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1. Introduction

1.1 This Addendum forms part of the Merchant Services Agreement ("Agreement," "MSA") between Dept Of Digital Ltd ("the Company," "Us," "We") and the legal entity or person ("you," "your," "user," "Vendor," "Venue," "Merchant") who has registered to receive services from Dept Of Digital Ltd.

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1.2 Definition of Integration to a Third Party: For the purposes of this Addendum and the entire Merchant Services Agreement ("Agreement"), "Integration to a Third Party" refers to the connection established between our platform and any external software, service, or system ("Third-Party Service") that you choose to link to your account for the facilitation of various functionalities, services, or data exchange. These functionalities may include but are not limited to order management, payment processing, data analytics, and marketing. Integration involves the transmission of data between our system and the Third-Party Service via pre-agreed APIs (Application Programming Interfaces) or other technical methods, as facilitated by us for your benefit. It is understood that these Third-Party Services are not owned, operated, or controlled by Dept Of Digital Ltd, and your use of these integrations is at your own risk and discretion.

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1.3 Scope of Responsibility for Data Transmission: Dept Of Digital Ltd's responsibility in the context of any Integration to a Third Party is specifically confined to the secure transmission of data from our system to the designated Third-Party Service via pre-agreed APIs (Application Programming Interfaces) employing Secure Socket Layer (SSL) encryption. Upon the data leaving our system, our role and responsibilities in its management, storage, or further processing are conclusively deemed to be complete and terminated. We make no assurances and undertake no obligations to monitor, verify, or manage the data once it has exited our system. We also do not bear responsibility for confirming whether the data has been correctly accepted or managed by the Third-Party Service, as that falls within the purview of the third party with which we are integrating.

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1.4 By agreeing to the MSA, you are also agreeing to the terms and conditions outlined in this Addendum relating to Third-Party Integrations.

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2. Beta Service Disclaimer

2.1 The User understands and agrees that any integration services provided by the Company are offered as a "Beta Service." These integrations are provided "as-is," with no warranties, support, or guarantees of functionality, reliability, or suitability for any particular purpose.

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3. Disclaimer of Warranty for Third-Party Integrations

3.1 You acknowledge and agree that the Company provides integrations with various third-party services and platforms ("Third-Party Integrations") for your convenience. The Company makes no representation, warranty, or other commitment whatsoever regarding the reliability, quality, or suitability of any Third-Party Integrations. The use of any Third-Party Integrations is entirely at your own risk.

 

4. Limitation of Liability

4.1 The Company shall not be liable for any damages, financial or otherwise, arising out of or in connection with the use of any Third-Party Integrations. This includes, but is not limited to, data loss, financial loss, or any other form of loss resulting from the integration, service interruptions, or other issues.

 

5. Record of Truth

5.1 At all times, the Company's system and platform shall serve as the definitive 'Record of Truth' for any and all data, transactions, or interactions conducted through the Company's service. The Company has no obligation or capability to verify, amend, or otherwise interact with data or transactions as they appear within any Third-Party Integrations.

 

6. Issue Resolution and Third-Party Responsibility

6.1 Should any issues arise with a Third-Party Integration, you agree to direct all queries, complaints, or requests for support to the respective third-party system supplier whose services are being integrated. The Company is not responsible for addressing issues related to the Third-Party Integrations.

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7. Data Controller and Processor Terms, and Indemnification

7.1 By enabling any Third-Party Integrations, you, acting as the Data Controller, give full permission to the Company to enable the integration. You acknowledge and agree that the third-party system supplier is solely responsible for data processing, including compliance with the General Data Protection Regulation (GDPR) or any other applicable laws. The third-party system supplier acts as the Data Processor, under your full control and instruction.
  
 7.2 You hereby agree to indemnify, defend, and hold harmless the Company and its directors, officers, employees, agents, and affiliates from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or in connection with any GDPR-related issues, breaches, or violations that occur as a result of the use of Third-Party Integrations.

 

8. Client's Responsibility for GDPR Compliance of Third-Party Platforms

8.1 You, acting as the Data Controller, represent and warrant that you have thoroughly evaluated, validated, and are fully satisfied that the third-party system suppliers whose services are being integrated meet all requirements and obligations under the General Data Protection Regulation (GDPR) or any other applicable laws. It is your sole responsibility to ensure that any Third-Party Integrations used in conjunction with the Company's services are in compliance with GDPR and other relevant data protection laws.

 

9. Limited Role in Data Transmission to Third-Party APIs

9.1 You acknowledge and agree that the Company's role in terms of any Third-Party Integrations is strictly limited to transmitting data to pre-agreed APIs provided by third-party system suppliers. The Company bears no responsibility for the functionality, reliability, or data handling practices of these third-party APIs, and has no role in the storage, processing, or management of the data once it has been transmitted to the third-party system.

 

10. No Responsibility for Third-Party Data Management and Processing

10.1 You acknowledge and agree that once data has been transmitted to the pre-agreed APIs of third-party system suppliers, the Company bears no responsibility for the management, processing, or correctness of such data within the third-party systems. The Company does not have the ability to validate, amend, or otherwise confirm the correctness or appropriateness of data once it has been transmitted to these third-party systems.

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11. Data Instruction: By agreeing to these terms, you, as the Data Controller, confirm your instruction to us to access, process, and transmit any and all data stored within our system related to your account. This includes but is not limited to customer data, order information, and other data types, for the purpose of enabling and maintaining any third-party integrations you have activated as part of the Services we provide. You warrant and represent that you have the full legal authority to issue this comprehensive instruction and that doing so does not violate any third-party rights, contractual obligations, or applicable laws and regulations, including but not limited to the General Data Protection Regulation (GDPR). You further agree to indemnify, defend, and hold harmless Dept Of Digital Ltd and its subsidiaries, affiliates, officers, agents, and employees against any and all claims, actions, liabilities, losses, damages, or expenses (including reasonable legal fees) that arise from or relate to our following this comprehensive data instruction.

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12. Main Agreement

The terms in the main Merchant Services Agreement found here also apply, including Section 19, 20, 21 and 22.

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