B. Account Eligibility
B.1. Personal Account
You must be a resident of the United States and the age of majority in your state of residence, or older, to use the Services. You represent and warrant that you are of legal age to form a binding contract and that you have the authority to enter into, and the capacity to be bound by, these TOS. Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. To comply with these requirements, our partners require an identity check. When you open an account, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver’s license or other identifying documents.
B.2. Business Account
By creating a ChimpChange Business Account, you agree to the conditions set forth in this section.
You represent that you are duly authorized to do business in the United States; and your employees, officers, representatives, and other agents accessing the ChimpChange App, Website or Services are duly authorized to do so and to legally bind you to this TOS.
You agree that all officers, employees, agents, representatives and others having access to the username and/or password shall be vested by you with the authority to use the ChimpChange App, Website and Services and to legally bind you. You shall be responsible for all actions by current and former officers, employees, agents, representatives and others, regardless of whether authorized by you, that access the ChimpChange App, Website or Services using your user name and password. YOU ASSUME THE ENTIRE RISK FOR THE FRAUDULENT, UNAUTHORIZED OR OTHERWISE IMPROPER USE OF YOUR PASSWORD. WE SHALL BE ENTITLED TO RELY ON THE GENUINENESS AND AUTHORITY OF ALL INSTRUCTIONS RECEIVED BY US WHEN ACCOMPANIED BY SUCH PASSWORD, AND TO ACT ON SUCH INSTRUCTIONS.
It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. Company is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction.
C. Linked Account Information
C.1. Use of Linked Account Information
By submitting information, data, passwords, usernames, PINs, other log-in information, materials and other content to Company through the Services (“Linked Account Information”), you grant Company the right to use the Linked Account Information solely for the purpose of providing the Services. Company may use and store Linked Account Information, but only to provide the Services to you. By submitting Linked Account Information to Company, you represent that you are entitled to submit it to Company for use for this purpose, without any obligation by Company to pay any fees or other limitations.
By using the Services, you expressly authorize Company to access the third-party accounts for which you provide Linked Account Information (“Linked Accounts”) on your behalf as your agent. When you use the “Add Accounts” feature of the Services, Company will submit the Linked Account Information that you provide to log you into your Linked Accounts.
You hereby authorize and permit Company to use and store your Linked Account Information to accomplish the foregoing and to configure the Services so that they are compatible with your Linked Accounts. For purposes of these TOS and solely to access your Linked Accounts as part of the Services, you grant Company to the right to access your Linked Accounts and retrieve and use your information to do and perform each thing necessary in connection with such activities, as you could do in person.
YOU ACKNOWLEDGE AND AGREE THAT WHEN COMPANY IS ACCESSING AND RETRIEVING INFORMATION FROM YOUR LINKED ACCOUNTS, COMPANY IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY.
C.2. Protecting Your Account Information
You agree and understand that you are responsible for maintaining the confidentiality of the password and/or PIN that allow you to access the Services.
If you believe that any of your ChimpChange account registration information, PIN or mobile device containing the ChimpChange App has been lost or stolen, or if your account history shows transactions that you did not make, you must immediately contact Customer Service at 1-855-HI-CHIMP to report the loss or theft.
D. ChimpChange Transactions
D.1. Transaction History
You may view your transaction history by logging into your ChimpChange App. You agree to review your transaction history through your online account instead of receiving periodic statements by mail. Paper account statements are available on request for an additional fee. Please see our Pricing Schedule for information on fees.
D.2. Loading Money
When you load money to your ChimpChange account from a third-party bank account, you are requesting that we provide the requisite information to an applicable financial institution (“Financial Institution”), to initiate or execute on your behalf an electronic transfer from your bank account. For these transactions, The Financial Institution will initiate or execute electronic transfers (via the Automated Clearing House (“ACH”) of NACHA – The Electronic Payment Association (“NACHA”)) from your bank account in the amount you specify. You agree that such requests constitute your authorization for the Company to provide the requisite information to the Financial Institution to initiate or execute on your behalf an ACH transfer, and once you have provided your authorization for the transfer, you will not be able to cancel the electronic transfer. The Financial Institution may resubmit any ACH debit you authorized that is returned for insufficient or uncollected funds, except as otherwise provided by NACHA’s ACH rules (collectively, the “ACH Rules”), or applicable law. You may be subject to third party fees, such as insufficient fund fees, reversal, or ACH insufficient fund fees that a bank may charge if your payment is rejected.
NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS TOS, COMPANY IS SOLELY PROVIDING YOUR INFORMATION TO THE FINANCIAL INSTITUTION ON A PASS THROUGH BASIS. THE FINANCIAL INSTITUTION IS SOLELY AUTHORIZED TO INITIATE OR EXECUTE ACH TRANSACTIONS, PAYMENTS, AND TRANSFERS ON YOUR BEHALF. AT NO TIME WILL COMPANY CONTROL OR HOLD YOUR FUNDS.
D.3. Reversals, Chargebacks and Claims
When you load your ChimpChange account from a third-party originating source, the source of the transfer, not Company, will determine whether the dispute is valid and to whom payment is due in the case of a later payment dispute or chargeback claim. You agree to allow Company to recover any amounts due to Company by debiting your balance. If there are insufficient funds in your balance to cover your liability, you agree to reimburse Company through other means. If Company is unable to recover the funds from your ChimpChange account, Company may attempt to contact you, Company may recover the funds from your Linked Account, or may take other legal actions to collect the amount due, to the extent allowed by applicable law.
D.4. Unclaimed Transfers
When you send money, the recipient is not required to accept it. You agree that you will not hold Company liable for any damages resulting from a recipient’s decision not to accept a payment made using the Services.
If a recipient of funds is not a ChimpChange member and does not register for a ChimpChange account, Company will instruct the Financial Institution to return your funds to you in 14 days. If the recipient has successfully registered as a ChimpChange member within 14 days, transfers will automatically be transferred in the recipient’s account through the instructions provided to the Financial Institution.
E.1. Notifications To You
E.1.1. Email and SMS Notifications
You agree that Company may provide notice to you by posting it on our Website or by emailing it to the email address listed in your account. Such notice shall be considered to be received by you within 24 hours of the time it is posted to our Website or emailed to you unless we receive notice that the email was not delivered.
If you do not consent or at any time withdraw your consent to receive electronic notices from us, we reserve the right to close your account.
By providing us with your email address, you agree to receive all required notices electronically to that email address, and you further agree that electronic notices to the email address you provide to us shall have the same meaning and effect as if we provided you with paper notices. If you change your email address, it is your responsibility to update the address listed in your user profile and you agree to promptly notify us of any change in your email address by logging into the App and updating your email address from the Settings menu. Notices will be provided in HTML in the text of the email or through a link to the appropriate page on the Website, accessible through any standard, commercially available Internet browser.
E.1.2. Automatic Alerts and Emails
By providing Company with your telephone number (including your wireless/cellular telephone number), you consent to receiving Short Message Service (SMS) or other text or email messages from Company at that number.
Company may from time to time provide automatic alerts to you following certain changes made to your ChimpChange account, such as a change in your Registration Information, or to notify you about or confirm certain transactions.
Electronic alerts will be sent to your email address, mobile phone number or phone upon which the App has been installed. You agree that you control and limit access to the email account and mobile device. If your email address or your mobile device changes, you are responsible for informing us of that change by updating your profile in the App or by calling Customer Service at 1-855-HI-CHIMP. Changes to your email address or mobile number will apply to all of your alerts.
Because alerts are not encrypted, we will never include your account number. However, alerts may include some information about your accounts. Anyone with access to your email or mobile device will be able to view the content of these alerts.
E.1.3. Telephone Calls
Authorized employees or agents of Company may monitor and record all or portions of your telephone conversations with Company for quality control, customer service, employee training, security, and other lawful purposes. You agree that you consent to this call monitoring and recording. Your consent will be ongoing and need not be confirmed prior to, or during such monitoring or recording, except to the extent applicable law expressly requires otherwise.
E.2. Communications From You
E.2.1. Notices To Company
Notice to Company must be sent by postal mail to: 110 S Fairfax Ave, #A11-177, Los Angeles, CA 90036.
You agree that Company may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials (the “Content”). You grant Company a perpetual, worldwide, fully transferable, sublicensable, irrevocable, fully paid-up, royalty free license to use the feedback you provide to Company in any way. Company will not sell, publish or share your feedback in a way that could identify you without your explicit permission. You represent and warrant that none of the Content infringes any intellectual property or publicity rights.
F.1. Termination Of This TOS
We reserve the right, at our sole discretion, to restrict, suspend, or terminate this TOS and your access to all or any part of the App, Website or Services, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the App, Website or Services at any time without prior notice or liability.
Upon termination of this TOS for any reason, we have the right to prohibit your access to the ChimpChange App, Website or Services, including without limitation by deactivating your username and password, and to refuse future access to the ChimpChange App, Website or Services by you or if a business entity, its parent, affiliates or subsidiaries or its or their successors.
If we limit or close your account or terminate use of our Services for any reason, you may contact us and request restoration of access if appropriate. However, if we deem you violated this TOS, restoration is at our sole discretion.
F.2. Closing Your Account
You may close your account at any time by calling Customer Service at 1-855-HI-CHIMP.
G. Intellectual Property
“ChimpChange”, “Chimpchange LLC”, and all related logos, products and services described in our Website, App, and Services are either trademarks or registered trademarks of ChimpChange LLC. You may not copy, imitate or use them without Company’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Company. You may not copy, imitate, or use them without our prior written consent.
H. Appropriate Use
H.1. Use of the Services
You agree not to use the App or Website for any purpose that is unlawful or prohibited by the TOS. You may not use the App or Website in any manner that could damage, disable, overburden, or impair the App or Website or interfere with any other party’s use of the App, Website, or Services, including, without limitation:
- use of an anonymizing proxy;
- taking any action that imposes an unreasonable or disproportionately large load on our infrastructure;
- taking any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers;
- facilitating 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, or otherwise interfere with the proper working of the Services;
- use of any robot, spider, other automatic device, or manual process to monitor or copy our Website without our prior written permission;
- use of any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere, with our Website or the Services;
- making any attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Services.
You are prohibited from using any Services or facilities provided in connection with the App or Website to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Company reserves the right to release your details to system administrators at other websites in order to assist them in resolving security incidents. We reserve the right to investigate suspected violations of these TOS. We further reserve the right to terminate your access to our Website or to any or all of the Services at any time without notice for any reason whatsoever, including any suspected violation of these TOS.
H.2. Your Liability
You are responsible for all reversals, chargebacks, claims, fees, fines, penalties and other liability incurred by Company or a third party caused by or arising out of your breach of this TOS, and/or your use of the Services. You agree to reimburse Company, a user, or a third party for any and all such liability.
You acknowledge that you are responsible for the accuracy of all payments sent using the Services, including but not limited to the accuracy of the amount paid and the recipient. Company shall not be responsible or in any way held liable due to inaccurate payments, including but not limited to sending instructions to the Financial Institution to initiate and execute a transfer for an incorrect amount of money or to an incorrect recipient.
I. Dispute Resolution and Your Waivers
I.1. Law and Forum for Disputes; Arbitration
This TOS shall be governed in all respects by the laws of the State of California, without regard to conflict of law provisions, except to the extent that federal law applies.
ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THIS USER AGREEMENT MUST BE ASSERTED INDIVIDUALLY IN BINDING ARBITRATION CONDUCTED BY A SINGLE ARBITRATOR WITH EXPERIENCE IN CONSUMER ONLINE PAYMENT SERVICES DISPUTES ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE AAA SUPPLEMENTARY PROCEDURES FOR CONSUMER-RELATED DISPUTES. The forum for arbitration shall be a federal district courthouse located in Los Angeles, California. The arbitrator shall not conduct any form of class or collective arbitration nor join or consolidate claims by or for individuals. To the extent allowed by applicable law, the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this TOS including, but not limited to, any claim that all or any part of this TOS is void or voidable. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Each party shall be responsible for the cost such arbitration proceeding and all associated costs.
This TOS and each of its parts evidence a transaction involving interstate commerce, and the United States Arbitration Act shall apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings.
There are only two exceptions to this arbitration agreement. First, if we reasonably believe that you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any court of competent jurisdiction. Second, any claim of $500 or less may, at the option of the claiming party, be resolved in small claims court in Los Angeles, California, if the claim and the parties are within the jurisdiction of the small claims court. For these two exceptions, you agree to submit to the personal jurisdiction of the courts located within Los Angeles for the purpose of litigating such claims or disputes.
I.2. Waiver or Right to Jury; Class Action Waiver
TO THE EXTENT ALLOWED BY LAW, YOU AGREE TO IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY OR OTHER COURT TRIAL (OTHER THAN SMALL CLAIMS COURT) OR TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST US AND/OR RELATED THIRD PARTIES.
J.1. Disclaimer of Warranty
THE SERVICES ARE PROVIDED BY COMPANY ON AN “AS IS” AND “AS AVAILABLE” BASIS. COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICES OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED IN THE APP OR ON THE WEBSITE. COMPANY DOES NOT GUARANTEE OR WARRANT THE ACCURACY OF INFORMATION CONTAINED IN THE APP OR ON THE WEBSITE OR THAT ACCESS TO THE APP OR WEBSITE OR USE OF THE SERVICES WILL BE UNINTERRUPTED. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
J.2. Disclaimer Regarding Service Interruptions and Use of Mobile Devices
Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Services or other actions that Company or our partners, in their sole discretion, may elect to take.
Use of the Services may be available through a compatible mobile device, Internet and/or network access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: (a) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; (b) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (c) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
J.3. Disclaimer of Timeliness and Accuracy of External Data
With the Services, members may direct Company to retrieve information from their Linked Accounts maintained online by third-party financial institutions with which they have customer relationships, maintain accounts, or engage in financial transactions (“Account Information”). Company may work with one or more online financial service providers under contract to access this Account Information. Company makes no effort to review the Account Information for any purpose, including but not limited to accuracy, legality or non-infringement. Company is not responsible for the products and services offered by or on third-party sites.
Company cannot always foresee or anticipate technical or other difficulties that may result in failure to obtain data or loss of data, personalization settings or other service interruptions. Company cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings. For example, when displayed through the Services, Account Information is only as fresh as the time shown, which reflects when the information is obtained from such sites. Such information may be more up-to-date when obtained directly from the relevant sites.
J.4. Disclaimer of Liabilities
UNDER NO CIRCUMSTANCES SHALL COMPANY OR ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR ANY OTHER DAMAGES WHATSOEVER THAT MAY RESULT FROM THE USE OF OR THE INABILITY TO USE THE APP, WEBSITE OR SERVICES, INCLUDING WITHOUT LIMITATION, DAMAGES ARISING FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DETERIORATION OR CORRUPTION OF FILES, DELETION OR CORRUPTION OF EMAIL, ERRORS, LOSS OF DATA, LOSS OF PROFITS, DEFECTS, VIRUSES, AND/OR DELAYS. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HAVE THE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT USED IN CONNECTION WITH THE APP, WEBSITE OR SERVICES. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES; COMPANY’S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
To the fullest extent permitted by law, Company will not accept or have any liability in the event of unauthorized use of your account, the conduct of fraudulent or illegal activities via your account, any inability to transact or problems related to poor Internet access, mobile device or computer failure or other communication issues, or any issues related to the timely execution of a transfer, load, unload or similar transaction.
Except as otherwise provided in this TOS, and to the extent permissible under applicable law, Company’s cumulative liability to you for any claims or damages arising out of your use of the App, Website or Services shall not exceed the greater of the fee you paid to the Company for the Services or $1.00 USD.
You agree to defend, indemnify, and hold harmless Company and its employees, agents, directors, officers and shareholders, from and against all third party liabilities, claims, damages, and expenses (including without limitation reasonable attorneys’ fees and costs) arising out of your use of the App, Website or Services, your breach of any of these TOS, or your infringement of the intellectual property rights of third parties.
L. Governance and Severability
These TOS shall be given effect to the fullest extent permissible by law. In case any one or more of the provisions contained in these TOS shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions hereof, and these TOS shall be construed to give maximum legal effect to the intent expressed herein.
These TOS are governed by, and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law. You hereby consent to the exclusive jurisdiction and venue of the courts of the State of California or, if appropriate, the United States District Court for the Central District of California for the resolution of all disputes arising out of or relating to the use of the App, Website or the Services. These TOS constitutes the entire agreement between you and Company with respect to the subject matter hereof, and supersedes all prior or contemporaneous communications, proposals, and agreements, whether electronic, oral, or written, between you and Company with respect to the subject matter herein.
Company’s performance hereunder is subject to existing laws and legal process. Nothing contained in these TOS is in derogation of Company’s right to comply with governmental, court and law enforcement requests relating to your use of the Website, or information collected by Company in connection with such use. Company reserves all legal rights and remedies available to it and this disclaimer shall in no way be deemed a limitation or waiver of any other rights Company may have. All rights not expressly granted herein are reserved exclusively and entirely to Company.
In the event of termination of this TOS or the Services, the terms in this TOS that by their nature are continuing shall survive such termination, including but not limited to the disclaimers and limitations of liabilities.
N. Force Majeure
Company shall not be liable for any delay or failure in the performance or in delivery or shipment of materials, or for any damages suffered by you by reason of such delay or failures, directly or indirectly caused by or in any manner arising from or connected with acts of God, acts of public enemies, riots, strikes, acts of governmental agencies, labor difficulties, failure of our power, telecommunications or other suppliers, delays in securing or shortages of raw materials, breakdown or destruction of any system or equipment, or any other cause or causes beyond our control, whether or not similar to those enumerated herein.
P. How to Contact Us
If you have questions or concerns regarding this TOS, or any feedback that you would like us to consider, please email us at email@example.com. You may also write to us at ChimpChange, 110 S Fairfax Ave, #A11-177, Los Angeles, CA 90036.