physical as well as
technological security devices. You should only log in to your PayPal
account on a page which begins with https://www.paypal.com/. All of our
pages begin with https://www.paypal.com/ and therefore you should not
use any other site that does not begin as such. We use third parties to
verify and certify our privacy principles. Our current Privacy Policy is
available at
https://www.paypal.com/cgi-bin/webscr?cmd=p/gen/privacy-outside. If you
object to your information being transferred or used in this way, !
please do not use our Services.
Termination or Closing Your Account. You may close your account at any
time by clicking the "Close Account" link in your Profile on the PayPal
website. Upon closure of an account, any pending transactions will be
cancelled and any balances associated with Redemption Codes (for points
programs such as eBay Anything Points) will be forfeited. Any funds that
we are holding in custody for you at the time of closure, less any
applicable fees, will be paid to you by check, assuming all withdrawal
related authentication requirements have been fulfilled (for example,
you may not use closure of your account as a means of evading withdrawal
limits on new Unverified users). You may not use closure of your account
as a means of evading investigation - if an investigation is pending at
the time you close your account, PayPal may continue to hold your funds
for up to 180 days as appropriate to protect PayPal against the risk of
reversals. If you are later determined to be entitled to some!
or all of the funds in dispute, PayPal will make an additional
payment of those funds to you. You will remain liable for all
obligations related to your account even after such account is closed.
If you do not access your account for a period of three years, it will
be terminated. After the date of termination, we will use the
information you provided to try to send you any funds that we are
holding in custody for you. If that information is not correct, and we
are unable to complete the payment to you, your funds will be subject to
applicable state laws regarding escheat of unclaimed property.
Remedies and PayPal's Right to Collect From You. Without limiting other
remedies, we may update inaccurate or incorrect information you provide
to us, contact you by means other than electronically, immediately warn
our community of your actions, place a hold on funds in your account,
limit funding sources and payments, limit access to an account and any
or all of the account's functions (including but not limited to the
ability to send money or making withdrawals from an the account), limit
withdrawals, indefinitely suspend or close your account and refuse to
provide our Services to you if: (a) you breach this Agreement or the
documents it incorporates by reference; (b) we are unable to verify or
authenticate any information you provide to us; (c) we believe that your
account or activities pose a significant credit or fraud risk to us; or
(d) we believe that your actions may cause financial loss or legal
liability for you, our users or us. Even if they have been recorded as!
completed in the Recent Activity or History Transaction Log of your
PayPal account, transactions are not considered completed until the
funds have been charged to the customer's funding source (for payments)
or posted to the customer's bank account (for withdrawals). In addition,
PayPal reserves the right to hold funds beyond the normal distribution
periods for transactions it deems suspicious or for accounts conducting
high transaction volumes to ensure integrity of the funds. If we close
your account, we will provide you notice and pay you all of the
unrestricted funds held in your PayPal account. Additionally, to secure
your performance of this Agreement, you grant to PayPal a lien on and
security interest in your account. In addition, you acknowledge that
PayPal may setoff against any accounts you own for any obligation you
owe PayPal at any time and for any reason allowed by law. These
obligations include both secured and unsecured debts and debts you owe
individually!
or together with someone else. PayPal may consider this Agreement as
your consent to PayPal's asserting its security interest or exercising
its right of setoff should any law require your consent. The rights
described in this section are in addition to and apart from any other
rights.
Assignability. You may not transfer any rights or obligations you may
have under this Agreement without the prior written consent of PayPal.
PayPal reserves the right to transfer this Agreement or any right or
obligation under this Agreement without your consent.
Legal Compliance. You shall comply with all applicable U.S. and
international laws, statutes, ordinances, regulations, contracts and
applicable licenses regarding your use of our Services.
Notices.
14.1 Electronic Communications. You agree that this Agreement
constitutes "a writing signed by You" under any applicable law or
regulation. To the fullest extent permitted by applicable law, this
Agreement and any other agreements, notices or other communications
regarding your account and/or your use of the Service
("Communications"), may be provided to you electronically and you agree
to receive all Communications from PayPal in electronic form. Electronic
Communications may be posted on the pages within the PayPal website
and/or delivered to your e-mail address. You may print a copy of any
Communications and retain it for your records. All Communications in
either electronic or paper format will be considered to be in "writing,"
and to have been received no later than five (5) business days after
posting or dissemination, whether or not you have received or retrieved
the Communication. PayPal reserves the right but assumes no obligation
to provide Communications in paper !
format.
14.2 Credit Report. You agree that PayPal may order and review your
credit report with the sole purpose of assessing your fitness to hold a
PayPal account and/or your ability to use the Service or features thereof.
14.3 Procedure. Except as explicitly stated otherwise, any notices shall
be given by postal mail to PayPal Inc., Attn: Legal Department, 303
Bryant Street, Mountain View, California 94041 (in the case of PayPal)
or to our online message center or the email address you provide to
PayPal during the registration process (in your case). Notice shall be
deemed given 24 hours after posted or email is sent, unless the sending
party is aware that the electronic communication was not received.
Alternatively, we may give you notice by mail to the address provided to
PayPal during the registration process. In such case, notice shall be
deemed given 3 days after the date of mailing.
Legal Disputes. In the event a dispute arises between you and PayPal,
our goal is to provide you with a neutral and cost effective means of
resolving the dispute quickly. Accordingly, you and PayPal agree that
any controversy or claim at law or equity that arises out of this
Agreement or PayPal's services ("Claims") shall be resolved in
accordance with one of the subsections below, or as otherwise mutually
agreed upon in writing by the parties. Before resorting to these
alternatives, PayPal strongly encourages users first to contact PayPal
directly to seek a resolution. PayPal will consider reasonable requests
to resolve the dispute through alternative dispute resolution
procedures, such as mediation, as an alternative to litigation.
15.1 Arbitration. For any Claim (excluding Claims for injunctive or
other equitable relief) where the total amount of the award sought is
less than $10,000, you or PayPal may elect to resolve the dispute
through binding arbitration conducted by telephone, on-line, and/or
based solely upon written submissions where no in-person appearance is
required. In such cases, the arbitration shall be administered by the
American Arbitration Association or JAMS, in accordance with their
applicable rules, or any other established ADR provider mutually agreed
upon by the parties. Any judgment on the award rendered by the
arbitrator may be entered in any court having jurisdiction thereof.
15.2 Court. Alternatively, any Claim may be adjudicated by a court of
competent jurisdiction located in Santa Clara County, California or
where the defendant is located (in PayPal's case, Mountain View,
California, and in your case, your home address or principal place of
business). You and PayPal agree to submit to the personal jurisdiction
of the courts located within the county of Santa Clara, California.
15.3 Alternative Dispute Resolution. PayPal will consider use of other
alternative forms of dispute resolution, such as binding arbitration to
be held in Santa Clara County, California or another location mutually
agreed upon by the parties.
15.4 Violations of Section 15. All Claims (excluding requests for
injunctive or equitable relief) between the parties must be resolved
using the dispute resolution mechanism that is selected in accordance
with this Section by the party first to assert a Claim, either through a
court filing or commencement of arbitration. Should either party file an
action contrary to this Section 16, the other party may recover
attorneys' fees and costs up to $1000.00, provided that the party
seeking the award has notified the other party in writing of the
improperly filed Claim, and the other party has failed to withdraw the
Claim.
General. This Agreement is governed by and interpreted under the laws of
the state of California, U.S. as such laws are applied to agreements
entered into and to be performed entirely within California by
California residents. Notwithstanding the foregoing sentence, the
Federal Arbitration Act ("FAA"), and all of its rules and procedures,
shall govern Section 16 hereof, to the extent that the FAA is
inconsistent with California law. We do not guarantee continuous,
uninterrupted or secure access to our service, and operation of our site
may be interfered with by numerous factors outside of our control. If
any provision of this Agreement is held to be invalid or unenforceable,
such provision shall be struck and the remaining provisions shall be
enforced. You agree that this Agreement and all incorporated agreements
may be automatically assigned by PayPal, in our sole discretion, to a
third party in the event of a merger or acquisition. Headings are for
reference purposes only !
and in no way define, limit, construe or describe the scope or extent
of such section. Our failure to act with respect to a breach by you or
others does not waive our right to act with respect to subsequent or
similar breaches. This Agreement and the documents it incorporates set
forth the entire understanding between us with respect to the subject
matter hereof. Sections (3) Fees, (2.4) Release, (8) Access and
Interference, (2.6) Limitation of Liability, (2.7) Indemnity, and (16)
Legal Disputes shall survive any termination or expiration of this
Agreement.
Disclosures. The Services are offered by PayPal Inc., located at 303
Bryant Street, Mountain View, California 94041. If you are a California
resident, you may have this same information emailed to you by sending a
letter to the address above with your email address and a request for
this information. Fees for our services are described in our Fees Policy.
Disputes between you and PayPal regarding our Services may be reported
to Customer Support online through the PayPal Help Center at any time,
or by calling (402) 935-2050 from 6 AM to midnight Central Time.
Additionally, you may report complaints to the Complaint Assistance Unit
of the Division of Consumer Services of the Department of Consumer
Affairs by contacting them in writing at 400 R Street, Sacramento,
California 95814, or by telephone at (800) 952-5210.
Copyright © 1999-2003 PayPal. All rights reserved.
2. OASIS-OPEN.org
OASIS Policy on Intellectual Property Rights
OASIS.IPR.1. General Policy
In all matters of intellectual property rights and procedures, the
intention is to benefit the public at large, while respecting the
legitimate rights of others.
OASIS.IPR.2 Confidentiality Obligations
No contribution that is subject to any requirement of confidentiality or
any restriction on its dissemination may be considered in any part of
the OASIS Standards Process, and there must be no assumption of any
confidentiality obligation with respect to any such contribution. No
submission should be made on the basis of an assumed confidentiality
obligation or restriction on dissolution.
OASIS.IPR.3. Rights and Permissions
In the course of standards work, OASIS receives contributions in various
forms and from many persons. To best facilitate the dissemination of
these contributions, it is necessary to understand any intellectual
property rights (IPR) relating to the contributions.
OASIS.IPR.3.1. All Contributions
By submission of a contribution, each person actually submitting the
contribution is deemed to agree to the following terms and conditions on
his own behalf, on behalf of the organization (if any) he represents and
on behalf of the owners of any proprietary rights in the contribution.
Where a submission identifies contributors in addition to the
contributor(s) who provide the actual submission, the actual
submitter(s) represent that each other named contributor was made aware
of and agreed to accept the same terms and conditions on his own behalf,
on behalf of any organization he may represent and any known owner of
any proprietary rights in the contribution.
Some works (e.g. works of the U.S. Government) are not subject to
copyright. However, to the extent that the submission is or may be
subject to copyright, the contributor, the organization he represents
(if any) and the owners of any proprietary rights in the contribution,
grant an unlimited perpetual, non-exclusive, royalty-free, world-wide
right and license to OASIS under any copyrights in the contribution.
This license includes the right to copy, publish and distribute the
contribution in any way, and to prepare derivative works that are based
on or incorporate all or part of the contribution, the license to such
derivative works to be of the same scope as the license of the original
contribution.
The contributor acknowledges that OASIS has no duty to publish or
otherwise use or disseminate any contribution.
The contributor grants permission to reference the name(s) and
address(es) of the contributor(s) and of the organization(s) he
represents (if any).
The contributor represents that contributions properly acknowledge major
contributors.
The contributor, the organization (if any) he represents and the owners
of any proprietary rights in the contribution, agree that no information
in the contribution is confidential and that OASIS and its affiliated
organizations may freely disclose any information in the contribution.
The contributor represents that he has disclosed the existence of any
proprietary or intellectual property rights in the contribution that are
reasonably and personally known to the contributor. The contributor does
not represent that he personally knows of all potentially pertinent
proprietary and intellectual property rights owned or claimed by the
organization he represents (if any) or third parties.
The contributor represents that there are no limits to the contributor's
ability to make the grants, acknowledgments and agreements above that
are reasonably and personally known to the contributor.
By ratifying this document, OASIS warrants that it will not inhibit the
traditional open and free access to OASIS documents for which license
and right have been assigned according to the procedures set forth in
this section. This warrant is perpetual and will not be revoked by OASIS
or its successors or assigns.
OASIS.IPR.3.2. OASIS Specifications
(A)
Where any patents, patent applications, or other proprietary rights
are known, or claimed, with respect to any specification developed
within the OASIS process, and are formally brought to the attention of
the OASIS Board of Directors, the OASIS Board of Directors shall not
advance the specification without including in the document a note
indicating the existence of such rights, or claimed rights. Where
implementations are required before advancement of a specification, only
implementations that have, by statement of the implementors, taken
adequate steps to comply with any such rights, or claimed rights, shall
be considered for the purpose of showing the adequacy of the specification.
(B)
The OASIS Board of Directors disclaims any responsibility for
identifying the existence of or for evaluating the applicability of any
claimed copyrights, patents, patent applications, or other rights, and
will take no position on the validity or scope of any such rights.
(C)
Where the OASIS Board of Directors is formally notified of rights, or
claimed rights under (A), the OASIS Executive Director shall attempt to
obtain from the claimant of such rights a written assurance that upon
approval by the OASIS Board of Directors of the relevant OASIS
specification(s), any party will be able to obtain the right to
implement, use and distribute the technology or works when implementing,
using or distributing technology based upon the specific
specification(s) under openly specified, reasonable, non-discriminatory
terms. The technical committee proposing the use of the technology with
respect to which the proprietary rights are claimed may assist the OASIS
Executive Director in this effort. The results of this procedure shall
not affect advancement of a specification through the OASIS process,
except that the OASIS Board of Directors may defer approval where a
delay may facilitate the obtaining of such assurances. The results will,
however, be recorded !
by the OASIS Executive Director, and made available. The OASIS Board
of Directors may also direct that a summary of the results be included
in any OASIS document published containing the specification.
OASIS.IPR.3.3 Determination of Reasonable and Non-discriminatory Terms
The OASIS Board of Directors will not make any explicit determination
that the assurance of reasonable and non-discriminatory terms for the
use of a technology has been fulfilled in practice. It will instead use
the normal requirements for the advancement of OASIS specifications to
verify that the terms for use are reasonable.
OASIS.IPR.4. Notices
(A)
OASIS specifications shall include the following notice:
"OASIS takes no position regarding the validity or scope of any
intellectual property or other rights that might be claimed to pertain
to the implementation or use of the technology described in this
document or the extent to which any license under such rights might or
might not be available; neither does it represent that it has made any
effort to identify any such rights. Information on OASIS's procedures
with respect to rights in OASIS specifications can be found at the OASIS
website. Copies of claims of rights made available for publication and
any assurances of licenses to be made available, or the result of an
attempt made to obtain a general license or permission for the use of
such proprietary rights by implementors or users of this specification,
can be obtained from the OASIS Executive Director."
(B)
OASIS encourages all interested parties to bring to its attention, at
the earliest possible time, the existence of any intellectual property
rights pertaining to OASIS specifications. For this purpose, each OASIS
specification shall include the following invitation:
"OASIS invites any interested party to bring to its attention any
copyrights, patents or patent applications, or other proprietary rights
which may cover technology that may be required to implement this
specification. Please address the information to the OASIS Executive
Director."
(C)
The following copyright notice and disclaimer shall be included in all
OASIS specification-related documentation:
"Copyright (C) OASIS Open (date). All Rights Reserved.
This document and translations of it may be copied and furnished to
others, and derivative works that comment on or otherwise explain it or
assist in its implementation may be prepared, copied, published and
distributed, in whole or in part, without restriction of any kind,
provided that the above copyright notice and this paragraph are included
on all such copies and derivative works. However, this document itself
may not be modified in any way, such as by removing the copyright notice
or references to OASIS, except as needed for the purpose of developing
OASIS specifications, in which case the procedures for copyrights
defined in the OASIS Intellectual Property Rights document must be
followed, or as required to translate it into languages other than English.
The limited permissions granted above are perpetual and will not be
revoked by OASIS or its successors or assigns.
This document and the information contained herein is provided on an "AS
IS" basis and OASIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO ANY WARRANTY THAT THE USE OF THE
INFORMATION HEREIN WILL NOT INFRINGE ANY RIGHTS OR ANY IMPLIED
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE."
(D)
Where, pursuant to a notification under this Policy, the OASIS Board
of Directors is aware at the time of publication of proprietary rights
claimed with respect to an OASIS specification, or the technology
described or referenced therein, such specification shall contain the
following notice:
"OASIS has been notified of intellectual property rights claimed in
regard to some or all of the contents of this specification. For more
information consult the online list of claimed rights."
/end/
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