Welcome to EdCommerce

By signing up for an EdCommerce Account (as defined in Section 1) or by using any Edusko Services (as defined below), you are agreeing to be bound by the following terms and conditions (the “Terms of Service”). As used in these Terms of Service, “we”, “us”, “our” and “Edusko” means Edusko Africa Limited, and “you” means seller/business offering services through the EdCommerce platform to sell products/services to clients and would include any of its affiliates. Edusko provides a complete commerce platform that enables merchants to unify their commerce activities. Among other features, this platform includes a range of tools for merchants to build and customize online stores and engage with existing and potential customers. Any such service or services offered by Edusko are referred to in these Terms of Services as the “Service(s)”. Any new features or tools which are added to the current Services will also be subject to the Terms of Service. You must read, agree with, and accept all the terms and conditions contained or expressly referenced in these Terms of Service, including Edusko’s Acceptable Use Policy (“AUP”) and Privacy Policy before you may sign up

Everyday language summaries are provided for convenience only and appear in bold near each section, but these summaries are not legally binding. Please read the Terms of Service, including any document referred to in these Terms of Service, for the complete picture of your legal requirements. By using Edusko or any Edusko services, you are agreeing to these terms.

Account Terms

• To access and use the Services, you must register for a Edusko account (“Account”). To complete your Account registration, you must provide us with your full legal name, business address, phone number, a valid email address, and any other information indicated as required. Edusko may reject your application for an Account, or cancel an existing Account, for any reason, at our sole discretion.
• You must be the older of: (i) 18 years, or (ii) at least the age of majority in the jurisdiction where you reside and from which you use the Services to open an Account.
• You confirm that you are receiving any Services provided by Edusko for the purposes of carrying on a business activity and not for any personal, household or family purpose.
• You acknowledge that Edusko will use the email address you provide on opening an Account or as updated by you from time to time as the primary method for communication with you (“Primary Email Address”). You must monitor the Primary Email Address you provide to Edusko, and your Primary Email Address must be capable of both sending and receiving messages. Your email communications with Edusko can only be authenticated if they come from your Primary Email Address.
• You are responsible for keeping your password secure. Edusko cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password. We may request additional security measures at any time and reserve the right to adjust these requirements at our discretion.
• Technical support in respect of the Services is only provided to Edusko Users. Questions about the Terms of Service should be sent to Edusko Support.
• You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service, use of the Services, or access to the Services without the express written permission by Edusko.
• You agree not to work around, bypass, or circumvent any of the technical limitations of the Services, including to process orders outside Edusko’s Checkout, use any tool to enable features or functionalities that are otherwise disabled in the Services, or decompile, disassemble, or otherwise reverse engineer the Services.
• You agree not to access the Services or monitor any material or information from the Services using any robot, spider, scraper, or other automated means.
• You agree not to access the Services or monitor any material or information from the Services using any robot, spider, scraper, or other automated means.
• You understand that your Materials may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. “Materials” means Your Trademarks, copyright content, any products, or services you sell through the Services (including description and price), and any photos, images, videos, graphics, written content, audio files, code, information, or other data provided or made available by you or your affiliates to Edusko or its affiliates.

Account Activation

Store Owner

• Subject to these Terms of Service, the person signing up for the Service by opening an Account will be the contracting party (“Store Owner”) for the purposes of our Terms of Service and will be the person who is authorized to use any corresponding Account we may provide to the Store Owner in connection with the Service.
• If you are signing up for the Services on behalf of your employer, your employer will be the Store Owner. If you are signing up for the Services on behalf of your employer, then you must use your employer-issued email address and you represent and warrant that you have the authority to bind your employer to our Terms of Service.
• Your EdCommerce Store can only be associated with one Store Owner. A Store Owner may have multiple EdCommerce Stores. You agree to use Edusko Checkout for your store. “Store” means the online store (whether hosted by Edusko or on a third-party website), or any storefront built on top of the Storefront API) or physical retail location(s) associated with the Account.

Checkout and Edusko Payments Accounts

• Upon completion of sign up for the Service, Edusko will create a Checkout account on your behalf, using your Primary Email Address. Depending on your location, Edusko may also create a Edusko Payments account on your behalf.
• You acknowledge that the Checkout account created on your behalf and/or Edusko Payments or such other payment gateway that Edusko identifies shall be your default payments gateway(s) and that it is your sole responsibility as the Store Owner to activate and maintain these accounts. If you do not wish to keep either of the payment accounts active, it is your responsibility to deactivate them.

Edusko Rights

• The Services have a range of features and functionalities. Not all Services or features will be always available to you, and we are under no obligation to make any Services or features available in any jurisdiction. Except where prohibited in these Terms of Service or by applicable law, we reserve the right to modify the Services or any part thereof for any reason, without notice and at any time.
• Edusko does not pre-screen Materials and it is in our sole discretion to refuse or remove any Materials from any part of the Services, including if we determine in our sole discretion that the goods or services that you offer through the Services, or the Materials uploaded or posted to the Services, violate these Terms of Service.
• Verbal or written abuse of any kind (including threats of abuse or retribution) of any Edusko employee, member, or officer will result in immediate Account termination.
• We reserve the right to provide our Services to your competitors and make no promise of exclusivity. You further acknowledge and agree that Edusko employees and contractors may also be Edusko customers or merchants and that they may compete with you, although they may not use your Confidential Information (as defined in this Terms of Service) in doing so.
• In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, or confirmation of your status as an employee of an entity.
• Edusko reserves the right to determine, in our sole discretion, rightful Account ownership and transfer an Account to the rightful Store Owner. If we are unable to reasonably determine the rightful Store Owner, without prejudice to our other rights and remedies, Edusko reserves the right to temporarily suspend or disable an Account until resolution has been determined between the disputing parties.

Your Responsibilities

• You acknowledge and agree to provide public-facing contact information, a refund policy and order fulfilment timelines on your Edusko Store.
• You acknowledge and agree that the Services are not a marketplace, and any contract of sale made through the Services is directly between you and the customer. You are the seller of record for all items you sell through the Services. You are responsible for the creation and operation of your Edusko Store, your Materials, the goods, and services that you may sell through the Services, and all aspects of the transactions between you and your customer(s). This includes, but is not limited to, authorizing the charge to the customer in respect of the customer’s purchase, refunds, returns, fulfilling any sales or customer service, fraudulent transactions, required legal disclosures, regulatory compliance, alleged or actual violation of applicable laws (including but not limited to consumer protection laws in any jurisdiction where you offer products or services for sale), or your breach of these Terms of Service. You represent and warrant that your Store, your Materials and the goods and services you sell through the Services will be true, accurate, and complete, and will not violate any applicable laws, regulations, or rights of third parties. For the avoidance of doubt, Edusko will not be the seller or merchant or record and will have no responsibility for your Store or items sold to customers through the Services.
• You are solely responsible for the goods or services that you may sell through the Services (including description, price, fees, tax that you calculate, defects, required legal disclosures, regulatory compliance, offers or promotional content), including compliance with any applicable laws or regulations.
• You may not use the Edusko Services for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws), the laws applicable to you in your customer’s jurisdiction. You will comply with all applicable laws, rules, and regulations (including but not limited to obtaining and complying with the requirements of any license or permit that may be necessary to operate your store or that may be held by you) in your use of the Service and your performance of obligations under the Terms of Service.
• The API Terms govern your access to and use of the Edusko API (as defined therein). You are solely responsible for the activity that occurs using your API Credentials (as defined in the API Terms) and for keeping your API Credentials secure.
• You agree to use Edusko Checkout for any sales associated with your online store. “Edusko Checkout” means Edusko’s checkout experience that allows Customers to enter their shipping information and payment details after adding item(s) to their cart and before placing an order, including checkouts that occur through the Edusko Checkout API.
• As will become applicable, You will be responsible for providing logistics for the conveyance of the products/services bought from your Store.

Payment of Fees and Taxes

• You will pay the Fees applicable to your subscription to EdCommerce product which shall be as negotiated by our sales team of any sales made on the EdCommerce platform (“Subscription Fees”) and any other applicable fees, including but not limited to applicable fees relating to the value of sales made through your Store when using all payment providers other than Edusko Payments (“Transaction Fees”), and any fees relating to your purchase or use of any products or services. Together, the Subscription Fees, and Transaction Fees are referred to as the “Fees”.
• You must keep a valid payment method on file with us to pay for all incurred and recurring Fees. Edusko will charge applicable Fees to any valid payment method that you authorize (“Authorized Payment Method”), and Edusko will continue to charge the Authorized Payment Method for applicable Fees until the Services are terminated, and all outstanding Fees have been paid in full.
• Edusko shall have the right to deploy measures to ensure that any Fees it has earned are immediately credited to its position.
• If we are not able to process payment of Fees using an Authorized Payment Method, we may make subsequent attempts to process payment using any Authorized Payment Method. If we are unable to successfully process payment of Fees using an Authorized Payment Method within 28 days of our initial attempt, we may suspend and revoke access to your Account and the Services. Your Account will be reactivated upon your payment of any outstanding Fees, plus the current Fees. You may not be able to access your Account or your storefront during any period of suspension. If the outstanding Fees remain unpaid for 60 days following the date of suspension, Edusko reserves the right to terminate your Account.
• All Fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods, and services (including Value Added Tax under the Nigerian Value Added Tax Act or such other applicable tax law on goods and services), harmonized or other taxes, fees, or charges now in force or enacted in the future (“Taxes”).
• You are responsible for all applicable Taxes that arise from or as a result of your subscription to or purchase of Edusko’s products and services. To the extent that Edusko charges these Taxes, they are calculated using the tax rates that apply based on the billing address you provide to us. Such amounts are in addition to the Fees for such products and services and will be billed to your Authorized Payment Method. If you are exempt from payment of such Taxes, you must provide us with evidence of your exemption, which in some jurisdictions includes an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive evidence satisfactory to Edusko of your exemption. If you are not charged Taxes by Edusko, you are responsible for determining if Taxes are payable, and if so, self-remitting Taxes to the appropriate tax authorities in your jurisdiction.
• For the avoidance of doubt, all sums payable by you to Edusko under these Terms of Service will be paid free and clear of any deductions or withholdings whatsoever. Other than Taxes charged by Edusko to you and remitted to the appropriate tax authorities on your behalf, any deductions or withholdings that are required by law will be borne by you and paid separately to the relevant taxation authority. Edusko will be entitled to charge the full amount of Fees stipulated under these Terms of Service to your Authorized Payment Method ignoring any such deduction or withholding that may be required.
• You are solely responsible for determining, collecting, withholding, reporting, and remitting applicable taxes, duties, fees, surcharges, and additional charges that arise from or as a result of any sale on your Edusko Store or your use of the Services. The Services are not a marketplace. Any contract of sale made through the Services is directly between you and the customer.
• You must maintain an accurate location in the administrative console of your Edusko Store. If you change jurisdictions, you must promptly update your location in the administrative console.
• Edusko does not provide refunds.

Confidentiality

• “Confidential Information” will include, but will not be limited to, any and all information associated with a party’s business and not publicly known, including specific business information, technical processes and formulas, software, customer lists, prospective customer lists, names, addresses and other information regarding customers and prospective customers, product designs, sales, costs (including any relevant processing fees), price lists, and other unpublished financial information, business plans and marketing data, and any other confidential and proprietary information, whether or not marked as confidential or proprietary. Edusko’s Confidential Information includes all information that you receive relating to us, or to the Services, that is not known to the public including information related to our security program and practices.
• Each party agrees to use the other party’s Confidential Information solely as necessary for performing its obligations under these Terms of Service and in accordance with any other obligations in these Terms of Service. Each party agrees that it will take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform such party’s obligations hereunder, who each will treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality to such party that are at least as stringent as those contained herein; or (ii) as required by any law, regulation, or order of any court of proper jurisdiction over the parties and the subject matter contained in these Terms of Service, provided that, if legally permitted, the receiving party will give the disclosing party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. Confidential Information will not include any information that the receiving party can prove: (A) was already in the public domain, or was already known by or in the possession of the receiving party, at the time of disclosure of such information; (B) is independently developed by the receiving party without use of or reference to the other party’s Confidential Information, and without breaching any provisions of these Terms of Service; or (C) is thereafter rightly obtained by the receiving party from a source other than the disclosing party without breaching any provision of these Terms of Service.

Limitation of Liability and Indemnification

• You expressly understand and agree that, to the extent permitted by applicable laws, Edusko and its suppliers will not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses arising out of or relating to the use of or inability to use the Service or these Terms of Service (however arising, including negligence).
• You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, Edusko partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of (a) your breach of these Terms of Service or the documents it incorporates by reference; (b) or your violation of any law or the rights of a third party; or (c) any aspect of the transaction between you and your Customer, including but not limited to refunds, fraudulent transactions, alleged or actual violation of applicable laws (including but not limited to Federal and State consumer protection laws), or your breach of the Terms of Service.
• You will be responsible for any breach of the Terms of Service by your affiliates, agents or subcontractors and will be liable as if it were your own breach.
• Your use of the Services is at your sole risk. The Services are provided on an “as is” and “as available” basis without any warranty or condition, express, implied, or statutory.
• Edusko does not warrant that the Services will be uninterrupted, timely, secure, or error-free.
• Edusko does not warrant that the results that may be obtained from the use of the Services will be accurate or reliable.
• Edusko is not responsible for any of your tax obligations or liabilities related to the use of Edusko’s Services.
• Edusko does not warrant that the quality of any products, services, information, or other materials purchased or obtained by you through the Services will meet your expectations, or that any errors in the Services will be corrected.

Intellectual Property and Your Materials

Your Materials

• We do not claim ownership of the Materials you provide to Edusko; however, we do require a license to those Materials. You grant Edusko a non-exclusive, transferable, sub-licensable, royalty-free, worldwide right and license to host, use, distribute, expose, modify, run, copy, store, publicly perform, communicate to the public (including by telecommunication), broadcast, reproduce, make available, display, and translate, and create derivative works of any Materials provided by you in connection with the Services. We may use our rights under this license to operate, provide, and promote the Services and to perform our obligations and exercise our rights under the Terms of Service. You represent, warrant, and agree that you have all necessary rights in the Materials to grant this license. You irrevocably waive all moral rights you may have in the Materials in favour of Edusko and agree that this waiver may be invoked by anyone who obtains rights in the materials through Edusko, including anyone to whom Edusko may transfer or grant (including by way of license or sublicense) any rights in the Materials.
• If you owned the Materials before providing them to Edusko then, despite uploading them to your Edusko Store they remain yours, subject to any rights or licenses granted in the Terms of Service or elsewhere. You can remove your Edusko Store at any time by deleting your Account. Removing your Edusko Store does not terminate any rights or licenses granted to the Materials that Edusko requires to exercise any rights or perform any obligations that arose during the Term.
• You agree that Edusko can, at any time, review and delete any or all the Materials submitted to the Services, although Edusko is not obligated to do so.
• You grant Edusko a non-exclusive, transferable, sub-licensable, royalty-free, worldwide right and license to use the names, trademarks, service marks and logos associated with your Store (“Your Trademarks”) to operate, provide, and promote the Services and to perform our obligations and exercise our rights under the Terms of Service. This license will survive any termination of the Terms of Service solely to the extent that Edusko requires the license to exercise any rights or perform any obligations that arose during the Term.

Edusko Intellectual Property

• You agree that you may not use any trademarks, logos, or service marks of Edusko, whether registered or unregistered (“Edusko Trademarks”) unless you are authorized to do so by Edusko in writing. You agree not to use or adopt any marks that may be considered confusing with the Edusko Trademarks. You agree that any variations or misspellings of the Edusko Trademarks would be considered confusing with the Edusko Trademarks.
• You agree not to purchase, register, or use search engine or other pay-per-click keywords (such as Google Ads), trademarks, email addresses, social media names, or domain names (including without limitation top-level domains, sub-domains, and page URLs) that use or include Edusko or Edusko Trademarks or that use or include any terms that may be confusing with the Edusko Trademarks.
• You acknowledge and agree that the Terms of Service do not give you any right to implement Edusko patents.

Third Party Services

• Edusko may from time to time recommend, provide you with access to, or enable third party software, applications (“Apps”), products, services, or website links (collectively, “Third Party Services”) for your consideration or use. Such Third-Party Services are made available only as a convenience, and your purchase, access, or use of any such Third-Party Services is solely between you and the applicable third-party services provider (“Third Party Provider”). In addition to these Terms of Service, you also agree to be bound by the additional service-specific terms applicable to services you purchase from, or that are provided by, Third Party Providers.
• Any use by you of Third-Party Services offered through the Services, is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third-Party Services before using them. In some instances, Edusko may receive a revenue share from Third Party Providers that Edusko recommends to you or that you otherwise engage through your use of the Services.
• We do not provide any warranties or make representations to you with respect to Third Party Services. You acknowledge that Edusko has no control over Third Party Services and will not be responsible or liable to you or anyone else for such Third-Party Services. The availability of Third-Party Services on Edusko’s websites or the integration or enabling of such Third-Party Services with the Services does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with Edusko. Edusko does not guarantee the availability of Third-Party Services and you acknowledge that Edusko may disable access to any Third-Party Services at any time in its sole discretion and without notice to you. Edusko is not responsible or liable to anyone for discontinuation or suspension of access to, or disablement of, any Third-Party Service. Edusko strongly recommends that you seek specialist advice before using or relying on Third Party Services, to ensure they will meet your needs. Tax calculators should be used for reference only and not as a substitute for independent tax advice, when assessing the correct tax rates, you should charge to your customers.
• If you install or enable a Third Party Service for use with the Services, you grant us permission to allow the applicable Third Party Provider to access your data and other Materials and to take any other actions as required for the interoperation of the Third Party Service with the Services, and any exchange of data or other Materials or other interaction between you and the Third Party Provider is solely between you and such Third Party Provider. Edusko is not responsible for any disclosure, modification or deletion of your data or other Materials, or for any corresponding losses or damages you may suffer, as a result of access by a Third-Party Service or a Third-Party Provider to your data or other Materials.
• The relationship between you and any Third-Party Provider is strictly between you and such Third-Party Provider, and Edusko is not obligated to intervene in any dispute arising between you and a Third-Party Provider.
• Under no circumstances will Edusko be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary, or other damages whatsoever, that result from any Third-Party Services or your contractual relationship with any Third-Party Provider, including any Expert. These limitations will apply even if Edusko has been advised of the possibility of such damages. The foregoing limitations will apply to the fullest extent permitted by applicable law.
• You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, Edusko partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, arising out of your use of a Third-Party Service or your relationship with a Third-Party Provider.

Term and Termination

• The term of these Terms of Service will begin on the date of your completed registration for use of a Service and continue until terminated by us or by you, as provided below (the “Term”).
• You may cancel your Account and terminate the Terms of Service at any time by contacting Edusko Support and then following the specific instructions indicated to you in Edusko’s response.
• Without limiting any other remedies, we may suspend or terminate your Account or the Terms of Service for any reason, without notice and at any time (unless otherwise required by law), including if we suspect that you (by conviction, settlement, insurance, or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the use of the Services. Termination of the Terms of Service will be without prejudice to any rights or obligations which arose prior to the date of termination.
• Upon termination of the Services by either party for any reason:
  • Edusko will cease providing you with the Services and you will no longer be able to access your Account;
  • unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise;
  • any outstanding balance owed to Edusko for your use of the Services through the effective date of such termination will immediately become due and payable in full; and
  • your Edusko Store will be taken offline.

Modifications

• We reserve the right, in our sole and absolute discretion, to update or change any portion of the Terms of Service at any time. We will provide you with reasonable advance notice of changes to the Terms of Service that materially adversely affect your use of the Services or your rights under the Terms of Service by sending an email to the Primary Email Address, providing notice through the Edusko administrative console, or by similar means. However, Edusko may make changes that materially adversely affect your use of the Services or your rights under the Terms of Service at any time and with immediate effect (i) for legal, regulatory, fraud and abuse prevention, or security reasons; or (ii) to restrict products or activities that we deem unsafe, inappropriate, or offensive. Unless we indicate otherwise in our notice (if applicable), any changes to the Terms of Service will be effective immediately upon posting of such updated terms at this location. Your continued access to or use of the Services after we provide such notice, if applicable, or after we post such updated terms, constitutes your acceptance of the changes and consent to be bound by the Terms of Service as amended. If you do not agree to the amended Terms of Service, you must stop accessing and using the Services.
• Edusko may change the Fees for the Services from time-to-time. We will provide you with 30 days advanced notice prior to any changes in Fees by sending an email to the Primary Email Account, providing notice through the Edusko administrative console, or by similar means. Edusko will not be liable to you or to any third party for any modification, price change, suspension, or discontinuance of the Services (or any part thereof).

General Conditions

• The Terms of Service, including the Terms of Use, constitute the entire agreement between you and Edusko and govern your use of the Services and your Account, superseding any prior agreements between you and Edusko (including, but not limited to, any prior versions of the Terms of Service). However, in the event of a conflict between these Terms of Service and the Terms of Use, these Terms of Service will prevail.
• The failure of Edusko to exercise or enforce any right or provision of the Terms of Service will not constitute a waiver of such right or provision. If any provision of the Terms of Service, including all terms and conditions and other documents it incorporates by reference, is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provision of the Terms of Service will remain in full force and effect.
• Save for Edusko and its affiliates, you or anyone accessing Edusko Services pursuant to these Terms of Service, unless otherwise provided in these Terms of Service, no person or entity who is not a party to these Terms of Service will have any right to enforce any term of these Terms of Service, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, this will not affect the rights of any permitted assignee or transferee of these Terms.
• The Terms of Service will be governed by and interpreted in accordance with the laws of the Federal Republic of Nigeria without regard to principles of conflicts of laws.
• All the terms and provisions of the Terms of Service will be binding upon and inure to the benefit of the parties to the Terms of Service and to their respective heirs, successors, permitted assigns and legal representatives. Edusko will be permitted to assign these Terms of Service without notice to you or consent from you. You will have no right to assign or otherwise transfer the Terms of Service, or any of your rights or obligations hereunder, to any third party without Edusko’s prior written consent, to be given or withheld in Edusko’s sole discretion.
• If any provision, or portion of the provision, in these Terms of Service is, for any reason, held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability will not affect any other provision (or the unaffected portion of the provision) of the Terms of Service, and the Terms of Service will be construed as if such invalid, illegal or unenforceable provision, or portion of the provision, had never been contained within the Terms of Service.
• On termination, all related rights and obligations under the Terms of Service immediately terminate, except that (a) you will remain responsible for performing all of your obligations in connection with transactions entered into before termination and for any liabilities that accrued before or as a result of termination; and the Sections relating to Account Terms, Payment of Fees, Confidentiality, Limitation of Liability and Indemnification, Intellectual Property and Your Materials, Third Party Services, Cancellation and Termination, Modifications, and General Conditions will survive the termination or expiration of these Terms of Service.