GENERAL ESCROWEZ.COM TERMS AND CONDITIONS
EscrowEz.com ("EscrowEz.com" or "ESCROWEZ.COM" or "we" or "us") offers EscrowEz.com services globally, with licensing in the U.S. and beyond, doing business as EscrowEz.com, a Michigan corporation.
It is essential that you carefully read and understand these General EscrowEz.com Terms and Conditions ("Terms"). These Terms replace all previously issued General Terms and Conditions and apply to your use of any EscrowEz.com services from this moment onwards.
The Terms are current as of the Effective Date and subject to change. In the event of a change, we will upload a new version to the Site. You should check the EscrowEz.com website for the latest version of this document before using any EscrowEz.com services.
These Terms apply to the Seller, Buyer, and Broker (each a "Party" or "Underlying Party," and collectively "Parties" or "Underlying Parties") involved in any EscrowEz.com Transaction in connection with the EscrowEz.com Services. References to "You" and "Your" in the terms apply to you or the organization you represent in connection with an Underlying Transaction (as defined below) as the Seller, the Buyer, and/or the Broker as the context requires. In addition to these Terms, You are also subject to certain other terms, conditions, and agreements (collectively, the "EscrowEz.com Terms of Service"), including:
The Underlying Parties engage EscrowEz.com to act as EscrowEz.com agent pursuant to these Terms and further agree to the entirety of the EscrowEz.com Terms of Service.
1. AGREEMENT TO CONDUCT ESCROWEZ.COM TRANSACTION BY ELECTRONIC MEANS
BY REGISTERING FOR AND PARTICIPATING IN THE SERVICES (AS DEFINED BELOW), THE UNDERLYING PARTIES AGREE WITH ESCROWEZ.COM TO CONDUCT THE ESCROWEZ.COM TRANSACTION (AS DEFINED BELOW) BY ELECTRONIC MEANS UNDER CAL. CIV. CODE § 1633.5(B).
2. DEFINITIONS AND INTERPRETATION
a. Any capitalized term not otherwise defined elsewhere in the EscrowEz.com Terms of Service shall have the definition and interpretation set forth below:
i. "Account" means an EscrowEz.com account of a Buyer, Seller, or Broker to which payments will be credited and from which payments will be debited.
ii. "Affiliate" means an entity that is, directly or indirectly, through one or more intermediaries, controlling, controlled by, or under common control with EscrowEz.com.
iii. "Applicable Law" refers to all laws, regulations, payment network rules, and automated clearinghouse rules applicable to the services provided under the EscrowEz.com Terms of Service, as well as all orders, judgments, or written directives of any court or governmental entity with authority over the Parties, services, or transactions subject to the EscrowEz.com Terms of Service.
iv. "Arbitration Commencement Period" means the fourteen (14) calendar day period commencing at the conclusion of the Negotiation Period.
v. "Broker" means a person or entity offering to broker personal property or services for sale through the Site.
vi. "Business Day" means Monday through Friday between the hours of 8:00 a.m. and 4:00 p.m., other than legal holidays in Macomb Twp MI, observed by EscrowEz.com.
vii. "Buyer" means a person or entity desiring to purchase personal property or purchase other services from a Seller by use of the Site.
viii. "Buyer Inspection Period" means the Inspection Period applicable to Buyer as specified herein.
ix. "Close of EscrowEz.com" means consummation of the EscrowEz.com Transaction.
x. "Dispute Date" means the date of: (A) Seller's rejection or return of the Merchandise as indicated on the Site; (B) EscrowEz.com's rejection of the Merchandise on behalf of Seller if Seller is unable to access the Site; or (C) the notification by a Party to another Party of any dispute, claim, disagreement, or breach related to these Terms or an EscrowEz.com Transaction.
xi. "EscrowEz.com Fees" means the fees due to EscrowEz.com for the Services.
xii. "EscrowEz.comed Funds" means funds held in EscrowEz.com with EscrowEz.com.
xiii. "EscrowEz.com Instructions" means the entire set of instructions, terms, conditions, and details governing an EscrowEz.com Transaction, comprised of: (i) the General EscrowEz.com Instructions, applicable to all EscrowEz.com Transactions; (ii) the Transaction EscrowEz.com Instructions, agreed to by the Underlying Parties when arranging an Underlying Transaction; and (iii) any Supplemental EscrowEz.com Instructions subsequently agreed to by the Parties.
xiv. "EscrowEz.comed Property" means EscrowEz.comed Funds or other items held in EscrowEz.com by EscrowEz.com.
xv. "EscrowEz.com Services" means the transaction management and EscrowEz.com services provided by EscrowEz.com, including the holding of EscrowEz.comed Funds or EscrowEz.comed Property.
xvi. "EscrowEz.com Transaction" means the portion of a transaction involving EscrowEz.com Services provided by EscrowEz.com, which may include the holding and release of EscrowEz.comed Funds or EscrowEz.comed Property in accordance with the EscrowEz.com Instructions and these Terms.
xvii. "General EscrowEz.com Instructions" means the instructions and terms published on the Site applicable to all EscrowEz.com Transactions.
xviii. "Inspection Period" means the period by which Buyer or Seller must inspect the subject property, as applicable.
xix. "Merchandise" means any item of tangible (capable of being physically touched or precisely identified) goods or property transacted on EscrowEz.com. This term also includes certain intangible goods or property such as domain names, IPV4 addresses, pre-written computer software, source codes, intellectual property, and any other property as approved by EscrowEz.com in its sole discretion.
xx. "Milestone Transaction" means the transactions relating to services provided by a Seller.
xxi. "Negotiation Period" means fourteen (14) calendar days beginning with the Dispute Date.
xxii. "Parties" means EscrowEz.com and the Underlying Parties.
xxiii. "Personal Property" means any movable thing or intangible item of value that is capable of being owned by a natural individual or a legal entity and not recognized as real property.
xxiv. "Prohibited Transaction" means any transaction or attempted transaction described in Section 5 of these Terms below.
xxv. "Seller" means a person or entity offering property or services for sale as permitted under the EscrowEz.com Terms of Service and desiring to use the Site to close the sale.
xxvi. "Seller Inspection Period" means the Inspection Period applicable to Seller as specified herein.
xxvii. "Seller Services" means those services offered for sale by a Seller including physical labor or activity, artistic labor or activity, consultation or advice services, a system for providing services such as transportation, communications, utilities and doing work and providing something of value other than a physical tangible product.
xxviii. "Site" means EscrowEz.com's website at www.EscrowEz.com.
xxix. "Supplemental EscrowEz.com Instructions" or "Supplemental EscrowEz.com Terms" means any instruction, condition, or term agreed to by the Underlying Parties after Buyer and Seller (and Broker when applicable) all complete the initial Transaction EscrowEz.com Instructions to govern an Underlying Transaction. This term includes new supplemental instructions or conditions, modifications or amendments to the initial Transaction EscrowEz.com Instructions, and changes to the Transaction Detail Screens. Supplemental EscrowEz.com Instructions or Terms must be agreed to in writing and signed by all parties (Buyer, Seller, EscrowEz.com and Broker when applicable).
xxx. "Transaction Detail Screens" means the screens on the Site containing the details of the Underlying Transaction provided by the Underlying Parties.
xxxi. "Transaction EscrowEz.com Instructions" means the terms, conditions, and other provisions relating to a specific Underlying Transaction or EscrowEz.com Transaction, as agreed to by the Underlying Parties on the Transaction Detail Screens.
xxxii. "Underlying Parties" means Buyer, Seller, and Broker (if applicable).
xxxiii. "Underlying Transaction" means the underlying transaction between or among Buyer, Seller, and Broker (if applicable) for the sale of Merchandise or Seller Services, for which the Underlying Parties engage EscrowEz.com for the provision of EscrowEz.com Services.
xxxiv. "User" means one of the Underlying Parties using the Site in connection with an actual or proposed Underlying Transaction.
b. The following rules of interpretation apply: i. References to "discretion" mean EscrowEz.com's sole and absolute discretion.
ii. References to "consent" mean a Party's prior written consent, which in the case of EscrowEz.com may be given or withheld in its discretion.
iii. References to "including" mean "including but not limited to."
iv. References to the singular include the plural and vice versa as the context may require.
v. References to time of day mean United States Pacific Time.
vi. References to Buyer and Seller include the Broker if a Broker is expressly authorized by a Seller or Buyer to act on behalf of and bind the applicable Buyer or Seller.
vii. References to currency are to U.S. dollars or any other currency expressly accepted by all relevant Parties from time to time.
viii. References to "days" mean Business Days unless otherwise indicated.
ix. Reference to "good faith" means honesty in fact in the conduct concerned, measured subjectively.
x. All communications relating to an Underlying Transaction or EscrowEz.com Transaction shall be in English.
3. Description of the EscrowEz.com Service.
The EscrowEz.com Services are Internet-based transaction management services performed by EscrowEz.com as Escrow agent on behalf of a Buyer and Seller in connection with a transaction for the sale of property or services. EscrowEz.com Services are intended to facilitate the completion of the Underlying Transaction in accordance with the EscrowEz.com Terms of Service. Although one or more of the Underlying Parties and the Escrowed Property or Merchandise may be a citizen of and/or physically located in a location, venue, or jurisdiction other than Macomb Twp MI, the Underlying Parties all represent and agree that the EscrowEz.com Transaction and EscrowEz.com Services are being coordinated and taking place in Macomb Twp MI, CA.
4. Limits on the EscrowEz.com Services.
The EscrowEz.com Services are only available for lawful Merchandise, Seller Services, and Underlying Transactions. EscrowEz.com, in its sole discretion, may decline or prohibit an Underlying Transaction. Additionally, limitations on the EscrowEz.com Services may apply and can be found on the Site or elsewhere in the EscrowEz.com Terms of Service. Only registered Users may use the EscrowEz.com Services. To register, You must supply all information required on the Site. Applicable Laws may further limit the EscrowEz.com Services.
5. Prohibited Transactions.
Users shall not use or attempt to use the Site or the EscrowEz.com Services in connection with any Underlying Transaction that: a. is illegal or involves any illegal items, or is for any illegal purpose; b. involves any obscene material; c. involves any munitions or firearms; d. involves pirated software, DVDs, or videos or item(s) otherwise infringing copyrighted works; e. involves illegal drugs, controlled substances, alcohol, or tobacco products; f. involves the sale or transfer of liquor licenses, fund or joint control EscrowEz.com accounts, the refinancing of either reservation deposits of any kind, or promissory notes, mortgages, or deeds of trust; g. is primarily for the purpose of exchanging currencies, including digital currencies; h. involves transactions directly or indirectly involving persons (individuals or entities) with whom U.S. or other persons are prohibited from engaging pursuant to sanctions and export controls administered by the Departments of Treasury, Commerce, and State; i. involves transactions directly or indirectly involving persons (individuals or entities) with whom U.S. or other persons are prohibited from engaging pursuant to Applicable Laws; j. for Canadian services, involves transactions directly or indirectly involving persons (individuals or entities) with whom Canadian or other persons are prohibited from engaging pursuant to sanctions and export controls administered by Global Affairs Canada, the Trade Controls Bureau; or involves transactions directly or indirectly involving persons (individuals or entities) with whom Canadian persons are prohibited from engaging pursuant to laws and regulations administered by Global Affairs Canada; k. for Australian services, involves transactions directly or indirectly involving persons (individuals or entities) with whom Australian or other persons are prohibited from engaging pursuant to sanctions and export controls administered by the Department of Foreign Affairs and Trade; or involves transactions directly or indirectly involving persons (individuals or entities) with whom Australian persons are prohibited from engaging pursuant to laws and regulations administered by the Department of Foreign Affairs and Trade.
In addition, EscrowEz.com, in its sole discretion, may refuse to complete any Underlying Transaction that EscrowEz.com has reason to believe may be unauthorized or made by someone other than You, or may violate any Applicable Law or the EscrowEz.com Terms of Service. Each User agrees to indemnify and hold harmless EscrowEz.com and its employees, officers, directors, and agents for losses, including attorney fees and costs, resulting from any use or attempted use of the EscrowEz.com Services in violation of the EscrowEz.com Terms of Service, including but not limited to any use or attempted use of the EscrowEz.com Services for a Prohibited Transaction.
6. Rejection of Payment.
Since the use of a bank account, credit card, or debit card account, or the making of an electronic funds transfer may be limited by Your agreement with Your financial institution and/or by applicable law, EscrowEz.com is not liable to any User if EscrowEz.com does not complete an EscrowEz.com Transaction or any act relating thereto as a result of any such limit, or if a financial institution fails to honor any credit or debit to or from an Account. EscrowEz.com may post operating rules or terms and conditions related to payment on the Site and change such rules from time to time.
7. General Conditions of Use.
If You arrive at the Site through entities linked and/or integrated with EscrowEz.com or otherwise by or through a third party (e.g., an auction, exchange, or Internet-based intermediary that hosts electronic marketplaces and mediates transactions among businesses), then You authorize such third party to transfer relevant data to EscrowEz.com to facilitate the EscrowEz.com Transaction. You represent and warrant that all information You provide to EscrowEz.com or to such third party will be true, accurate, and complete. You further understand and agree that You are obligated to provide timely updates to EscrowEz.com if there are any material changes to such information prior to the completion of an EscrowEz.com Transaction. The party entering into these Terms on behalf of any User represents and warrants that he/she is authorized to do so and to bind the User and is a natural person of at least eighteen (18) years of age, and, if the User is represented to be a business entity, trust, or other legal entity or organization, the User represents and warrants that such User is legally existing and in good standing, and is recognized as such by the governing authority at the address registered by the User on our Site. To initiate and commence an EscrowEz.com Transaction or use the EscrowEz.com Services, a User must register for an Account on our Site. You must complete the EscrowEz.com Services application form and submit it by following the instructions on the Site. You can find out more information about EscrowEz.com Services by visiting the Site: https://www.EscrowEz.com/services.
Upon completion and receipt of the service application and related forms, including the acceptance of the EscrowEz.com Terms of Service, we will accept or reject Your application at our discretion.
8. Obligations of Sellers.
On the Transaction Detail Screens, each Seller to an Underlying Transaction must designate an Account to which payment for the Transaction will be made.
Seller authorizes EscrowEz.com and its authorized representatives and service providers to initiate credit entries to such Seller's Account for payment of the purchase price, or applicable balance due, and to debit Seller's Account to discharge Seller's obligations. Each Seller in an Underlying Transaction shall deliver the items set forth in Transaction Detail Screens directly to the Buyer (or Buyers), at the address specified by such Buyer as shown on the Site and set forth in the Transaction EscrowEz.com Instructions and Supplemental EscrowEz.com Instructions. Seller shall use a delivery service that provides a confirmation of delivery and Seller shall provide EscrowEz.com with a tracking or reference number for the shipment of the goods. Seller gives EscrowEz.com permission to act as its agent in communicating with the shipping company regarding the notice of the delivery of the goods. Seller must provide or cause notice to be sent to EscrowEz.com when Seller ships the Merchandise. In the event EscrowEz.com does not receive notice of shipment from Seller within ten (10) calendar days after Seller is required to ship the Merchandise, Seller authorizes EscrowEz.com to return the EscrowEz.comed Funds (excluding EscrowEz.com fees) to Buyer. In the event of a return of the Merchandise by Buyer, Seller shall notify EscrowEz.com of the receipt of the returned items. Upon EscrowEz.com's receipt of the notice of returned Merchandise from Seller, the Seller's five (5) day inspection period shall commence. In the event Seller accepts the returned Merchandise within the inspection period or fails to act within the inspection period, EscrowEz.com shall remit the EscrowEz.comed Funds (excluding EscrowEz.com fees) to Buyer. If Seller notifies EscrowEz.com of its non-acceptance of any returned Merchandise within the Seller's inspection period, then EscrowEz.com will retain the EscrowEz.com Funds pending resolution of the dispute or take other action as authorized or as required by Applicable Law. Notwithstanding anything to the contrary above, if all Underlying Parties to an Underlying Transaction agree on the Transaction Detail Screens that there is no shipping required, then no party hereto will have any obligation under these Terms with respect to shipping.
9. Obligations of Buyers.
On the Transaction Detail Screens, Buyer must designate a payment mechanism and an Account from which the purchase price and related fees (unless such fees are to be paid by Seller) will be obtained for the deposit into EscrowEz.com. Depending on the amount of the Underlying Transaction and the currency selected for the Underlying Transaction, Buyer may remit the necessary funds via various methods, which may include ACH transfer, credit card, charge card, debit card or purchasing card, check (cheque), cashier's check, money order, or wire transfer. In the case of wire transfers, Buyer will initiate the wire to an account designated by EscrowEz.com on or before the date set forth in the Transaction Detail Screens. Regardless of the payment method, Buyer authorizes EscrowEz.com and its authorized representatives and service providers to initiate credit or debit transactions, as applicable, to obtain the purchase price and fees due for an Underlying Transaction and to initiate any debit or credit entries or reversals, as the case may be, as may be necessary to correct any error in a payment or transfer and to discharge Buyer's obligations under the EscrowEz.com Terms of Service. EscrowEz.com will deposit funds received from Buyer into an EscrowEz.com trust account maintained by EscrowEz.com (the "EscrowEz.com Account"). Unless otherwise requested as specified in the following sentence, EscrowEz.comed deposits do not earn interest for Buyer or Seller. If You anticipate an extended closing of the Underlying Transaction, then You may request and approve an instruction to have EscrowEz.com place Buyer's funds into an interest-bearing account for the benefit of Buyer or Seller. If interest is to accrue to the benefit of the Seller, then both Buyer and Seller must request and approve the establishment of the interest-bearing account. If this request is made, then EscrowEz.com will charge the account of the party to whom the interest accrues an additional nonrefundable service charge of one hundred dollars ($100), which must be paid in advance. Buyer shall notify EscrowEz.com of the receipt or non-receipt of the items on the date the merchandise is received, or the Buyer Inspection Period is started. Buyer shall notify EscrowEz.com of the Buyer's acceptance or rejection of the items before the Buyer's Inspection Period expires. Upon receipt of notice from Buyer that the items have been received and accepted, EscrowEz.com shall transfer the payment amount (less any amount payable to EscrowEz.com for EscrowEz.com fees) to Seller's Account. Transfer to a Seller generally will be initiated within the next business day from the day on which notice of acceptance of the Merchandise or Seller Services is received from the Buyer. If Buyer has not notified EscrowEz.com of the non-receipt or rejection of the items during the Buyer's Inspection Period, then Buyer authorizes EscrowEz.com to remit the EscrowEz.comed Funds (excluding EscrowEz.com fees) to the Seller. Buyer shall follow the procedures set forth on the Site in the event the items are rejected.
10. Obligations of Brokers.
Each Broker must register on the Site. On the Transaction Detail Screens, each Broker to a Transaction must designate a payment mechanism and an Account to which the Broker Fee payment will be made. Each Broker authorizes EscrowEz.com and its authorized representatives and service providers to initiate credit entries to such Broker's Account for payment of the Broker's commission, and to debit Broker's payment mechanism or account to discharge Broker's obligations. Each Broker in a Transaction shall provide Buyer email, Seller email, and Underlying Transaction details including purchase price, Merchandise or Seller Services description, inspection period and which party is responsible for the Broker and EscrowEz.com fees. If You are a Broker, You represent and warrant that you are properly authorized by all Underlying Parties to act as a Broker with respect to each Underlying Transaction. EscrowEz.com has the right, at its discretion, to verify that each Broker is properly authorized by the Underlying Parties, but is under no obligation to do so and You hereby agree that you may not rely on EscrowEz.com to verify that a Broker is fully authorized.
11. Our Responsibilities.
EscrowEz.com is obligated to perform only those duties expressly described in the EscrowEz.com Terms of Service. EscrowEz.com shall not be liable for any error in judgment, for any act taken or not taken, or for any mistake of fact or law, except for gross negligence or willful misconduct (subject to the limitations below). EscrowEz.com may rely upon any notice, demand, request, letter, certificate, agreement, or any other document which purports to have been transmitted or signed by or on behalf of a User indicated as the sender or signatory thereof and shall have no duty to make any inquiry or investigation. EscrowEz.com is not expected to verify or guarantee representations by Buyer, Seller, Broker or their respective affiliates or representatives and will not and does not verify authenticity, ownership, right of possession, title or other legal right to EscrowEz.comed Property or Merchandise. In the event that EscrowEz.com is uncertain as to EscrowEz.com duties or rights under the EscrowEz.com Terms of Service, receives any instruction, demand or notice from any User or financial institution which, in EscrowEz.com's opinion, is in conflict with any of the provisions of the EscrowEz.com Terms of Service, or any dispute arises with respect to the EscrowEz.com Terms of Service or the EscrowEz.comed Funds, EscrowEz.com may (i) consult with counsel of our choice (including, but not limited to our own attorneys) and any actions taken or not taken based upon advice of counsel shall be deemed consented to by You, or (ii) refrain from taking any action other than to retain the funds in EscrowEz.com for delivery in accordance with the written agreement of the Users, the final decision or award of an arbitrator pursuant to an arbitration commenced and conducted in accordance with these Terms or a final, non-appealable judgment of a court of competent jurisdiction, (iii) discharge our duties under these Terms by depositing all funds by interpleader action with a court of competent jurisdiction in accordance with the procedures outlined elsewhere in the EscrowEz.com Terms of Service, or (iv) escheat the funds in accordance with Applicable Law or take other actions in accordance with Applicable Law.
12. Resignation. EscrowEz.com may, at any time, give notice of EscrowEz.com's intent to resign as EscrowEz.com agent. If, within ten (10) days of such notice, EscrowEz.com has not received notice from all Parties in an Underlying Transaction that they have designated a substitute EscrowEz.com agent (which notice shall identify the substitute EscrowEz.com agent), EscrowEz.com may discharge EscrowEz.com's duties under these Terms by depositing all EscrowEz.comed funds with a court of competent jurisdiction. If an alternate EscrowEz.com agent is so designated, EscrowEz.com shall be discharged from EscrowEz.com's duties under the EscrowEz.com Terms of Service by delivering all EscrowEz.comed Funds to such person or entity. Upon payment of the EscrowEz.comed Funds pursuant to these Terms, EscrowEz.com shall be fully released from all liability and obligations with respect to the EscrowEz.com Funds and the EscrowEz.com Transaction.
13. Canceling a Transaction. If an Underlying Transaction cannot be completed for any reason, including cancellation by EscrowEz.com for any reason, EscrowEz.com will notify each Party in such Underlying Transaction by e-mail, to the e-mail address each has provided to EscrowEz.com. In EscrowEz.com's sole discretion, EscrowEz.com may cancel any Underlying Transaction if each Party to an Underlying Transaction fails to agree on the terms as required in the Transaction Details Screens by clicking the "Agree" button as requested on the Site. You may cancel an Underlying Transaction as provided in the EscrowEz.com Terms of Service.
14. Statements, Verification. You agree that all disclosures and communications regarding these Terms and the EscrowEz.com Service shall be made by e-mail or on the Site, unless the Parties make other arrangements as set forth elsewhere in the EscrowEz.com Terms of Service. You understand and agree that EscrowEz.com may request additional information from you at any time, for verification, authentication, or other business purposes.
15. Digital Identification. You understand and agree that EscrowEz.com will create, issue, and verify a digital identification (a "Digital ID") for each User. This Digital ID is attached to each accepted electronic document and notification e-mails. You agree that Your Digital ID is a valid "Electronic Signature." Please review the General EscrowEz.com Instructions for more information about EscrowEz.com's use of the Digital ID.
16. Fees. Unless otherwise agreed upon by each User in the Transaction, Buyer agrees to pay the fees for the Services that are disclosed on the Site at the time the completed Transaction EscrowEz.com Instructions are agreed to by all such Users, as well as any other fees, including, without limitation, third party service fees (e.g., shipping, appraisal, inspection, registration - domain or otherwise, etc.). Once paid, EscrowEz.com fees are nonrefundable. EscrowEz.com fees may change from time to time in EscrowEz.com's absolute and sole discretion. Additionally, EscrowEz.com may introduce new fees by providing 30 days' written notice. EscrowEz.com is not responsible for payment of any sales, use, personal property or other governmental tax or levy imposed on any items purchased or sold through the Services or otherwise arising from the Transaction.
16.1. Interest on Overdue Fees. Notwithstanding any other provision in these Terms, any fees, charges or reimbursement of third-party fees due to EscrowEz.com that are not paid by the due date shall accrue interest at the rate of 2% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid, calculated daily until the date paid in full. This interest rate is designed to compensate EscrowEz.com for the cost of carrying overdue fees and is in line with the reasonable expectations of parties engaged in EscrowEz.com transactions.
17. Taxes. Some of our fees may be subject to applicable taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, "taxes") and, unless expressly noted, our fees are exclusive of applicable taxes. You acknowledge that we may make certain reports to tax authorities regarding transactions that we process.
18. Invoices. EscrowEz.com may issue invoices to the relevant party for its fees; however, EscrowEz.com has no responsibility nor is it able to provide any invoice for underlying personal property or Services transactions. Invoices for underlying transactions are to be obtained from the Seller.
19. Security. EscrowEz.com uses secure sockets layer ("SSL"), a security protocol that provides data encryption, server authentication, and message integrity for connections to the Internet designed to protect the data You provide EscrowEz.com. EscrowEz.com has also implemented a security system requiring a user ID and a password to access Your transactions on the Site. You agree not to give Your password to any other person or entity and to protect it from being used or discovered by anyone else.
20. Acknowledgement of Risk. You expressly agree that Your use of the Services is at Your sole risk. The EscrowEz.com Services are provided on a strictly "as is" and "as available" basis.
21. • Disclaimers.
a. ESCROWEZ.COM MAKES NO WARRANTY WITH REGARD TO THE UNDERLYING TRANSACTION, ANY ITEMS OBTAINED BY YOU THROUGH THE USE OF THE SITE OR THE SERVICES, THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES OR THE SITE WILL BE UNINTERRUPTED, TIMELY, OR ERROR FREE. ESCROWEZ.COM MAKES NO WARRANTY THAT ITS SECURITY CANNOT BE BREACHED.
b. ESCROWEZ.COM EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. ESCROWEZ.COM SHALL NOT BE LIABLE OR RESPONSIBLE FOR THOSE GUARANTEES, WARRANTIES, AND REPRESENTATIONS, IF ANY, OFFERED BY ANY SELLER OF ITEMS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ESCROWEZ.COM OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
22. • No Third-Party Endorsement or Liability from Acts of Third-Party. You acknowledge and agree that EscrowEz.com does not endorse the website of any third party (including any partner marketplace) or assume responsibility or liability for the accuracy of any material contained therein, or any infringement of third-party intellectual property rights arising therefrom, or any fraud or other crime facilitated thereby and that You have not entered into any Underlying Transaction or agreed to the EscrowEz.com Terms of Service based on EscrowEz.com's association with any third-party. In no event will EscrowEz.com be liable for any act or omission of any third-party, including, but not limited to, your financial institution, any payment system, any third-party service provider, any provider of telecommunications services, internet access or computer equipment or software, any mail or delivery service or any payment or clearing house system or for any circumstances beyond EscrowEz.com's control (including but not limited to, fire, flood or other natural disaster, war, riot, strike, terrorism, act of civil or military authority, equipment failure, computer virus, infiltration or hacking by a third-party, or failure or interruption of electrical, telecommunications or other utility services).
23. • Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS, ESCROWEZ.COM ON BEHALF OF ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND SERVICE PROVIDERS, EXCLUDE AND DISCLAIM LIABILITY FOR ANY LOSSES AND EXPENSES OF ANY KIND AND SHALL NOT BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL, RELATING TO YOUR USE OF THE SITE OR THE SERVICES OR YOUR INABILITY TO USE THE SITE OR THE SERVICES AND DISCLAIM LIABILITY FOR ANY LOSSES AND EXPENSES OF DIRECT, INDIRECT, GENERAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSS OF USE, LOSS OF DATA, LOSS CAUSED BY A VIRUS, LOSS OF INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, CLAIMS OF ALL THIRD PARTIES, OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SITE(S) OR ANY WEBSITE WITH WHICH THEY ARE LINKED AND YOU SO AGREE TO SUCH EXCLUSION. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE) STRICT LIABILITY OR ANY OTHER LEGAL, CONTRACTUAL, STATUTORY, REGULATORY OR EQUITABLE BASIS TO THE GREATEST EXTENT AUTHORIZED BY LAW. FOR THE AVOIDANCE OF DOUBT, ESCROWEZ.COM WILL NOT BE LIABLE FOR ANY LOSS, DAMAGE, COSTS, OR EXPENSES INCURRED, OR SUFFERED BY A PARTY AS A RESULT OF THE SELLER, BUYER, BROKER OR AN AUTHORIZED USER'S ACCESS OR USE OF OUR SERVICES OR INABILITY TO ACCESS OR USE OUR SERVICE, EXCEPT TO THE EXTENT CAUSED BY OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. ESCROWEZ.COM IS NOT LIABLE IN ANY WAY FOR ACTING IN ACCORDANCE WITH OR RELYING ON ANY INSTRUCTION, NOTICE OR DEMAND OR DOCUMENT FROM A PARTY OR PARTY'S AGENT ON THE PARTY'S BEHALF. ESCROWEZ.COM IS NOT LIABLE FOR ANY MATTER RELATING TO A DISPUTE BETWEEN THE SELLER AND BUYER IN RESPECT TO AN AGREEMENT BETWEEN THE SELLER AND THE BUYER. EACH OF BUYER, SELLER AND BROKER CONSENT TO THESE LIMITATIONS OF LIABILITY.
24. • Termination of Services. EscrowEz.com may suspend or terminate Your use of the Site or EscrowEz.com Services at any time, without notice, for any reason, in EscrowEz.com's sole discretion. EscrowEz.com will attempt to provide You with prior notice of the suspension or termination of your Account or the EscrowEz.com Services by sending You an e-mail, but EscrowEz.com is not obligated to do so, and may not do so where there is a risk to the security, privacy or integrity of the EscrowEz.com Services. You shall remain liable for all EscrowEz.com Transactions You initiate through the Site or EscrowEz.com Services prior to such termination, and the performance of Your obligations, including but not limited to, the delivery of the Merchandise or Seller Services and the payment of all amounts You owe prior to termination or discontinuation of Your use of the EscrowEz.com Services. You agree to pay all costs and expenses (including all reasonable attorneys' fees) that EscrowEz.com may incur in order to (a) collect any amounts You owe under the EscrowEz.com Terms of Service or (b) to initiate an arbitration or judicial proceeding to resolve a dispute between Buyer and Seller, as set forth in these Terms.
25. • Non-Transferability of the Services by You. You may not assign the EscrowEz.com Terms of Service (including, specifically, the Transaction EscrowEz.com Instructions and Supplemental EscrowEz.com Instructions) to any other person or entity except to the extent required by Applicable Law. Your right to use the EscrowEz.com Services shall not be sold or transferred to any other person or entity without the prior written consent of EscrowEz.com. Any purported assignment or transfer by You without our prior written consent in violation of this provision shall be null and void.
26. • Modifications. EscrowEz.com reserves the right to change any portion of these Terms, at any time, without prior notice, provided that no such change will apply to an Underlying Transaction once the Underlying Parties to such Underlying Transaction have agreed to the Transaction EscrowEz.com Instructions. You understand that the most recent version of these Terms will be located on the Site.
27. • Notices. Notices from EscrowEz.com to You will be given by e-mail, or by general posting on the Site. You may contact EscrowEz.com by filling out the customer support form or such other email address EscrowEz.com posts as its address for notice on the Site in the most recent version of the Terms.
28. • Miscellaneous. In the event of any dispute, claim, breach, or disagreement arising from or relating to the EscrowEz.com Terms of Service or to an Underlying Transaction, You agree to resolve such dispute in the manner set forth in these Terms. The EscrowEz.com Terms of Service shall be governed by the laws of the State of . Any dispute shall be resolved pursuant to the Dispute Resolution and Governing Law/Venue provisions of these Terms. The EscrowEz.com Terms of Service constitute the entire agreement between EscrowEz.com and You relating to the subject matter hereof and supersedes all prior or contemporaneous understandings, agreements, communications and/or advertising with respect to such subject matter.
29. • Assignment. EscrowEz.com may assign these Terms to any current or future affiliated company and to any successor in interest. EscrowEz.com may also delegate certain EscrowEz.com rights and responsibilities under these Terms to third-parties.
30. • EscrowEz.com Instructions. Once the Buyer and Seller (and Broker when applicable) have agreed to identical Transaction Detail Screens for a specific underlying Transaction, both Buyer and Seller (and Broker when applicable) have agreed to the Transaction EscrowEz.com Instructions and these Terms by selecting the "Agree" button at the bottom of the Transaction Detail Screens, these instructions shall constitute a binding agreement between all parties. No blank spaces shall exist on the Transaction Detail Screens as of the time the Buyer and Seller (and Broker when applicable) select the "Agree" button. After Buyer and Seller (and Broker when applicable) both select the "Agree" button, the terms, conditions, and other details of the Transaction Detail Screens constitute the Transaction EscrowEz.com Instructions to govern the Underlying Transaction between the Buyer and Seller (and Broker when applicable). Should it become necessary to add a supplemental instruction(s), or to make any addition to, deletion from, or alteration to the Transaction Detail Screens, all parties (Buyer, Seller, EscrowEz.com, and Broker when applicable) must execute any supplemental instruction, addition, deletion or alteration thereto (collectively the "Supplemental EscrowEz.com Instructions"). EscrowEz.com reserves the right to reject any Supplemental EscrowEz.com Instructions and to terminate the EscrowEz.com Transaction as provided herein. In accordance with Civil Code 1633.8, EscrowEz.com may accept instructions that are created, generated, sent, communicated, received, or stored by the Underlying Parties using electronic means and by attaching the Underlying Parties' respective Digital IDs. The Parties to the Underlying Transaction hereby agree to conduct the EscrowEz.com Transaction electronically. The Underlying Parties acknowledge that by entering the Transaction EscrowEz.com Instructions, they are able to electronically receive the Transaction EscrowEz.com Instructions, download the Transaction EscrowEz.com Instructions and print the Transaction EscrowEz.com Instructions. The Parties agree that all instructions must be written and that the Underlying Parties and EscrowEz.com are not obligated to follow or rely on any verbal or oral statements or instructions.

31. General Description of Services.
a. The Underlying Parties may enter an Underlying Transaction for the sale and purchase of many different types of personal property, goods, or items ("Merchandise"), excluding those prohibited in these Terms or by EscrowEz.com. The Underlying Parties may also enter an Underlying Transaction for the provision of services ("Seller Services"), excluding those prohibited in these Terms or by EscrowEz.com.
b. The Underlying Parties shall each log onto the Site daily to confirm the status of the EscrowEz.com Transaction. The status of any EscrowEz.com Transaction can only be confirmed by the Underlying Parties by logging into the Site. The accuracy of automated messages sent by EscrowEz.com must be confirmed by the Underlying Party by logging into the Site to check the status of the EscrowEz.com Transaction. Except as otherwise required by Applicable Law, the Underlying Parties may not rely on verbal or written advice from EscrowEz.com staff concerning the status of any EscrowEz.com Transaction.
c. A Buyer and Seller may complete an EscrowEz.com Transaction with or without a Broker. When a Broker is involved, additional instructions specified below shall apply. A Broker shall become an Underlying Party only if the Broker is identified for the EscrowEz.com Transaction. Other brokers have no rights hereunder, and Buyer and Seller have the sole responsibility for financial arrangements with such brokers.
32. Shipping and Tracking of Purchased Items.
a. Upon receiving Buyer's cleared funds, and where the Merchandise is a physical item, EscrowEz.com will email Seller to ship the Merchandise, where appropriate, which will require Seller to log on to the Site to confirm secured funds, unless all Parties agree to a different method of notification. Upon Seller's verification, Seller shall ship the Merchandise to Buyer based upon information provided in the Buyer's profile or as otherwise provided in the Transaction EscrowEz.com Instructions, and Seller shall have the Merchandise insured for full value to Buyer. The Underlying Parties shall choose a shipping method that provides online tracking information. Seller will be responsible for all shipping damage if insurance is not available to cover the damage. Seller shall complete and submit the shipping information to the Site on the same day on which the Merchandise is placed in the carrier's possession, confirmation of which shall be emailed to all Parties, unless they agree to a different method of notification.
b. The Buyer Inspection Period (as agreed to on the Transaction Detail Screens) shall be calculated in calendar days and shall commence upon the first to occur of either:
i. Buyer's acknowledgment of receipt of Merchandise; or
ii. the Site's receipt of verification of delivery to Buyer via the shipper's or registrar's tracking services.
c. Unless otherwise expressly agreed to in writing by the Underlying Parties, if Seller has not shipped the Merchandise within 10 calendar days after EscrowEz.com sends notification (through email or posting on the Site) of Buyer's deposit of immediately available funds, Buyer may request a return of the EscrowEz.com Funds, minus the EscrowEz.com Fees, and EscrowEz.com will remit the funds back to Buyer after notifying the Underlying Parties.
d. Unless the Underlying Parties agree otherwise, Buyer is responsible for any duties, customs fees, or other charges resulting from an international EscrowEz.com Transaction, which shall be included in the purchase price. The shipping Party shall properly declare the Merchandise and its value for customs procedures.
e. The Seller agrees to cooperate with and follow all additional instructions provided by EscrowEz.com to ship the Merchandise, not ship the Merchandise, or request return of the Merchandise, as directed by EscrowEz.com.
33. Buyer's Acceptance; Disbursement of Funds.
a. During the Buyer Inspection Period, Buyer must either click the "Accept" or "Reject" button and follow all further instructions on the Site to accept or reject the Merchandise by following the instructions on the Site or on a partner marketplace site. For the avoidance of any doubt, the Buyer also has the option to reject the Merchandise. For clarity, acceptance or rejection are executed by way of clicking on the relevant buttons on the Site, clearly identifiable, confirming Buyer's acceptance or rejection of the Merchandise. In the event that the Buyer fails to either click the accept or reject button on the EscrowEz.com platform, or through a partner marketplace or to follow all further instructions, then Buyer shall be deemed to be satisfied with the Merchandise and deemed to have accepted it. Notwithstanding the foregoing, for EscrowEz.com Transactions involving IPv4 Numbers, Buyer shall not be permitted to reject the IPv4 Numbers if the recipient Regional Internet Registry's ("RIR") Whois records reflect Buyer or its designee as the registrant of such IPv4 Numbers, and Buyer's clicking of the "Reject" button shall have no effect on EscrowEz.com's authority to close the EscrowEz.com Transaction or Seller's (and Broker's) right to receive the EscrowEz.com Funds as set forth above.
b. EscrowEz.com will disburse the EscrowEz.com Funds as follows:
i. If Transaction EscrowEz.com Terms reflect that Buyer has agreed to pay for shipping and/or any portion of the EscrowEz.com Fees, then those costs shall be collected as Buyer's funds and remitted with the purchase price. At Close of EscrowEz.com, EscrowEz.com will pay Seller, from the EscrowEz.com Funds, the purchase price and shipping fee itemized in the EscrowEz.com Transaction, less any payment for shipping fees (unless Seller has agreed to pay for shipping) and will disburse the EscrowEz.com Fees to EscrowEz.com.
ii. If the Transaction EscrowEz.com Terms reflect that Seller has agreed to pay for shipping and/or any portion of the EscrowEz.com Fees, then at Close of EscrowEz.com, EscrowEz.com will pay to Seller from the EscrowEz.com Funds the purchase amount, less any fees due to EscrowEz.com, and less any other fees the Seller is obligated to pay (such as broker's fees). Shipping fees will be deemed paid outside of the EscrowEz.com Transaction.
c. If a Buyer Inspection Period ends without Buyer's involvement, EscrowEz.com at its sole discretion may provide Buyer notice regarding the ending of the Inspection Period within 24 hours. EscrowEz.com is under no obligation to provide such 24-hour notice and shall not be liable if such notice is not provided. It is always the Buyer's ultimate responsibility to login to the Buyer's Account in the EscrowEz.com system and check the status of their transaction.
d. Where a Buyer uses the EscrowEz.com Services through a partner marketplace, then the Buyer must click the accept or reject button for the EscrowEz.com Transaction on that partner marketplace and follow all instructions from EscrowEz.com in relation to the EscrowEz.com Transaction.
34. Buyer Rejection Process.
a. Buyer is responsible for all EscrowEz.com Fees if the EscrowEz.com Transaction is cancelled, or the Merchandise returned. During the Buyer Inspection Period, Buyer may reject for any reason by clicking the "Reject" button and following all other instructions on the Site for rejecting the Merchandise. Upon such rejection, EscrowEz.com will email Seller concerning Buyer's rejection and return of the rejected Merchandise. Buyer shall promptly return the rejected Merchandise to Seller within 10 calendar days after receiving notice of the rejection and shall insure, at Buyer's expense, the returned Merchandise's value during shipment to the place designated in Seller's profile. Buyer shall be responsible for shipping the rejected Merchandise at Buyer's expense (unless otherwise agreed by the Parties). For the avoidance of doubt, it is the Seller's responsibility to notify EscrowEz.com of any change of address as soon as possible. If Seller does not advise EscrowEz.com of Seller's change of address in writing at least 48 hours prior to a rejection of Merchandise under this Section, Seller agrees that Seller's last known address as contained in the records of EscrowEz.com will be Seller's current address for the purposes of this Section. Seller must reasonably cooperate to allow the opportunity for Buyer to return the rejected Merchandise if Buyer timely rejects the Merchandise. Seller agrees it will not take steps to avoid the return of rejected Merchandise. Buyer will be responsible for all shipping damage if insurance is not available for any reason to cover such damage. Buyer is aware that the Merchandise must be rejected in the manner described in these Terms to obtain a refund.
b. If Buyer rejects Merchandise in violation of these Terms or any other terms of acceptance and rejection applicable to the Underlying Transaction, Seller shall not be prohibited by these Terms from pursuing any available right or remedy against Buyer available under Applicable Law.
c. Buyer acknowledges and agrees that regardless of the reason for rejection, Buyer must return the rejected Merchandise to Seller for EscrowEz.com Funds to be returned to Buyer. If Buyer fails to return the rejected Merchandise in accordance with these Terms within the specified time period, EscrowEz.com is hereby authorized to pay Seller the EscrowEz.com Funds, minus the EscrowEz.com Fees.
d. If the Underlying Transaction involves a domain name and Buyer rejects the domain name within the Buyer Inspection Period, unless the domain name is being held by EscrowEz.com pursuant to a written agreement, Buyer must cause return of the domain name to Seller within 10 calendar days of Buyer's rejection. If Buyer fails to cause return of the domain name timely, EscrowEz.com is hereby authorized to pay Seller the EscrowEz.com Funds minus the EscrowEz.com Fees. Seller shall cooperate in the return process of the domain name. In the event the domain name transfer to Buyer has caused the Internet Corporation for Assigned Names and Numbers (ICANN) to impose a registrar lock, Seller will open an account at the receiving registrar to take possession of the domain name or the EscrowEz.com Funds will continue to be held in EscrowEz.com until this period expires and the domain name can be returned to Seller's registrar.
e. Notwithstanding anything to the contrary herein, for Underlying Transactions involving IPv4 Numbers, Buyer may reject the IPv4 Numbers only if the Whois records of the recipient RIR do not reflect Buyer or its designee as the registrant of the IPv4 Numbers (as confirmed by EscrowEz.com), in which case Buyer's rejection shall be deemed Buyer's automatic return of the IPv4 Numbers to Seller. If, in such event, Seller accepts the return of the IPv4 Numbers (as further described below with respect to IPv4 Numbers), EscrowEz.com shall refund the EscrowEz.com Funds to Buyer, minus the EscrowEz.com Fees.
35. Authentication Services
a. The following additional terms apply to EscrowEz.com Transactions that are referred to EscrowEz.com from an external online marketplace, including but not limited to eBay, where that marketplace applies an authentication service to Merchandise that is subject of an EscrowEz.com Transaction.
b. Where Merchandise subject to an EscrowEz.com Transaction is purchased through an external marketplace, and where EscrowEz.com is used as a method of payment, the Underlying Parties will be bound by the Merchandise authentication rules and procedures of that external marketplace when completing the EscrowEz.com EscrowEz.com Transaction.
c. The relationship between the Underlying Parties and the referring external marketplace and Merchandise authentication service is independent of the relationship between the Underlying Parties and EscrowEz.com where it concerns the EscrowEz.com EscrowEz.com Transaction. In no circumstances will EscrowEz.com be liable for any loss suffered by the Underlying Parties resulting from the Underlying Parties' engagement with an external marketplace or merchandise authentication service.
d. When an external marketplace has a merchandise authentication service and the Underlying Parties engage with that authentication service, the progress of the EscrowEz.com EscrowEz.com Transaction may be determined in part by the outcome of that authentication service. When the Underlying Parties engage with an external Merchandise authentication service, the following will generally apply:
i. When the authentication service and external marketplace determine that the Merchandise that is the subject of the EscrowEz.com Transaction is unauthentic or when authentication is unsuccessful, it is the responsibility of the Underlying Parties to engage with the authentication service and external marketplace to ensure the Merchandise is returned to the Seller.
ii. When the authentication service and external marketplace determine that the Merchandise subject of the EscrowEz.com EscrowEz.com Transaction is authentic or when authentication is successful, it is the responsibility of the Underlying Parties to engage with the authentication service and external marketplace to ensure the Merchandise is received by the Buyer. A determination made that the Merchandise is authentic or that authentication is successful will not affect the Buyer Inspection Period, and Buyer may reject the Merchandise for any reason by clicking the "Reject" button and following all other instructions on the Site for rejecting the Merchandise.
e. When Buyer rejects the Merchandise and the external marketplace and authentication service require re-authentication of the Merchandise before it can be returned to the Seller, the Buyer must follow all instructions from the external marketplace and authentication service as to where to return the Merchandise for re-authentication. The Buyer must not return the Merchandise directly to the Seller when the external marketplace and authentication service require the Merchandise to be re-authenticated prior to the rejected Merchandise being returned to the Seller. When EscrowEz.com receives confirmation from the external marketplace that the rejected Merchandise has been successfully re-authenticated and returned to the Seller, EscrowEz.com will return funds to the Buyer in accordance with Applicable Law.
f. In any event, the maximum number of times the authentication process can occur will be determined by the external marketplace and Merchandise authentication service, which operate independently of EscrowEz.com.
g. The Underlying Parties authorize EscrowEz.com to rely on information it receives from the external marketplace and authentication service regarding the authenticity and location of the Merchandise, in deciding when to release funds to the Seller or return funds to the Buyer, to the extent permitted by Applicable Law.
h. The Underlying Parties agree that when Merchandise is transacted through an external marketplace using EscrowEz.com as the payment method, EscrowEz.com will rely on information it receives directly from that external marketplace when deciding the status of an EscrowEz.com EscrowEz.com Transaction and whether to disburse EscrowEz.com Funds.
i. When the Underlying Parties use EscrowEz.com in connection with a transaction on an external marketplace and use its authentication service, EscrowEz.com shall in no circumstance be liable for goods that are not returned or in any way damaged or altered in connection with the authentication service or involvement of external marketplace in the EscrowEz.com Transaction.
j. When merchandise that is subject of an EscrowEz.com Transaction is transacted using an external marketplace, and an authentication service is used in connection with that external marketplace, this authentication service is managed and operated exclusively by that external marketplace and not by EscrowEz.com. To the extent permitted by Applicable Law, it is the sole and independent obligation and duty of the Underlying Parties to satisfy any and all obligations to the external internet marketplace and authentication service in connection with the EscrowEz.com EscrowEz.com Transaction.
36. Shipping and Tracking of Returned Item
a. Following rejection of Merchandise in accordance with these Terms, Buyer shall ship rejected Merchandise to Seller at its address designated in Seller's profile.
b. Immediately upon shipping the rejected Merchandise to Seller, Buyer shall complete and submit, through the Site, the requested shipping information. Upon receipt of the shipping information, EscrowEz.com will email Seller the name of the carrier and tracking number supplied by Buyer. If Buyer effects the return of rejected Merchandise without following the guidelines in these Terms, then in addition to any other remedies that EscrowEz.com or Seller may have, EscrowEz.com will not return to Buyer any of the EscrowEz.comed Funds unless and until: (i) Seller confirms that the rejected Merchandise has arrived in the same condition in which it was originally sent by Seller; or (ii) there is a final Dispute Resolution, as specified in the Dispute Resolution section below, that requires EscrowEz.com to return any EscrowEz.comed Funds. Should no shipping be necessary for the return, then Seller and Buyer shall be free of the shipping and tracking obligations.
c. The Seller Inspection Period shall commence upon the first to occur of either: (i) Seller's acknowledgment of receipt of Merchandise; (ii) EscrowEz.com's receipt of verification of delivery to Seller's correct address via the shipper's or registrar's tracking services; (iii) Seller's failure to accept Buyer's returned item in accordance with these Terms; or (iv) Seller's failure to retrieve the returned Merchandise upon notification from the carrier and/or any governmental office of availability. Seller shall have five (5) calendar days following the date on which the Seller Inspection Period begins to inspect the returned Merchandise.
37. Seller's Acceptance or Rejection of Return; Disbursement of Funds
a. Seller shall have five (5) calendar days following the date on which the Seller Inspection Period begins to click the "Accept" or "Reject" button and follow all further instructions on the Site to accept or reject returned Merchandise.
b. During the Seller Inspection Period, should Seller: i. fail to click either the "Accept" or "Reject" buttons; or ii. fail to follow all instructions to effectuate the acceptance or rejection of the returned Merchandise, then at the end of the Seller Inspection Period, Seller shall be deemed to be satisfied with the quality of the returned Merchandise and shall be deemed to have accepted it.
c. Seller may reject the timely return of returned Merchandise only if it is returned in a condition other than the condition when first sent to Buyer. Should Seller reject the Merchandise during the Seller Inspection Period, the Underlying Parties shall negotiate during the Negotiation Period. Should they fail to provide a joint instruction during the Negotiation Period to EscrowEz.com, either of the Underlying Parties may institute binding arbitration ("Arbitration") (in accordance with the Dispute Resolution section below) at any time within fourteen (14) calendar days following the Negotiation Period. If, as of the 15th calendar day following the end of the Negotiation Period, neither of the Underlying Parties has instituted Arbitration with notice to the other Parties, then Seller shall be deemed to have waived its rights to a return of all or any portion of the purchase price, the EscrowEz.com Transaction shall terminate, and EscrowEz.com shall return the EscrowEz.comed Funds, less the EscrowEz.com Fees, as provided herein.
d. Upon the first to occur of either: (i) Seller's acceptance of the returned Merchandise; (ii) the end of the Seller Inspection Period; or (iii) on the 15th calendar day following the Negotiation Period the failure of either Underlying Party to institute Arbitration and notify all Parties, EscrowEz.com will disburse the EscrowEz.comed Funds as follows: i. If the Transaction EscrowEz.com Terms reflect Buyer's agreement to pay for shipping and/or any portion of the EscrowEz.com Fees, EscrowEz.com will pay Buyer the purchase price, less these costs, and EscrowEz.com will pay Seller for the shipping fee in the amount set forth in the Transaction EscrowEz.com Terms, disburse the EscrowEz.com Fees to EscrowEz.com and the balance to Buyer. ii. If the Transaction EscrowEz.com Terms reflect Seller's agreement to pay for shipping and/or any portion of the EscrowEz.com Fees, then EscrowEz.com shall pay Buyer the EscrowEz.comed Funds, minus the EscrowEz.com Fees. iii. If the Underlying Parties agreed that the item will not be shipped to Buyer prior to the Close of EscrowEz.com, then EscrowEz.com will not deduct shipping fees.
e. Once all costs are paid and funds are disbursed, the EscrowEz.com Transaction shall be deemed cancelled, with no further obligation due by the Parties under the Transaction EscrowEz.com Terms. EscrowEz.com reserves the right and while under no obligation may provide Seller up to 48 hours' notice if an Inspection Period has ended without Seller's involvement.
f. Notwithstanding anything to the contrary herein, for an EscrowEz.com Transaction involving IPv4 Numbers, Buyer's rejection of IPv4 Numbers still registered to Seller in the source RIR's Whois records shall constitute automatic return of the IPv4 Numbers to Seller and the beginning of Seller's Inspection Period. Seller may reject the return of the IPv4 Numbers only if Seller is able to provide EscrowEz.com (via login to the Site) independently verifiable information that in EscrowEz.com's absolute discretion indicates that the transfer of IPv4 Numbers from Seller to Buyer has been approved, without express reservation or condition, by the applicable RIR(s) and that the applicable RIR(s) will not agree to rescind the approval or otherwise cancel the transfer. Unless the Underlying Parties otherwise agree to a different joint instruction to EscrowEz.com, upon EscrowEz.com's confirmation that the recipient Regional Internet Registry (RIR) Whois records reflect Buyer as the registrant, EscrowEz.com shall close the EscrowEz.com Transaction and disburse the EscrowEz.comed Funds to Buyer, minus the EscrowEz.com Fees.
38. Cancellation
a. Once EscrowEz.comed Funds have been deposited, if Seller fails to ship the Merchandise within the required 10-day period or within any longer time period upon which the Underlying Parties have agreed, except to the extent an earlier refund is required by Applicable Law, Buyer may request a refund of the EscrowEz.comed Funds through the support form (https://www.EscrowEz.com/contact-us). Upon such request, EscrowEz.com shall be entitled to retain the EscrowEz.com Fees regardless of any other previous arrangement for allocation of the fees between the Underlying Parties. Seller may request the EscrowEz.com Transaction be cancelled and the Buyer refunded, less EscrowEz.com Fees and any additional charges for currency exchange, at any time until shipment. Seller may not cancel a domain name EscrowEz.com Transaction after the domain name has been secured in EscrowEz.com's holding account. In the event of a cancellation after EscrowEz.comed Funds are received, or rejection of the Merchandise, Broker will not receive the commission unless otherwise stipulated in the Transaction EscrowEz.com Terms.
b. Notwithstanding anything to the contrary herein, for EscrowEz.com Transactions involving IPv4 Numbers, the 10-day period for Seller to ship the Merchandise after EscrowEz.com has been funded shall not apply. Buyer or Seller may cancel the EscrowEz.com Transaction, and each shall promptly notify EscrowEz.com of the cancellation. If either of the Underlying Parties requests cancellation of an EscrowEz.com Transaction pursuant to this paragraph, and the request for cancellation is alleged to be in violation of the underlying agreement, Buyer or Seller may pursue any right or remedy against each other (but not EscrowEz.com) available. Any claim against EscrowEz.com or involving the EscrowEz.com Services, EscrowEz.comed Funds, or EscrowEz.come