USA Ecom Partner Terms of Service

Welcome to USA Ecom Partner (the "Platform"), operated by USA Ecom Partner, LLC ("Company," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of the Platform and all related services, including partner onboarding, document submission, and any compensation programs (collectively, the "Services").

By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.

1. Eligibility and Registration

You must be a natural person, at least 18 years old, a legal resident of the United States, and meet the qualification criteria published on the Platform (including minimum credit score, bank balances, and willingness to provide personal and financial documentation). Registration requires a valid email address and completion of our onboarding checklist. All information you provide must be accurate, current, and complete.

2. Partner Obligations and Representations

As a Partner, you agree to:

• Provide truthful responses to all questionnaires and upload accurate documents.
• Maintain the confidentiality of all information you receive through the Platform, including (but not limited to) client identities, eCommerce business details, payment processing workflows, merchant service providers, and any proprietary information of the Company or its clients. You shall not disclose, share, copy, or use such information for any purpose other than your participation in the Services.
• Comply with all applicable laws and not engage in any fraudulent, misleading, or harmful activity.

You represent and warrant that you have the legal capacity to enter into these Terms and that your use of the Platform will not violate any law or third-party rights.

3. Services and Compensation

The Platform connects qualified Partners with eCommerce businesses seeking assistance with U.S. merchant services and payment processing approvals. We may, in our sole discretion, compensate you for successfully completed and approved partner activities. Compensation amounts and payment terms will be communicated separately. You acknowledge that compensation is not guaranteed and is subject to client approval and our internal review.

4. Intellectual Property

All content, logos, software, and materials on the Platform are owned by the Company or its licensors. You are granted a limited, non-exclusive, non-transferable license to use the Platform solely for your participation as a Partner. You may not copy, modify, distribute, or reverse-engineer any part of the Platform.

5. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your breach of these Terms; (b) your violation of any law or third-party rights; (c) any inaccuracy or falsity in the information or documents you provide; or (d) your use of the Platform.

6. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF COMPENSATION ACTUALLY PAID TO YOU BY THE COMPANY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7. Dispute Resolution - Mandatory Arbitration and Class Action Waiver

Any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or the Services (including the formation, performance, or breach thereof) shall be resolved exclusively by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, in the state of Delaware. The arbitration shall be conducted by a single arbitrator. Judgment on the award may be entered in any court having jurisdiction.

YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING. You waive any right to participate in a class action or representative action. If the class action waiver is deemed unenforceable, the entire arbitration provision shall be void.

8. Governing Law

These Terms shall be governed by the laws of the State of Delaware without regard to conflict of law principles.

9. Termination

We may terminate or suspend your account at any time, with or without cause. Upon termination, your right to use the Platform ceases immediately, but your confidentiality, indemnification, and limitation of liability obligations survive.

10. Miscellaneous

These Terms constitute the entire agreement between you and the Company. If any provision is held invalid, the remainder remains in effect. We may update these Terms at any time; continued use constitutes acceptance of the revised Terms. Contact us at the email listed on the Contact page for any questions.