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PAYMENT TERMS FOR TRADA SERVICES (US)

Thank you for selecting the Services offered by Intuit Inc. and/or its subsidiaries and affiliates. Review these Payment Terms for Trada Services (“Payment Terms”) thoroughly. These Payment Terms, together with the Terms of Service for Trada Services (“Terms of Service”) and our Trada Privacy Statement and other policies and documents incorporated or referenced herein and therein, govern your payments made to you and by you in the Services. You hereby acknowledge and agree to the terms set forth below. If you do not agree to these Payment Terms, then you may not make or receive payments using the Services. Capitalized terms used herein but not defined shall have the meanings given to them in the Terms of Service.

1. PAYMENT TERMS FOR RETAILERS

1.1 Payment Methods. To make a purchase, you must link an approved payment method (such as a valid credit or debit card acceptable to us, or sufficient funds in a checking or savings account to cover an electronic debit of the payment due) with your Retailer Account. By submitting payment details in conjunction with registering for a Retailer Account and/or purchasing goods, you agree to pay for the goods purchased, and any applicable taxes and other fees that may accrue, and you authorize us and/or our affiliates to charge the payment method with the information you have supplied to us, and/or to credit that payment method to make any adjustments if necessary. We reserve the right to correct any errors in pricing. We will charge your default payment method on file in your Retailer Account. If it fails, we reserve the right to charge any other payment method you have included in your Retailer Account.

1.2 Payment Processors. We use third-party service providers for credit and debit card payment processing, fraud alerts, payment processing and disbursement of funds to Brands. You acknowledge and agree that we may share information about you with those payment processors in order to complete transactions via the Services.

2. PAYMENT TERMS FOR BRANDS

2.1 Acceptance of Terms. By accepting the Terms of Service, you acknowledge and agree to the commissions, fees, calculations and payout terms set forth below. You agree and authorize us and/or our payment processors to deduct all commissions and fees due and owing from your payout amount, and to settle and transfer funds to your bank account.

2.2 Percentage. Unless otherwise agreed by us in writing, we will charge you a commission (the “Commission”) of 15% of the pre-tax amount for each transaction between you and a Retailer on the Services. The Commission will cover our fee, the transaction fees charged by Stripe (as defined below), and shipping fees.

2.3 Calculation. Commissions are calculated based on the dollar amount of the order total, excluding shipping costs. Any items that a Retailer marks as damaged or missing are deducted from the payout of the order. If you send a replacement for a damaged or missing item, we will pay you for the invoice value of the replacement item for which payment from the Retailer was received by us, less the Commission.

2.4 Payout Schedule. Following a transaction between you and a Retailer, we will direct our payment processor, Stripe, to transfer the purchase price, less the Commission, to your chosen bank account on the later of: (i) three business days following the date on which you accept the Retailer’s order and the Retailer is charged, and (ii) the day after the date we have confirmed that the shipment has been scanned by your shipping provider and is in transit to the Retailer; provided, in each case, that Stripe has received the funds from the Retailer and has not flagged the transaction as fraudulent. We are not responsible for any actions taken by your bank that may result in some or all of the funds not being made available to you. We reserve the right to suspend payouts to your bank account due to pending disputes, excessive chargebacks or refunds and/or other improper or illegal activity.

2.5 Refunds. If a cancellation or return is initiated and a refund is requested, Stripe will take the purchase price from your Stripe Account (as defined below). If there is an insufficient balance to cover the refund amount in your Stripe Account, this will result in a negative balance in your Stripe Account and Stripe will withdraw the negative balance from your bank account.

3. STRIPE PAYMENT SERVICES FOR BRANDS

3.1 Stripe Payment Services. The Services integrate Stripe Connect, a third party payment processing service provided to you by Stripe, Inc. or one of its affiliates (collectively, "Stripe"), in order for you to manage payments related to your Retailer customers and make payments to, and receive payments from, your Retailer customers on the Services platform (“Stripe Payment Services”). Stripe, not us, is the provider of the Stripe Payment Services to you. By enrolling in the Services, you agree to be bound by and comply with the Stripe Connected Account Agreement available at https://stripe.com/connect-account/legal, along with any other terms, conditions or agreements related to the Stripe Payment Services, including the Stripe Privacy Policy available at https://stripe.com/privacy (collectively, the “Stripe Terms”), as each may be modified by Stripe from time to time. The Stripe Terms are between you and Stripe, and we are not a party to the Stripe Terms and is not liable to you with respect to the Stripe Terms or the Stripe Payment Services. By accepting this Agreement and the Stripe Terms, you acknowledge and agree to the creation of a Stripe Account (as defined in the Stripe Terms) for you, and the collection of verification information (including the information found at https://stripe.com/docs/connect/required-verification-information) in connection with the creation of such Stripe Account. In the event of any inconsistency between this Agreement and the Stripe Terms, this Agreement shall prevail, except in the event of any inconsistency between this Agreement and the Stripe Terms specifically concerning the Stripe Payment Services or the Stripe Account, in which case the Stripe Terms shall prevail. The ongoing provision of the Stripe Payment Services to you is subject to you entering into and complying with the Stripe Terms.

3.2 Our Actions and Information Collection. We may need to take additional steps or obtain or provide additional information to, among other things verify a transaction made by you or received by you through the Stripe Payment Services (including after disbursement of the applicable funds) or to correct and/or stop transactions that we believe are erroneous, inaccurate or fraudulent. By using the Stripe Payment Services through the Services platform, whether to send or receive payments, you hereby expressly authorize us and our representatives to take the following actions relating to your use of the Services and the Stripe Payment Services: (i) communicate, transfer and otherwise share Your Data and Connected Account Data (each as defined in the Stripe Terms) with Stripe and access and obtain Your Data from Stripe, (ii) facilitate activity on your behalf, including but not limited to facilitating transactions, refunds and adjustments, and handling disputes related to your Stripe Account, (iii) prevent or delay any additional transfer of funds into or out of your Stripe Account, in order to verify or investigate a transaction; (iv) review, obtain, or request information about any transaction related to your Stripe Account, including data about an order from a third party purchaser that preceded the transaction, and (v) require Stripe withhold funds owed to you, or demand immediate payment of any amounts deemed necessary by us, for the purpose of refunding third party purchasers or correcting transactions that we determine, in its sole discretion, to be fraudulent. You also authorize us to request Stripe deduct any amounts owed to us from the Stripe Account or from funds from any transactions or chargebacks processed using the Stripe Payment Services or your Stripe Account. You warrant that you have obtained all consents and necessary authorizations to provide Your Data and Connected Account Data and permit the use of such data in accordance with this Agreement.

3.3 Liability for Activity. You understand and agree that you are responsible and liable to us for all Activity (as defined in the Stripe Terms) on your Connected Account(s) (as defined in the Stripe Terms), whether initiated by you or not (including all Transactions, Disputes, Refunds, Reversals, Claims (each as defined in the Stripe Terms), fines associated with such Activity, or use of the Stripe Payment Services in a manner prohibited under the Stripe Terms). In addition, you are liable for any inaccurate or incomplete information provided to us as part of the onboarding or use of your Connected Account(s). You agree to defend, indemnify, and hold harmless us and our Affiliates and Suppliers from and against any claim, suit, demand, loss, liability, damage, action, or proceeding arising out of or relating to (i) Activity on your Connected Account(s), whether initiated by you or not (including all Transactions, Disputes, Refunds, Reversals, Claims, fines associated with such Activity, or use of the Stripe Payment Services in a manner prohibited under the Stripe Terms) or (ii) any inaccurate or incomplete information provided to us as part of the onboarding or use of your Connected Account(s).

3.4 Additional Payment Processors. We reserve the right, in its sole discretion, to change or add payment processors at any time, subject to the agreement between us and the payment processor. If we change your payment processor, to continue your use of the Services, you must (i) agree to a separate agreement with the new payment processor, including any terms of services of such payment processor, (ii) to the extent necessary, agree to any and all documents necessary to effectuate the transfer of your data and other information between payment processors, and (iii) agree to any other documents and agreements that may be reasonably necessary for the new payment processor to perform its obligations to you.

3.5 Transaction Limits. We may, in our sole discretion and from time to time, impose restrictions or limitations on your use of the Stripe Payment Services in connection with your use of the Services.

3.6 Taxes. You are responsible in determining what, if any, taxes apply to the sale of your items and/or the payments you receive in connection with your use of the Stripe Payment Services ("Stripe Taxes"). You are responsible for assessing, collecting, reporting, and remitting the correct Stripe Taxes to the proper tax authority, whether in your customers’ jurisdictions, your jurisdiction or elsewhere. You agree to indemnify and hold us harmless from and against any tax liability claims that may be assessed against Intuit in connection with your use of the Stripe Payment Services. Intuit may receive certain notices or forms, such as tax invoices from Stripe on your behalf (“Tax Forms”). You agree that we may send you Tax Forms any other tax-related information electronically.

February 28, 2021