Fraud Zero Service Terms

www.paxon.com/en-US/service-specific-terms

September 30, 2026

These Fraud Zero Service Terms (“Service Terms”) shall govern the provision by Paxon North America, Inc. f/k/a Radial, Inc. (“Paxon”) of fraud review Services to Company. These Service Terms are available at www.paxon.com/en-US/service-specific-terms (and can also be provided upon request), and together with the Order Form and the Paxon Standard Terms form the Agreement between the Parties.

1. DEFINITIONS.
“Fraud Chargeback” means a reversal of a Payment Tender charge pursuant to an Order which is fraudulent.

“Fraud Chargeback Costs” means the Company’s Landed Cost of the Company’s merchandise or services that are subject to a Fraud Chargeback for which the merchandise is not returned, where “Landed Cost” means (unless otherwise agreed) 35% of the retail cost of each unit of merchandise as displayed on the Company Online Store; provided however, that with respect to an Gift Cards or similar stored value goods, Landed Cost shall equal the purchase price of such gift card less the current balance available on the gift card at the time Paxon informs Company that the applicable Order was fraudulent, but in no event shall the Landed Cost be greater than 90% of the face value of the Gift Card.

“Gross Revenue” means all cash and equivalent consideration received from Orders of merchandise and services through the Company Online Store, and applicable shipping and handling charges and Taxes, including amounts received which are subsequently credited in connection with returns and Fraud Chargebacks or any other chargeback.

“High Risk Goods” means goods and services that present a increased risk or fraud or chargebacks, such as gift cards, prepaid services, electronics, jewelry, or similar high value goods, negative option sales tactics, and other goods and services described in the AML Compliance due diligence materials.

2. FRAUD REVIEW.
Paxon will maintain reasonable fraud review policies and procedures designed to detect and limit fraud in connection with Orders. Subject to the Company satisfying the Company Fraud Review Requirements (as defined below), Paxon will provide to Company the results of the fraud review for each submitted Order, such as a fraud risk score or a recommendation to cancel or accept an order, as applicable (“Fraud Results”). Paxon may implement new technologies or processes in order to perform the Services, including Verified by Visa and MasterCard SecureCode, that are designed to improve fraud prevention for the Company Online Stores and Company shall implement such technologies or processes on the Company Online Stores. The Company acknowledges that the Service Fees assume that Company implements the required new technologies or processes as and when required by Paxon, and in the event that Company fails to do so, the Parties will renegotiate the Service Fees.

2.1 Chargeback Risk.
Except as provided in the following sentence, Paxon will be responsible for all Fraud Chargeback Costs with respect to fraudulent Orders where Paxon recommends accepting such Order (i.e., a cleared Order). Paxon shall not be responsible for Fraud Chargeback Costs related to (A) Orders that are not cleared by Paxon (e.g., Orders that are cleared by the Company, or its designated third party service provider, on a ‘whitelist’ provided by the Company, or where the payment tender is the redemption of a gift certificate or gift card), (B) fraudulent Orders otherwise approved by Paxon due to inaccurate or incomplete Required Fraud Data Points (as defined below), (C) fraudulent Orders otherwise approved by Paxon due to the Company’s failure to comply with the Company Fraud Review Requirements (e.g. a fraudulent Order that the Company or its third party fulfillment provider(s), as applicable, does not stop and/or cancel at the reasonable request of Paxon, provided such Order has not already been shipped at the time of such request), or (D) fraudulent Orders that were cleared by Paxon due to the acts or omissions of Company, or its designated third party service provider. For the sake of clarity, the Company will also be responsible for all chargeback costs that result from Orders that are not fraudulent Orders.

3. COMPANY OBLIGATIONS.
In order for Paxon to provide the fraud review services contemplated by this Agreement, the Company will comply with the following requirements (collectively, “Company Fraud Review Requirements”), at Company’s expense:

3.1 Fraud Data Points.
The Company will provide Paxon with all requested customer and order-based information to enable Paxon to perform fraud review services for the Company Online Stores (“Required Fraud Data Points”). Required Fraud Data Points will include, but not be limited to, legacy data to support fraud set up and the following data: (x) Order Information; (y) prior Order Information and any fraud / chargeback cases; and (z) any negative/blocked or white/approved customer information. The Company will (i) provide Order Information on a real time or near real time, as reasonably requested by Paxon, and (ii) update all other Required Fraud Data Points as reasonably requested by Paxon.

3.2 Integration.
The Company will adhere to Paxon’s then current API specifications for its fraud review services, including Paxon’s risk assessment and order confirmation APIs, and install and update the device collector deployed on the Company Online Store to support fraud prevention as reasonably requested by Paxon.

3.3 Chargeback System.
The Company will provide Paxon with full access to Company’s chargeback related systems (e.g. Company’s payment provider chargeback system).

3.4 Cancel Orders.
At the reasonable request of Paxon, the Company or its third party fulfillment provider(s), as applicable, will stop and/or cancel Orders previously approved by Paxon to the extent Company or its provider is able to stop or cancel such Orders.

3.5 Cancel Gift Cards.
At the reasonable request of Paxon, the Company or its card administrator, as applicable, will cancel or devalue Gift Cards included in Orders previously approved by Paxon.

3.6 Change in Risk.
The Company will provide reasonable advance written notice to Paxon of any planned start or increase in its sale of gift cards, electronics, jewelry, or similar High Risk Goods or change in its e-commerce model (e.g. negative-options sales tactics, utilization of buy online, pickup in store technology to fulfill Orders).

3.7 Fraud Technology.
The Company will implement and maintain industry recognized fraud prevention technology as requested by Paxon, including browser identification and data gathering scripts, and the enabling of 3-D Secure technology.

4. SERVICE FEES.
Paxon shall be entitled to the following service fees (collectively, “Service Fees”) less Fraudulent Chargeback Costs:

4.1 A Standard Implementation fee in the amount set forth in the Order Form; plus

4.2 A Fraud Management Fee set forth in the Order Form for all Orders submitted for fraud review; plus;

4.3 All amounts, if any, due to Paxon pursuant to any SOW or other writing under this Agreement; plus

4.4 All amounts, if any, due to Paxon for any other technology professional services.
Technology professional services shall be billed at the Technology Professional Services Rate set forth in the Order Form.

4.5 On a periodic basis, Paxon will review historical trends and projections.
On a periodic basis, Paxon will review historical trends and projections with respect to the fraud review services hereunder, including chargeback rates, cost to perform fraud review services, and compliance with data and system requirements. Based on this review, Paxon may at its reasonable discretion propose revisions to the Service Fees set forth herein, however such Service Fee revisions shall not take effect unless mutually agreed upon by the Parties as set forth in an amendment or other writing executed by the Parties. In the event that the Parties are unable to enter into a fee revision amendment within thirty days following a fee revision proposal delivered by Paxon to the Company, Paxon may terminate this Agreement on forty-five days written notice to the Company.

4.6 Company acknowledges Service Fees are based on representations.
In addition, Company acknowledges that the Service Fees are based substantially upon representations by the Company that (other than routine gift card sales) the Company sells no High Risk Goods except those disclosed by the Company as part of the business and compliance questionnaires and High Risk Goods account for an immaterial portion of the Company’s Orders. Accordingly, the Service Fees may be adjusted by Paxon in the event High Risk Goods account for a material portion of the Orders or there is an increase in the risk profile of the Orders; provided such adjustment to such Service Fees shall be proportionate and commensurate with Paxon’s increase in its cost to provide the fraud review Services and/or expected Fraud Chargeback Costs.

5. FRAUD CHARGEBACK COSTS.
To the extent any Order is subject to a Fraud Chargeback, Paxon shall pay the Company the Fraud Chargeback Costs. The Fraud Chargeback Costs will be offset against the Service Fees due to Paxon.

6. PROJECT WORK.

6.1
Subject to payment of the Standard Implementation Charge, Paxon will integrate or otherwise coordinate with the Company or any of the Company’s third party designees (including the Company E-Commerce Providers to the extent necessary for Paxon to perform its obligations hereunder. In such cases, the Parties will enter into an SOW that will set forth the terms, conditions, and fees applicable to such projects. In addition, the Company may request Paxon to perform other technology professional services to implement fixes or otherwise remediate matters caused by the Company or the Company E-Commerce Providers, including projects related to software, integrations, or data handled by Paxon. Paxon will perform such services as reasonably requested by the Company and the Company will pay Paxon for such services at the Technology Professional Services Rate set forth in the Order Form.

6.2
From time to time, the Company may request that Paxon assist the Company with the development of its fraud related policies and research non-fraud related chargebacks. Paxon will perform such services as reasonably requested by the Company and the Company will pay Paxon for such services at the Fraud Professional Services Rate set forth in the Order Form.

7. PCI COMPLIANCE.
The Company, the Company E-Commerce Providers, and Paxon shall each comply with applicable rules and regulations of the payment card clearing networks and applicable requirements of the Payment Card Industry Data Security Standard (“PCI”), as updated or amended, or its successor. Each Party shall provide the other Party with a copy of its certificate evidencing compliance with the PCI requirements as reasonably requested by the other Party from time to time. The Company will cause the Company E-Commerce Providers to comply with each of the above obligations as it relates to the security and operation of the Company Online Store. Each Party’s obligations in this Section are in addition to each Party’s data security obligations set forth in the Standard Terms.

8. NO ORDER FILTERING.
Company will provide Paxon with all Orders submitted through the Company Online Stores and will not filter the Orders that are sent to Paxon for fraud review services. Company may not submit to Paxon for fraud review only those orders that present a heightened risk of fraud.

9. USE OF FRAUD RESULTS.
Company shall use such Fraud Results solely in connection with such Order and shall not store Fraud Results for use in connection with any future Orders.

10. FRAUD DATA.
The Parties acknowledge and agree that in connection with Paxon’s payment processing services, Paxon has a duty under applicable Law, the payment card association rules and Paxon’s agreements with the payment processing banks to take reasonable steps to prevent fraudulent activity and money laundering. To meet these obligations, Paxon has developed a sophisticated fraud prevention database, which includes, among other things, customer and order data from all fraud review and payment transactions processed by Paxon. As a result, data submitted to Paxon (including Customer Information, Fraud Data Points and payment card data) will be combined and incorporated into Paxon’s fraud prevention database, and once so combined such data shall become the property of Paxon and be deemed Paxon Data.

11. STANDARD TERMS.
The Paxon Standard Terms, which are available at www.paxon.com/en-US/service-specific-terms (and can also be provided to upon request), are incorporated into and shall govern these Service Terms and the Order Form. Company agrees to adhere to all terms and conditions contained therein.