Terms & Conditions

These Merchant Terms and Conditions (the “Agreement”) are entered into by and between HERO$CARD, (“Company”) and the Merchant (“Merchant”); (collectively, the “Parties”). The terms and conditions and the application are considered the entire contract.
 The initial term of this Agreement shall be the one year beginning on the execution date of this Agreement and shall automatically renew on an annual basis for one year periods thereafter, unless either party provides written notification of intent to terminate 90 days prior to the scheduled renewal date.
In consideration of the mutual promises and restrictions set forth herein, the Parties agree as follows:
Company will:

  • Provide information about Merchant to members of loyalty program thru various publicity; the website, emailing, text messaging and other communication methods available.
  • Provide demographic information to the Merchant that has been provided by the Cardmember to Company.
  • Provide Merchant with an monthly transaction report for all Hero$card (“HC”) transactions
  • Collect Fees from Merchant for all completed transactions made by Members. A completed HC transaction is a purchase made by a Cardmember with the Merchant that is successfully tracked by the HC system and for which a fee is paid by the Merchant to the HC system (the “Marketing fee”), is successfully collected by the Company and has not disputed by Merchant.

Merchant understands and/or agrees to:

  • That the HERO$CARD loyalty Card is not a financial and is used for tracking purposes. Due to the Rebate aspect of the card, it may be used as a payment card as well. The Merchant should refer to the policies and Procedures manual for handling instructions.
  • Accept the Hero$card 24/7.
  • Display the Company Decal on Merchant’s store front and/or online, as applicable.
  • Pay Company a Marketing Fee as defined on the application of the total amount of each HC Transaction.
  • Pay a transaction fee of $0.15 for processing each HC transaction.
  • Offer a minimum 15% discount to all members as defined on the application. This may be amended by the merchant in their on-line account.
  • Pay Company the entire program fees as set forth on the application.
  • Follow the System’s payment & other policies described here and on www.heroscardww.com.
  • Be solely responsible for accurately providing and updating its Merchant information, product offerings and advertisements online and with Company.
  • Represent the Company, the System and all Members participating in the System ethically, honestly, professionally and accurately.
  • Take full responsibility for ensuring the Cardmember pays for items purchased.
  • Be personally responsible for swiping the HC card through the designated POS terminal. In case of multiple swipes, Merchant shall pay all Fees associated by the transactions.
  • That Members have the right to post comments and/or evaluations about Merchant on the Company Marketplace.  Company shall not be held liable for nor be considered as endorsing any opinion posted by a Cardmember.
  • ACH: Authorize Company and/or its agents to initiate electronic debit and credit entries to its designated account for the strict purpose of fulfilling the payment terms of this Agreement and to make funds available in its designated account so that Company may collect any applicable Fees due. Merchant will notify Company of any change in Designated Account(s) and any other account(s) used by Merchant in conjunction with the Network. Merchant will be subject to a $35 NSF fee for Non-Sufficient Funds.
  • Merchant, hereinafter referred to as the subscriber, acknowledges that by entering their cell phone number and wireless service provider that he/she agrees to receive SMS and MSCM sent to his/her wireless device from HERO$CARD WorldWide, Inc. The subscriber acknowledges that he/she may be charged in accordance of their wireless provider service agreement by his/her wireless provider in connection with receipt of such messages. The subscriber may revoke his/her authorization to receive messages at any time.

Errors: If a Merchant believes an incorrect entry has been made, Merchant must dispute the amount in question by sending notice to the Company within 45-days of the Entry being posted. Company then has 30 days to research and, if necessary, correct. All other Program Fees pursuant to this Agreement are non-refundable.
Other Offers: In the event that a Merchant allows a Cardmember to use a coupon, permits additional discounts or pays rebates, points, gifts, coupons and/or incentives (collectively, “Rewards”) under other loyalty or discount programs in which the Merchant participates, Merchant shall be responsible for such additional discounts or rebates and shall remain obligated to pay the Marketing Fee on the transaction. 
Exclusivity: To avoid paying multiple Rewards from a single purchase tracked by multiple loyalty companies, during the Term of this Agreement, Merchant agrees, on a best efforts basis, not to register with or enroll in any other loyalty program, discount program, rebate program or registered card program, other than the HC Network. Should Merchant participate in another loyalty program then Merchant understands this could cause additional Rewards to be accrued under the other loyalty program to be owed by Merchant on a single transaction, for which Merchant shall be held solely responsible.
Use of Trademarks and Names: Company and Merchant hereby grants each other a non-exclusive and revocable right to use the other’s name, logo and other proprietary designations in Merchant’s advertisements, promotional campaigns or presentations specifically relating to Merchants participation in the Network during the Term, which does not include business cards. All other uses must be approved by Company in advance.
Limit of Liability: Company’s total liability for any loss or damage incurred by Merchant through the use of the System, independent accredited financial institutions and/or processors is strictly limited to the marketing fee associated with the HC Transaction that initiated the loss or damage.
Force Majeure: If Company is unable to perform any of its obligations under this Agreement due to any cause beyond its reasonable control, the Company shall be excused, the time of performance shall be extended and Merchant hereby waives any and all claims against Company for such an event.
Disputes: If any dispute relating to this Agreement, cannot be settled through a private negotiation conducted in good faith, the Parties agree to settle by an arbitration administered by the American Arbitration Association and such settlement shall be considered irrevocable and binding. Arbitration shall be conducted within the County of Maricopa, State of Arizona and the arbitrators shall apply the substantive laws of the State of Arizona. The judgment awarded shall be enforced by any court of competent jurisdiction. All disputes between Merchant and a Cardmember will be settled between Merchant and said Cardmember.
Controlling Law, Venue: This Agreement shall be governed construed and enforced in accordance with the laws of the United States and the State of Arizona and the Parties consent to venue in the county of Maricopa, Arizona. Under this Agreement, all rights, powers, performance obligations and privileges of the Parties are separate, cumulative and can be exercised at the same time or successively. 
Waivers: Waiver by either Party of any breach of any term of this Agreement or failure to insist upon strict compliance with any term of this Agreement shall not operate or be construed as a continuing waiver of such term or constitute a waiver of any other provisions.
Indemnification: Merchant agrees to indemnify and hold Company and its owners, directors, managers, officers, employees, representatives, agents, affiliates, successors and assigns harmless from and against any and all liabilities, claims, suits, other legal actions and proceedings, demands, damages, losses, costs and expenses of any kind or nature, including, without limitation, reasonable legal fees and expenses, arising out of or as a result of Merchant’s conduct, business, breach or violation of any provision of this Agreement, or from a litigation between a Cardmember and a Merchant for any reason whatsoever. In addition, Merchant indemnifies and holds Company harmless against any claim arising from Merchant’s failure to impose, collect or remit any/all taxes due to governmental agencies.
Changes and Notification: Merchant may not change or alter any term or condition of this Agreement without Company’s prior written consent. Company may change, suspend or discontinue any aspect or feature of the Network or amend any of the terms and conditions of this Agreement and related services at any time including the availability of any database or content, without prior notice or liability; provided, however that Company cannot change the Term of the Agreement or any fees payable hereunder except in accordance with the current provisions of this Agreement. Any notice given hereunder shall be in writing and deemed to have been given when deposited in the US Mail or in a registered or certified pre-paid envelope or by Company publication, email to Merchant, public announcement or posting on the Company’s Website and binding herein by such notification.
Confidential Information: Merchant acknowledges and agrees that CI is considered as confidential and shall be regarded as proprietary information owned by Company and shall protect any information obtained about a Cardmember through any method as required by all and any federal, state and/or local regulations and laws. Merchant shall not, on its own behalf or on behalf of any other individual or entity, directly or indirectly, disclose or sell any CI to any third party or use the CI to compete with Company or for any purpose other to conduct its business.
Assignment:  Merchant understands and agrees that Company may freely assign, sell or transfer any of its right and/or obligations aforementioned to any assignee and Merchant shall not be authorized to assign, sell or transfer any of its right and/or obligations without the prior express written authorization of Company.

Entire Agreement: Nothing in this Agreement is intended to or shall be construed to constitute or establish an agency, joint venture, partnership, a franchise or fiduciary relationship between the Parties and neither party shall have the right or authority to act for or on behalf of the other party. This Agreement constitutes the entire understanding between the Parties regarding the Merchant’s participation in the Network. Company makes no representations, warranties or guaranties, expressed or implied, of any kind other than those included in this Agreement. The Agreement supersedes any oral or written promises, representations, or guarantees related to the subject matter hereof and to deprive them of any force and effect. Should any provision of this Agreement conflict with any applicable federal and state laws or is held to be null, void or otherwise ineffective or invalid by a court of competent jurisdiction, such provision shall be automatically restated to reflect the original intentions of the Parties in accordance to federal and/or state laws and the remaining terms of this Agreement will remain in full force and effect.
Termination: All terms and obligations set forth in this Agreement which either expressly or by their nature survive the termination or expiration of this Agreement, if necessary for the completion of the obligations of this Agreement shall continue in full force and effect beyond such termination or expiration until such time as they are satisfied and completed.

  • Upon termination Merchant understands and agrees that this agreement shall remain liable for any Program Fees (as hereinafter defined) that accrued prior to such termination or expiration but that are unpaid at the time of such termination or expiration.
  • Upon termination, Merchant agrees that it shall immediately remove any logos, decals or stickers from its online and/or walk-in store, stop using the Company name and logo in its marketing and/or advertising literature, and stop representing itself to Members as a Network Participant.
  • Upon termination or expiration of this Agreement  Merchant understands and agrees that it shall remain liable for any Fees (as hereinafter defined) that accrued prior to such termination or expiration but that are unpaid at the time of such termination or expiration.