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B2B LAYAWAY PROGRAM TERMS & CONDITIONS
(For Partner Businesses / Clients Offering Layaway to Their Customers)

Effective Date: [Insert Date]
Provider: [2529456 ALBERTA INC.]
Client (Business Partner): [Client Company Name]


1. Purpose

This agreement governs the use of [Your Company Name]’s Layaway System (“Program”) by the Client for offering deferred payment purchasing options to its end customers. This is a business-to-business (B2B) agreement and does not create any contractual relationship between [Your Company Name] and the Client’s customers.


2. Scope of Services

[Your Company Name] provides:

● Layaway program structure and payment framework
● Optional payment processing support (if applicable)
● Administrative tools, tracking systems, or documentation

The Client is solely responsible for:
● Customer interactions and agreements
● Sales, fulfillment, and product delivery
● Compliance with applicable consumer laws


3. Client Responsibilities

The Client agrees to:

● Implement the layaway program in accordance with the guidelines provided
● Clearly communicate all terms, conditions, and policies to their customers
● Ensure all marketing and representations are accurate and not misleading
● Handle all disputes, refunds, cancellations, and chargebacks with their customers
● Maintain proper records of all layaway transactions 


4. Payment & Fees (B2B)

The Client agrees to pay [Your Company Name]:
○ A setup fee of [Amount], and/or
○ Transaction fees of [X% or fixed amount], and/or
○ Monthly subscription fees of [Amount], as applicable
● Fees are non-refundable unless otherwise stated in writing
● Late payments may result in suspension or termination of access to the Program


5. Risk Allocation

The Client shall bear full and exclusive responsibility for all financial risks associated with its customers, including but not limited to:

● Non-payment or default
● Fraud or chargebacks
● Disputes, refunds, or cancellations

Under this Agreement:

● [Your Company Name] shall not be liable, shall not assume, and shall not share any losses, fees, or financial obligations arising from the non-payment or breach by the Client’s end customers.
● All risks and obligations shall remain entirely and exclusively the responsibility of the Client, regardless of the circumstances.
● Nothing in this Agreement shall be interpreted as transferring or sharing any liability to [Your Company Name].

[Your Company Name] provides no guarantee of payment or fulfillment of obligations by the Client’s end customers.


6. Ownership & Control

The Client retains full ownership of its inventory and customer relationships 
● [Your Company Name] does not take possession, ownership, or liability for goods sold 
under the layaway program


7. Compliance & Legal Obligations

The Client is responsible for complying with all applicable laws and regulations, including but not 
limited to: 

● Consumer protection laws 
● Payment processing regulations 
● Privacy and data protection laws 

The Client agrees to indemnify and hold harmless [Your Company Name] against any claims 
arising from the Client’s non-compliance.


8. Branding & White-Label Use

● The Program may be offered as a white-label solution under the Client’s brand 
● The Client may not misrepresent [Your Company Name]’s role without prior written 
consent


9. Data & Confidentiality

● Both parties agree to maintain confidentiality of proprietary information 
● Customer data collected through the Program remains the property of the Client 
● [Your Company Name] will implement reasonable safeguards to protect any shared data


10. Service Availability

● While we aim to provide uninterrupted service, we do not guarantee continuous or 
error-free operation 
● Maintenance, updates, or unforeseen disruptions may occur

 

11. Term & Termination
● While we aim to provide uninterrupted service, we do not guarantee continuous or 
error-free operation 
● Maintenance, updates, or unforeseen disruptions may occur



12. Limitation of Liability 

● [Your Company Name]’s liability is limited to the total fees paid by the Client in the 
preceding [X months] 
● We are not liable for indirect, incidental, or consequential damages, including lost profits 
or reputational harm 

13. Amendments 

We reserve the right to update these terms with reasonable notice. Continued use of the 
Program constitutes acceptance of any revised terms. 

14. Governing Law 

This Agreement shall be governed by the laws of [Province/State] and applicable federal laws of 
[Country]. 

15. Entire Agreement 

This document constitutes the entire agreement between the parties regarding the Layaway 
Program and supersedes all prior discussions or agreements. 

Authorized Signatory – Client: 
Name: __________________________ 
Title: __________________________ 
Signature: _____________________ 
Date: __________________________ 

Authorized Representative – [2529456 ALBERTA INC.]: 
Name: Oscar Cesante and Aaron Cesante 
Title: Directors and Managers 
Signature: _____________________ 
Date: __________________________ 

For support or inquiries, contact: [Insert Contact Information]