FRAUD PREVENTION SERVICES TERMS

These fraud prevention services terms, including any Appendices hereto (the “Terms”) describe the terms and conditions of the fraud prevention services (the “Fraud Prevention Services”) that Lingble provides pursuant to the Master E-Commerce Services Agreement (the “Agreement”). The Terms also describe the obligations of both Lingble and the Client, (the “Parties”) pertaining to the Fraud Prevention Services offered by Lingble. Lingble offers these Fraud Prevention Services in partnership with third-party fraud protection service providers (the “Fraud Prevention Partners”).

Client and the Parties agree to comply with the following provisions with respect to any Fraud Prevention Services, each acting reasonably and in good faith.

Capitalized terms used but not defined herein shall have the meanings assigned to them in the Agreement or applicable Order Forms.

1.     Definitions.

(a)   “Advisory Notice” means a notice given to Lingble by a Fraud Protection Partner indicating whether the Fraud Protection Partner advises Lingble to accept or decline a particular Submitted Transaction.

(b)   “Chargeback Reason Code Policy” means the policy in Appendix A to these Terms that sets forth eligible chargeback reason codes, as may be modified from time to time by Lingble or its Fraud Prevention Partners, with any such amendment being applicable only to Submitted Transactions for which Fraud Screening Services were provided after the date of the modification.

(c)    “Customer Data” means information regarding the applicable Customer including such individual’s actual or attempted transactions on the Store.

(d)   “Ecommerce Transaction” means orders in the Store (i) taken in a “card-not-present” environment and (ii) made with credit card-related payment methods, which consist of credit cards, PayPal, Samsung Pay, Apple Pay, Google Pay, Android Pay, Amazon Pay, pre-paid cards, debit cards, and any other methods approved in writing by Lingble. For the avoidance of doubt, an Ecommerce Transaction does not include orders (i) taken in a point-of-sale terminal or in-person or (ii) made with non-credit card-related alternative payment methods, including ACH, convenience store payments, cryptocurrency, carrier billing, cash/COD, check, money orders, and wire transfer.

(e)   “Eligible Chargeback” means a chargeback provided by a financial institution indicating a fraudulent transaction or “no cardholder authorization” and having one of the eligible chargeback reason codes stated in the Chargeback Reason Code Policy. For clarity, Lingble may elect to recognize additional reason codes as Eligible Chargebacks on a case-by-case basis, in its sole discretion; chargebacks provided with any other reason codes, including those listed as ineligible chargeback reason codes in the Chargeback Reason Code Policy, are not Eligible Chargebacks.

(f)     “Fraud Screening Services” means the ecommerce fraud screening services provided by Fraud Prevention Partners to help Lingble determine whether to accept or decline an Ecommerce Transaction.

(g)   “Order Amount” shall have the meaning ascribed to it in Section 2(a).

(h)   “Submitted Transaction” shall have the meaning ascribed to it in Section 2(a).

2.     Use of the Fraud Prevention Service

(a)   Fraud Screening Services. In order to request Fraud Screening Services from Fraud Prevention Partners, Lingble must provide to its Fraud Prevention Partners the requested details of a transaction of a Customer in the Store (a “Submitted Transaction”), including the Customer’s order amount for which Lingble is seeking Fraud Screening Services (the “Order Amount”) and other Customer Data as may be required by the Fraud Prevention Partners in order to screen a Submitted Transaction. Each such request for Fraud Screening Services for a Submitted Transaction is subject to the acceptance of the Fraud Prevention Partners in their sole discretion. Lingble reserves the right to decline all Submitted Transactions that are not accepted for screening by its Fraud Prevention Partners or for which its Fraud Prevention Partners issue an Advisory Notice advising Lingble to decline the Submitted Transaction.

(b)     Eligible Chargeback. Subject to Client’s continued compliance with these Terms, if Lingble and its Fraud Prevention Partners determine in their reasonable discretion that there has been a valid Eligible Chargeback for a given Submitted Transaction, then Lingble will bear an amount (the “Guaranteed Amount”) equal to the lesser of: (x) the actual total fees owed by Client to a Customer or financial institution (if any) as a result of the Eligible Chargeback; or (y) the Order Amount. Lingble shall not deduct from Net Sales Order Amounts related to Eligible Chargebacks unless the Guaranteed Amount is less than the Order Amount, in which case Lingble shall deduct the difference between the Order Amount and the Guaranteed Amount from Net Sales in the Monthly Statement in which such determination is made by Lingble. For the avoidance of doubt, chargebacks that are not Eligible Chargebacks may be deducted from Net Sales in the calculation of Net Proceeds at any time by Lingble, even if the chargeback relates to an order in the Store in a prior Monthly Statement period.

(c)    Authorizations. Client hereby authorizes Lingble: (i) to verify or validate the chargeback by communicating with, or obtaining data from, the Customer; and (ii) in Lingble’s sole discretion, to dispute such chargebacks, and Client agrees to provide to Lingble all information regarding such chargeback and all authorizations to communicate with third parties necessary to enable Lingble to verify, validate or dispute such chargeback.

3.       Conditions. Client represents and warrants to us that: (i) Client will take all steps as required and/or requested by the applicable financial institution and as requested by Lingble with respect to each Submitted Transaction for which there has been a chargeback requested; and (ii) Client has sent or delivered the Goods purchased by the Customer in the Submitted Transaction, in every respect as required by the original order from the Customer. Notwithstanding anything to the contrary set forth in these Terms, Lingble will have no obligation to pay the Guaranteed Amount if: (1) Client has failed to comply with any of these Terms, including the representations and warranties set forth in the immediately preceding sentence, as reasonably determined by Lingble; or (2) our Fraud Prevention Partners are unable to correlate the chargeback request with the applicable Submitted Transaction. The Parties hereby acknowledge and agree that the receipt of an Eligible Chargeback does not qualify as a breach of these Terms by Lingble and the Guaranteed Amount is Lingble’s sole obligation and liability with respect to an Eligible Chargeback received.

4.     Access to the Fraud Prevention Services; Modifications to the Fraud Prevention Services. Client acknowledges and agrees that the Fraud Prevention Services are dependent on the availability of Fraud Screening Services by its Fraud Prevention Partners, who may modify or discontinue, temporarily or permanently their services without notice. As such, Client agrees that Lingble will not be liable to Client or to any third party for any modification, suspension, or discontinuance of the Fraud Prevention Services. Notwithstanding the foregoing, in the event of suspension or discontinuance of the Fraud Prevention Services, Lingble shall reduce the monthly Standard Services fee in the applicable Order Form by 0.5% for the remainder of the term of the Agreement or until Fraud Prevention Services are reinstated. If the suspension, discontinuance or reinstatement happens before the end of a calendar month, the reduced Standard Services fee shall be applied only for the days of that month in which the Fraud Prevention Services were not available.

5.     Warranty Disclaimers. CLIENT’S USE OF THE FRAUD PREVENTION SERVICES IS AT CLIENT’S SOLE RISK. THE FRAUD PREVENTION SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. LINGBLE AND ITS FRAUD PREVENTION PARTNERS AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND RELATING TO THE FRAUD PREVENTION SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, AND ACCURACY, AND IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR COURSE OF PERFORMANCE. LINGBLE AND ITS FRAUD PREVENTION PARTNERS AND SUPPLIERS DO NOT WARRANT UNINTERRUPTED USE OR OPERATION OF THE FRAUD PREVENTION SERVICES AND MAKE NO WARRANTY THAT THE FRAUD PREVENTION SERVICES WILL MEET CLIENT’S REQUIREMENTS OR EXPECTATIONS OR THAT ANY RESULTS THROUGH THE USE OF THE FRAUD PREVENTION SERVICES WILL BE TIMELY, ACCURATE, COMPLETE, ERROR-FREE. LINGBLE AND ITS FRAUD PREVENTION PARTNERS AND SUPPLIERS WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE OF THEIR REASONABLE CONTROL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY CLIENT FROM LINGBLE IN RELATION TO THE FRAUD PREVENTION SERVICES WILL CREATE ANY WARRANTY REGARDING THE FRAUD PREVENTION SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND CLIENT MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE FRAUD PREVENTION SERVICES THE DURATION AND SCOPE OF SUCH WARRANTY WILL BE THE MINIMUM POSSIBLE UNDER SUCH APPLICABLE LAW.

6.     Changes to these Terms. Lingble may make changes to these Terms from time to time by posting a revised version on its website . If Lingble makes any material changes, Lingble shall notify Client electronically in writing or by posting a notice in the Administrative Panel. Upon receiving notice of a material change to these Terms, to the extent that Client is negatively and materially impacted by such changes, Client shall have ten (10) days to notify Lingble in writing of its intention to terminate the Fraud Prevention Services, after which, Client will be deemed to have accepted the revised Terms. Client’s notification of its intention to terminate these Terms shall include a specific description of how the changes materially and negatively impact Client. Fraud Prevention Services shall terminate sixty (60) days from the day of such written notice to Lingble. If the Fraud Prevention Services are terminated in accordance with these Terms, from the termination date of these Terms (1) Lingble shall reduce the monthly Standard Services fee in the applicable Order Form by 0.5% for the remainder of the term of the Agreement or until Fraud Prevention Services are reinstated in an applicable Order Form by Client, and (2) all chargeback requests in connection with orders in the Store shall not be Eligible Chargebacks and shall be deducted from Net Sales on a monthly basis in accordance with these Terms and the Agreement.

In case of any conflict between these Terms and the terms of the Agreement or any applicable Order Form, these Terms shall prevail unless otherwise stated in an applicable Order Form.

APPENDIX A

Note: Card processors may update their chargeback codes from time to time, which may not be fully reflected below. In case of code or category omission as reported by the card processor, Lingble will determine in its sole discretion the eligibility of a submitted transaction for coverage.

1. Eligible Reason Codes and Categories:

2. Ineligible Chargeback Reason Codes:

Chargebacks received as the result of processing error and/or buyer-seller disputes are classified as non-fraudulent/authorized purchases and therefore generally not Eligible Chargebacks. These types of chargebacks are typically prevented through best practices and may be challenged and won by the merchant.