"Service" or "The Service"
means the bill payment service offered by your financial
institution, through CheckFree Services Corporation, a
subsidiary of Fiserv Solutions, Inc .
"Agreement" means these terms
and conditions of the bill payment service.
"Customer Service" means the
Customer Service department of your financial institution.
Please see the ERRORS AND QUESTIONS section below for Customer
Service contact information.
"Biller" is the person or
entity to which you wish a bill payment to be directed or is
the person or entity from which you receive electronic bills,
as the case may be.
"Payment Instruction" is the
information provided by you to the Service for a bill payment
to be made to the Biller (such as, but not limited to, Biller
name, Biller account number, and Scheduled Payment Date).
"Payment Account" is the
checking account from which bill payments will be debited.
"Billing Account" is the
checking account from which all Service fees will be
automatically debited.
"Business Day" is every Monday
through Friday, excluding Federal Reserve holidays.
"Scheduled Payment Date" is the
day you want your Biller to receive your bill payment and is
also the day your Payment Account will be debited, unless the
Scheduled Payment Date falls on a non-Business Day in which
case it will be considered to be the previous Business Day.
"Due Date" is the date
reflected on your Biller statement for which the payment is
due; it is not the late date or grace period.
"Scheduled Payment" is a
payment that has been scheduled through the Service but has
not begun processing.
PAYMENT SCHEDULING
The earliest possible Scheduled
Payment Date for each Biller (typically four (4) or fewer
Business Days from the current date) will be designated within
the application when you are scheduling the payment.
Therefore, the application will not permit you to select a
Scheduled Payment Date less than the earliest possible
Scheduled Payment Date designated for each Biller. When
scheduling payments you must select a Scheduled Payment Date
that is no later than the actual Due Date reflected on your
Biller statement unless the Due Date falls on a non-Business
Day. If the actual Due Date falls on a non-Business Day, you
must select a Scheduled Payment Date that is at least one (1)
Business Day before the actual Due Date. Scheduled Payment
Dates must be prior to any late date or grace period.
THE SERVICE GUARANTEE
Due to circumstances beyond the
control of the Service, particularly delays in handling and
posting payments by Billers or financial institutions, some
transactions may take longer to be credited to your account.
The Service will bear responsibility for any late payment
related charges up to $50.00 should a payment post after its
Due Date as long as the payment was scheduled in accordance
with the guidelines described under "Payment Scheduling" in
this Agreement.
PAYMENT AUTHORIZATION AND
PAYMENT REMITTANCE
By providing the Service with
names and account information of Billers to whom you wish to
direct payments, you authorize the Service to follow the
Payment Instructions that it receives through the payment
system. In order to process payments more efficiently and
effectively, the Service may edit or alter payment data or
data formats in accordance with Biller directives.
When the Service receives a
Payment Instruction, you authorize the Service to debit your
Payment Account and remit funds on your behalf so that the
funds arrive as close as reasonably possible to the Scheduled
Payment Date designated by you. You also authorize the Service
to credit your Payment Account for payments returned to the
Service by the United States Postal Service or Biller, or
payments remitted to you on behalf of another authorized user
of the Service.
The Service will use its best
efforts to make all your payments properly. However, the
Service shall incur no liability and any Service Guarantee
shall be void if the Service is unable to complete any
payments initiated by you because of the existence of any one
or more of the following circumstances:
If, through no fault of the
Service, your Payment Account does not contain sufficient
funds to complete the transaction or the transaction would
exceed the credit limit of your overdraft account;
The payment processing center
is not working properly and you know or have been advised by
the Service about the malfunction before you execute the
transaction;
You have not provided the
Service with the correct Payment Account information, or the
correct name, address, phone number, or account information
for the Biller; and/or,
Circumstances beyond control
of the Service (such as, but not limited to, fire, flood, or
interference from an outside force) prevent the proper
execution of the transaction and the Service has taken
reasonable precautions to avoid those circumstances.
Provided none of the foregoing
exceptions are applicable, if the Service causes an incorrect
amount of funds to be removed from your Payment Account or
causes funds from your Payment Account to be directed to a
Biller which does not comply with your Payment Instructions,
the Service shall be responsible for returning the improperly
transferred funds to your Payment Account, and for directing
to the proper Biller any previously misdirected transactions,
and, if applicable, for any late payment related charges.
PAYMENT METHODS
The Service reserves the right
to select the method in which to remit funds on your behalf to
your Biller. These payment methods may include, but may not be
limited to, an electronic payment, an electronic to check
payment, or a laser draft payment. (funds remitted to the
Biller are deducted from your Payment Account when the laser
draft is presented to your financial institution for payment).
PAYMENT CANCELLATION REQUESTS
You may cancel or edit any
Scheduled Payment (including recurring payments) by following
the directions within the application. There is no charge for
canceling or editing a Scheduled Payment. Once the Service has
begun processing a payment it cannot be cancelled or edited,
therefore a stop payment request must be submitted.
STOP PAYMENT REQUESTS
The Service's ability to
process a stop payment request will depend on the payment
method and whether or not a check has cleared. The Service may
also not have a reasonable opportunity to act on any stop
payment request after a payment has been processed. If you
desire to stop any payment that has already been processed,
you must contact Customer Service. Although the Service will
make every effort to accommodate your request, the Service
will have no liability for failing to do so. The Service may
also require you to present your request in writing within
fourteen (14) days. The charge for each stop payment request
will be the current charge for such service as set out in the
applicable fee schedule.
PROHIBITED PAYMENTS
Payments to Billers outside of
the United States or its territories are prohibited through
the Service.
EXCEPTION PAYMENTS
Tax payments and court ordered
payments may be scheduled through the Service, however such
payments are discouraged and must be scheduled at your own
risk. In no event shall the Service be liable for any claims
or damages resulting from your scheduling of these types of
payments. The Service Guarantee as it applies to any late
payment related charges is void when these types of payments
are scheduled and/or processed by the Service. The Service has
no obligation to research or resolve any claim resulting from
an exception payment. All research and resolution for any
misapplied, mis-posted or misdirected payments will be the
sole responsibility of you and not of the Service.
BILL DELIVERY AND PRESENTMENT
This feature is for the
presentment of electronic bills only and it is your sole
responsibility to contact your Billers directly if you do not
receive your statements. In addition, if you elect to activate
one of the Service's electronic bill options, you also agree
to the following:
Information provided to the
Biller - The Service is unable to update or change your
personal information such as, but not limited to, name,
address, phone numbers and e-mail addresses, with the
electronic Biller. Any changes will need to be made by
contacting the Biller directly. Additionally it is your
responsibility to maintain all usernames and passwords for all
electronic Biller sites. You also agree not to use someone
else's information to gain unauthorized access to another
person's bill. The Service may, at the request of the Biller,
provide to the Biller your e-mail address, service address, or
other data specifically requested by the Biller at the time of
activating the electronic bill for that Biller, for purposes
of the Biller informing you about Service and/or bill
information.
Activation - Upon activation of
the electronic bill feature the Service may notify the Biller
of your request to receive electronic billing information. The
presentment of your first electronic bill may vary from Biller
to Biller and may take up to sixty (60) days, depending on the
billing cycle of each Biller. Additionally, the ability to
receive a paper copy of your statement(s) is at the sole
discretion of the Biller. While your electronic bill feature
is being activated it is your responsibility to keep your
accounts current. Each electronic Biller reserves the right to
accept or deny your request to receive electronic bills.
Authorization to obtain bill
data - Your activation of the electronic bill feature for a
Biller shall be deemed by us to be your authorization for us
to obtain bill data from the Biller on your behalf. For some
Billers, you will be asked to provide us with your user name
and password for that Biller. By providing us with such
information, you authorize us to use the information to obtain
your bill data.
Notification - The Service will
use its best efforts to present all of your electronic bills
promptly. In addition to notification within the Service, the
Service may send an e-mail notification to the e-mail address
listed for your account. It is your sole responsibility to
ensure that this information is accurate. In the event you do
not receive notification, it is your responsibility to
periodically logon to the Service and check on the delivery of
new electronic bills. The time for notification may vary from
Biller to Biller. You are responsible for ensuring timely
payment of all bills.
Cancellation of electronic bill
notification - The electronic Biller reserves the right to
cancel the presentment of electronic bills at any time. You
may cancel electronic bill presentment at any time. The
timeframe for cancellation of your electronic bill presentment
may vary from Biller to Biller. It may take up to sixty (60)
days, depending on the billing cycle of each Biller. The
Service will notify your electronic Biller(s) as to the change
in status of your account and it is your sole responsibility
to make arrangements for an alternative form of bill delivery.
The Service will not be responsible for presenting any
electronic bills that are already in process at the time of
cancellation.
Non-Delivery of electronic
bill(s) - You agree to hold the Service harmless should the
Biller fail to deliver your statement(s). You are responsible
for ensuring timely payment of all bills. Copies of previously
delivered bills must be requested from the Biller directly.
Accuracy and dispute of
electronic bill - The Service is not responsible for the
accuracy of your electronic bill(s). The Service is only
responsible for presenting the information we receive from the
Biller. Any discrepancies or disputes regarding the accuracy
of your electronic bill summary or detail must be addressed
with the Biller directly.
This Agreement does not alter
your liability or obligations that currently exist between you
and your Billers.
EXCLUSIONS OF WARRANTIES
THE SERVICE AND RELATED
DOCUMENTATION ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY
KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED
TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR
A PARTICULAR PURPOSE.
PASSWORD AND SECURITY
You agree not to give or make
available your password or other means to access your account
to any unauthorized individuals. You are responsible for all
payments you authorize using the Service. If you permit other
persons to use the Service or your password or other means to
access your account, you are responsible for any transactions
they authorize. If you believe that your password or other
means to access your account has been lost or stolen or that
someone may attempt to use the Service without your consent or
has transferred money without your permission, you must notify
the Service at once by calling 855-234-1241 during Customer
Service hours.
YOUR LIABILITY FOR
UNAUTHORIZED TRANSFERS
Tell the Service AT ONCE if you
believe your password or other means to access your account
has been lost or stolen. Telephoning is the best way of
keeping your possible losses down. You could lose all the
money in your account (plus your maximum overdraft line of
credit). If you tell us within two (2) Business Days after you
discover your password or other means to access your account
has been lost or stolen, your liability is no more than $50.00
should someone access your account without your permission. If
you do not tell us within two (2) Business Days after you
learn of such loss or theft, and we can prove that we could
have prevented the unauthorized use of your password or other
means to access your account if you had told us, you could be
liable for as much as $500.00. If your monthly financial
institution statement contains transfers that you did not
authorize, you must tell us at once. If you do not tell us
within sixty (60) days after the statement was sent to you,
you may lose any amount transferred without your authorization
after the sixty (60) days if we can prove that we could have
stopped someone from taking the money had you told us in time.
If a good reason (such as a long trip or a hospital stay)
prevented you from telling us, we may extend the period.
ERRORS AND QUESTIONS
In case of errors or questions
about your transactions, you should as soon as possible notify
us via phone.
If you think your statement is
incorrect or you need more information about a Service
transaction listed on the statement, we must hear from you no
later than sixty (60) days after the FIRST statement was sent
to you on which the problem or error appears. You must:
Tell us your name and Service
account number;
Describe the error or the
transaction in question, and explain as clearly as possible
why you believe it is an error or why you need more
information; and,
Tell us the dollar amount of
the suspected error.
If you tell us verbally, we may
require that you send your complaint in writing within ten
(10) Business Days after your verbal notification. We will
tell you the results of our investigation within ten (10)
Business Days after we hear from you, and will correct any
error promptly. However, if we require more time to confirm
the nature of your complaint or question, we reserve the right
to take up to forty-five (45) days to complete our
investigation. If we decide to do this, we will provisionally
credit your Payment Account within ten (10) Business Days for
the amount you think is in error. If we ask you to submit your
complaint or question in writing and we do not receive it
within ten (10) Business Days, we may not provisionally credit
your Payment Account. If it is determined there was no error
we will mail you a written explanation within three (3)
Business Days after completion of our investigation. You may
ask for copies of documents used in our investigation. The
Service may revoke any provisional credit provided to you if
we find an error did not occur.
DISCLOSURE OF ACCOUNT
INFORMATION TO THIRD PARTIES
It is our general policy to
treat your account information as confidential. However, we
will disclose information to third parties about your account
or the transactions you make ONLY in the following situations:
Where it is necessary for
completing transactions;
Where it is necessary for
activating additional services;
In order to verify the
existence and condition of your account to a third party,
such as a credit bureau or Biller;
To a consumer reporting
agency for research purposes only;
In order to comply with a
governmental agency or court orders; or,
If you give us your written
permission.
SERVICE
FEES AND ADDITIONAL CHARGES
A $4.95 Online Bill Payment
Billing Fee will be charged to your primary account as listed
in the Bill Pay service for any period of inactivity greater
than 30 days as measured from the 15th of any given month to
the 14th of the subsequent month. A fee of $14.95 will
be charged to your account if you choose to make an
expedited/next day payment. Popmoney “Person-to-Person”
payments are not applicable as Bill Pay activity and are
subject to a fee of $0.50 for a standard transaction or $3.00
for an expedited/overnight transaction.
There may be a charge for additional transactions and other
optional services. You agree to pay such charges and authorize
the Service to deduct the calculated amount from your
designated Billing Account for these amounts and any
additional charges that may be incurred by you. Any financial
fees associated with your standard deposit accounts will
continue to apply. You are responsible for any and all
telephone access fees and/or Internet service fees that may be
assessed by your telephone and/or Internet service provider.
FAILED OR RETURNED
TRANSACTIONS
In using the Service, you are
requesting the Service to make payments for you from your
Payment Account. If we are unable to complete the transaction
for any reason associated with your Payment Account (for
example, there are insufficient funds in your Payment Account
to cover the transaction), the transaction will not be
completed. In some instances, you will receive a return notice
from the Service. In such case, you agree that:
You will reimburse the
Service immediately upon demand the transaction amount that
has been returned to the Service;
For any amount not reimbursed
to the Service within fifteen (15) days of the initial
notification, a late charge equal to 1.5% monthly interest
or the legal maximum, whichever rate is lower, for any
unpaid amounts may be imposed;
You will reimburse the
Service for any fees imposed by your financial institution
as a result of the return;
You will reimburse the
Service for any fees it incurs in attempting to collect the
amount of the return from you; and,
The Service is authorized to
report the facts concerning the return to any credit
reporting agency.
ALTERATIONS AND AMENDMENTS
This Agreement, applicable fees
and service charges may be altered or amended by the Service
from time to time. In such event, the Service shall provide
notice to you. Any use of the Service after the Service
provides you a notice of change will constitute your agreement
to such change(s). Further, the Service may, from time to
time, revise or update the applications, services, and/or
related material, which may render all such prior versions
obsolete. Consequently, the Service reserves the right to
terminate this Agreement as to all such prior versions of the
applications, services, and/or related material and limit
access to only the Service's more recent revisions and
updates. In addition, as part of the Service, you agree to
receive all legally required notifications via electronic
means.
ADDRESS OR BANKING CHANGES
It is your sole responsibility
to ensure that the contact information in your user profile is
current and accurate. This includes, but is not limited to,
name, address, phone numbers and email addresses. Changes can
be made by contacting Customer Service. Any changes in your
Payment Account should also be made in accordance with the
procedures outlined within the application's Help files. All
changes made are effective immediately for scheduled and
future payments paid from the updated Payment Account
information. The Service is not responsible for any payment
processing errors or fees incurred if you do not provide
accurate Payment Account or contact information.
SERVICE TERMINATION,
CANCELLATION, OR SUSPENSION
In the event you wish to cancel
the Service, please contact us via phone or by U.S.
mail.
Any payment(s) the Service has
already processed before the requested cancellation date will
be completed by the Service. All Scheduled Payments including
recurring payments will not be processed once the Service is
cancelled. The Service may terminate or suspend Service to you
at any time. Neither termination nor suspension shall affect
your liability or obligations under this Agreement.
BILLER LIMITATION
The Service reserves the right
to refuse to pay any Biller to whom you may direct a payment.
The Service will notify you promptly if it decides to refuse
to pay a Biller designated by you. This notification is not
required if you attempt to make a prohibited payment or an
exception payment under this Agreement.
RETURNED PAYMENTS
In using the Service, you
understand that Billers and/or the United States Postal
Service may return payments to the Service for various reasons
such as, but not limited to, Biller's forwarding address
expired; Biller account number is not valid; Biller is unable
to locate account; or Biller account is paid in full. The
Service will use its best efforts to research and correct the
returned payment and return it to your Biller, or void the
payment and credit your Payment Account. You may receive
notification from the Service.
INFORMATION AUTHORIZATION
Your enrollment in the Service
may not be fulfilled if the Service cannot verify your
identity or other necessary information. In order to verify
ownership of the Payment Account(s) and/or Billing Account,
the Service may issue offsetting debits and credits to the
Payment Account(s) and/or Billing Account, and require
confirmation of such from you. Through your enrollment in the
Service, you agree that the Service reserves the right to
request a review of your credit rating at its own expense
through an authorized bureau. In addition, you agree that the
Service reserves the right to obtain financial information
regarding your account from a Biller or your financial
institution (for example, to resolve payment posting problems
or for verification).
DISPUTES
In the event of a dispute
regarding the Service, you and the Service agree to resolve
the dispute by looking to this Agreement. You agree that this
Agreement is the complete and exclusive statement of the
agreement between you and the Service which supersedes any
proposal or prior agreement, oral or written, and any other
communications between you and the Service relating to the
subject matter of this Agreement. If there is a conflict
between what an employee of the Service or Customer Service
Department says and the terms of this Agreement, the terms of
this Agreement will prevail.
ASSIGNMENT
You may not assign this
Agreement to any other party. The Service may assign this
Agreement to any future, directly or indirectly, affiliated
company. The Service may also assign or delegate certain of
its rights and responsibilities under this Agreement to
independent contractors or other third parties.
NO WAIVER
The Service shall not be deemed
to have waived any of its rights or remedies hereunder unless
such waiver is in writing and signed by the Service. No delay
or omission on the part of the Service in exercising any
rights or remedies shall operate as a waiver of such rights or
remedies or any other rights or remedies. A waiver on any one
occasion shall not be construed as a bar or waiver of any
rights or remedies on future occasions.
CAPTIONS
The captions of sections hereof
are for convenience only and shall not control or affect the
meaning or construction of any of the provisions of this
Agreement.
GOVERNING LAW
This Agreement shall be
governed by and construed in accordance with the laws of the
State of Georgia, without regard to its conflicts of laws
provisions. To the extent that the terms of this Agreement
conflict with applicable state or federal law, such state or
federal law shall replace such conflicting terms only to the
extent required by law. Unless expressly stated otherwise, all
other terms of this Agreement shall remain in full force and
effect.
LIMITATION ON LIABLITY
THE FOREGOING SHALL CONSTITUTE
THE SERVICE'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY. IN
NO EVENT SHALL THE SERVICE BE LIABLE FOR ANY DIRECT, INDIRECT,
SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES,
INCLUDING LOST PROFITS (EVEN IF ADVISED OF THE POSSIBILITY
THEREOF) ARISING IN ANY WAY OUT OF THE INSTALLATION, USE, OR
MAINTENANCE OF THE EQUIPMENT, SOFTWARE, AND/OR THE SERVICE.
TERMS OF USE (for ZashPaySM
Personal Payments Service)
Last updated May 6, 2010.
Introduction. This Terms of Use document
(hereinafter "Agreement") is a contract between your
financial institution (hereinafter "we" or "us") in
connection with the ZashPaySM Personal Payments Service (the
"Service") offered through our online banking site (the
"Site"). This Agreement applies to your use of the Service
and the portion of the Site through which the Service is
offered.
Definitions.
"Affiliates" means
companies related by common ownership or control.
"Business Day" is every
Monday through Friday, excluding Federal Reserve holidays
or other days that banks are legally closed
"Payment Instruction" is
the information provided by the Sender to the ZashPay
Service for a payment to be made (such as, but not limited
to, name, telephone number, and email address).
"Receiver" is a person or
entity that is sent a payment through the Service.
"Sender" is a person or
entity that sends a payment through the Service.
"Service" means the
ZashPay.com personal payments service.
"Service Provider" means
companies that we have engaged to render some or all of
the Service to you on our behalf.
"Site" means the online
banking website through which the Service is offered.
"Transaction Account" is
the transaction account (checking, money market or other
direct deposit account) from which your payments as a
Sender will be debited, your ZashPay Service fees will be
automatically debited, or to which payments and credits to
you will be credited.
Service Providers. We are offering you the
Service through one or more "Service Providers" that we have
engaged to render some or all of the Service to you on our
behalf. You agree that we have the right under this
Agreement to delegate to Service Providers all of the rights
and performance obligations that we have under this
Agreement, and that the Service Providers will be third
party beneficiaries of this Agreement and will be entitled
to all the rights and protections that this Agreement
provides to us. "Service Provider" and certain other terms
are defined in a "Definitions" section at the bottom of this
Agreement.
Amendments. We may amend this Agreement
and any applicable fees and charges for the Service at any
time by posting a revised version on the Site. The revised
version will be effective at the time it is posted unless a
delayed effective date is expressly stated in the revision.
Any use of the Service after a notice of change will
constitute your agreement to such changes. Further, we may,
from time to time, revise or update the Service and/or
related applications or material, which may render all such
prior versions obsolete. Consequently, we reserve the right
to terminate this Agreement as to all such prior versions of
the Service, and/or related applications and material and
limit access to only the Service's more recent revisions and
updates.
Our Relationship With You. We are an independent
contractor for all purposes, except that we act as your
agent with respect to the custody of your funds for the
Service. We do not have control of, or liability for, any
products or services that are paid for with our Service. We
also do not guarantee the identity of any user of the
Service (including but not limited to Receivers to whom you
send payments).
Assignment. You may not transfer or
assign any rights or obligations you have under this
Agreement without our prior written consent, which we may
withhold in our sole discretion. We reserve the right to
transfer or assign this Agreement or any right or obligation
under this Agreement at any time to any party. We may also
assign or delegate certain of our rights and
responsibilities under this Agreement to independent
contractors or other third parties.
Notices to Us Regarding the
Service. Except as otherwise
stated below, notice to us concerning the Site or the
Service must be sent by U.S. mail.
Notices to You. You agree that we may provide notice
to you by posting it on the Site, sending you an in-product
message within the Service, emailing it to an email address
that you have provided us, mailing it to any postal address
that you have provided us, or by sending it as a
text messages to any cellphone number that you have provided
us, including but not limited to the cellphone number that
you have listed in your Service Setup. For example, users of
the Service may receive certain notices (such as notices of
payment, alerts for validation and receipt of transfers) as
text messages on their cellphones. All notices by any of
these methods shall be deemed received by you no later than
twenty-four (24) hours after they are sent or posted, except
for notice by postal mail, which shall be deemed received by
you no later than three (3) business days after it is
mailed. You may request a paper copy of any legally required
disclosures and you may terminate your consent to receive
required disclosures through electronic communications by
contacting us as described in section 6 above. We reserve
the right to charge you a reasonable fee not to exceed
twenty (20) dollars to respond to each such request. We
reserve the right to close your account if you withdraw your
consent to receive electronic communications.
Calls to You. By providing us with a
telephone number (including a wireless/cellular telephone),
you consent to receiving autodialed and prerecorded message
calls from us at that number for non-marketing purposes.
Receipts and Transaction
History. You may view at least
six months of your transaction history by logging into your
account and looking at your account transaction history. You
agree to review your transactions by this method instead of
receiving receipts or periodic statements by mail.
Your Privacy. Protecting your privacy is
very important to us. Please review our Privacy Policy in
order to better understand our commitment to maintaining
your privacy, as well as our use and disclosure of your
information.
Privacy of Others. If you receive information
about another person through the Service, you agree to keep
the information confidential and only use it in connection
with the Service.
Eligibility. The Service is offered only
to individual residents of the United States who can form
legally binding contracts under applicable law. Without
limiting the foregoing, the Service is not offered to
minors. By using the Service, you represent that you meet
these requirements and that you agree to be bound by this
Agreement.
Prohibited Payments. The following types of
payments are prohibited through the Service, and we have the
right but not the obligation to monitor for, block and/or
reverse such payments:
Payments to or from persons
or entities located outside of the United States and its
territories; and
Payments that violate any
law, statute, ordinance or regulation; and
Payments that violate the
Acceptable Use terms in section 14 below; and
Payments related to: (1)
tobacco products, (2) prescription drugs and devices; (3)
narcotics, steroids, controlled substances or other
products that present a risk to consumer safety; (4) drug
paraphernalia; (5) ammunition, firearms, or firearm parts
or related accessories; (6) weapons or knives regulated
under applicable law; (7) goods or services that
encourage, promote, facilitate or instruct others to
engage in illegal activity; (8) goods or services that are
sexually oriented; (9) goods or services that promote
hate, violence, racial intolerance, or the financial
exploitation of a crime; (10) goods or services that
defame, abuse, harass or threaten others; (11) goods or
services that include any language or images that are
bigoted, hateful, racially offensive, vulgar, obscene,
indecent or discourteous; (12) goods or services that
advertise or sell to, or solicit others; (13) goods or
services that use the Site for commercial purposes of any
kind other than to facilitate a transaction on the ZashPay
Service; (14) goods or services that infringe or violate
any copyright, trademark, right of publicity or privacy or
any other proprietary right under the laws of any
jurisdiction; and
Payments related to
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; and
Payments relating to
transactions that (1) support pyramid or ponzi schemes,
matrix programs, other "get rich quick" schemes or
multi-level marketing programs, (2) are associated with
purchases of real property, annuities or lottery
contracts, lay-away systems, off-shore banking or
transactions to finance or refinance debts funded by a
credit card, (3) are for the sale of teems before the
seller has control or possession of the item, (4) are by
payment processors to collect payments on behalf of
merchants, (5) constitute money-laundering or terrorist
financing; (6) are associated with the following "money
service business" activities: the sale of traveler's
checks or money orders, currency dealers or exchanges or
check cashing, or stored value, or (7) provide credit
repair or debt settlement services; and
involve airlines and
scheduled or non-scheduled charters/jets/air taxi
operators; collecting donations as a charity or non-profit
organization; dealing in jewels, precious metals and
stones; acting as a money transmitter or selling stored
value cards; selling stocks, bonds, securities, options,
futures (forex) or an investment interest in any entity or
property; or providing escrow services; offering online
dating services; providing file sharing services or access
to newsgroups; or selling alcoholic beverages; and
Tax payments and court
ordered payments.
In no event shall we or our
Service Providers be liable for any claims or damages
resulting from your scheduling of prohibited payments. We have
no obligation to research or resolve any claim resulting from
a prohibited payment. All research and resolution for any
misapplied, mis-posted or misdirected prohibited payments will
be the sole responsibility of the Sender and not ours. We
encourage you to provide notice to us by the methods described
in section 6 above of any violations of this section or the
Terms of Use generally.
Acceptable Use. You agree that you are
independently responsible for complying with all applicable
laws in all of your activities related to your use of the
Service, regardless of the purpose of the use, and for all
communications you send through the Service. We and our
service providers have the right but not the obligation to
monitor and remove communications content that we find in
our sole discretion to be objectionable in any way. In
addition, you are prohibited from using the Service for
communications or activities that: (a) violate any law,
statute, ordinance or regulation; (b) promote hate,
violence, racial intolerance, or the financial exploitation
of a crime; (c) defame, abuse, harass or threaten others;
(d) include any language or images that are bigoted,
hateful, racially offensive, vulgar, obscene, indecent or
discourteous; (e) infringe or violate any copyright,
trademark, right of publicity or privacy or any other
proprietary right under the laws of any jurisdiction; (f)
impose an unreasonable or disproportionately large load on
our infrastructure; (g) 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;
(h) constitute use of any robot, spider, other automatic
device, or manual process to monitor or copy the Service or
the portion of the Site through which the Service is offered
without our prior written permission; (i) constitute use of
any device, software or routine to bypass technology
protecting the Site or Service, or interfere or attempt to
interfere, with the Site or the Service; or (j) may cause us
or our Service Providers to lose any of the services from
our internet service providers, payment processors, or other
vendors. We encourage you to provide notice to us by the
methods described in section 6 above of any violations of
this section or the Terms of Use generally.
Payment Authorization and
Payment Remittance.
By providing us with names
and/or telephone numbers and/or email addresses of
Receivers to whom you wish to direct payments, you
authorize us to follow the Payment Instructions that we
receive through the Service.
When we receive a Payment
Instruction from you, you authorize us to debit your
sending Transaction Account and remit funds on your
behalf. You also authorize us to credit your receiving
Transaction Account for payments returned to us from
Receivers to whom you sent payment(s).
Receivers of payments who
are not already registered for the Service will be invited
to register. Once registered, you as a Receiver authorize
us to credit your Transaction Account for payments
remitted to you on behalf of a Sender without further
approval from you. You agree that we will not be liable in
any way for any payments that you may receive, regardless
of whether you authorized the Sender to send them to you.
If you do not register, then funds will not be transferred
to you from the Sender's Transaction Account, and the
payment transaction will be cancelled.
We will use reasonable
efforts to make all your payments properly. However, we
shall incur no liability if we are unable to complete any
payments initiated by you because of the existence of any
one or more of the following circumstances:
If, through no fault of
ours, the Transaction Account does not contain
sufficient funds to complete the transaction or the
transaction would exceed the credit limit of your
overdraft account;
The Service is not
working properly and you know or have been advised by us
about the malfunction before you execute the
transaction;
The payment is refused as
described in section 17 below;
You as a Sender have not
provided us with the correct information, including but
not limited to the correct Transaction Account
information, or the correct name and address or phone
number of the Receiver to whom you are sending a
payment; and/or,
Circumstances beyond our
control (such as, but not limited to, fire, flood,
network or system down time, issues with the financial
institution, or interference from an outside force)
prevent the proper execution of the transaction and we
have taken reasonable precautions to avoid those
circumstances.
It is the responsibility of
the Sender and the Receiver to ensure the accuracy of any
information that they enter into the Service (including
but not limited to the name, telephone number and/or email
address that the Sender enters for the Receiver to whom
you are sending the payment), and for informing us as soon
as possible if they become aware that this information is
inaccurate. Neither the Sender nor Receiver may use a P.O.
Box as a postal address. We will make a reasonable effort
to stop or recover a payment made to the wrong person or
entity once informed, but we do not guarantee such
recovery and will bear no responsibility or liability for
damages resulting from incorrect information entered by
the Sender or Receiver.
Payment Methods and
Amounts. We may, at our sole
discretion, impose limits on the amount of money you can
send or receive through our Service. We also reserve the
right to select the method in which to remit funds on your
behalf, and the method to return funds to you in the event
that your Transaction Account is closed or otherwise
unavailable to us. These payment methods may include, but
may not be limited to, an electronic payment or an
electronic to check payment.
Payment Cancellation
Requests and Refused Payments. Sender may cancel a payment
at any time until it begins processing (as shown in the
application). Payments not claimed will be automatically
cancelled twelve (12) days after the payment is generated.
When a Sender sends money, the Receiver is not required to
accept it. You agree that you as a Sender will not hold us
liable for any damages resulting from a Receiver's decision
to accept or not to accept a payment made through the
Service. We will, to the extent permitted by law, make
reasonable attempts to return any unclaimed, refused,
refunded, prohibited, or denied payment to your Transaction
Account. If this is unsuccessful (for example, the
Transaction Account has been closed) we will make reasonable
attempts to mail you a paper check. If after sixty (60) days
that check has not been cashed, we will stop payment on it
and transfer funds to an "unclaimed funds" account, and will
subsequently handle the unclaimed funds as required or
otherwise permitted by applicable law.
Stop Payment Requests. Our ability to process a
stop payment request will depend on the payment method and
whether or not a check has cleared. Payments made
electronically may not be stopped once they begin
processing. We may also not have a reasonable opportunity to
act on any stop payment request after a payment has been
processed. If you as a Sender desire to stop any payment
that has already been processed, you must contact customer
care for the Service. Although we will make a reasonable
effort to accommodate your request, we will have no
liability for failing to do so. We may also require you to
present your request in writing within fourteen (14) days.
The charge for each stop payment request will be the current
charge for such service as set out in the applicable fee
schedule.
Your Liability For
Unauthorized Transfers. Tell us AT ONCE if you
believe your password or other means to access your account
has been lost or stolen. Telephoning is the best way of
keeping your possible losses down. You could lose all the
money in your account (plus your maximum overdraft line of
credit). If you tell us within two (2) Business Days after
you discover your password or other means to access your
account has been lost or stolen, your liability is no more
than $50.00 should someone access your account without your
permission. If you do not tell us within two (2) Business
Days after you learn of such loss or theft, and we can prove
that we could have prevented the unauthorized use of your
password or other means to access your account if you had
told us, you could be liable for as much as $500.00. If your
monthly financial institution statement contains transfers
that you did not authorize, you must tell us at once. If you
do not tell us within sixty (60) days after the statement
was sent to you, you may lose any amount transferred without
your authorization after the sixty (60) days if we can prove
that we could have stopped someone from taking the money had
you told us in time. If a good reason (such as a long trip
or a hospital stay) prevented you from telling us, we may in
our sole discretion extend the period.
Mobile Phone Users. Your phone service provider
is not the provider of the Service. Users of the Service may
receive SMS (short message service) messages relating to
their payment such as invitations to register and other
notices that they may request. In an invitation to register
via SMS text message, we will send you a verification code
which you will need to enter to direct your payment to your
designated bank account. You will receive SMS messages
related to your transactions from time to time. Data and
messaging charges from your telecommunications provider may
apply, and you are responsible for any such charges. In the
event your enrolled mobile or cellular device is lost or
stolen, you agree to update your enrollment information and
make the appropriate changes to disable the use of such
devices. You understand that there are risks associated with
using a mobile device, and that in the event of theft or
loss, your confidential information could be compromised. If
you have questions about mobile service, you may send a text
message with the word "HELP" to this number: 699274. To stop
receiving text messages on your mobile phone, text "STOP" to
this number: 699274 .
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.
We are not responsible for determining whether taxes apply
to your transaction, or for collecting, reporting or
remitting any taxes arising from any transaction.
Service Fees and Additional
Charges. Applicable fees will be
disclosed in the user interface for the Service. Any
applicable fees will be charged regardless of whether the
Service was used, except for fees that are specifically
use-based. There may be a charge for additional transactions
and other optional services. You agree to pay such charges
and authorize us to deduct the calculated amount from your
designated Transaction Account for these amounts and any
additional charges that may be incurred by you. Any
financial fees associated with your standard deposit
accounts will continue to apply. You are responsible for any
and all telephone access fees and/or Internet service fees
that may be assessed by your telephone and/or Internet
service provider.
Failed Or Returned
Transactions. In using the Service, you
are requesting us to make payments for you from your
Transaction Account. If we are unable to complete the
transaction for any reason associated with your Transaction
Account (for example, there are insufficient funds in your
Transaction Account to cover the transaction), the
transaction may not be completed. In some instances, you
will receive a return notice from us. In each such case, you
agree that:
You will reimburse us
immediately upon demand the transaction amount that has
been returned to us;
For any amount not
reimbursed to us within fifteen (15) days of the initial
notification, a late charge equal to one and a half
percent (1.5%) monthly interest or the legal maximum,
whichever rate is lower, for any unpaid amounts may be
imposed;
You will be assessed a
fifteen dollar ($15.00) fee by our Service Provider and by
us if the transaction is returned because you have
insufficient funds in your Transaction Account to cover
the requested payment. You hereby authorize us to deduct
these amounts from your designated Transaction Account by
ACH debit;
You will reimburse us for
any fees or costs we incur in attempting to collect the
amount of the return from you; and,
We are authorized to report
the facts concerning the return to any credit reporting
agency.
Address or Banking Changes. It is your sole
responsibility and you agree to ensure that the contact
information in your user profile is current and accurate.
This includes, but is not limited to, name, address, phone
numbers and email addresses. Changes can be made either
within the application or by contacting customer care for
the Service. Any changes in your Transaction Account should
also be made in accordance with the procedures outlined
within the application's Help files. All changes made are
effective immediately. We are not responsible for any
payment processing errors or fees incurred if you do not
provide accurate Transaction Account or contact information.
Refused Payments. We reserve the right to
refuse to pay any Receiver. We will notify the Sender
promptly if it decides to refuse to pay a Receiver
designated by the Sender. This notification is not required
if you attempt to make a prohibited payment under this
Agreement.
Returned Payments. In using the Service, you
understand that Receivers and/or the United States Postal
Service may return payments to us for various reasons such
as, but not limited to, forwarding address expired; account
number is not valid. We will use reasonable efforts to
research and correct the returned payment and return it to
the Receiver to whom you intended to make a payment, or void
the payment and credit your Transaction Account. You may
receive notification from us.
Information Authorization. Your enrollment in the
Service may not be fulfilled if we cannot verify your
identity or other necessary information. Through your
enrollment in the Service as a Sender, you agree that we
reserve the right to request a review of your credit rating
at our own expense through an authorized bureau. In
addition, you agree that we reserve the right to obtain
financial information regarding your account from a Receiver
to whom you sent a payment.
Service Termination,
Cancellation, or Suspension. In the event you wish to
cancel the Service, you may telephone us during customer
care hours; and/or write us.Any payment(s) we have already
processed before the requested cancellation date will be
completed by us. We may terminate or suspend your use of the
Service at any time. Neither termination nor suspension
shall affect your liability or obligations under this
Agreement.
Errors, Questions, and
Complaints.
In case of errors or
questions about your transactions, you should as soon as
possible telephone us during customer care hours; Monday
through Friday from 8am to 5pm; and/or write to us via
U.S. mail. .
If you think your
transaction history is incorrect or you need more
information about a Service transaction listed in the
transaction history, we must hear from you no later than
sixty (60) days after the transaction in which the problem
or error appears is first posted in the transaction
history. You must:
Tell us your name;
Describe the error or the
transaction in question, and explain as clearly as
possible why you believe it is an error or why you need
more information; and,
Tell us the dollar amount
of the suspected error.
If you tell us verbally, we
may require that you send your complaint in writing within
ten (10) Business Days after your verbal notification. We
will tell you the results of our investigation within ten
(10) Business Days after we hear from you, and will
correct any error promptly. However, if we require more
time to confirm the nature of your complaint or question,
we reserve the right to take up to forty-five (45) days to
complete our investigation. If we decide to do this, we
will provisionally credit your Transaction Account within
ten (10) Business Days for the amount you think is in
error. If we ask you to submit your complaint or question
in writing and we do not receive it within ten (10)
Business Days, we may not provisionally credit your
Transaction Account. If it is determined there was no
error we will mail you a written explanation within three
(3) Business Days after completion of our investigation.
You may ask for copies of documents used in our
investigation. We may revoke any provisional credit
provided to you if we find an error did not occur.
Intellectual Property. "ZashPay" is a trademark of
Fiserv, Inc. All other marks and logos related to the
Service, are either trademarks or registered trademarks of
us or our licensors. In addition, all page headers, custom
graphics, button icons, and scripts are our service marks,
trademarks, and/or trade dress or those of our licensors.
You may not copy, imitate, or use any of the above without
our prior written consent, which we may withhold in our sole
discretion, and you may not use them in a manner that is
disparaging to us or the Service or display them in any
manner that implies our sponsorship or endorsement. All
right, title and interest in and to the Service, the portion
of the Site through which the Service is offered, the
technology related to the Site and Service, and any and all
technology and any content created or derived from any of
the foregoing, is our exclusive property or that of our
licensors. Moreover, any suggestions, ideas, notes,
drawings, concepts, or other information you may send to us
through or regarding the Site or Service shall be considered
an uncompensated contribution of intellectual property to
us, shall also be deemed our exclusive intellectual
property, and shall not be subject to any obligation of
confidentiality on our part. By submitting any such
materials to us, you automatically grant (or warrant that
the owner of such materials has expressly granted) to us a
perpetual, royalty-free, irrevocable, non-exclusive right
and license to use, reproduce, modify, adapt, publish,
translate, publicly perform and display, create derivative
works from and distribute such materials or incorporate such
materials into any form, medium, or technology now known or
later developed, and you warrant that all so-called "moral
rights" in those materials have been waived, and you warrant
that you have the right to make these warranties and
transfers of rights.
Links and Frames. Links to other sites may be
provided on the portion of the Site through which the
Service is offered for your convenience. By providing these
links, we are not endorsing, sponsoring or recommending such
sites or the materials disseminated by or services provided
by them, and are not responsible for the materials, services
or other situations at or related to or from any other site,
and make no representations concerning the content of sites
listed in any of the Service web pages. Consequently, we
cannot be held responsible for the accuracy, relevancy,
copyright compliance, legality or decency of material
contained in sites listed in any search results or otherwise
linked to the Site. For example, if you "click" on a banner
advertisement or a search result, your "click" may take you
off the Site. This may include links from advertisers,
sponsors, and content partners that may use our logo(s) as
part of a co-branding agreement. These other sites may send
their own cookies to users, collect data, solicit personal
information, or contain information that you may find
inappropriate or offensive. In addition, advertisers on the
Site may send cookies to users that we do not control. You
may link to the home page of our Site. However, you may not
link to other pages of our Site without our express written
permission. You also may not "frame" material on our Site
without our express written permission. We reserve the right
to disable links from any third party sites to the Site.
Password and Security. If you are issued or create
any password or other credentials to access the Service or
the portion of the Site through which the Service is
offered, you agree not to give or make available your
password or credentials to any unauthorized individuals, and
you agree to be responsible for all actions taken by anyone
to whom you have provided such credentials. If you believe
that your credentials have been lost or stolen or that
someone may attempt to use them to access the Site or
Service without your consent, you must inform us at once at
the telephone number provided in section 6 above. See also
section 19 above regarding how the timeliness of your notice
impacts your liability for unauthorized transfers.
Remedies for Breach. If we have reason to believe
that you have engaged in any of the prohibited activities
described in this Agreement or have otherwise breached your
obligations under this Agreement, we may terminate, suspend
or limit your access to or use of the Site or the Service;
notify law enforcement, regulatory authorities, impacted
third parties, and others as we deem appropriate; refuse to
provide our services to you in the future; and/or take legal
action against you. In addition, we, in our sole discretion,
reserve the right to terminate this Agreement, access to the
Site, and/or use of the Service for any reason and at any
time.
Disputes. In the event of a dispute
regarding the Service, you and we agree to resolve the
dispute by looking to this Agreement. You agree that this
Agreement is the complete and exclusive statement of the
agreement between us and you, which supersedes any proposal
or prior agreement, oral or written, and any other
communications between us and you relating to the subject
matter of this Agreement. If there is a conflict between the
terms of this Agreement and something stated by an employee
or contractor of ours (including but not limited to its
customer care personnel), the terms of this Agreement will
prevail.
Arbitration. For any claim
(excluding claims for injunctive or other equitable
relief) where the total amount of the award sought is less
than $10,000.00 USD, the party requesting relief may elect
to resolve the dispute in a cost effective manner through
binding non-appearance-based arbitration. If a party
elects arbitration, that party will initiate such
arbitration through Judicial Arbitration and Mediation
Services ("JAMS"), the American Arbitration Association
("AAA"), or an established alternative dispute resolution
(ADR) administrator mutually agreed upon by the parties.
The parties agree that that the following rules shall
apply: (a) the arbitration may be conducted
telephonically, online and/or be solely based on written
submissions, at the election of the party initiating the
arbitration; (b) the arbitration shall not involve any
personal appearance by the parties or witnesses unless
otherwise mutually agreed by the parties; (c) discovery
shall not be permitted; (d) the matter shall be submitted
for decision within ninety (90) days of initiation of
arbitration, unless otherwise agreed by the parties, and
the arbitrator must render a decision within thirty (30)
days of submission; and (e) any award in such arbitration
shall be final and binding upon the parties and the
judgment there may be entered in any court of competent
jurisdiction. The parties acknowledge that remedies
available under federal, state and local laws remain
available through arbitration.
Law and Forum for Disputes. This Agreement shall be
governed by and construed in accordance with the laws of the
State of Georgia, without regard to its conflicts of laws
provisions. To the extent that the terms of this Agreement
conflict with applicable state or federal law, such state or
federal law shall replace such conflicting terms only to the
extent required by law. Unless expressly stated otherwise,
all other terms of this Agreement shall remain in full force
and effect. You agree that any claim or dispute you may have
against us (other than those which are arbitrated under
section 35 above) must be resolved by a court located in
Gwinnett County, Georgia. You agree to submit to the
personal jurisdiction of such courts for the purpose of
litigating all such claims or disputes. The United Nations
Convention on Contracts for the International Sale of Goods
shall not apply to this Agreement. Both parties agree to
waive any right to have a jury participate in the resolution
of any dispute or claim between the parties or any of their
respective Affiliates arising under this Agreement.
Indemnification. You agree to defend,
indemnify and hold harmless us and our Affiliates and
Service Providers and the employees and contractors of each
of these, from any loss, damage, claim or demand (including
attorneys fees) made or incurred by any third party due to
or arising out of your breach of this Agreement and/or your
use of the Site or the Service.
Release. If you have a dispute with
one or more other users of the Site or the Service, you
release us and our Affiliates and Service Providers and the
employees and contractors of each of these, 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. In addition, you waive California Civil
Code §1542, which states that a general release does not
extend to claims which the creditor does not know or suspect
to exist in his favor at the time of executing the release,
which if not known by him must have materially affected his
settlement with the debtor.
No Waiver. We shall not be deemed to
have waived any of our rights or remedies hereunder unless
such waiver is in writing and signed by one of our
authorized representatives. No delay or omission on our part
in exercising any rights or remedies shall operate as a
waiver of such rights or remedies or any other rights or
remedies. A waiver on any one occasion shall not be
construed as a bar or waiver of any rights or remedies on
future occasions.
Exclusions of Warranties. THE SITE AND SERVICE AND
RELATED DOCUMENTATION ARE PROVIDED "AS IS" WITHOUT WARRANTY
OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF TITLE,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. IN PARTICULAR, WE DO NOT GUARANTEE
CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO ANY PART OF
OUR SERVICE, AND OPERATION OF OUR SITE MAY BE INTERFERED
WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. SOME STATES
DO NOT ALLOW THE DISCLAIMER OF CERTAIN IMPLIED WARRANTIES,
SO THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU. THIS
PARAGRAPH GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO
HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
Limitation of Liability. THE FOREGOING SHALL
CONSTITUTE YOUR EXCLUSIVE REMEDIES AND THE ENTIRE LIABILITY
OF US AND OUR AFFILIATES AND SERVICE PROVIDERS AND THE
EMPLOYEES AND CONTRACTORS OF EACH OF THESE, FOR THE SERVICE
AND THE PORTION OF THE SITE THROUGH WHICH THE SERVICE IS
OFFERED. YOU ACKNOWLEDGE AND AGREE THAT FROM TIME TO TIME,
THE SERVICE MAY BE DELAYED, INTERRUPTED OR DISRUPTED
PERIODICALLY FOR AN INDETERMINATE AMOUNT OF TIME DUE TO
CIRCUMSTANCES BEYOND OUR REASONABLE CONTROL, INCLUDING BUT
NOT LIMITED TO ANY INTERRUPTION, DISRUPTION OR FAILURE IN
THE PROVISION OF THE SERVICE, WHETHER CAUSED BY STRIKES,
POWER FAILURES, EQUIPMENT MALFUNCTIONS OR OTHER REASONS. IN
NO EVENT SHALL WE OR OUR AFFILIATES OR SERVICE PROVIDERS OR
THE EMPLOYEES OR CONTRACTORS OF ANY OF THESE, BE LIABLE FOR
ANY CLAIM ARISING FROM OR RELATED TO THE SERVICE CAUSED BY
OR ARISING OUT OF ANY SUCH DELAY, INTERRUPTION, DISRUPTION
OR SIMILAR FAILURE. IN NO EVENT SHALL WE OR OUR AFFILIATES
OR SERVICE PROVIDERS OR THE EMPLOYEES OR CONTRACTORS OF ANY
OF THESE, BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF
GOODWILL OR LOST PROFITS (EVEN IF ADVISED OF THE POSSIBILITY
THEREOF) ARISING IN ANY WAY OUT OF THE INSTALLATION, USE, OR
MAINTENANCE OF THE SERVICE OR THE PORTION OF THE SITE
THROUGH WHICH THE SERVICE IS OFFERED, EVEN IF SUCH DAMAGES
WERE REASONABLY FORESEEABLE AND NOTICE WAS GIVEN REGARDING
THEM. IN NO EVENT SHALL WE OR OUR AFFILIATES OR SERVICE
PROVIDERS OR THE EMPLOYEES OR CONTRACTORS OF ANY OF THESE BE
LIABLE FOR ANY CLAIM ARISING FROM OR RELATED TO THE SERVICE
OR THE PORTION OF THE SITE THROUGH WHICH THE SERVICE IS
OFFERED THAT YOU DO NOT STATE IN WRITING IN A COMPLAINT
FILED IN A COURT OR ARBITRATION PROCEEDING AS DESCRIBED IN
SECTIONS 35 AND 36 ABOVE WITHIN TWO (2) YEARS OF THE DATE
THAT THE EVENT GIVING RISE TO THE CLAIM OCCURRED. THESE
LIMITATIONS WILL APPLY TO ALL CAUSES OF ACTION, WHETHER
ARISING FROM BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE)
OR ANY OTHER LEGAL THEORY. OUR AGGREGATE LIABILITY, AND THE
AGGREGATE LIABILITY OF OUR AFFILIATES AND SERVICE PROVIDERS
AND THE EMPLOYEES AND CONTRACTORS OF EACH OF THESE, TO YOU
AND ANY THIRD PARTY FOR ANY AND ALL CLAIMS OR OBLIGATIONS
RELATING TO THIS AGREEMENT SHALL BE LIMITED TO DIRECT OUT OF
POCKET DAMAGES UP TO A MAXIMUM OF $500 (FIVE HUNDRED
DOLLARS). SOME STATES DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE
ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Complete Agreement,
Severability, Captions, and Survival. This Agreement sets forth
the entire understanding between us and you with respect to
the Services and the portion of the Site through which the
Services are offered. If any provision of this Agreement is
held to be invalid or unenforceable, such provision shall be
struck and the remaining provisions shall be enforced. The
captions of sections hereof are for convenience only and
shall not control or affect the meaning or construction of
any of the provisions of this Agreement. Sections 2, 5-8,
11, 21, 23, 30 and 33-41, as well as any other terms which
by their nature should survive, will survive the termination
of this Agreement.
TERMS OF CONDITIONS
(Account-to-Account ("A2A")SM Transfer Service)
Last updated May 3, 2011.
SERVICE DEFINITIONS
"Service" or "The Service"
means the Account-to-Account Transfer Service ("A2A Transfer
Service") service offered byus, through CheckFree Services
Corporation, a subsidiary of Fiserv Solutions, Inc .
"Account" means a checking,
money market or savings account.
"Affiliates" mean companies
related by common ownership or control.
"Business Day" is every Monday
through Friday, excluding Federal Reserve holidays or other
days that banks are legally closed.
"Recipient Account" is the
account to which your funds with be credited.
"Sender" means the Transaction
Account holder initiating a transfer through the Service.
"Service Provider" means
companies that we have engaged to render some or all of the
Service to you on our behalf.
"Site" means the online banking
website through which the Service is offered.
"Transaction Account" is the
Account from which your funds will be debited, your A2A
Service fees will be automatically debited, or to which funds
will be returned.
"Transfer Instruction" is the
information provided by you to the Service for a transfer of
funds to a Recipient Account.
Introduction. This Terms of Use document
(hereinafter "Agreement") is a contract between your
financial institution (hereinafter "we" or "us") and you
(hereinafter "you") in connection with the A2A Transfer
Service (the "Service") offered through our online banking
site (the "Site"). This Agreement applies to your use of the
Service and the portion of the Site through which the
Service is offered. By accessing the Service, you
acknowledge that you have read and agree to this Agreement.
Please read this Agreement carefully. This Agreement
outlines the legally binding terms and conditions for your
use of the Service.
Service Providers. We are offering you the
Service through one or more "Service Providers" that we have
engaged to render some or all of the Service to you on our
behalf. You agree that we have the right under this
Agreement to delegate to Service Providers all of the rights
and performance obligations that we have under this
Agreement, and that the Service Providers will be intended
third party beneficiaries of this Agreement and will be
entitled to all the rights and protections that this
Agreement provides to us. "Service Provider" and certain
other terms are defined in a "Definitions" section at the
end of this Agreement.
Amendments. We may amend this Agreement
and any applicable fees and charges for the Service at any
time by posting a revised version on the Site. The revised
version will be effective at the time it is posted unless a
delayed effective date is expressly stated in the revision.
Any use of the Service after a notice of change will
constitute your agreement to such changes. Further, we may,
from time to time, revise or update the Service and/or
related applications or material, which may render all such
prior versions obsolete. Consequently, we reserve the right
to terminate this Agreement as to all such prior versions of
the Service, and/or related applications and material and
limit access to only the Service's more recent revisions and
updates. We also reserve the right to terminate the Service
in its entirety.
Our Relationship With You. We are an independent
contractor for all purposes, except that we act as your
agent with respect to the custody of your funds for the
Service. We do not guarantee the identity of any user of the
Service (including but not limited to Accounts to which you
send payments).
Assignment. You may not transfer or
assign any rights or obligations you have under this
Agreement without our prior written consent, which we may
withhold in our sole discretion. We reserve the right to
transfer or assign this Agreement or any right or obligation
under this Agreement at any time to any party. We may also
assign or delegate certain of our rights and
responsibilities under this Agreement to independent
contractors or other third parties.
Notices to You. You agree that we may
provide notice to you by posting it on the Site, sending you
an in-product message within the Service, emailing it to an
email address that you have provided us, or by mailing it to
any postal address that you have provided us. For example,
users of the Service may receive certain notices (such as
notice and receipt of transfers) as text messages on their
mobile device. All notices by any of these methods shall be
deemed received by you no later than twenty-four (24) hours
after they are sent or posted, except for notice by postal
mail, which shall be deemed received by you no later than
three (3) business days after it is mailed. You may request
a paper copy of any legally required disclosures and you may
terminate your consent to receive required disclosures
through electronic communications by contacting us as
described in section 27 below. We reserve the right to
charge you a reasonable fee not to exceed twenty (20)
dollars to respond to each such request. We reserve the
right to close your account if you withdraw your consent to
receive electronic communications.
Calls to You. By providing us with a
telephone number (including a mobile number), you consent to
receiving autodialed and prerecorded message calls from us
at that number for non-marketing purposes. For example, we
or our Service Provider may contact you in connection with
validating or processing a transaction that you've requested
through the Service.
Receipts and Transaction
History. You may view at least
six months of your transaction history with the applicable
Service Provider by logging into your account and looking at
your account transaction history. You agree to review your
transactions by this method instead of receiving receipts by
mail.
Your Privacy. Protecting your privacy is
very important to us. Please review our Privacy Policy in
order to better understand our commitment to maintaining
your privacy, as well as our use and disclosure of your
information.
Eligibility. The Service is offered only
to individual residents of the United States who can form
legally binding contracts under applicable law. Without
limiting the foregoing, the Service is not offered to
minors.
Acceptable Use. You may use the Service to
transfer funds as described in section 12 below. You agree
that you are independently responsible for complying with
all applicable laws in all of your activities related to
your use of the Service, regardless of the purpose of the
use. In addition, you are prohibited from using the Service
for activities that: (a) violate any law, statute, ordinance
or regulation; (b) payments related to illegal gambling,
illegal gaming and/or any other illegal activity with an
entry fee or 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 and sweepstakes (c) violate any property or
proprietary right of any third party, including any
copyright, trademark, or right of publicity or privacy under
the laws of any jurisdiction; (d) impose an unreasonable or
disproportionately large load on our infrastructure; (e)
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; (f) constitute use of any
robot, spider, other automatic device, or manual process to
monitor or copy the Service or the portion of the Site
through which the Service is offered without our prior
written permission; (g) constitute use of any device,
software or routine to bypass technology protecting the Site
or Service, or interfere or attempt to interfere, with the
Site or the Service; or (h) may cause us or our Service
Providers to lose any of the services from our internet
service providers, payment processors, or other vendors. We
encourage you to provide notice to us by the methods
described in section 27 below of any violations of this
section or this Agreement generally. In no event shall we or
our Service Providers be liable for any claims or damages
resulting from or related to your violation of the
acceptable uses of the Service or this Agreement. We and our
Service Providers reserve the right to monitor and remove
any comments you post or submit through the Service.
Transfer Authorization and
Processing. (a) The Service enables
you to transfer funds: (i) between your Accounts that you
maintain with us; and (ii) between your Account(s) that you
maintain with us on the one hand, and your Account(s) that
are maintained by other financial institutions, on the other
hand. You represent and warrant that you are the sole owner
(and not a joint tenant) of the Transaction Account and the
Recipient Account and that you have all necessary legal
right, power and authority to transfer funds from the
Transaction Account to the Recipient Account. Further, you
represent and warrant that the Recipient Account is located
in the United States. (b) When we receive a Transfer
Instruction from you, you authorize us to debit your
Transaction Account and remit funds on your behalf to the
Recipient Account designated by you and to debit one of your
Accounts as described below in Section 18 (Service Fees and
Additional Charges). You also authorize us to reverse a
transfer from your Recipient Account if the debit is
returned from the Transaction Account for any reason,
including but not limited to nonsufficient funds. (c) We
will use reasonable efforts to make all your transfers
properly. However, we shall incur no liability if we are
unable to complete any transfers initiated by you because of
the existence of any one or more of the following
circumstances:
If, through no fault of
ours, the Transaction Account does not contain sufficient
funds to complete the transfer or the transfer would
exceed the credit limit of your overdraft account;
The Service is not working
properly and you know or have been advised by us about the
malfunction before you execute the transaction;
The transfer is refused as
described in section 14 below;
You as a Sender have not
provided us with the correct information, including but
not limited to the correct Transaction Account or
Recipient Account information; and/or,
Circumstances beyond our
control (such as, but not limited to, fire, flood, network
or system down time, issues with the financial
institution(s), or interference from an outside force)
prevent the proper execution of the transfer and we have
taken reasonable precautions to avoid those circumstances.
(d) It is your responsibility to ensure the accuracy of
any information that you enter into the Service, and for
informing us as soon as possible if you become aware that
this information is inaccurate. You may not use a P.O. Box
as a postal address. We will make a reasonable effort to
stop or recover a transfer made to the wrong Recipient
Account once informed, but we do not guarantee such
recovery and will bear no responsibility or liability for
damages resulting from incorrect information entered by
you.
Transfer Methods and
Amounts. We may, at our sole
discretion, impose limits on the amount of money you can
transfer through our Service. We also reserve the right to
select the method in which to transfer funds on your behalf,
and the method to return funds to you in the event that the
Recipient Account is closed or otherwise unavailable to us.
Transfer Cancellation
Requests and Refused Transfers. You may cancel a transfer at
any time until it begins processing (as shown in the
Service). We will, to the extent permitted by law, make
reasonable attempts to return any unclaimed, refused,
refunded, prohibited, or denied transfer to your Transaction
Account. If this is unsuccessful (for example, the
Transaction Account has been closed) we will make reasonable
attempts to mail you a paper check. If after ninety (90)
days (or longer, depending on our then-current standard for
unclaimed checks) that check has not been cashed, we will
stop payment on it and transfer funds to an "unclaimed
funds" account, and will subsequently handle the unclaimed
funds as required or otherwise permitted by applicable law.
Stop Payment Requests. If you as a Sender desire to
stop any transfer that has already been processed, you must
contact customer care for the Service pursuant to section
27. Although we will make a reasonable effort to accommodate
your request, we will have no liability for failing to do
so. We may also require you to present your request in
writing within fourteen (14) days. The charge for each
request will be the current charge for such service as set
out in the applicable fee schedule.
Your Liability For
Unauthorized Transfers. If you tell us within two
(2) Business Days after you discover your password or other
means to access your Account has been lost or stolen, your
liability is no more than $50.00 should someone access your
Account through the Service without your permission. If you
do not tell us within two (2) Business Days after you learn
of such loss or theft, and we can prove that we could have
prevented the unauthorized use of your password or other
means to access your account if you had told us, you could
be liable for as much as $500.00. If your monthly financial
institution statement contains transfers that you did not
authorize, you must tell us at once. If you do not tell us
within sixty (60) days after the statement was sent to you,
you may lose any amount transferred without your
authorization after the sixty (60) days if we can prove that
we could have stopped someone from taking the money had you
told us in time. If a good reason (such as a long trip or a
hospital stay) prevented you from telling us, we may in our
sole discretion extend the period.
Taxes. It is your responsibility to
determine what, if any, taxes apply to transfers you make or
receive, and it is your responsibility to collect, report
and remit the correct tax to the appropriate tax authority.
We are not responsible for determining whether taxes apply
to your transfers, or for collecting, reporting or remitting
any taxes arising from any transfer.
Service Fees and Additional
Charges. Applicable fees will be
disclosed in the user interface for the Service. Any
applicable fees will be charged regardless of whether the
Service was used, except for fees that are specifically
use-based. There may be a charge for additional transactions
and other optional services. You agree to pay such charges
and authorize us to deduct the calculated amount from the
applicable Account you hold with us, whether a Transaction
Account or Recipient Account, for these amounts and any
additional charges that may be incurred by you. If we hold
both the Transaction Account and the Recipient Account, then
you authorize us to deduct such amounts and charges from the
Transaction Account. Any financial fees associated with your
standard deposit accounts will continue to apply. You are
responsible for any and all telephone access fees and/or
Internet service fees that may be assessed by your telephone
and/or Internet service provider.
Failed Or Returned
Transfers. In using the Service,
you are requesting us to make transfers for you from your
Transaction Account. If we are unable to complete the
transfer for any reason associated with your Transaction
Account (for example, there are insufficient funds in your
Transaction Account to cover the transaction), the transfer
may not be completed. In some instances, you will receive a
return notice from us. In each such case, you agree that:
(a) You will reimburse us immediately upon demand the
transfer amount that has been returned to us; (b) For any
amount not reimbursed to us within fifteen (15) days of the
initial notification, a late charge equal to one and a half
percent (1.5%) monthly interest or the legal maximum,
whichever rate is lower, for any unpaid amounts may be
imposed; (c) You may be assessed a fee by our Service
Provider and by us if the transfer is returned because you
have insufficient funds in your Transaction Account to cover
the requested transfer or if we cannot otherwise collect the
funds from you; the fee amount will be as set forth in your
fee schedule from us or your Account agreement with us. You
hereby authorize us to deduct these amounts from your
designated Transaction Account by ACH debit; (d) You will
reimburse us and our Service Provider for any fees or costs
we or they incur in attempting to collect the amount of the
return from you; and, (e) We and our Service Provider are
authorized to report the facts concerning the return to any
credit reporting agency.
Address or Banking Changes. It is your sole
responsibility and you agree to ensure that the contact
information in your user profile is current and accurate.
This includes, but is not limited to, name, address, phone
numbers and email addresses. Changes can be made either
within the application or by contacting customer care for
the Service. Any changes in your Transaction Account or
Recipient Account should also be made in accordance with the
procedures outlined within the Service's help files. All
changes made are effective immediately. We are not
responsible for any transfer processing errors or fees
incurred if you do not provide accurate Transaction Account,
Recipient Account, or contact information.
Refused Transfers. We reserve the right to
refuse any transfer to a Recipient Account. We will notify
you promptly if we decide to refuse to transfer funds to a
Recipient Account. This notification is not required if you
attempt to make a prohibited transfer under this Agreement.
Returned Transfers. In using the Service, you
understand transfers may be returned for various reasons
such as, but not limited to, Recipient Account number is not
valid. We will use reasonable efforts to research and
correct the transfer to the intended Recipient Account or
void the transfer and credit your Transaction Account. You
may receive notification from us.
Information Authorization. Your enrollment in the
Service may not be fulfilled if we cannot verify your
identity or other necessary information. Through your
enrollment in the Service, you agree that we and our Service
Providers reserve the right to request a review of your
credit rating at our own expense through an authorized
bureau.
Service Cancellation,
Termination, or Suspension by Us, and Other Remedies for
Breach. If we have reason to believe
that you have engaged in any of the prohibited activities
described in this Agreement or have otherwise breached your
obligations under this Agreement, we may terminate, suspend
or limit your access to or use of the Site or the Service;
notify law enforcement, regulatory authorities, impacted
third parties, and others as we deem appropriate; refuse to
provide our services to you in the future; and/or take legal
action against you. In addition, we, in our sole discretion,
reserve the right to terminate this Agreement, access to the
Site, and/or use of the Service for any reason and at any
time. Neither termination nor suspension shall affect your
liability or obligations under this Agreement.
Disputes. In the event of a dispute
regarding the Service, you and we agree to resolve the
dispute by looking to this Agreement. You and we agree that
this Agreement is the complete and exclusive statement of
the agreement between us and you, which supersedes any
proposal or prior agreement, oral or written, and any other
communications between us and you relating to the subject
matter of this Agreement. If there is a conflict between the
terms of this Agreement and something stated by an employee
or contractor of ours (including but not limited to its
customer care personnel), the terms of this Agreement will
prevail.
(b) If you think your transaction history is incorrect or
you need more information about a Service transaction listed
in the transaction history, you should notify us
immediately. In the notice, you must:
Tell us your name;
Describe the error or the
transaction in question, and explain as clearly as
possible why you believe it is an error or why you need
more information; and,
Tell us the dollar amount
of the suspected error. (c) If you notify us orally, we
may require that you send your complaint in writing within
ten (10) Business Days after your oral notification. We
will tell you the results of our investigation within ten
(10) Business Days after we hear from you, and will
correct any error promptly. However, if we require more
time to confirm the nature of your complaint or question,
we reserve the right to take up to forty-five (45) days to
complete our investigation. If we decide to do this, we
will provisionally credit your Transaction Account within
ten (10) Business Days for the amount you think is in
error. If we ask you to submit your complaint or question
in writing and we do not receive it within ten (10)
Business Days, we may not provisionally credit your
Transaction Account. If it is determined there was no
error we will mail you a written explanation within three
(3) Business Days after completion of our investigation.
You may ask for copies of documents used in our
investigation. We may revoke any provisional credit
provided to you if we find an error did not occur.
Waiver of Jury Trial. Both parties agree to waive
any right to have a jury participate in the resolution of
any dispute or claim between the parties or any of their
respective Affiliates or any intended third party
beneficiary arising under or relating to this Agreement.
Waiver of Class Action
Claims. Both parties agree to waive
any right to assert any dispute or claim against the other
party or any intended third party beneficiary arising under
or relating to this Agreement as a class action.
Arbitration. Both parties agree to
resolve any dispute or claim between the parties or any of
their respective Affiliates or any Service Provider or other
intended third party beneficiary arising under or relating
to this Agreement through binding arbitration. Both parties
stipulate and agree that this Agreement evidences a
transaction in interstate commerce, and that the Federal
Arbitration Act applies. The arbitration award shall be
final and binding and judgment thereon may be entered by any
court of competent jurisdiction. The only exceptions to this
arbitration agreement are as follows: a. We and you
expressly agree that under no circumstances shall any
dispute or claim arising under or relating to this Agreement
be subject to arbitration on a classwide or collective
basis. Only the disputes or claims of individual parties may
be arbitrated. b. We or you may, at the option of the
claiming party, pursue any claim in small claims court
instead of arbitration, provided that the claim must not
exceed $5,000 or the jurisdictional limit of the small
claims court, whichever is less; and the small claims court
must otherwise have jurisdiction of the claim and the
parties.
Arbitration Procedure. You or we may commence
arbitration, at the claiming party's election, administered
either by JAMS (formerly known as "Judicial Arbitration and
Mediation Services"), or the American Arbitration
Association ("AAA"). The arbitration shall take place before
a single arbitrator, selected pursuant to the selection
procedures in the applicable commercial or consumer
arbitration rules of the administrator (JAMS or AAA). The
JAMS or AAA rules, shall apply subject only to the following
exceptions and modifications. a. You may, if you wish,
commence arbitration pursuant either to (i) the AAA Consumer
Arbitration Procedures, or (ii) the JAMS "minimum standards"
for consumer arbitration. In all such consumer arbitrations
we will pay the balance of the applicable arbitration
administrative fee to the extent required by the JAMS or AAA
procedures or standards you have chosen. b. You or we
(whoever is the party commencing the arbitration) may elect
to resolve the dispute in a cost effective manner through
binding non-appearance-based arbitration. If the claiming
party selects non-appearance-based arbitration, the parties
agree that the following rules shall apply: (i) the
arbitration may be conducted telephonically, and/or online,
or be based solely on written submissions, at the election
of the party commencing the arbitration; (ii) the
arbitration shall not require any travel or personal
appearance by the parties or witnesses unless otherwise
mutually agreed by the parties; and (iii) discovery shall
not be permitted. c. When we or you (whoever is the party
commencing arbitration) do not select non-appearance-based
procedures, the parties agree that there shall be no
discovery except whatever discovery the arbitrator
determines is necessary for fair resolution of the claim or
dispute. d. Neither we nor you shall seek any award of
attorney's fees, including an award of fees from any Service
Provider or other intended third party beneficiary of this
Agreement, in any arbitration claim arising under or
relating to this Agreement, except that the arbitrator may
award attorney's fees when (and only to the extent that) the
applicable law requires an award of attorney's fees to the
prevailing party.
Arbitrability Issues to Be
Decided By Arbitrator. 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 Agreement including, but not limited to any claim
that all or any part of this Agreement is void or voidable.
Law and Forum for Disputes. This Agreement shall be
governed by and construed in accordance with the laws of the
State of Georgia, without regard to its conflicts of laws
provisions. To the extent that the terms of this Agreement
conflict with applicable state or federal law, such state or
federal law shall replace such conflicting terms only to the
extent required by law. Unless expressly stated otherwise,
all other terms of this Agreement shall remain in full force
and effect. You agree that any claim or dispute you may have
against us (other than those which are arbitrated under
section 31 above) must be resolved by a court located in
Gwinnett County, Georgia. You agree to submit to the
personal jurisdiction of such courts for the purpose of
litigating all such claims or disputes. The United Nations
Convention on Contracts for the International Sale of Goods
shall not apply to this Agreement.
Indemnification. You agree to defend,
indemnify and hold harmless us and our Affiliates and
Service Providers and the officers, directors, agents,
employees, representatives, and contractors of each of
these, from any loss, damage, claim or demand (including
attorneys fees) made or incurred by any third party due to
or arising out of your breach of this Agreement and/or your
use of the Site or the Service.
Release. If you have a dispute with
one or more other users of the Site or the Service, you
release us and our Affiliates and Service Providers and the
employees and contractors of each of these, 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. In addition, you waive and release any
and all provisions, rights and benefits conferred either (i)
by § 1542 of the California Civil Code, which reads:
"Section 1542. General release; extent. A general release
does not extend to claims which the creditor does not know
or suspect to exist in his favor at the time of executing
the release, which if known by him must have materially
affected his settlement with the debtor;" or (ii) by any law
of any state or territory of the United States, or principle
of common law, which is similar, comparable or equivalent to
§ 1542 of the California Civil Code.
No Waiver. We shall not be deemed to
have waived any of our rights or remedies hereunder unless
such waiver is in writing and signed by one of our
authorized representatives. No delay or omission on our part
in exercising any rights or remedies shall operate as a
waiver of such rights or remedies or any other rights or
remedies. A waiver on any one occasion shall not be
construed as a bar or waiver of any rights or remedies on
future occasions.
Intellectual Property. All marks and logos related
to the Service, are either trademarks or registered
trademarks of us or our licensors. In addition, all page
headers, custom graphics, button icons, and scripts are our
service marks, trademarks, and/or trade dress or those of
our licensors. You may not copy, imitate, or use any of the
above without our prior written consent, which we may
withhold in our sole discretion, and you may not use them in
a manner that is disparaging to us or the Service or display
them in any manner that implies our sponsorship or
endorsement. All right, title and interest in and to the
Service, the portion of the Site through which the Service
is offered, the technology related to the Site and Service,
and any and all technology and any content created or
derived from any of the foregoing, is our exclusive property
or that of our licensors. Moreover, any suggestions, ideas,
notes, drawings, concepts, or other information you may send
to us through or regarding the Site or Service shall be
considered an uncompensated contribution of intellectual
property to us, shall also be deemed our exclusive
intellectual property, and shall not be subject to any
obligation of confidentiality on our part. By submitting any
such materials to us, you automatically grant (or warrant
that the owner of such materials has expressly granted) to
us a perpetual, royalty-free, irrevocable, non-exclusive
right and license to use, reproduce, modify, adapt, publish,
translate, publicly perform and display, create derivative
works from and distribute such materials or incorporate such
materials into any form, medium, or technology now known or
later developed, and you warrant that all so-called "moral
rights" in those materials have been waived, and you warrant
that you have the right to make these warranties and
transfers of rights.
Links and Frames. Links to other sites may be
provided on the portion of the Site through which the
Service is offered for your convenience. By providing these
links, we are not endorsing, sponsoring or recommending such
sites or the materials disseminated by or services provided
by them, and are not responsible for the materials, services
or other situations at or related to or from any other site,
and make no representations concerning the content of sites
listed in any of the Service web pages. Consequently, we
cannot be held responsible for the accuracy, relevancy,
copyright compliance, legality or decency of material
contained in sites listed in any search results or otherwise
linked to the Site. For example, if you "click" on a banner
advertisement or a search result, your "click" may take you
off the Site. This may include links from advertisers,
sponsors, and content partners that may use our logo(s) as
part of a co-branding agreement. These other sites may send
their own cookies to users, collect data, solicit personal
information, or contain information that you may find
inappropriate or offensive. In addition, advertisers on the
Site may send cookies to users that we do not control. You
may link to the home page of our Site. However, you may not
link to other pages of our Site without our express written
permission. You also may not "frame" material on our Site
without our express written permission. We reserve the right
to disable links from any third party sites to the Site.
Password and Security. If you are issued or create
any password or other credentials to access the Service or
the portion of the Site through which the Service is
offered, you agree not to give or make available your
password or credentials to any unauthorized individuals, and
you agree to be responsible for all actions taken by anyone
to whom you have provided such credentials, whether
intentionally or inadvertently. If you believe that your
credentials have been lost or stolen or that someone may
attempt to use them to access the Site or Service without
your consent, you must inform us at once at the telephone
number provided in section 27 above. See also section 16
above regarding how the timeliness of your notice impacts
your liability for unauthorized transfers.
Exclusions of Warranties. THE SITE AND SERVICE AND
RELATED DOCUMENTATION ARE PROVIDED "AS IS" WITHOUT WARRANTY
OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF TITLE,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. IN PARTICULAR, WE DO NOT GUARANTEE
CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO ANY PART OF
OUR SERVICE, AND OPERATION OF OUR SITE MAY BE INTERFERED
WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. SOME STATES
DO NOT ALLOW THE DISCLAIMER OF CERTAIN IMPLIED WARRANTIES,
SO THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU. THIS
PARAGRAPH GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO
HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
Limitation of Liability. YOU ACKNOWLEDGE AND AGREE
THAT FROM TIME TO TIME, THE SERVICE OR SITE MAY BE DELAYED,
INTERRUPTED OR DISRUPTED PERIODICALLY FOR AN INDETERMINATE
AMOUNT OF TIME DUE TO CIRCUMSTANCES BEYOND OUR REASONABLE
CONTROL, INCLUDING BUT NOT LIMITED TO ANY INTERRUPTION,
DISRUPTION OR FAILURE IN THE PROVISION OF THE SERVICE,
WHETHER CAUSED BY STRIKES, POWER FAILURES, EQUIPMENT
MALFUNCTIONS OR OTHER REASONS. IN NO EVENT SHALL WE OR OUR
AFFILIATES OR SERVICE PROVIDERS OR THE OFFICERS, DIRECTORS,
AGENTS, EMPLOYEES, REPRESENTATIVES, AND CONTRACTORS OF EACH
OF THESE, BE LIABLE FOR ANY CLAIM ARISING FROM OR RELATED TO
THE SERVICE CAUSED BY OR ARISING OUT OF ANY SUCH DELAY,
INTERRUPTION, DISRUPTION OR SIMILAR FAILURE. IN NO EVENT
SHALL WE OR OUR AFFILIATES OR SERVICE PROVIDERS OR THE
OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, REPRESENTATIVES, AND
CONTRACTORS OF EACH OF THESE, BE LIABLE FOR ANY INDIRECT,
SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES,
INCLUDING LOSS OF GOODWILL OR LOST PROFITS (EVEN IF ADVISED
OF THE POSSIBILITY THEREOF) ARISING IN ANY WAY OUT OF THE
INSTALLATION, USE, OR MAINTENANCE OF THE SERVICE OR THE
PORTION OF THE SITE THROUGH WHICH THE SERVICE IS OFFERED,
EVEN IF SUCH DAMAGES WERE REASONABLY FORESEEABLE AND NOTICE
WAS GIVEN REGARDING THEM. IN NO EVENT SHALL WE OR OUR
AFFILIATES OR SERVICE PROVIDERS OR THE OFFICERS, DIRECTORS,
AGENTS, EMPLOYEES, REPRESENTATIVES, AND CONTRACTORS OF EACH
OF THESE BE LIABLE FOR ANY CLAIM ARISING FROM OR RELATED TO
THE SERVICE OR THE PORTION OF THE SITE THROUGH WHICH THE
SERVICE IS OFFERED THAT YOU DO NOT STATE IN WRITING IN A
COMPLAINT FILED IN A COURT OR ARBITRATION PROCEEDING AS
DESCRIBED IN SECTIONS 31, 32 AND 33 ABOVE WITHIN TWO (2)
YEARS OF THE DATE THAT THE EVENT GIVING RISE TO THE CLAIM
OCCURRED. THESE LIMITATIONS WILL APPLY TO ALL CAUSES OF
ACTION, WHETHER ARISING FROM BREACH OF CONTRACT, TORT
(INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY. THE
AGGREGATE LIABILITY OF US AND OUR AFFILIATES AND SERVICE
PROVIDERS AND THE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES,
REPRESENTATIVES, AND CONTRACTORS OF EACH OF THESE, TO YOU
AND ANY THIRD PARTY FOR ANY AND ALL CLAIMS OR OBLIGATIONS
RELATING TO THE SERVICE AND THE PORTION OF THE SITE THROUGH
WHICH THE SERVICE IS OFFERED AND THIS AGREEMENT SHALL BE
LIMITED TO DIRECT OUT OF POCKET DAMAGES UP TO A MAXIMUM OF
$500 (FIVE HUNDRED DOLLARS). SOME STATES DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY
TO YOU. THE FOREGOING SHALL CONSTITUTE YOUR EXCLUSIVE
REMEDIES AND THE ENTIRE LIABILITY OF US AND OUR AFFILIATES
AND SERVICE PROVIDERS AND THE OFFICERS, DIRECTORS, AGENTS,
EMPLOYEES, REPRESENTATIVES, AND CONTRACTORS OF EACH OF
THESE, FOR THE SERVICE AND THE PORTION OF THE SITE THROUGH
WHICH THE SERVICE IS OFFERED.
Complete Agreement,
Severability, Captions, and Survival. This Agreement sets forth
the entire understanding between us and you with respect to
the Services and the portion of the Site through which the
Services are offered. If any provision of this Agreement is
held to be invalid or unenforceable, such provision shall be
struck and the remaining provisions shall be enforced. The
captions of sections hereof are for convenience only and
shall not control or affect the meaning or construction of
any of the provisions of this Agreement. Sections 6, 7, 26,
28-37, and 40-43, as well as any other terms which by their
nature should survive, will survive the termination of this
Agreement.
Definitions. "Account" means a checking,
money market or savings account. "Affiliates" mean companies
related by common ownership or control. "Business Day" is
every Monday through Friday, excluding Federal Reserve
holidays or other days that banks are legally closed.
"Recipient Account" is the account to which your funds with
be credited. "Service" or "The Service" means the
Account-to-Account Transfer Service ("A2A Transfer Service")
service offered by us, through CheckFree Services
Corporation, a subsidiary of Fiserv Solutions, Inc. "Service
Provider" means companies that we have engaged to render
some or all of the Service to you on our behalf. "Site"
means the online banking website through which the Service
is offered. "Transaction Account" is the Account from which
your funds will be debited, your A2A Service fees will be
automatically debited, or to which funds will be returned.
"Transfer Instruction" is the information provided by you to
the Service for a transfer of funds to a Recipient Account.