Valid as of June 25, 2018
1. THIRD PARTY AGREEMENTS You acknowledge and agree that this Agreement is between you and Company, not with any third party (including, but not limited to, Apple®, Google®, or any mobile carrier), and that Company is solely responsible for the Chipper Services. Your use of the Chipper Services may be subject to separate agreements you may enter into with your mobile device operating system provider (e.g., Apple, Google or Microsoft®), your mobile device manufacturer (e.g., Apple, Samsung®), your mobile service carrier (e.g., AT&T® or Verizon®), and other parties involved in providing your mobile device service. Third party operating system providers such as Apple, Google, and Microsoft, your phone or other mobile device manufacturer, your wireless carrier or other network provider, any other product or service provider related to your mobile device service are collectively referred to as “Covered Third Parties.” You agree to comply with all applicable third party terms of agreement when using the Chipper Services. Company is not a party to those agreements and has no responsibility for the products and services provided by third parties.
2. CHIPPER SERVICE TERMS
1. Terms for Chipper Services
The Chipper Services allow you to make payments to and accept payments from third parties. You may use the Chipper Services on your mobile device, or, if you are an approved merchant, you may accept Chipper payments through your mobile application or website. Critical Ideas, Inc. is a licensed provider of money transfer services and all money transmission is provided by Critical Ideas, Inc., pursuant to Critical Ideas, Inc.’s licenses. Company has no responsibility for the actions of your transfer recipient or for the subject of the transfer. We do not guarantee the identity of any user of the Chipper Services or that a sender or a recipient can or will complete a transaction.
1. Eligibility and Account Registration
2. Types of Accounts
We offer two different types of accounts, personal and business accounts. You may have only one personal account. Personal accounts are for use in person-to-person transfers with friends and family, and other people whom you know. Personal accounts may also be used to make Authorized Merchant Payments as described in this Agreement. Some features of personal accounts may be limited based on how you wish to use the Chipper Services, how much you need to send or spend and what we know about you. We may require that you provide more information in order to complete a transaction. Personal accounts may not be used to receive business, commercial or merchant transactions. For each business you are involved with, you may have only one business account. Business account use is limited. Business accounts must be applied for and explicitly authorized. By opening a business account and accepting the terms as outlined in this Agreement, including, but not limited to, the Rules and Restrictions for Business Accounts set forth below, you attest that neither you nor your business is establishing a business account primarily for personal, family or household purposes. We may reverse or place a hold on your transactions or place a reserve on your funds if you are in breach of this Agreement, including, but not limited to, if you are using a personal account for business purposes or a business account for personal, family or household purposes.
3. Identity Authentication
You hereby authorize Company, directly or through third parties, to make any inquiries we consider necessary to validate your identity and/or authenticate your identity and account information and, for business accounts, your company or employer. This may include asking you for further information and/or documentation about your account usage or identity, or requiring you to take steps to confirm ownership of your email address, wireless/cellular telephone number or financial instruments, and verifying your information against third party databases or through other sources. This process is for internal verification purposes.
4. Transaction History You have the right to receive an account statement. You may view your account statement by logging into your Chipper account.
5. Sending Money
i. Sending Limits
We may, at our discretion, impose limits on the amount of transactions you conduct through the Chipper Services. Please see our FAQ’s for more details on limits. If we have authenticated your identity, we may increase your transaction limits. These limits may change from time to time in Company’s sole discretion. You may not send money to your own account.
ii. Default Funding Sources
Your Chipper balance consists of the funds you have in your Chipper account that are available for new transactions and are not subject to pending transactions. When you make a payment through the Chipper Services, we first see if your Chipper balance can cover the transaction. You may also be able to fund payments with multiple Mobile Money account, designating one of these to be your primary funding source. We always use your Chipper balance first if the balance is sufficient to cover your payment. If there is not enough money available in your Chipper balance to cover the transaction, we will block the transaction from going through and you’ll receive an “Insufficient Balance” notice. If you don’t want to use your balance, you can withdraw it at any time by Cashing Out to one of your linked Mobile Money Accounts.
iii. Funding Source Limitations
In order to manage risk, Company may limit the funding sources available for your use to fund any particular transaction. For example, we may limit the number of times a Mobile Money account can be used as a funding source for various Chipper wallets. Please note that the various funding sources have different dispute resolution rights and procedures in the event your transaction turns out to be unsatisfactory. Your dispute resolution rights are determined by the funding source used to fund your transaction.
iv. Fees for Sending Money
Chipper is free to use and you will not be charged a fee by us for any action or transaction you make on Chipper. However, we reserve the right to charge a fee for our services in the future. If we do, we will notify you and provide a grace period before any fees are implemented.
6. Payment Investigation
Payment investigation is a process by which Company reviews certain potentially high-risk transactions. If a payment is subject to payment investigation, Company will place a hold on the payment and may provide notice to the recipient. Company will conduct a review and either clear or cancel the payment. If the payment is cleared, Company will provide notice to the recipient. Otherwise, Company will cancel the payment and the funds will be returned. Company will provide notice to you by email and/or in the account history tab of your Chipper account if the payment is canceled.
7. Risk of Reversals, Chargebacks and Claims When you receive a payment, you are liable to Company for the full amount of the payment plus any fees if the payment is later invalidated for any reason. This means that, in addition to any other liability, you will be responsible for the amount of the payment, plus applicable fees if you lose a claim or a chargeback, or if there is a reversal of the payment. You agree to allow Company to recover any amounts due to Company by debiting your balance. If there are insufficient funds in your balance to cover your liability, you agree to reimburse Company through other means. If Company is unable to recover the funds from your primary funding source, Company may attempt to contact you, Company may recover the funds from your alternate funding sources, or may take other legal actions to collect the amount due, to the extent allowed by applicable law.
8. Account Balances
You need to maintain a balance in your account in order to make payments. If you do hold a balance, Company will hold your funds separate from its corporate funds, will not use your funds for its operating expenses or any other corporate purposes, and will not voluntarily make your funds available to its creditors in the event of bankruptcy. While your funds are in our custody, Company will combine your funds with the funds of other users and place those pooled accounts in one or more bank accounts in Company’s name. Company is not a bank or other chartered depository institution. Funds held by Company or its service providers (including any bank service providers) in connection with the processing of transactions are not deposit obligations and are not insured for the benefit of the user by the Federal Deposit Insurance Corporation or any other governmental agency. Funds held in balance are an ancillary function of enabling money transmission and not for other benefit.
ii. Assignment of Interest to Company
You agree that you will not receive interest or other earnings on the funds that Company handles and places in pooled accounts. Company does not typically receive interest on funds held for its users. However, in consideration for your use of the service, you irrevocably transfer and assign to Company any ownership right that you may have in any interest that may accrue on funds held in pooled accounts. This assignment applies only to interest earned on your funds, and nothing in this Agreement grants Company any ownership right to the principal of the funds you maintain with Company.
iii. Negative Balances
If the balance in your account is negative for any reason, Company may set off the negative balance by deducting amounts you owe Company from money you receive into your account, or money you attempt to withdraw or send from your account. You agree to allow Company to recover any amounts due to Company by debiting your balance. If there are insufficient funds in your balance to cover your liability, you agree to reimburse Company through other means. If Company is unable to recover the funds from your primary funding source, Company may attempt to contact you, Company may recover the funds from your alternate funding sources, or may take other legal actions to collect the amount due, to the extent allowed by applicable law.
iv. Setoff of Past Due Amounts
If you have a negative balance or other past due amount to Company, Company may make attempts on your funding source to cover the amounts. If Company is unable to recover the funds from your primary funding source, Company may attempt to contact you, Company may recover the funds from your alternate funding sources, or may take other legal actions to collect any amounts that are more than 14 days past due, to the extent allowed by applicable law.
v. Security Interest
To secure your performance of this Agreement, you hereby grant to Company a lien on and security interest in your account and agree to execute any further documentation to perfect these Company rights.
9. Transferring Funds out of Chipper
You may transfer funds to your linked Mobile Money Account(s) using the standard transfer option. We don’t offer the ability to access funds via ATM or at retail locations.
ii. Transfer Limits
We limit the amount you can transfer out of Chipper at a given time.
iii. Transaction Reviews
We review account and transaction activity at various times, including when you initiate a transfer of funds out of Chipper. This review checks for, among other things, suspicious or illegal activity, and whether your account activity and the activity of users with whom you’ve transacted comply with this Agreement. Reviews may result in:
1. (i) delayed, blocked or cancelled transfers;
2. (ii) funds being held by Chipper;
3. (iii) funds being applied to a negative Chipper account balance or used to offset loss incurred by Chipper;
4. (iv) account suspension or termination;
5. (v) funds being seized to comply with a court order, warrant or other legal process; and/or
6. (vi) funds you previously received being reversed (i.e., sent back to the sender’s Chipper balance.
In connection with our review process, you may be required to provide us with additional information and/or documentation to verify your identity. We may limit your account and your access to funds in it until verification is completed.
Chipper does not charge a fee for transfers out of Chipper using the standard transfer option (i.e., transfers using your linked Mobile Money account). Please see our FAQ’s for more information on fees. Fees may change from time to time in our sole discretion.
10. Closing Your Account
i. How to Close Your Account As long as there are no pending or in progress transactions, you may close your account at any time. You may close your account by emailing us at [email protected] and requesting that we close your account. It may take up to 30 days for your account closure to be complete. ii. Limitations on Closing Your Account You may not close your account to evade a payment investigation. If you attempt to close your account while we are conducting an investigation, we may hold your funds for up to 180 days to protect Company or a third party against the risk of reversals, chargebacks, claims, fees, fines, penalties and other liability. You will remain liable for all obligations related to your account even after the account is closed.
11. Item Hold Company, in its sole discretion, may place a hold on a payment you receive for a transaction when Company believes there may be a high level of risk associated with the transaction. If Company places a hold on your payment, it will show as “pending” in your Chipper account.
i. Release of Item Hold Company will release the payment hold after 21 days unless we receive a dispute, claim, chargeback, or reversal on the transaction subject to the hold. Company may release the hold earlier if the sender of funds provides us confirmation, Company is able to confirm proper delivery, or Company otherwise completes its investigation. ii. Additional hold period If you receive a dispute, claim, chargeback, or reversal on the transaction subject to the item hold, Company may hold the payment in your account until the matter is resolved pursuant to this Agreement.
12. Account Hold and Reserves For high volume accounts, including business accounts, Company may, in its sole discretion, place a reserve on funds held in your account when it believes there may be a high level of risk associated with your account. If your account is subject to a reserve, Company will provide you with notice specifying the terms of the reserve. The terms may require that a certain percentage of the amounts received into your account are held for a certain period of time, or that a certain amount of money is held in reserve, or anything else that Company determines is necessary to protect against the risk associated with your account. Company may change the terms of the reserve at any time by providing you with notice of the new terms. 13. Termination Upon termination of this Agreement for any reason, we have the right to prohibit your access to the Chipper Services, including without limitation by deactivating your account, and to refuse future access to the Chipper Services by you or if a business entity, its parent, affiliates or subsidiaries or its or their successors. 14. Rules and Restrictions for Personal Accounts The following Rules and Restrictions for personal accounts apply to your use of a personal account under this Agreement.
i. Receiving Money Please see FAQ’s for more details on limits, including limits on receiving and sending money. These limits may change from time to time in Company’s sole discretion. ii. Transaction Fees for Receiving Money Please see FAQ’s for more details on fees. These fees may change from time to time in Company’s sole discretion. iii. Error in Receiving Money In the event of an error, you give Company permission, subject to Company’s compliance with applicable law, to make appropriate corrections by debiting or crediting your Chipper balance, or debiting or crediting your primary or alternate funding sources as applicable. iv. Account Errors If your account history shows transfers you did not make, please report this by reaching out to us at [email protected]
3. MOBILE APPLICATIONS
1. Third Party Operating System Providers, Phone Manufacturers, and Wireless Carriers The Chipper mobile application works on an application linked to a particular device and operating system, such as Apple’s iOS operating system. Company is solely responsible for providing maintenance and support services for the Chipper Services. Covered Third Parties have no obligation to provide maintenance or support services for the Chipper Services. Covered Third Parties have no warranty obligations whatsoever with respect to the Chipper Services and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure of the Chipper Services to conform to any warranty provided by Company, if any, will be Company’s sole responsibility. Company, not any Covered Third Parties, is responsible for addressing any claims relating to the Chipper Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Chipper Services fail to conform to any applicable legal or regulatory requirement; (iii) claims arising under consumer protection or similar legislation; and (iv) intellectual property claims. Please see the Contact Us section below for how to contact Company. If you are using the Chipper Services on an Apple device, you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and that Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary. Such rights may also accrue to other handset manufacturers and operating systems which participate in the Services.
2. Services via SMS or Mobile Data The Chipper Services allow you to send and receive payments through your mobile phone via SMS or mobile data plan. If you use the Services on your mobile phone, you are responsible for any fees that your phone service provider charges for SMS, data services, etc. Your phone service provider is not the provider of the Chipper Services.
4. GENERAL TERMS AND CONDITIONS.
1. Notices to You You agree that Company may provide notice to you by posting it on our website and internet properties, or if we have your email address or street address, by emailing it to the email address listed in your account or mailing it to the street address listed in your account. Such notice shall be considered to be received by you within 24 hours of the time it is posted to our website or emailed to you unless we receive notice that the email was not delivered. If the notice is sent by mail, we will consider it to have been received by you three Business Days after it is sent. Company’s Business Days include all days on which the New York Federal Reserve Bank is open for business. We may also provide notice when you access the Chipper Services.
2. Business Days “Business Days” means Monday through Friday, excluding Holidays. “Holidays” means New Year’s Day (January 1), Birthday of Martin Luther King, Jr. (the third Monday in January), Washington’s Birthday (the third Monday in February), Memorial Day (the last Monday in May), Independence Day (July 4), Labor Day (the first Monday in September), Columbus Day (the second Monday in October), Veterans Day (November 11), Thanksgiving Day (the fourth Thursday in November) and Christmas Day (December 25).If a Holiday falls on a Saturday, Company shall observe the Holiday on the prior Friday. If the Holiday falls on a Sunday, Company shall observe the Holiday on the following Monday.
3. Notices to Company Notice to Company must be sent by postal mail to: Critical Ideas, Inc., Attention: Legal Department.
4. Calls to You By Providing Company a telephone number (including a wireless/cellular telephone), you consent to receiving autodialed and prerecorded message calls from Company at that number should the need arise. However, we will never call you for promotional purposes.
5. Chipper Websites The Company’s Chipper websites may feature third party offers and enable product searches. Company does not warrant that product descriptions, pricing, search results, user ratings and reviews or any other content on Company websites is accurate, complete, reliable or current. This information is provided for informational purposes only and does not constitute an endorsement by Company of any product, service or vendor.
6. Intellectual Property “chippercash.com”, “Chipper”, and all related logos, products and services described in our website and mobile applications are either trademarks or registered trademarks of Company or its licensors. You may not copy, imitate or use them without Company’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Company. You may not copy, imitate, or use them without our prior written consent. You may use HTML logos provided by Company through our vendor services, SMS tools, promotional tools or affiliate programs without prior written consent for the purpose of directing web and SMS traffic to the service. You may not alter, modify or change these HTML logos in any way, use them in a manner that is disparaging to Company or the Service or display them in any manner that implies Company’s sponsorship or endorsement. All right, title and interest in and to the Chipper website and any content thereon is the exclusive property of Company and its licensors. Certain other product or service names, brand names and company names may be trademarks of their respective owners.
7. Taxes It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. Company is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction.
9. Children’s Privacy Protecting the privacy of young children is especially important. For that reason, we do not knowingly collect or solicit personal information from anyone under the age of 13 or knowingly allow anyone under 13 to register for the Chipper Services. If you are under 13, please do not send any information about yourself to us, including your name, address, telephone number, or email address. No one under age 13 is allowed to provide any personal or payment information to us through the Chipper Services. If we learn that we have collected personal information from a child under age 13 without verification of parental consent, we will delete that information as quickly as possible. If you believe that we might have any information from or about a child under 13, please contact us at the information provided below in the “Contact Us” section.
10. Loss or Theft of Account Information, PIN, and Mobile Device If you believe that any of your Chipper account registration information, PIN or mobile device containing the Chipper App has been lost or stolen, or if your account history shows transfers that you did not make, immediately contact Company via the Contact Us information below or by email to [email protected].
1. Notification Requirements You should immediately notify Company if you believe:
1. There has been an Unauthorized Transaction, unauthorized access to your account, or the occurrence of an Other Error;
2. There is an error in your transaction history or your transaction confirmation sent to you by email;
3. Your password has been compromised;
4. Your Chipper mobile-activated phone has been lost, stolen or deactivated; or
5. You need more information about a transaction listed in your transaction history or transaction confirmation email. To be eligible for 100% protection for Unauthorized Transactions sent from your account, you must notify us within 60 days after any Unauthorized Transaction or Other Error first appears in your account statement. If you do not tell us within 60 days after the account statement was made available to you, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good reason (such as a long trip or a hospital stay) kept you from telling us, we will extend the time periods. You should regularly log into your account and review your transaction history to ensure that there has not been an Unauthorized Transaction or Other Error. Company will also send an email/text to the primary email address/phone number on file in order to notify you of each transaction from your account. You should review these emails to ensure that each transaction was authorized and is accurate. For Unauthorized Transactions or Other Errors in your account, notify us as follows:
6. By emailing us at [email protected]; or
7. By writing to Critical Ideas, Inc., Attn: Chipper Error Resolution Department; or
8. Telephone Chipper Customer Service. When you notify us, provide us with all of the following information:
9. Your name, and the email address and phone number registered to your account;
10. A description of any suspected Unauthorized Transaction or Other Error and an explanation of why you believe it is incorrect or why you need more information to identify the transaction; and
11. The amount of any suspected Unauthorized Transaction or Other Error.
If you notify us orally, we may require that you send us written confirmation within 10 Business Days. During the course of our investigation, we may request additional information from you.
2. Company Actions After Receipt of your Notification Once you notify us of any suspected Unauthorized Transaction or Other Error, or we otherwise learn of one, we will do the following:
0. We will conduct an investigation to determine whether there has been an Unauthorized Transaction or Other Error that is eligible for protection.
1. We will complete our investigation within 10 Business Days of the date we received your notification of the suspected Unauthorized Transaction or Other Error. If your account is new (the first transaction from your account was less than 30 Business Days from the date you notify us), we may take up to 20 Business Days to complete this investigation. If we need more time, we may take up to 45 days to complete our investigation (or up to 90 days for new accounts).
2. If we decide that we need more time to complete our investigation, we will provisionally credit your account for the amount of the suspected Unauthorized Transaction or Other Error. You will receive the provisional credit within 10 Business Days of the date we received your notice (or 20 Business Days for new accounts). This will allow you to have use of the money until we complete the investigation. We will notify you of the provisional credit within 2 Business Days of the crediting. If we ask you to provide written confirmation and we do not receive it within 10 Business Days (or 20 Business Days for new accounts), we will not provisionally credit your account.
3. We will inform you of our decision within 3 Business Days after completing our investigation. If we determine that there was an error, we will promptly credit the full amount of the error into your account within 1 Business Day of our determination. Or, if you have already received a provisional credit, you will be allowed to retain those amounts.
4. If we decide that there was not an Unauthorized Transaction or Other Error, we will include an explanation of our decision in our email or other communications to you. If you received a provisional credit, after giving you 5 Business Days advance notice of the date and amount of the debit, we will remove it from your account. You may request copies of the documents that we used in our investigation.
3. Processing Errors We will rectify any processing error that we discover. If the error results in your receipt of less than the correct amount to which you are entitled, Company will credit your account for the difference. If the error results in your receipt of more than the correct amount to which you are entitled, Company will debit the extra funds from your account. If the error resulted in our not completing a transaction on time or in the correct amount, we will be liable for your losses or damages directly caused by this failure, unless: (a) through no fault of ours, you did not have enough available funds to complete the transaction, (b) our system was not working properly and you knew about the breakdown when you started the transaction, or (c) circumstances beyond our control (such as fire, flood or loss of Internet connection) prevented the transaction, despite our reasonable precautions.
11. Restricted Activities
In connection with your use of our website, your account, or the Chipper Services, or in the course of your interactions with Company, a user or a third party, you will not:
violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising);
infringe Company’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
act in a manner that is defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
provide false, inaccurate or misleading Personal Information;
create more than one Chipper account for yourself, through, among other methods, using a name that is not yours, using temporary email address(es) or phone number(s), or providing any other falsified Personal Information;
send or receive what we reasonably believe to be potentially fraudulent funds;
refuse to cooperate in an investigation or provide confirmation of your identity or any Personal Information you provide to us;
attempt to double dip during the course of a dispute by receiving or attempting to receive funds from both Company and the recipient of funds, bank, or credit card issuer for the same transaction;
use an anonymizing proxy;
control an account that is linked to another account that has engaged in any of these restricted activities;
control or possess more than one account without authorization from Company;
conduct your business or use the services in a manner that results in or may result in complaints, disputes, claims, reversals, chargebacks, fees, fines, penalties and other liability to Company, a user, a third party or you;
use the Service to make transactions for the purpose of earning rewards, perks, miles, points, etc. with your credit card, debit card, or bank account;
allow your Chipper account to have a negative balance; provide yourself a cash advance from your credit card (or help others to do so);
disclose or distribute another Chipper user’s Personal Information to a third party, or use the information for marketing purposes unless you receive the user’s express consent to do so;
send unsolicited email to a user or use the services to collect payments for sending, or assisting in sending, unsolicited email to third parties;
take any action that imposes an unreasonable or disproportionately large load on our infrastructure;
facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information;
use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission;
use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere, with our website or the services;
take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers;
use the Chipper Service to test credit card behaviors.
12. Acceptable Use You agree you will not use the Chipper Services to violate any law, statute, ordinance, or regulation relating to sales of:
narcotics, steroids, certain controlled substances or other products that present a risk to consumer safety;
items that encourage, promote, facilitate or instruct others to engage in illegal activity;
items that promote hate, violence, racial intolerance, or the financial exploitation of a crime;
items that are considered obscene;
items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction;
certain sexually oriented materials or services;
ammunition, firearms, or certain firearm parts or accessories; or
certain weapons or knives regulated under applicable law; You further agree that you will not use the Chipper Services to conduct transactions that:
show the personal information of third parties in violation of applicable law;
support pyramid or ponzi schemes, matrix programs, other “get rich quick” schemes or certain multi-level marketing programs;
are associated with purchases of annuities or lottery contracts, lay-away systems, off-shore banking or transactions to finance or refinance debts funded by a credit card;
are for the sale of certain items before the seller has control or possession of the item;
are by payment processors to collect payments on behalf of merchants;
are associated with the sale of traveler’s checks or money orders;
involve currency exchanges or check cashing businesses or digital currencies such as bitcoins;
provide certain credit repair or debt settlement services involve the sales of products or services identified by government agencies to have a high likelihood of being fraudulent;
are otherwise related to illegal activity, gambling, pornography, obscene material or otherwise objectionable content or activities Violating applicable laws or industry regulations regarding the sale of:
prescription drugs and devices involve gambling, gaming and/or any other activity with an entry fee and a prize, including, but not limited to casino games, sports betting, horse or greyhound racing, lottery tickets, other ventures that facilitate gambling, games of skill (whether or not it is legally defined as a lottery) and sweepstakes unless the operator has obtained prior approval from Company and the operator and customers are located exclusively in jurisdictions where such activities are permitted by law; or
provide certain credit repair or debt settlement services involve the sales of products or services identified by government agencies to have a high likelihood of being fraudulent.
13. Legal Compliance
You are solely responsible for ensuring that your use of the Chipper Services is in conformance with applicable federal, state and local laws and regulations. By using the Chipper Services, you warrant and represent that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
14. Your Liability - Actions We May Take
You are solely responsible for ensuring that your use of the Chipper Services is in conformance with applicable federal, state and local laws and regulations. By using the Chipper Services, you warrant and represent that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
0. Your Liability You are responsible for all reversals, chargebacks, claims, fees, fines, penalties and other liability incurred by Company, a Chipper user, or a third party caused by or arising out of your breach of this Agreement, and/or your use of the Chipper Services. You agree to reimburse Company, a user, or a third party for any and all such liability. You acknowledge that you are responsible for the accuracy of all payments sent using the Chipper Services, including but not limited to the accuracy of the amount paid and the recipient. Company shall not be responsible or in any way held liable due to inaccurate payments, including but not limited to sending an incorrect amount of money or sending money to an incorrect recipient.
1. Actions by Company If we have reason to believe that you have engaged in any restricted activities, made excessive or unexplainable transactions, violated any parts of this Agreement or provided any incorrect information, we may take various actions to protect Company, another Chipper user, a third party, or you from reversals, chargebacks, claims, fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:
We may close, suspend, or limit your access to your account or the Chipper Services (such as limiting access to any of your funding sources, and your ability to send money, make withdrawals, or remove financial information);
we may contact users who have sent you money, contact your bank or credit card issuer, and warn other users, law enforcement, or impacted third parties of your actions;
may update inaccurate information you provided us;
we may refuse to provide our Chipper Services to you in the future;
we may hold your funds for up to 180 days if reasonably needed to protect against the risk of liability; and
we may take legal action against you.
Company, in its sole discretion, reserves the right to terminate this Agreement, access to its website, or access to the Service for any reason and at any time upon notice to you and payment to you of any unrestricted funds held in custody for you.
15. Account Closure, Termination of Service, or Limited Account Access If we limit or close your account or terminate your use of our Services for any reason, you may contact us and request restoration of access if appropriate. However, if we deem you violated this Agreement, restoration is at our sole discretion. You may stop using the Chipper Services at any time or may close your accounts by contacting us. Company, in its sole discretion, reserves the right to terminate the Chipper Services, to terminate this Agreement, or to terminate your access to the Chipper Services for any reason and at any time. If we terminate or limit your use of our Chipper Services for any reason, we will use commercially reasonable efforts to provide you with notice of our actions.
16. Policy Violation - User Fines If Company incurs any damages because you violate our policies, break any laws, or otherwise cause Company to suffer any damages or incur any expenses then we may hold your funds up to 180 days, fine you for each such violation and take legal action against you to recover additional losses, investigation costs, fines, or legal fees we may incur. You acknowledge and agree that a fine of US $2,500.00 for violations of our Agreement is presently a reasonable minimum estimate of Company’s damages, considering all currently existing circumstances, including the relationship of the sum to the range of harm to Company that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult. Company may deduct such fines directly from any existing balance in the offending account, or any other Chipper account you control.
17. Disputes with Company
0. Dispute with Company If a dispute arises between you and Company, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. Disputes between you and Company regarding our services may be reported by emailing us at the following email address: [email protected] 1. Law and Forum for Disputes; Arbitration This User Agreement shall be governed in all respects by the laws of the State of New York, without regard to conflict of law provisions, except to the extent that federal law applies. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THIS USER AGREEMENT MUST BE ASSERTED INDIVIDUALLY IN BINDING ARBITRATION CONDUCTED BY A SINGLE ARBITRATOR WITH EXPERIENCE IN CONSUMER ONLINE PAYMENT SERVICES DISPUTES ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE AAA SUPPLEMENTARY PROCEDURES FOR CONSUMER-RELATED DISPUTES. The forum for arbitration shall be in the city closest to your residence having a federal district courthouse. The arbitrator shall not conduct any form of class or collective arbitration nor join or consolidate claims by or for individuals. To the extent allowed by applicable law, the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this User Agreement including, but not limited to, any claim that all or any part of this User Agreement is void or voidable. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. For any non-frivolous claim, Company will pay the costs of the arbitration (but not your attorney fees), up to $3,000. This User Agreement and each of its parts evidence a transaction involving interstate commerce, and the United States Arbitration Act shall apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings. There are only two exceptions to this agreement to arbitrate. First, if we reasonably believe that you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any court of competent jurisdiction. Second, any claim of $100 or less may, at the option of the claiming party, be resolved in small claims court in New York City, New York, if the claim and the parties are within the jurisdiction of the small claims court. For these two exceptions, you agree to submit to the personal jurisdiction of the courts located within New York City, New York for the purpose of litigating such claims or disputes. 2. Waiver of Right to Jury; Class Action Waiver TO THE EXTENT ALLOWED BY LAW, YOU AGREE TO IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY OR OTHER COURT TRIAL (OTHER THAN SMALL CLAIMS COURT) OR TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST US AND/OR RELATED THIRD PARTIES.
18. Liability of Company for Failure to Complete Transfers
If Company does not complete a transfer to or from your account, or using your saved payment information, on time or in the correct amount according to this Agreement, Company will be liable for your losses or damages to the extent required by law. Company will not be liable:
If, through no fault of Company’s, you do not have enough money in your balance, and Company is unable to charge the transaction to your linked Mobile Money account, for reasons including but not limited to you exceeding any applicable credit limit;
the funds in your account are subject to legal process or other encumbrance restricting their use;
If the Chipper Services were not working properly and you knew about the breakdown when you started the transfer;
If the failure results from a failure of a Mobile Carrier that issues the Mobile Money account linked to your account, or Company is unable to access a linked Mobile Money account for any reason other than due to Company’s fault;
If you provided inaccurate or incomplete information regarding the transfer;
If the transfer appears suspicious, fraudulent, or unauthorized, and Company cannot confirm that it is a legitimate transfer, or if the account of either user involved in the transfer is under investigation by Company or if the transfer is or appears to be prohibited by any applicable law or rules
19. Disclaimers of Warranty; Damages Exclusions
Unless otherwise prohibited by law, you assume all responsibility for your use of the Chipper Services and use them at your own risk. To the fullest extent permissible under applicable law, all such representations, warranties, guarantees and conditions are disclaimed, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title, noninfringement of intellectual property rights, or other terms which might otherwise be implied by statute, common law or in equity. Company does not warrant that the services will be uninterrupted or error-free, that defects will be corrected, or that the services, or the servers that process information for the services, are free of viruses, bugs or other harmful components. On behalf of Company, Covered Third Parties, and each of our respective affiliates, vendors, agents and suppliers, Company makes the following disclaimers set forth in this section: the Chipper Services are provided on an “as is”, “as available” and “with all faults” basis, without any representations, warranties, guarantees, or conditions of any kind, express, implied or statutory, including, but not limited to, any warranty as to the use or operation of the services, or the information, content or other materials related to the services, whether provided by Company, any third party, or any of the Covered Third Parties. Neither Company, nor any third party, nor any of the Covered Third Parties warrant nor make any representations regarding the use or the results of the services in terms of correctness, accuracy, timeliness, reliability, or otherwise. You assume the entire cost of all necessary maintenance, repair, or correction to any equipment you use in accessing any of the services, including, but not limited to, your mobile phone or other device. COMPANY IS NOT LIABLE FOR THE CONSEQUENCES OF YOU CHOOSING TO SHARE ANY PAYMENT DETAILS ON SOCIAL MEDIA OR WITHIN THE CHIPPER SERVICES, AND YOU AGREE TO HOLD COMPANY HARMLESS AND INDEMNIFY COMPANY FROM ANY LIABILITY arising from the actions or inactions of any external social media network in connection with the permissions you grant to the external social media network. None of Company, any third party (including, without limitation, the Bank or Shift), or the Covered Third Parties, or any of their respective affiliates, vendors, agents or suppliers will be liable for, and you agree not to seek against any of the foregoing, any damages of any kind arising from the use of the services, including, but not limited to, indirect, special, incidental, punitive, exemplary, consequential damages or damages resulting from the use of service, loss of use of the service, lost data, lost profits, or business interruption arising out of or in any way connected with the use of the services, any delays in the services, or the inability to use the services, or any portion thereof, whether based on contract, tort, negligence, strict liability or otherwise, even if all or any of us have been advised of the possibility of such damages and even if any remedy fails of its essential purpose. Company does not have any control over any products or services that are paid for with our services and Company cannot ensure that any party you are dealing with will actually complete the transaction or is authorized to do so. Company will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, credit cards, and check issuances are processed in a timely manner but Company makes no representations or warranties regarding the amount of time needed to complete processing because Company is dependent upon many factors outside of our control, such as delays in the banking system or the U.S. or international mail service.
20. Limitations on Liability
Except as otherwise EXPRESSLY provided in this agreement, and to the extent permissible under applicable law, Company’s cumulative liability to you for any claims or damages arising out of or related to your use of the Chipper Services shall not exceed the greater of the fee you paid to Company for the use of the Chipper Services or $1.00 USD. These limitations on liability apply to: anything related to a service or any application or content made available through any such service; and claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort to the extent permitted by applicable law. These limitations on liability also apply even if: repair, replacement or a refund for the service does not fully compensate you for any losses; or Company, any third party (including, without limitation, the Bank or Shift) or a Covered Third Party knew or should have known about the possibility of the damages. These limitations on liability will apply to the maximum extent permitted by applicable law, even if any remedy fails of its essential purpose. Some states or other jurisdictions do not allow the limitation of liability so the foregoing limitations may not apply to you. You may also have other rights that vary from state to state and jurisdiction to jurisdiction.
21. License Grant
You agree to defend, indemnify and hold harmless Company and its parent, affiliates, officers, directors and employees from any claim or demand (including any damages, losses, expenses and attorneys fees resulting therefrom) made or incurred by any third party due to or arising out of your breach of this Agreement and/or your use of the Chipper Services.
23. Assumption of Rights
If Company makes a payment to you for a claim, reversal or chargeback that you file with us against a recipient of your payment, you agree that Company assumes your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, in Company’s discretion.
24. Release of Company
If you have a dispute with one or more users relating to payment, Company is not responsible for any such dispute and you hereby release Company (and our officers, directors, agents, joint ventures and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes.
25. Modification of Terms
We may amend this Agreement at any time by posting a revised version on our website. The revised version will be effective at the time we post it unless it contains material changes. If we make changes to our Agreements with you that either reduce your rights or increase your responsibilities, we will provide 21 days notice to you before the changes become effective. By using the Chipper Services after a new Agreement has been posted, you agree to the revised Agreement.
In the event of termination of this Agreement or the Chipper Services, the terms in this Agreement that by their nature are continuing shall survive such termination, including but not limited to the disclaimers and limitations of liabilities.
27. Force Majeure
We shall not be liable for any delay or failure in the performance or in delivery or shipment of materials, or for any damages suffered by you by reason of such delay or failures, directly or indirectly caused by or in any manner arising from or connected with acts of God, acts of public enemies, riots, strikes, acts of governmental agencies, labor difficulties, failure of our power, telecommunications or other suppliers, delays in securing or shortages of raw materials, breakdown or destruction of any system or equipment, or any other cause or causes beyond our control, whether or not similar to those enumerated herein.
29. Independent Contractors
Independent Contractors. The parties agree they are independent contractors to each other in performing their respective obligations hereunder. Nothing in this Agreement or in the working relationship being established and developed hereunder shall be deemed or is intended to be deemed, nor shall it cause, the parties to be treated as partners, joint venturers, or otherwise as joint associates for profit.