eBay Terapeak Subscription Terms of Service

This terms of service (the "Terms of Service") describes the terms pursuant to which eBay offers you access to Terapeak software as a service (SAAS), products and data (together the "Terapeak Service"). You are contracting with eBay Inc. and by signing up for a Terapeak subscription, you agree to all terms in this Terms of Service.

The entity you are contracting with is: eBay Inc., 2025 Hamilton Ave., San Jose, CA 95125 if you reside in the United States; eBay (UK) Limited, 5 New Street Square, London, EC4A 3TW, United Kingdom, if you reside in the United Kingdom; eBay Europe S.À R.L., 22-24 Boulevard Royal, l-2449 Luxembourg if you reside outside the United Kingdom but within the European Union; eBay Canada Limited, 500 King Street West, Suite 200, Toronto, on M5V 1L9, Canada, if you reside in Canada; and eBay International AG, Helvetiastrasse 15/17, 3005, Bern, Switzerland if you reside in any other country. (eBay Inc., ebay (UK) Limited, eBay Europe S.À R.L., eBay Canada Limited, and eBay International AG collectively (“Terapeak”).

NOTE: Your use of the Terapeak Service is subject to the eBay User Agreement, User Privacy Notice and all applicable terms or policies on the eBay site (including any pricing and promotions terms).

These Terms of Service are effective as of January 29th, 2019.

1. Terapeak Terms of Use

You may not, directly or indirectly:

• use the Terapeak Service or any data accessed through the Terapeak service, except as expressly allowed by this Agreement
• use or export the Terapeak Service or any data provided by the Service in violation of applicable laws or regulations
• sell, lease, rent, loan, transfer or sublicense use of the Terapeak Service or data provided by the Terapeak service, in whole or in part, to third parties or provide access thereto or derive income from the use or provision of the Terapeak Service, via service bureau, time sharing or application service provider services or otherwise; whether for direct commercial or monetary gain or otherwise, without eBay’s prior written permission
• decompile, reverse engineer, disassemble, modify, rent, lease, loan, distribute, or make any attempt to discover the source code or underlying algorithms of the Terapeak Service or any portion thereof, or create derivative works or improvements based upon the Terapeak Service
• use the Terapeak Service in any manner that could damage, disable, overburden, or impair eBay or Terapeak's services (e.g., you may not use the Terapeak Service in an automated manner), or use the Terapeak Service in any manner that could interfere with any other party's use of Terapeak's services
• use the Terapeak Service to:
  • download, transmit or otherwise make available any material that contains malicious software or code, software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware;
  • bypass any measures that eBay or Terapeak has taken to restrict access to the Terapeak Service
  • use any robot, spider, scraper or other automated means to access the Terapeak Service for any purpose
  • interfere with, impose an unreasonable traffic load upon or disrupt the software, hardware, web site, servers or networks connected to the Terapeak Services, or disobey any requirements, procedures, policies or regulations of eBay or Terapeak’s networks connected to the Terapeak Service
• use the Terapeak service to send, save, collect, upload, post, publish, distribute or transmit any content that
  • is determined by eBay to be contrary to the interest of eBay, Terapeak, Terapeak Licensors, or other users of eBay or Terapeak
  • may manipulate identifiers in order to disguise the origin of any content transmitted through the Terapeak Service or any associated software or hardware, or the source of any content
  • you do not have a right to make available under any law, contract or other legal relationship.

You will:

• ensure the confidentiality of your information and be, at all times, solely responsible for all activities that occur with respect to the Terapeak Service and data provided by the Terapeak Service, under your account or password, and you will notify Terapeak immediately of any unauthorized use
• be solely responsible for all information received, sent, saved, collected or distributed through the Terapeak Service by you or in respect of your account or password, however transmitted; and therefore you are entirely responsible for all content that is developed, derived, received, sent, saved, collected, distributed or otherwise made available through the Terapeak Service.

This agreement grants you no right, title and interest in any eBay data, Terapeak data or any other data accessed through the Terapeak Service.

If you are found to be in violation of the terms of use, eBay reserves the right to cancel your Terapeak subscription at any time or decline to renew your Terapeak subscription.

eBay shall have sole discretion as to what constitutes unauthorized use or what activity is considered excessive or has a “considerable effect”. eBay is responsible for monitoring such excessive use for the account as a whole, and has no responsibility to identify your individual end-user, employee, or other agent who may or may not be responsible for the excessive use of the Terapeak Service.

2. Subscriptions

There are two Terapeak subscription durations:

• Monthly subscription (subscription with a one month term that automatically renews monthly)
• Yearly subscription (subscription with a one year term that automatically renews yearly)

For Terapeak subscriptions, “calendar month” as used in these terms shall mean the first of the month through the last day of the month. “Invoice month” as used in these terms shall mean the billable days included on a seller’s invoice (e.g. April 1 through April 30 or April 16 through May 15). “Subscription Start Date” shall mean the date your Terapeak subscription starts.

When you sign up for a yearly or monthly subscription:

• You will be able to access Terapeak Services immediately
• Your first eBay Subscription invoice includes:
  • The prorated subscription fee for the number of days from your Subscription Start Date to the first date of your next full invoice month (the “Prorated Period”) and
  • The subscription fee for the next full invoice month (the “First Full Invoice Month”).You’re billed monthly thereafter.

3. Subscription Renewals

Your Terapeak subscription is automatically renewed by the length of your subscription term, unless you cancel your subscription. A monthly subscription is automatically renewed each month until you cancel it. Likewise, a yearly subscription is automatically renewed each year until you cancel it. Such automatic renewal is continuous, and you will be billed for each continuous subscription term at the applicable rates, which are subject to change. If you have a yearly subscription, we'll contact you at least 10 days prior to the end of the term of your subscription via email or a message sent to My eBay to remind you that the term of your subscription will automatically renew.

4. Canceling your Subscription

If you have a monthly subscription and you cancel your Terapeak Subscription:

• Your cancellation is effective immediately and you will not be able to access Terapeak Services after your subscription has been cancelled
• If you cancel your subscription before the end of the calendar month that you have been charged for, you will receive a prorated refund for that month on your next invoice.

If you have a yearly subscription and you cancel your Terapeak Subscription prior to the last calendar month of your subscription term:

• Your cancellation is effective immediately and you will not be able to access Terapeak Services after your subscription is cancelled.
• If you cancel your subscription before the end of the calendar year that you have been charged for, your will receive a prorated refund for that year on your next invoice.
• You will be charged an early termination fee equivalent to one month’s subscription fee of the yearly subscription term.

Early Termination Fee

• If you cancel a yearly subscription or change from a yearly to a monthly subscription any time after the first 30 days and before the last 30 days of your yearly subscription, you’ll be charged an early termination fee. If you make these changes during the first 30 or last 30 days of a yearly subscription, you won't be charged an early termination fee.
• There’s no early termination fee for canceling a monthly subscription or for canceling your yearly subscription in the last month of your subscription.
• The early termination fee charged is the monthly charge for your annual plan.

• Note: eBay may charge you an early termination fee if we cancel your subscription for violating the Terms of Service, the User Agreement, or any other applicable terms or policies on the eBay site (including any selling limits, listing policies and pricing and promotions terms).

5. Changing your Subscription

You can change the duration of your subscription at any time.

• When changing from a yearly Terapeak subscription to a monthly Terapeak subscription:
  • Fees for your current yearly subscription for the current invoice month are prorated and the unused portion of your current subscription (for the current invoice month) is credited back to you.
  • Your new monthly subscription fee is also prorated for the current invoice month and your subscription is treated as a new subscription.
  • You will be charged an early termination fee for cancellation of your yearly Terapeak subscription equivalent to one month’s subscription fee of the yearly subscription term.
• When changing from a monthly Terapeak subscription to a yearly Terapeak subscription:
  • Fees for your current monthly subscription for the current invoice month are prorated and the unused portion of your current subscription (for the current invoice month) is credited back to you.
  • Your new yearly subscription fee is also prorated for the current invoice month and your subscription is treated as a new subscription which begins on the date of the change in term.
  • There is no early termination fee when you change from a monthly subscription to a yearly subscription.

6. Payment Terms

• eBay reserves the right to change the subscription fees at any time for Terapeak. eBay charges and collects Subscription Fees in advance for use of the Terapeak Service.
• All Subscription Fees, Taxes and other charges will be billed as you’ve agreed to in the subscription process. You are responsible for and shall pay eBay all currency conversion charges, sales, use, value-added, personal property or other tax, duty or levy of any kind, including interest and penalties thereon (collectively, "Taxes") for the use of the Terapeak Service or resulting from this Agreement, whether imposed now or hereinafter by any governmental entity.
• Terapeak subscription charges will be billed to you on your eBay invoice. You agree to maintain a valid payment method on file with eBay.
• Regardless of your country of residence, you will be billed by eBay, Inc.

7. Other Terms

• We may amend these Terms of Service terms at any time by posting the amended terms on www.ebay.com. Our right to amend the Terms of Service includes the right to modify, add to, or remove terms. Except as stated otherwise in our User Agreement or elsewhere, all amended terms shall automatically be effective 30 days after they are initially posted.
• eBay reserves the right, with or without notice, to substitute, replace, or remove Terapeak features and functionality. In addition, eBay may update select Terapeak features generally at any time without notice, either on a temporary or permanent basis. Such update may include changes to the look and feel of the Terapeak or the addition of new features or functionality.
• eBay reserves the right to cancel your Terapeak Services at any time or decline to renew your Terapeak Services if eBay determines, in its sole discretion, that you are violating these Terms of Service or any applicable eBay policies.