Legal Disclosures

These Terms of Use (“Terms”) set forth the terms and conditions that apply to your access and use of the payment receiving services (“Accounts Receivable Services”) as owned and operated by Veem Inc. (“Veem”), its subsidiaries and/or affiliates, and bill payment services (“Accounts Payable Services”) as owned and operated by Veem Payments Inc. (“Veem Payments”) a wholly-owned subsidiary of Veem, and/or its affiliates. Veem and Veem Payments are collectively referred to herein as “we,” “our,” or “us”. Accounts Receivable Services and Accounts Payable Services are collectively the “Services”.

This is a legal agreement between us and the entity or person doing business in their individual capacity (“you,” “your,” or “user”) who registered for a User Account or is using the Services at veem.com. These Terms describe the terms and conditions that apply to your use of the Services.

You may use the Services only to receive and make payments for goods and services. By accessing or using the Services you agree to these Terms.

We may amend these Terms at any time by posting a revised version on our website. The revised version will be effective at the time we post it. In addition, if the revised version includes a substantial change, we will provide you with 30 Days’ prior notice of any substantial change by posting notice on our website.

Veem is located at 1160 Battery St. East, Suite 100, San Francisco CA 94111

 

1. Relationship for the Services

1.1 Our Role. Veem acts as an “agent of payee” meaning we provide Accounts Receivable Services to collect and transfer funds from a sender on behalf of a receiver of funds. Veem Payments is a licensed money transmitter in applicable states in the U.S.A. that provides Accounts Payable Services on behalf of a sender to make a payment to a receiver for goods and services.

Except for our limited role in processing or receiving payments that you authorize or initiate and transmit, we are not involved in any underlying transaction between you, any other user, or any service providers and you are solely responsible for resolving any disputes concerning any underlying transaction. We are not a bank and do not offer banking services. We may use the services of one or more third parties to provide the Services and process your transactions (each a “Processor”). We do not guarantee payment on behalf of any user. We are not a selling agent in connection with any sale or purchase by you of goods or services to any person.

1.2 Your Authorization. You authorize us to receive, hold and disburse funds in accordance with your payment instructions. Your authorization permits us to make an electronic transfer via Automated Clearing House network (“ACH”) from your bank account in the amount and currency you specify and send money electronically to a receiver’s bank account in the designated currency. You also authorize us to debit your bank account for Service Plan fees.  Once you have provided your authorization for the transfer, you authorize and order us to commit your payment (less any applicable Pricing, foreign exchange, or other amounts we may collect under these Terms) to a receiver. You give us the right to resubmit any ACH debit you authorized that is returned for insufficient or uncollected funds. You agree to allow us to recover any amounts due to us if there are insufficient funds in your bank account to cover your liability, and agree to reimburse us immediately, upon demand, through other means. You agree to reimburse us for any fees imposed on us or costs we incur as a result of the transaction. Your liability under this Section extends to any of your guarantors, successors and assigns.

You also agree to be bound by any applicable rules of the National Automated Clearing House Association. Your authorizations will remain in full force and effect while you maintain your User Account and for any registered bank account.

As a receiver using Accounts Receivable Services you agree that we will be your agent to collect and receive payments on your behalf for goods and services sold to your customers. You further agree the sender’s obligation to pay you is fulfilled upon delivering funds to us as your agent.  You also agree to our offsetting from payment that you receive transaction fees applicable for such transactions.

1.3 Your Privacy. Protecting your privacy is very important to us. You agree to our Privacy Policy which explains our commitment to maintaining your privacy, as well as our collection, use and disclosure of your Information.

1.4 Intellectual Property. You acknowledge and agree that (i) all right, title and interest in the Services and associated software, website and technology, including all intellectual property rights therein, are and will remain with us or our third party licensors; (ii) no right or interest in the software or the Services is conveyed herein; and (iii) the software, website and the Services are protected by the copyright and other intellectual property laws. All rights not expressly granted in these Terms are reserved.

1.5 Password Security and Keeping Your Email and Address Current. You are responsible for maintaining adequate security and control of any and all IDs, passwords, or any other codes that you use to access your User Account and the Services. You are responsible for keeping your mailing address and email address up to date in your User Account.  We will not have any liability to you for any unauthorized payment or transfer made using your password that occurs before you have notified us of possible unauthorized use and we have had a reasonable opportunity to act on that notice.  Accordingly, you should log into your account regularly and review your transaction history for unauthorized transactions or access.

1.6 Notices to You. You agree that we may provide you communications about your User Account and the Services electronically on the Veem website or to the email addressor by mail to the mailing address registered on your User Account. Any electronic communications will be considered to be received by you within 24hours after the time we post it to our website or email it to you. Any communications sent to you by postal mail will be considered received by you 3 Business Days after we send it.

1.7 Notices to Us. Notices to Veem must be sent by postal mail to:

Veem Inc.
Attention: Legal Department
1160 Battery St. East, Suite 100
San Francisco CA 94111

1.8 Prohibited Businesses and Activities.  You may not use the Services for any services, activities or business type we have identified as prohibited as set forth in our Acceptable Use Policy. We retain full rights over the customers and the industry types we elect to service. We may amend our Acceptable Use Policy at any time by posting a revised version on our website.

You may not use the Services in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by the Office of Foreign Assets Control of the United States Department of the Treasury (“OFAC”).

1.9 Third Party Offerings: Veem users may elect to use products or services developed and offered by other parties that may be used in or through Veem offerings, including services offered or “powered by” parties other than Veem (collectively, “Third Party Offerings”). Veem has no responsibility for Third Party Offerings. You agree and acknowledge that (i) Veem has no control over any Third Party Offerings that you may elect to use in connection with Veem applications and services; and (ii) Veem does not endorse or recommend Third Party Offerings even if they are marketed or distributed via our services, products or websites, or otherwise are associated with Veem. You agree that the parties delivering Third Party Offerings, and not Veem, are solely responsible for the Third Party Application and Service performance (including technical support), the content on the Third Party Offering providers’ website(s) and their use or disclosure of your data. Such third parties, and not Veem, will not be liable for any damages, claims or liabilities arising from the third parties or the Third Party Offerings.

 

2. User Account

2.1 Eligibility.  To be eligible to use the Services, you must be at least 18 years old and a resident of the United States or one of the countries on our Countries Service List. You may use the Services only to receive and make payments for goods and services. To send or receive payments using the Services, you must register for a User Account or send a payment as a Guest User pursuant to these Terms. We may terminate your use of the Services at any time for any reason.

2.2 Registration. To register for a User Account, you or the person or persons registering for a User Account (your “Representative”) must provide us with your business or trade name, address, email, phone number, tax identification number, URL, the nature of your business or activities, valid bank account information, and certain other information about you that we require. We may also collect personal information (including name, birthdate, and government-issued identification number) about you, your beneficial owners, principals, and your Representative. You agree to provide us with accurate and verifiable information about you and your business. Federal law requires that we verify some of your information. Until you have submitted, and we have reviewed and approved all required information, your User Account will be available to you on a preliminary basis only, and we may close, suspend, or limit access to your User Account and/or the Services in the event we are unable to obtain or verify your information or for any reason. You must provide accurate and complete information in response to our questions, and keep that information current.

If you are a business, you confirm you are authorized to conduct business by the jurisdiction in which you operate and that you and your Representative are an authorized signatory for the business you represent.

2.3 Guest User. We may allow for a guest use of the Services to make limited payments. The amount of funds you can send as a guest user will be restricted based on a risk assessment. Guest use requires you to provide information we will require to fulfill a transaction and comply with applicable laws. You will be required to register for a User Account as your use increases.

2.4 Identity Authentication. You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate your and your company’s identity and information. This may include asking you for further information that will allow us to reasonably identify you, requiring you to take steps to confirm ownership of your email address or valid bank account, ordering a credit report, or verifying your information against third party databases or through other sources.

2.5 Continuing Validation. At any time during your use of the Services, we may require additional information from you to verify beneficial ownership or control of the business, validate information you provided, verify you or your Representative’s identity, and assess the risk associated with your business. This additional information may include business invoices, copies of government-issued identification, business licenses, copies of bank statements, or other information related to your business, your beneficial owners or principals. Your failure to provide this information may result in suspension or termination of your User Account or placing a hold on your transaction.

2.6 Business Representative. You and your Representative individually affirm to us that you and your Representative are authorized to provide the information described in these Terms on your behalf and to bind you to these Terms. We may require you or your Representative to provide additional information or documentation demonstrating your Representative’s authority. Neither you nor your Representative may register or attempt to register for a User Account on behalf of a user previously terminated from use of the Services without our express written consent.

If you are a sole proprietor, you and your Representative also affirm that you and your Representative are personally responsible and liable for your use of the Services and your obligations under these Terms.

2.7 Changes to Your Information, Keeping your User Account Current: You agree to keep the information in your User Account current. You must promptly update your User Account with any changes affecting you, the nature of your payment activities, your Representative, beneficial owners, principals, or any other pertinent information. We may suspend or terminate your User Account or place a hold on your transaction if you fail to keep this information current.

2.8 User Account Activity. You may view your User Account activity at any time by logging into your User Account. You are fully responsible for all activity that occurs under your User Account, including any actions taken by your Representative or other persons to whom you have granted access to your User Account.

2.9 Service Fees. We will provide the Services to you at the rates and for the fees described on the Veem.com website, which are incorporated into these Terms by reference. In these terms, fees are sometimes referred to alternatively as “Pricing” or “Service Fees” and include account subscription fees, transaction fees, payment processing fees, and other special services fees. You agree to pay when due all Service Fees applicable to your use of the Service. You agree that you are responsible for the full amount of applicable Service Fees for each billing cycle in which you use the Service or maintain a Veem account, even if you don’t use the Service during the billing cycle or use the Service for only a portion of the billing cycle. We reserve the right to refuse to cancel your Veem account if your account is not in good standing or has any overdue Service Fees.  We reserve the right to change the Service Fees from time to time, in our sole discretion. If the increase in Service Fees is not acceptable, your sole and exclusive remedy will be to stop using the Service and/or cancel your Veem account, as applicable. By continuing to use the Service after notice of the new Service Fees, you accept all changes in Service Fees. All Service Fees are non-refundable. You authorize us to use the credit or debit card you have provided to us, or the bank account associated with your Veem account to automatically charge you, in U.S. dollars, for the Service Fees applicable to your Veem account or your use of the Service, plus any applicable taxes.  If your Veem account becomes overdue, Veem will be entitled to reimbursement for the reasonable costs of collection, including reasonable attorneys’ fees and expenses.

2.10 User Account Suspension, Limitation or Termination. You may close your User Account at any time. You will still be obligated to us for any fees incurred before the closure. We will remit any payments that you have committed to prior to account closure, but have not been processed and paid out after closure. We may terminate your use of the Services at any time for any reason. Any termination of these Terms does not relieve you of obligations to pay Pricing or costs accrued prior to the termination and any other amounts owed to us as provided in these Terms. We will not be liable to you for any losses that you incur in connection with our closure or suspension of your account.

2.11. Inactive Accounts. If your Veem account becomes inactive because you do not process a payment for an extended period of time, or because you have not linked a valid bank account, you may have a balance that is deemed “unclaimed” or “abandoned” under applicable state law. We may transfer any such “unclaimed” or “abandoned” funds in your Veem account as required or permitted by applicable law. As provided by law, we may deduct a dormancy fee from any funds transferred under this paragraph.

 

3. Sending and Receiving Payments

3.1 Payment Purpose. You warrant and represent that your use of the Services is solely to receive and make payments for goods and services as permitted under these Terms.

3.2 Payment Limits. The amount of funds you can send or receive may be restricted based on a risk assessment and the amount of verification on your User Account. Your User profile will tell you what is required to increase your limits. For questions, please contact Client Services at (877) 279-2629 or email [email protected].

3.3 Payment Review.  We review and monitor payment transactions for risk, fraud, money laundering and terrorist financing activity. For certain potentially high-risk transactions, we will place a hold on the payment, conduct a review, may contact you for additional information, and either clear or cancel the payment. In order to prevent financial loss to you or to us, we may place a delay on a payment for a period of time, refuse to process a payment, or deactivate your User Account. If we have reason to suspect that you are using the Services to violate local, state or federal laws, we may share information about you with law enforcement agencies.

3.4 Refused and Refunded Transactions. When you send money, the receiver is not required to accept it. You agree that you will not hold us liable for any damages resulting from a receiver’s decision not to accept a payment made through the Services. Any unclaimed, refunded or denied payment will be returned to your bank account. We will return any unclaimed payment to you within 30 Days of the date you initiated payment. To be eligible for a refund, a transaction must not have been fulfilled by any statutory refund timelines. You must submit a request for a refund in writing to [email protected]. Veem shall refund to the customer all moneys received for transmittal within ten days of receipt of a written request for a refund.

3.5 Insufficient Funds and Reversals.  When you send or receive a payment, you are liable to us for the full amount of the payment plus any Pricing if the payment is later invalidated for any reason (e.g. insufficient funds from sender). This means that, in addition to any other liability, you will be responsible to us for the amount of the payment, plus the applicable Pricing if there is a reversal of the payment. You agree to allow us to recover any amounts due to us by debiting your bank account. If there are insufficient funds in your bank account to cover your liability, you agree to reimburse us immediately, upon demand, through other means. You agree to reimburse us for any fees imposed on us or costs we incur as a result of the transaction. Your failure to fully pay amounts that you owe us on demand will be a breach of these Terms. You are liable for any of our costs associated with collection in addition to any amounts owed, including attorneys’ fees and expenses, collection agency fees, and any applicable interest. Your liability under this Section extends to any of your guarantors, successors and assigns.

3.6 Refund and Reversal Currencies. All refunds and reversals will be made in the same currency as the original transaction. If your transaction must be refunded or reversed and you do not have the correct currency available in your bank account, a currency conversion will be performed.

3.7 Payment Processing Delays. We will use commercially reasonable efforts to process and facilitate your payment in accordance with these Terms and applicable law. When you send a payment to a receiver, the payment is treated as authorization to process your payment and complete the transaction. Some receivers may delay claiming your payment, in which case the payment may be held as pending until the receiver claims your payment. We will cancel the transaction within 30 Days of the date you initiated payment in accordance with Section 3.4.

3.8 Errors Regarding Payments. It is your responsibility to review all payment transactions initiated through the Services. Your payment transaction information is maintained in your User Account and included in the receipts we provide you. All questions about transactions made through the Services must be directed to us either in writing to [email protected] or by calling us at (877) 279-2629. We will rectify any of our processing errors that we discover. If the error results in a receiver’s receipt of less than the correct amount to which a receiver is entitled, we will credit their account for the difference. If the error results in their receipt of more than the correct amount to which a receiver is entitled, we will debit the extra funds from their account.

3.9 Unauthorized Transactions. You are responsible for the security of your User Account and credentials which are used to make payments. You should regularly log into your User Account and review the activity to ensure that there has not been an Unauthorized Transaction or other error. We will also send an email to the primary email address you provide to notify you of each transaction. You should also review these transaction confirmations to ensure that each transaction was authorized and is accurate. When an Unauthorized Transaction occurs, we will work with you to provide information necessary for you to seek remedies that may be available to you through your financial institutions and we will work with you to address the issue as described below:

An “Unauthorized Transaction” is a type of error that occurs when payment is sent that the sender did not authorize and that did not benefit the sender. Unauthorized Transactions that result from our processing error will be addressed as set forth in Section 3.9.

3.10 Scheduled Transactions. In the event of a Force Majeure event (definedbelow) we may be unable to complete a payment that is to occur at a future point in time (a “Scheduled Transaction”) at the rate initially quoted as part of our “Locked Exchange Rate” or similar program, or at all. In such a situation we will modify or cancel the payment and provide you notice of thisaction and the related reason.

3.11 Instant Deposit. Veem enables users the ability to receive funds on a debit card in some locations. You may configure your payment preferences for your Veem account to specify your payout preferences. If you are using the service on behalf of a business or entity, you acknowledge and agree that you have authority to bind such business and to direct funds to the debit card you input into Veem for such purpose. To use Instant Deposit you must have a valid and active debit card issued in your name. Your ability to use Instant Deposit is dependent upon your debit card’s acceptance of fast funds. Not all debit cards are eligible to accept fast funds, and the card’s issuing bank may choose at any time to disable the acceptance of fast funds or enable restrictions. You will be required to pay the Instant Deposit fee irrespective of the type of card that you use with the service even though settlement may take longer. We are not able to ensure that all payments are deposited instantly. The speed at which you receive will depend on your bank and other factors. If your bank rejects a payment, or it fails in our system, the transaction will be routed to the regular bank account affiliated with your Veem account, and you will receive the payment typically 1-3 business days later. We are not responsible for any fees from your bank in association with your use of Instant Pay. We reserve the right to block access to Instant Deposit at any time for any reason, including for improper use of Veem services. Your debit card use is also subject to the terms of your agreement with the issuer of your debit card.

3.12 Credit and Debit Card Payments. You may fund payment transactions by using a qualified credit or debit card. We charge a fee for this service which is set forth on our Pricing Page. You may add various debit and/or credit cards as funding sources in your Veem account.  We may authorize your cards to confirm their validity.  In such a case, a temporary, small authorization charge may appear on your card statement. When you add cards to your account, you agree you have the authority to disclose the information and to bind the person or organization for which you act, and you authorize the initiation of debit or credit entries, as applicable, to the payment methods in accordance with instructions provided via the Veem services, and, if necessary, the initiation of adjustments for any transactions debited or credited in error.  By submitting your payment for processing by Veem, you agree that the goods or services provided by your recipient in exchange for the principal have already been rendered to your satisfaction. You hereby forfeit any future claims regarding insufficient or unexpected quality or untimely delivery of the goods and services provided, including those services rendered by us in exchange for your payment of fees.  In addition to limits that we may impose on use of cards with the Veem services, the cards that you elect to use with the Veem service are subject to credit or transactional limits, credit and interest terms, and rewards programs provided by the card issuer. We may elect to apply different and more restrictive terms than your card issuing institution. Card payments are also subject to limitations imposed by card networks on the types of industries that can be paid with a card funding source. Non-accepted categories are noted by Veem in its user experience and submission of payments to non-permitted industries is a violation of our terms. By selecting the recipient category, you acknowledge that the payment you are making is for the category type you indicate and which is allowable by the issuing bank. For a current list of non-accepted categories for card payments, please visit the Help Center. Your transactions may be treated as a cash advance by your issuing bank even though we code the transactions as a purchase. You agree not to hold us liable for any consequences resulting from issuer treatment of card authorizations, which may include but are not limited to cash advance fees, impacted reward program earnings, or altered credit programs and interest rate terms.

 

4. Changes to the Service

We will occasionally provide automatic upgrades to the Services and its functionality to improve your experience, although these upgrades may not be consistent across all platforms and devices. You agree to take no action to interfere with such automatic upgrades and changes to the Services. We have the right at any time to change, modify, add to, discontinue or retire any aspect or feature of the Services including, but not limited to, the hours of availability, equipment needed for access or use, the maximum or minimum settlement amounts or the availability of the Services on any particular device or platform. We have no obligation but will make a reasonable effort to provide you with notice of any such changes.

 

5. General Provisions

5.1 Indemnity. Notwithstanding the foregoing or anything to the contrary in these Terms, you agree to defend, indemnify, and hold us harmless, and our respective employees, directors, agents, affiliates and our Processors (collectively, “Veem Parties”) from and against any claim, suit, demand, loss, liability, damage, action, or proceeding arising out of or relating to (a) your breach of any provision of these Terms; (b) your use of the Services; (c) your obligation to pay for Pricing or other amounts owing to us, or third parties; and (d) negligence or willful misconduct by you, your employees, contractors, agents or Representatives.

In addition, you will indemnify, defend, and hold Veem Parties harmless from and against any and all claims, costs, losses, damages, judgments, Taxes, penalties, interest, and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to any transaction submitted by you through the Services (including the accuracy of any content or product, service, or transaction information that you provide or any claim or dispute arising out of products or services offered or sold by you).

5.2 Limitation of Liability. In no event will Veem Parties be liable for any lost profits, lost revenue, lost business opportunity, loss of data, or any indirect, punitive, incidental, special, consequential, or exemplary damages arising out of, in connection with, or relating to these Terms, or the Services, including without limitation the use of, inability to use, or unavailability of the Services. Under no circumstances will any of the Veem Parties be responsible for any damage, loss or injury resulting from hacking, tampering, or other unauthorized access or use of the Service or your User Account or the data contained therein, or your failure to use or implement security, controls, or processes that are appropriate for your business.

Veem Parties assume no liability or responsibility for any (a) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the Services; (b) any misuse of Services or data; (c) any interruption or cessation of transmission to or from the Services; (d) any software bugs, viruses, or other harmful code that may be transmitted to or through the Services; (e) any errors, inaccuracies, or omissions in the Services or data, or any loss or damage resulting therefrom (other than the transfer amount and the transfer fees charged directly by Veem, for which Veem will be responsible), regardless of the manner of transmission; or (f) defamatory, offensive, or (subject to our obligation to safeguard funds in our care) illegal conduct of any third party;. or (g) being prevented from, hindered or delayed by reason of acts of God, war or war-like hostilities, civil commotions, riots, blockades, embargoes, sabotage, strikes, lock-outs, fire, flood, shortage of material or labor or act of state, including currency control measures, in its performance under these Terms of Use (e.g. “Force Majeure” events).

Without limiting anything to the contrary, the Veem Parties’ cumulative liability to you is limited to direct damages and in all events will not exceed in the aggregate amounts actually received by us (including any Pricing paid to us) for providing the Services to you during the three (3) month period immediately preceding the event that gives rise to the claim for liability (in addition to refunding the transfer amount and transfer fee).

This limitation of liability section applies regardless of the legal theory that the claim is based on, including without limitation contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if we have been advised of the possibility of such damage.

The foregoing will apply to the fullest extent permitted by law.

5.3 No Warranty; Disclaimer. THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATION OF WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. VEEM, OUR PARENT AND AFFILIATES, AND THE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES AND SUPPLIERS OF VEEM, OUR PARENT OR OUR AFFILIATES, SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. We do not have any control over the products or services that are paid for with the Services and we cannot ensure that a payment sender or a receiver you are dealing with will actually complete the transaction or is authorized to do so. We do not guarantee continuous, uninterrupted or secure access to any part of the Services, and operation of our site may be interfered with by numerous factors outside of our control. We will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts are processed in a timely manner but we make no representations or warranties regarding the amount of time needed to complete processing because the Services are dependent upon many factors outside of our control, such as delays in the banking system or the U.S. or international mail service. Certain Services may not be available to you based on residency, geographic location or other eligibility criteria. Some states do not allow the disclaimer of 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.

5.4 Entire Agreement. These Terms and all policies and procedures that are incorporated by reference constitute the entire agreement between you and us for provision and use of the Services. Except where expressly stated otherwise in a writing executed between you and us, these Terms will prevail over any conflicting policy or agreement for the provision or use of the Services. These Terms sets forth your exclusive remedies with respect to the Services. If any provision or portion of these Terms is held to be invalid or unenforceable under law, then it will be reformed and interpreted to accomplish the objectives of such provision to the greatest extent possible, and all remaining provisions will continue in full force and effect.

5.5 Modification; Waiver. In the event that we make material changes to these Terms, we will provide you with 30 Days’ prior notice by posting notice on our website. You agree to the new-posted Terms by continuing your use of the Services. If you do not agree with the modified Terms, your sole remedy is to terminate your User Account and discontinue using the Service. The waiver by either party of a breach of any provision hereof shall not be construed as a waiver of any succeeding breach of the same or any other provision, nor shall any delay or omission on the part of such party to avail itself of any right, power or privilege that it has or may have hereunder operate as a waiver of any right, power or privilege

5.6 Applicable Law. You agree that, except to the extent inconsistent with or preempted by federal law and except as otherwise stated in these Terms, the laws of the State of California, without regard to principles of conflict of laws, will govern these Terms and any claim or dispute that has arisen or may arise between you and us.

5.7 Assignment. You may not transfer or assign any rights or obligations you have under these Terms without our prior written consent. We reserve the right to transfer or assign these Terms or any right or obligation under these Terms at any time. These Terms shall inure to the benefit of all permitted successors and assigns.

5.8 Force Majeure. Neither we nor you will be liable for any delays in processing or other nonperformance caused by telecommunications, utility, failures, or equipment failures; labor strife, riots, war, or terrorist attacks; nonperformance of our vendors or suppliers, fires or acts of nature; or any other event over which we have no reasonable control. However, nothing in this section will affect or excuse your liabilities or your obligation to pay fees, reversals, or returns under this Agreement.

5.9 Taxes. You are responsible for determining any and all Taxes assessed, incurred, or required to be collected, paid, or withheld for any reason for your use of the Services (“Taxes”). You also are solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority. We are not obligated to, nor will we determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction. We specifically disclaim any liability for Taxes. If in a given calendar year, you process (i) more than $20,000 in gross amount of payments and (ii) more than 200 payments, we may be required by law to report information about you and your use of the Services to the Internal Revenue Service (“IRS”). For purposes of determining whether you have met the IRS reporting threshold, the gross amount does not include any adjustments for credits, cash equivalents, discount amounts, fees, refunded amounts or any other amounts. Whether you reach $20,000 in payments or more than 200 payments will be determined by looking at the taxpayer identification number (“TIN”) associated with your User Account, including the applicable social security number (“SSN”) or entity identification number (“EIN”).

5.10 Severability. In the event that any provision contained herein shall for any reason be held invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, to such extent such provision shall be deemed null and void and severed from these Terms, the remainder hereof shall remain in full force and effect and enforceable.

5.11 Independent Contractor. We are an independent contractor for all purposes. Except as otherwise provided herein, neither we nor you have any right or authority to assume any obligations, or to make any representations or warranties, whether express or implied, on each other’s behalf, or to bind each other in any matter.

5.12 Survival. The following shall survive the termination of these Term: (i) all liabilities accrued under these Terms prior to the effective date of termination; (ii) all provisions that give rise to a party’s ongoing obligation; (iii) all provisions of Sections 1.2, 2.5, 2.8. 3.4, 3.6 and 5.1 through 5.14 of these Terms of Use; and (iv) any other terms which by their nature should survive.

5.13 Compliance with Laws. You represent and warrant that you will comply (and will cause your employees, agents, and representatives to comply) with all laws applicable to your business and the Services. Use of the Services is subject to all applicable laws and regulations regarding the prevention of terrorist financing and anti-money laundering. You agree and acknowledge that your use of the Services will comply with such laws and regulations, including, without limitation, the sanctions programs administered by the Office of Foreign Assets Control of the United States Department of the Treasury.

5.14 Contacting Us. If you have questions concerning these Terms, you may contact us at [email protected] or at (877) 279-2629.

Last Updated: August 8th, 2022

Terms and Conditions in French / Termes et conditions (version française)

1. Introduction

Veem Wallet is a service offered to select Veem customers in good standing by Veem Inc. (including its subsidiaries and affiliates, “Veem”).  Your relationship with Veem is governed by Veem’s Terms of Service, these Supplemental Terms and Veem’s Privacy Policy (collectively, “Terms”).  YOU AGREE TO ALL OF THE TERMS AND CONDITIONS IN THESE TERMS, AND ALL OTHER RULES, POLICIES AND PROCEDURES RELATING TO VEEM’S WALLET AND THAT VEEM MAY PROVIDE YOU FROM TIME TO TIME (AS DESCRIBED IN THESE TERMS).

“You” (and all of its derivations) means you individually and any person acting as your agent, under your authority, or with your permission, and if you are accepting these Terms on behalf of a company or other legal entity, that legal entity. You represent and warrant that you are: (i) at least 18 years of age (or the minimum age in your jurisdiction for entering into a binding contract), (ii) capable of entering into a legally binding agreement, and (iii) a legal resident of one of the countries where Veem operates. If you are entering into these Terms on behalf of a company or other legal entity, you further represent and warrant that: (1) you have the authority to bind the legal entity, (2) such legal entity is authorized to conduct business in the jurisdiction(s) in which you operate, and (3) all employees, officers, agents, and other representatives of the legal entity who use your Veem Wallet are duly authorized to access it and to engage in transactions using your Veem Wallet.

These Terms provide that all disputes between you and Veem will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review Section 29 (“Dispute Resolution and Arbitration”) for the details regarding your agreement to arbitrate any disputes with Veem.

 

2. Setting up a Veem Wallet

The Veem Wallet is a service that permits Veem users to hold a balance of funds that they can later send to a bank account or other approved deposit instrument (e.g. debit card) associated with their Veem account, or use to make payments to another party using Veem.  As a condition of holding a Veem balance and use money sent to you for Veem payments to other users or authorized parties, we must verify the required identifying information you provide to us.

Any money sent to you on Veem that has not yet been transferred represents an unsecured claim against us and is not insured by the Federal Deposit Insurance Corporation (FDIC). We may combine this money with the Veem money of other Veem users. We own the interest or other earnings on these investments. However, the claim against us represented by this money is not secured by these investments and you do not have any ownership interest (either legal or beneficial) in these investments. These pooled amounts are held apart from our corporate funds, and we will neither use these amounts for our operating expenses or any other corporate purposes nor will we voluntarily make these amounts available to our creditors in the event of bankruptcy.

 

3. Funding your Veem Wallet

a. Adding money. You may transfer money to your Veem account from an associated bank or other funding source enabled by Veem from time to time (e.g. a debit card).  When receiving payment from other parties using Veem, Veem may offer you the ability to have such funds deposited in your Veem account.

b. Transferring money out of Veem. Money in your Veem account may be transferred out of Veem to: (1) a bank account linked to your Veem account; (2) another approved deposit instrument (e.g. debit card) associated with their Veem account or (3) pay another party with an account on the Veem system.  We may set limits on your payment activity. The fees applicable to transferring money out of Veem and fees for sending payments will be presented to you in the withdrawal and payment flows.

c. Bank transfer reviews. We review account and transaction activity at various times, including when transfers are initiated. This review checks for, among other things, suspicious or illegal activity, and whether your account activity and the activity of users with whom you’ve transacted comply with this agreement. In connection with our review process, you may be required to provide us with additional information and/or documentation to verify your identity. We may limit your account and your access to money in it or that is sent to you until verification is completed. Reviews may result in:

• delayed, blocked or canceled transfers;
• money or payments being held by us;
• money or payments being applied to amounts you owe to us or used to offset the loss incurred by us;
• account limitation, suspension or termination;
• money or payments being seized to comply with a court order, warrant or other legal processes; and/or
• money or payments you previously received being reversed (i.e., sent back to the sender or to the card, bank account or Veem wallet that was used to fund the payment).

Among other reasons, we may take the above actions if you knowingly or unknowingly were a participant in a payment that was made from a compromised bank account, or compromised Veem account.  VEEM SHOULD ONLY BE USED TO TRANSACT WITH ACCOUNTS YOU KNOW AND TRUST. DO NOT USE VEEM TO TRANSACT WITH ACCOUNTS YOU DON’T KNOW.

 

4. Account Records

You may view your Veem account activity by logging into your Veem account on the Veem website.

 

5. Fees and limits

We may, at our discretion, impose limits on the amount and/or the number of payments you can send and receive.  The fees applicable to sending money will be presented to you at the time you confirm a payment using the system.

 

6. Using Veem as a Payment Method

If you have access to a Veem balance and have enough balance to cover the entire payment, Veem will use your balance to fund your payment. Otherwise, Veem will charge the entire cost of the payment to the bank account or other funding method associated with your Veem account. Vee may offer you the option to use a combination of your Veem valance as partial payment with the balance being drawn from your bank account or other approved funding source.  You will be presented with such options as part of the payment, and/or preferences settings for your account.

 

7. Protecting and Updating Your Account Information

Passwords. You are responsible for keeping your Veem Wallet password secure and for all activities that occur through or by usage of your Veem Wallet, including the activities of others (whether or not the activities are authorized). You must immediately notify Veem of unauthorized access to or use of your Veem Wallet. Veem reserves the right to require you to change any of your passwords if Veem believes they are no longer secure.  Veem will not be liable for any loss or damages of any kind that may arise as a result of the unauthorized access to or use of your Veem Wallet or any Payment Information (with or without your knowledge), except to the extent the foregoing limitation is prohibited under applicable law.

Maintaining Up-to-date Information. You are solely responsible for maintaining up-to-date and accurate information pertaining to your Veem Wallet, including all Payment Information. Veem has no responsibility for the authenticity, validity, accuracy, or completeness of the Payment Information Veem transmits on your behalf.

 

8. Veem’s Rights

a. Our suspension and termination rights.  We, in our sole discretion, reserve the right to suspend or terminate this user agreement, access to or use of our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf or some or all of the Veem services for any reason and at any time upon notice to you and, upon termination of this user agreement, the payment to you of any unrestricted money being held for you.

b. Security interest.  As security for the performance of your obligations under this user agreement, you grant to us a lien on, and security interest in and to, money in your Veem account and any other funds held in our possession.

c. Amounts owed to us.  We may deduct amounts owed to us, in whole or in part, from money that is sent to your Veem account later, either by you or from payments sent to you. While you owe amounts to us, we may: reverse payments you have sent; engage in collection and other efforts to recover such amounts from you, including, but not limited to, making attempts on your linked payment methods to cover the amounts; and place a limitation or take other action on your Veem account.

d. Insolvency proceedings.  If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, we will be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this agreement.

e. Assumption of rights.  If we invalidate and reverse a payment that you made to a recipient (either at your initiative or otherwise), you agree that we assume your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, in our discretion.

f. No waiver.  Our failure to act with respect to a breach of any of your obligations under this user agreement by you or others does not waive our right to act with respect to subsequent or similar breaches.

 

9. Indemnification and Limitation of Liability

a. Indemnification.  You must indemnify Veem for actions related to your Veem account and your use of the Veem services. You agree to defend, indemnify and hold Veem harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party due to or arising out of your breach of this user agreement, your improper use of the Veem services, your violation of any law or the rights of a third party and/or the actions or inactions of any third party to whom you grant permissions to use your Veem account or access our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf, or any of the Veem services on your behalf.

b. Limitation of liability.  Veem’s liability is limited with respect to your Veem account and your use of the Veem services. In no event shall Veem be liable for lost profits or any special, incidental or consequential damages (including without limitation damages for loss of data or loss of business) arising out of or in connection with our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf, any of the Veem services, or this user agreement (however arising, including negligence), unless and to the extent prohibited by law.

Our liability to you or any third parties in any circumstance is limited to the actual amount of direct damages. In addition, to the extent permitted by applicable law, Veem is not liable, and you agree not to hold Veem responsible, for any damages or losses (including, but not limited to, loss of money, goodwill, or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from: (1) your use of, or your inability to use, our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf, or any of the Veem services; (2) delays or disruptions in our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf and any of the Veem services; (3) viruses or other malicious software obtained by accessing our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf or any of the Veem services or any website or service linked to our websites, software or any of the Veem services; (4) glitches, bugs, errors, or inaccuracies of any kind in our websites, software, systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf or any of the Veem services or in the information and graphics obtained from them; (5) the content, actions, or inactions of third parties; (6) a suspension or other action taken with respect to your Veem account; or (7) your need to modify your practices, content, or behavior, or your loss of or inability to do business, as a result of changes to this user agreement or our policies.

 

10. Disclaimer of Warranty and Release

a. No warranty.  The Veem services are provided “as-is” and without any representation or warranty, whether express, implied or statutory. We specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.

We do not have any control over the products or services provided by sellers who accept Veem as a payment method, and we cannot ensure that a Veem user or a seller or buyer you are dealing with will actually complete the transaction or is authorized to do so. We do not guarantee continuous, uninterrupted or secure access to any part of the Veem services, and operation of our websites, software, or systems (including any networks and servers used to provide any of the Veem services) operated by us or on our behalf may be interfered with by numerous factors outside of our control. We will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, debit cards, and credit cards, as applicable, are processed in a timely manner but we make no representations or warranties regarding the amount of time needed to complete processing because the Veem services are dependent upon many factors outside of our control, such as delays in banking systems. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimers may not apply to you.

b. Your Release of Us.  If you have a dispute with any other Veem account holder or other party that deposits funds to your Veem account, you release us from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. IN ENTERING INTO THIS RELEASE YOU EXPRESSLY WAIVE ANY PROTECTIONS (WHETHER STATUTORY OR OTHERWISE, FOR EXAMPLE, CALIFORNIA CIVIL CODE § 1542) THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE ONLY THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE.

 

11. Intellectual Property

We do not claim ownership of the content that you provide, upload, submit or send to us. When you provide content to us or post content using Veem services, you grant us (and parties that we work with) a non-exclusive, irrevocable, royalty-free, transferable, and worldwide license to use your content and associated intellectual property and publicity rights to help us improve, operate and promote our current services and develop new ones. We will not compensate you for any of your content. You acknowledge that our use of your content will not infringe any intellectual property or publicity rights. Further, you acknowledge and warrant that you own or otherwise control all of the rights of the content you provide, and you agree to waive your moral rights and promise not to assert such rights against us.

 

12. Termination

a. Term and Termination. These Terms will be effective until terminated as provided in this Section. Veem may suspend or terminate your access to your Veem Wallet, or your access or use of any Payment Information in your Veem Wallet at any time, with or without cause, and without notice, including in the event Veem believes (i) your contact information is not up-to-date or you do not respond to communications directed to you; (ii) the information you have provided to obtain your Veem Wallet is false, inaccurate, not current, or incomplete; (iii) you are engaged in illegal activity; (iv) you have breached any of these Terms; or (v) your Veem Wallet has been inactive for more than thirteen (3) months.  You may terminate these Terms with respect to Veem or for any reason or no reason at all, at your convenience, by ceasing all use of Veem services.

b. Effect of Termination. Upon termination of these Terms for any reason, the rights granted to you with respect to Veem Wallet will immediately terminate and you will have to immediately cease all use of the service. The terms, conditions, and warranties contained in these Terms that by their nature and context are intended to survive the termination of these Terms will survive. Veem will have no liability to you for any damages, loss of profits or other claims arising from the termination or suspension of your access to Veem Wallet.

 

13. Governing law

You agree that, except to the extent inconsistent with or preempted by federal law and except as otherwise stated in this user agreement, the laws of the State of California, without regard to principles of conflict of laws, will govern this user agreement and any claim or dispute that has arisen or may arise between you and Veem regarding your use of the Veem services.

 

14. Notifications

Unless provided otherwise by Veem in connection with Veem Wallet, all notices required from you under these Terms must be sent to the US headquarters address identified at veemdev.wpengine.com/contact/.  Notices to be sent related to Arbitration must be delivered as set forth in Section 17. You consent to receive certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

 

15. Entire Agreement

The Terms constitute the entire agreement between you and Veem with regard to their subject matter.

 

16. Relationships of the Parties

These Terms do not create and must not be construed as creating a joint venture, co-ownership, partnership, or agency relationship between you and Veem.

 

17. Dispute Resolution and Arbitration

a. Generally. In the interest of resolving disputes between you and Veem in the most expedient and cost-effective manner, you and Veem agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND VEEM ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

b. Exceptions. Despite the provisions of Section 17(a), nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.

c. Arbitrator. Any arbitration between you and Veem will be settled under the U.S. Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer-Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879.

d. Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if such other party has not provided a current physical address, then by electronic mail (“Notice”). Veem’s address for Notice is: Veem Inc., 1160 Battery St. East, Suite 100, San Francisco CA 94111; Attention: Legal Department. The Notice must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Veem may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Veem must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award if any. If the dispute is finally resolved through arbitration in your favor, Veem will pay you the highest of the following: (A) the amount awarded by the arbitrator, if any; or B) the last written settlement amount offered by Veem in settlement of the dispute prior to the arbitrator’s award.

e. No Class Actions. YOU AND VEEM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Veem agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

f. Modifications to this Arbitration Provision. If Veem makes any future change to this arbitration provision, other than a change to Veem’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to Veem’s address for Notice, in which case your account with Veem will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.

g. Enforceability. If Section 17(e) is found to be unenforceable or if the entirety of this Section 17 is found to be unenforceable, then the entirety of this Section 17 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in these Terms will govern any action arising out of or related to these Terms.

 

18. Interpretation

The section headings in these Terms are for convenience only and have no legal or contractual effect. For purposes of these Terms, (a) the words “include,” “includes” and “including” will be deemed to be followed by the words “without limitation;”; (b) the words “such as”, “for example” “e.g.” and any derivatives of those words will mean by way of example and the items that follow these words will not be deemed an exhaustive list; (c) the word “or” is used in the inclusive sense of “and/or” and the terms “or,” “any,” and “either” are not exclusive; and (d) the singular includes the plural and the plural includes the singular. No ambiguity will be construed against any party based on a claim that the party drafted the language.

 

19. Assignment

You may not assign or transfer your rights or obligations under these Terms. Any purported transfer or assignment in violation of the foregoing will be invalid.

 

20. Force Majeure

Veem will not be liable for any delay or failure to perform its obligations hereunder resulting from any cause beyond its reasonable control, including without limitation, telecommunications, power or utility failures.

 

21. Miscellaneous

Veem is only a payment service provider. We act as a payment service provider only. We do not:

• Act as an escrow agent with respect to any money sent to you on Veem that has not been transferred;
• Act as your agent or trustee;
• Enter into a partnership, joint venture, agency or employment relationship with you;
• Guarantee the identity of any user or seller;
• Determine if you are liable for any taxes; or
• Unless otherwise expressly set out in this agreement, collect or pay any taxes that may arise from your use of our services.

Last Updated: January 30, 2020

CONSENT TO ELECTRONIC DELIVERY OF COMMUNICATIONS AND USE OF ELECTRONIC SIGNATURES

This E-SIGN Disclosure and Consent (“Consent”) allows Veem Inc., on behalf of itself, its affiliates and any service providers (“Veem” or “We”), to provide you (“You” or “Your”) with electronic versions of communications, notices, agreements, statements, or disclosures (“Communications”) associated with Your Veem account or Your use of or interactions with Veem’s products, services, or other offerings (collectively, the “Service”).

By enrolling in or using the Service, You are agreeing to this Consent and that Veem may, in its sole discretion, send You Communications electronically by email, text, or by making them accessible via the Veem websites or applications. 

All Communications provided electronically to You under this Consent will be considered to have been provided “in writing.”

Communications covered by this Consent include, but are not limited to: (1) agreements, disclosures, policies and notices related to Your Veem account or Your use of the Service (such as Veem’s Terms of Use, Privacy Policy and Acceptable Use Policy), (2) Veem payment or transaction records, (3) account statements and history, and (4) any disclosure or notice required under applicable federal, state or local law to be provided “in writing”.

This Consent also allows Veem to use electronic signatures and obtain them from You.

 
Electronic Delivery of Documents: System Requirements

Electronic Communications may be sent to You by email, text, or may be made available on the Veem websites or applications, as permitted by law. By providing Your consent here, You are confirming that You have access to the computer hardware and software needed to access these electronic Communications, including but not limited to:

• An internet-ready device (including a computer, tablet, mobile phone, or other similar device),
• A reliable connection to the internet,
• Recent internet browser software with 256-bit encryption, supported browsers include Google Chrome, Microsoft Edge, Mozilla Firefox, and Apple Safari,
• A valid email address and access that email account,
• Access to software that allows print, download, or otherwise store electronic Communications, and
• A mobile device with a recent device operating system that supports email, text messages and attachments.

 
Keeping Your Contact Information Updated

It is Your responsibility to keep Your primary email address and other electronic addresses up-to-date so that Veem can communicate with You electronically. By consenting here, You agree that if We send you an electronic Communication but You do not receive it because Your electronic addresses are incorrect or out-of-date, or You cannot receive electronic Communications as provided under this Consent, Veem will have met any requirement to provide the Communication to You.

 
FOR CONSUMERS ONLY: Withdrawing Your Consent

If You are, or You are acting on behalf of, an individual using the Service for personal, family or household purposes, You may withdraw this Consent at any time. If You decide to withdraw this Consent because You do not want to receive future Communications electronically, You can contact Veem Customer Support through our customer support. Your withdrawal of this Consent will become effective after We have had a reasonable opportunity to process it and upon confirmation by You of an up-to-date address for delivery of paper copies of Communications.

PLEASE BE AWARE, HOWEVER, THAT IF YOU WITHDRAW THIS CONSENT, VEEM MAY RESTRICT OR TERMINATE YOUR USE OF THE SERVICE.

 
Requesting a Paper Copy of Electronic Communications

If You do not wish to withdraw this Consent, but You wish to obtain a paper copy of a Communication that was provided electronically, You can contact Veem Customer Support through our customer support.

 
Termination or Changes to the Consent

We reserve the right, in our sole discretion, to terminate or change this Consent or the way in which We provide You with Communications.

ELECTRONIC FUNDS TRANSFER AGREEMENT AND DISCLOSURES & ERROR RESOLUTION NOTICE

Electronic Funds Transfer Agreement and Disclosures

This electronic funds transfer (“EFT”) agreement and disclosure (“EFT Agreement”) is made in compliance with federal law regulating EFT services. All capitalized terms not defined in this EFT Agreement have the meanings given to them in the Veem Terms of Use.

This EFT Agreement applies to you if you are, or if you are acting on behalf of, an individual who is using the Veem Service for personal, family or household purposes. This EFT Agreement does not apply to any electronic transfers initiated through the Veem Service to or from a business bank account, or for a commercial purpose. If this EFT Agreement applies to you, by continuing to use or interact with the Veem Service after receiving a copy of this EFT Agreement, you are consenting to and accepting the terms of this EFT Agreement.

 

(a) Your Liability for Unauthorized Transfers Made Through Your Veem Account

Through the Veem Service and using your Veem Login Credentials, you may initiate EFT payment transactions to and from your linked accounts through electronic payment systems.

An “unauthorized transfer” occurs when an EFT payment is made through your Veem account or using your Veem Login Credentials, and you neither authorized that payment nor benefited from the payment. As an example: if someone steals your Veem Login Credentials and uses those Login Credentials to access your Veem account and send an EFT payment without your permission, that transfer is unauthorized. Please note, however, that an unauthorized transfer will not have occurred if you give someone access to your Veem Login Credentials, even if that person uses your Login Credentials without your permission, unless you previously notified Veem that you shared your credentials with someone who isn’t authorized to use your account so that we could take appropriate action.

To help you protect yourself against unauthorized activity and monitor your account and transactions in real time, we provide you with a full transaction history for your account that can be accessed at any time from any device through your Veem account. This transaction history includes: the amount, date and type of each payment made through your account; the payment account(s) used; and information about the payor and payee. The transaction history will also provide you with our contact information in case you have any questions or concerns about a transaction. We recommend that you regularly log in to your Veem account to review your transaction history.

You must TELL US AT ONCE if you believe your Login Credentials have been lost or stolen, or your Veem account has been otherwise compromised, or if you believe that an unauthorized transfer has been made from your account. 

If you tell us within 2 business days after you learn of the loss or theft of your Login Credentials or of the compromise of your Veem account, you can lose no more than $50 if someone used your Login Credentials or account without your permission.

If you do NOT tell us within 2 business days after you learn of the loss or theft of your Login Credentials or of the compromise of your Veem account, and we can prove we could have stopped someone from using your Login Credentials or Veem account if you had told us within 2 business days, you could lose as much as $500.

If you believe there is an unauthorized transfer on your account, you must tell us AT ONCE, but at least within 60 days of the transfer posting to your Veem payment history. If you do NOT tell us within 60 days of the unauthorized transfer posting to your Veem payment history, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time.

If a good reason (such as a long trip or a hospital stay) kept you from telling us about the loss or theft of your Login Credentials or the compromise of your Veem account, or about an unauthorized transfer on your account, we will extend the time periods above.

 

(b) Who to Contact for Unauthorized Transfers or Other Concerns

If you believe that your Veem Login Credentials have been lost, stolen, or otherwise compromised, or you believe there may be an unauthorized transfer on your Veem account, you must contact us IMMEDIATELY through our customer support.

 

(c) Our Business Days

For purposes of these disclosures, our business days are Monday through Friday. Holidays are not included.

 

(d) Transfer Types and Limitations

(1) Account access. You may use your Login Credentials and the Veem Service as provided in our Terms of Use.

(2) We may limit the frequency and available of transfers as provided in our Terms of Use.

(3) We may limit the dollar amount of transfers, on a per transaction or cumulative basis, as provided in our Terms of Use.

 

(e) Fees

(1) Per transfer charge. We will charge you a transaction fee for each EFT you make using the Veem Service. Information on transaction fees is available here.

(2) Fixed charge. From time to time we may offer a subscription service offering.  If you participate in such a plan, we will charge you a monthly subscription fee for the Veem service. Information on monthly subscription fees is available here.

 

(f) Confidentiality

We will disclose information to third parties about your account or the EFTs you make:

(i) Where it is necessary for completing transfers, or

(ii) In order to verify the existence and condition of your account for a third party, or

(iii) In order to comply with government agency or court orders, or

(iv) As otherwise provided in our Privacy Policy, or

(v) If you give us your written permission.

 

(g) Transaction History

You will get a full transaction history for your account that can be accessed at any time from any device through your Veem account.

 

(h) Preauthorized Payments

(1) Right to stop payment and procedure for doing so. If you have told us in advance to make regular payments out of your account, you can stop any of these payments. Here’s how:

You may make changes to scheduled payments through your Veem account, or you may contact our customer support, in time for us to receive your request 3 business days or more before the payment is scheduled to be processed. If you reach out to us through our customer support portal, we may also require you to put your request in writing and get it to us within 14 days after you call. We may charge you a fee for each stop-payment order that you give.

(2) Notice of varying amounts. If these regular payments may vary in amount, we will tell you, at least 10 days before each payment, when it will be made and how much it will be.

(3) Liability for failure to stop payment of preauthorized transfer. If you order us to stop one of these payments 3 business days or more before the transfer is scheduled to be processed, and we do not do so, we will be liable for your losses or damages.

 

(i) Our Liability for Incomplete EFTs

If we do not complete an EFT to or from your account on time or in the correct amount according to our Terms of Use, we will be liable for your losses or damages. However, there are some exceptions.

We will not be liable, for instance:

(1) If, through no fault of ours, you do not have enough money in your linked account to make the transfer.

(2) If the Veem system was not working properly and you knew about the breakdown when you started the transfer.

(3) If circumstances beyond our control (such as a fire or flood) prevent the transfer, despite reasonable precautions that we have taken.

(4) Other exceptions as stated in our Terms of Use.

 

Error Resolution Notice

For purposes of this EFT Agreement, an error includes the following:

• An unauthorized transfer.
• You send a payment through the Veem Service and an incorrect amount is debited from your account.
• You receive a payment through the Veem Service and an incorrect amount is credited to your account.
• An EFT payment does not appear in your Veem account transaction history.
• An EFT payment does not appear correctly in your Veem account transaction history.
• Your request for information about your account related to an EFT transaction(s), including for information needed to determine whether an error has occurred.
• An inquiry into the status of a pending EFT payment transaction.
• You request account or transaction documentation related to an EFT payment documentation, other than a request for a duplicate copy, a request for tax or recordkeeping purposes or a request for a paper copy when you have consented to electronic delivery.

An error does not include the following:

• A routine inquiry about your Veem account balance.
• Your request for account or transaction documentation related to an EFT payment documentation if that request is for a duplicate copy, for tax or recordkeeping purposes, or for a paper copy when you have consented to electronic delivery.

If you believe there is an unauthorized transfer or other error on your Veem account, or if you need more information about your account to determine if there is an unauthorized transfer or other error on your account, contact us through our customer support portal AS SOON AS YOU CAN. We must hear from you no later than 60 days after the transfer or error posted to the payment history on your Veem account.

We will investigate and, where appropriate, resolve any suspected error that you report within 60 days of the error posting to your Veem account. We may also investigate and/or resolve suspected errors that are reported after 60 days of posting to your Veem account, in our sole discretion.

When you contact us, be prepared, if possible, to:

(1) Tell us your name and account number (if any).

(2) Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.

(3) Tell us the dollar amount of the suspected error.

If you tell us orally, we may require that you send us your complaint or question in writing within 10 business days.

We will determine whether an error occurred within 10 business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 45 days to investigate your complaint or question. If we decide to do this, we will credit your account within 10 business days for the amount you think is in error, so that you will have use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within 10 business days, we may not credit your account.

For errors involving new accounts or foreign-initiated transactions, we may take up to 90 days to investigate your complaint or question. For new accounts, we may take up to 20 business days to credit your account for the amount you think is in error.

We will tell you the results within three (3) business days after completing our investigation. If we decided that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

This Privacy Policy explains our online and offline information practices, the kinds of information we may collect, how we intend to use and share that information, and how you can opt-out of a use or correct or change such information.   The terms “Veem,” “us,” “we,” and “our” refer to Veem Inc. and its affiliates. The terms “you” and “your” refer to any person or business that applies or signs up for a Veem account, or accesses or uses any Veem application, product, service, feature, technology, content, or website (collectively, “Services”).

Scope and Consent

This Privacy Policy applies to Personal Information that is Processed by Veem in the course of our business, including through our Services.  “Personal Information” is any information relating to an identified or identifiable natural person. “Process” or “Processing” means any operation that we perform on Personal Information.

This Privacy Policy is intended to meet requirements globally, including those in North America, Europe, APAC, and other jurisdictions.

This Policy applies to all Veem’s operating divisions, subsidiaries, affiliates, and branches, including Veem Payments Inc. and any additional U.S. subsidiary, affiliate, or branch of Veem that we may subsequently form.

You accept the terms of this Privacy Policy and consent to our collection, use, disclosure and retention of your information as described in this Privacy Policy (including to contact you), and for all other purposes permitted under applicable personal information privacy statutes, credit bureau reporting rules, anti-spam legislation, and consumer protection laws.

Collection of Personal Information

We collect Personal Information about you to deliver Services.

Personal Information You Provide Directly to Us

We collect information you provide when you apply or sign up for a Veem account or use Veem Services and when you provide information as part of our identity or account verification process.  We may collect information about you, including but not limited to:

• Identification information, such as your name, email address, mailing address, phone number, photograph, birthdate, passport, driver’s license, Social Security, Taxpayer Identification, or other government-issued identification number;
• Financial information, including bank account and payment card numbers;
• Tax information, including withholding allowances and tax filing status; and

Other historical, contact, and demographic information.  We may collect Personal Information from you such as email address, phone number or mailing address when you contact us to request information about our Services, register for our newsletter that we may offer, request to receive customer or technical support, or otherwise communicate with us.

We also collect information you upload to or send through our Services, including but not limited to:

• Information about products and services you purchase or sell;
• Information you provide about you or your authorized users, representatives, or beneficial owners; and
• Information you provide to counterparties using our Services (for example, invoice information).
• Information you post in comments on the blog on our website. These comments will be visible to the public.

Some of the information we collect is collected to comply with laws and regulations, including anti-money laundering and anti-terrorist financing laws.

Personal Information We Collect from Your Use of our Services

We collect information about you when you use our Services, including but not limited to:

• Device Information. We may collect specific information about the computer or mobile device (“device”) used when you access our Services, including your hardware model, operating system and version, unique device identifier, internet service provider, mobile network information, and information about the device’s interaction with our Services.  We may also identify other software running on the device for anti-fraud and malware-prevention purposes, but we will not collect any content from such software.
• Location Information. Through our applications, we may collect information about the location of your device.
• Use Information. We collect information about how you use our Services, including your access date and time, browser type and language, and Internet Protocol (“IP”) address.
• Transaction Information. When you use our Services to make, accept, request, or record payments or money transfers, we may collect information about when and where the transactions occur, the names of the transacting parties, a description of the transactions, the payment or transfer amounts, billing and shipping information, and the devices and payment methods used to complete the transactions.
• Information Collected by Cookies and Web Beacons. We use various technologies to collect information when you use our Services, including sending cookies to your device and using web beacons.  Cookies are small data files that are stored on your hard drive or in your device memory when you visit a website or view a message. Among other things, cookies support the integrity of our registration process, retain your preferences and account settings, and help evaluate and compile aggregated statistics about user activity.  For more information and to learn how to block or delete cookies used in the Services, please see “Your Choices” below. We also may collect information using web beacons. Web beacons are electronic images that may be used in our Services or emails. We may use web beacons to deliver cookies, track the number of visits to our website, understand usage and campaign effectiveness, and determine whether an email has been opened and acted upon.

Personal Information We Collect from Other Sources

We may also collect information about you from third parties, including third-party verification services, credit bureaus, mailing list providers, and publicly available sources.  In some circumstances, where lawful, this information may include your government-issued identification number. By applying or signing up for a Veem account, you authorize and consent to our obtaining from, and disclosing to, third parties, from time to time, any information about you in connection with the processing of any credit investigation, identity or account verification, fraud detection, or collection procedure, or as may otherwise be required by applicable law.  This includes, where lawful, the receipt and exchange of account or credit-related information with any credit reporting agency or credit bureau.

We use Plaid Technologies, Inc. (“Plaid”) to gather information about you from financial institutions.  By using our Services, you grant us and Plaid the right, power, and authority to act on your behalf  from time to time to access and transmit your personal and financial information from the relevant financial institution.  You agree to your personal and financial information being transferred, stored, and processed by Plaid in accordance with the Plaid Privacy Policy located at www.plaid.com/legal.

Third-Party Advertising and Analytics

We may allow third-party service providers to deliver content and advertisements in connection with our Services and to provide anonymous site metrics and other analytics services.  These third parties may use cookies, web beacons, and other technologies to collect information, such as your IP address, identifiers associated with your device, other applications on your device, the browsers you use to access our Services, webpages viewed, time spent on webpages, links clicked, and conversion information (e.g., transactions entered into).  This information may be used by Veem and third-party service providers on behalf of Veem to analyze and track usage of our Services, determine the popularity of certain content, deliver advertising and content targeted to your interests, and better understand how you use our Services. The third-party service providers that we engage are bound by confidentiality obligations and other restrictions with respect to their use and collection of your information.

This Privacy Policy does not apply to, and we are not responsible for, third-party cookies, web beacons, or other tracking technologies, which are covered by such third parties’ privacy policies.  For more information, we encourage you to check the privacy policies of these third parties to learn about their privacy practices. For more information about targeted advertising specifically, please visit www.aboutads.info/choices.

Third-Party Websites, Social Media Platforms, and Software Development Kits

Our website may contain links to other websites, and other websites may reference or link to our website or other Services.  These other domains and websites are not controlled by us, and Veem does not endorse or make any representations about third-party websites or social media platforms.  We encourage our users to read the privacy policies of each and every website and application with which they interact. We do not endorse, screen or approve, and are not responsible for, the privacy practices or content of such other websites or applications.  Visiting these other websites or applications is at your own risk.

Our Services include a publicly accessible blog.  Our website and our other Services may also contain links and interactive features with various social media platforms (e.g., widgets).  If you already use these platforms, their cookies may be set on your device when using our website or other Services. You should be aware that information which you voluntarily include and transmit online in a publicly accessible blog, chat room, social media platform, or otherwise online, or that you share in an open forum may be viewed and used by others without any restrictions.  We are unable to control such uses of your information when interacting with a social media platform, and by using such services you assume the risk that the information provided by you may be viewed and used by third parties for any number of purposes.

We use third-party software development kits (“SDKs”) provided by HotJar and Amplitude as part of the functionality of our Services for analytics purposes to help us understand how you use our website.  You may opt out HotJar’s SDK on your browser at https://www.hotjar.com/legal/compliance/opt-out. If you would like to opt-out of Amplitude’s collection, please contact us at [email protected].

Use of Your Personal Information

We acquire, hold, use, and Process Personal Information about you for a variety of business purposes, including:

To Provide Products, Services, or Information Requested

We may use Personal Information about you to provide, maintain, and improve our products, Services, or information, such as:

• Processing or recording payment transactions;
• Displaying historical transaction information;
• Accessing certain areas, functionalities, and features of Veem’s services, such as business resources; and
• Delivering the information and support you request.

We also may contact you to resolve disputes, collect fees, and provide assistance for problems with our Services or your Veem account.

Research and Development

We may use Personal Information about you to improve, personalize and facilitate your use of our Services.  We also may use Personal Information about you to measure, customize, and enhance our Services, including the design, content, and functionality of our applications and websites, or to track and analyze trends and usage in connection with our Services.

Sharing Content with Your Contacts

We may use Personal Information you provide to connect you with people you already know.  For example, you may upload contact information from your address book or accounting software.  We will use that information to help make transactions easier to initiate or fulfill.

List My Business Directory

Veem offers on online directory of users called List My Business that enables users of our services to connect with one another. Veem may use personal information you provided in connection with this service. Participation in this service is strictly optional. You may modify your participation in this program under the Business Settings tab in the Customer Portal.

Marketing Veem Products and Services

We may use Personal Information about you to send you news and information, or to conduct surveys and collect feedback, about our Services.  We may communicate with you about products, services, contests, promotions, discounts, incentives, and rewards offered by us and select partners, based on your communication preferences and applicable law.

You may contact us at any time to opt-out of the use of your Personal Information for marketing purposes, as further described below.

Other Uses

We may use Personal Information about you:

• To protect our rights or property, or the security or integrity of our Services;
• To enforce the terms of our Terms of Use or other applicable agreements or policies;
• To verify your identity (e.g., some of the government-issued identification numbers we collect are used for this purpose);
• To investigate, detect, and prevent fraud, security breaches, and other potentially prohibited or illegal activities;
• To comply with any applicable law, regulation, legal process, or governmental request;
• For any other purpose disclosed to you in connection with our Services.

Sharing of Information

We may share Personal Information about you as follows:

• With our group companies and other affiliates for the purposes outlined above;
• With third parties to provide, maintain, and improve our Services, including service providers who access information about you to perform services on our behalf (e.g., fraud prevention, identity verification, and fee collection services), as well as financial institutions, payment networks, payment card associations, and other entities in connection with the payment or money transfer process. As noted above, we share your Personal Information with Plaid Technologies, Inc. (“Plaid”) to gather information about you from financial institutions;
• With financial institutions or other working capital providers we partner with to offer you lending or working capital products
• With third parties that run advertising campaigns, contests, special offers, or other events or activities in connection with our Services;
• With other users of our Services with whom you interact through your own use of our Services. For example, we may share information when you make or accept a payment using our Services;
• In connection with, or during the negotiation of, any merger, sale of company stock or assets, financing, acquisition, divestiture, or dissolution of all or a portion of our business; or
• If we believe that disclosure is reasonably necessary (i) to comply with any applicable law, regulation, legal process or governmental request (e.g., from tax authorities), (ii) to enforce or comply with the terms of our Terms of Use or other applicable agreements or policies, (iii) to protect our rights or property, or the security or integrity of our Services, or (iv) to protect us, users of our Services, or the public from harm or potentially prohibited or illegal activities.

We also may share aggregated information with third parties that does not specifically identify you or any individual user of our Services.

International Data Transfers

You agree that all Personal Information collected via or by Veem may be transferred, processed, and stored anywhere in the world, including but not limited to, the United States, in the cloud, or on the servers of our service providers.  Your Personal Information may be accessible to law enforcement or other authorities pursuant to a lawful request. By providing information to Veem, you explicitly consent to the storage of your Personal Information in these locations.

Your Choices

Personal Information

You may access, change, correct, or delete Personal Information about you by logging into your Veem account at any time or by contacting us.  We may need to verify your identity before granting access or otherwise changing, correcting, or deleting your information.

Where otherwise permitted by applicable law, you may send an e-mail to [email protected] or use any of the methods set out in this Privacy Policy to request access to, receive (port), seek rectification, or request erasure of Personal Information held about you by Veem. Please include your full name, email address associated with your Account, and a detailed description of your data request. Such requests will be processed in line with local laws.

Although we will make good faith efforts upon your request to provide you with access to your information, there may be circumstances in which we are unable to provide access, including but not limited to: where the information contains legal privilege, would compromise others’ privacy or other legitimate rights, where the burden or expense of providing access would be disproportionate to the risks to your privacy, or where it is commercially proprietary.  If we determine that access should be restricted in any particular instance, we will provide you with an explanation of why that determination has been made and a contact point for any further inquiries.

Deactivating Your Account

You may deactivate your Veem account by logging into your Veem account or by emailing us using the contact details provided below.  We may retain archived copies of Personal Information about you and any transactions or Services you used for a period of time that we believe is reasonably necessary to comply with applicable law, regulation, legal process, or governmental request, to prevent fraud, to collect fees owed, to resolve disputes, to address problems with our Services, to assist with investigations, to enforce our Terms of Use or other policies, or to take any other actions consistent with applicable law.

Cookies and Internet-Based Advertising

When you access or use the Services, to help make your experience simpler, our web server may send a cookie to your device.  Certain cookies we use last only for the duration of your web or application session and expire when you close your browser or exit the application.  Other cookies are used to remember you when you return to use the Services and, as such, will last longer.

We may use cookies to:

• Remember that you have visited us or used the Services before.
• Customize elements of content of our website or application for your experience.
• Collect anonymous statistical information about how you use the Services (including the length of your web or application session) and the location from which you access the Services, so that we can improve the Services and learn which elements and functions of the Services are most popular with our users.

Some of the cookies used in the Services are set by us, and others are set by third parties who deliver services on our behalf.

Most web and mobile device browsers are set to automatically accept cookies by default.  However, you can change your browser settings to prevent automatic acceptance of cookies, or to notify you each time a cookie is set.

You also can learn more about cookies by visiting www.allaboutcookies.org, which includes additional useful information on cookies and how to block cookies on different types of browsers and mobile devices.  Please note, however, that by blocking or deleting cookies used in the Services, you may not be able to take full advantage of the Services.

The online advertising industry also provides websites from which you may opt-out of receiving targeted ads from our data partners and our other advertising partners that participate in self-regulatory programs.  You can access these, and also learn more about targeted advertising and consumer choice and privacy, at www.networkadvertising.org/managing/opt_out.asp, or www.youronlinechoices.eu and www.aboutads.info/choices.  You can also choose not to be included in Google Analytics here.

To be clear, whether you are using our opt-out or an online industry opt-out, these cookie-based opt-outs must be performed on each device and browser that you wish to have opted-out.  For example, if you have opted-out on your computer browser, that opt-out will not be effective on your mobile device. You must separately opt-out on each device. Advertisements on third-party websites that contain the AdChoices link and that link to this Privacy Policy may have been directed to you based on anonymous information collected by advertising partners over time and across websites.  These advertisements provide a mechanism to opt-out of the advertising partners’ use of this information for interest-based advertising purposes.

Do Not Track

Do Not Track (“DNT”) is an optional browser setting that allows you to express your preferences regarding tracking across websites.  We currently do not respond to DNT signals. We may continue to collect information in the manner described in this Privacy Policy from web browsers that have enabled DNT signals or similar mechanisms.

Promotional Communications

You may opt out of receiving promotional messages from Veem by following the instructions in those messages or by changing your notification settings by logging into your Veem account.  We will process your request within a reasonable time after receipt. If you decide to opt out, we may still send you non-promotional communications, such as digital receipts and messages about your account or our ongoing business relations.

Children’s Information

Our website and Services are not targeted or directed at children under the age of 13 and do not knowingly collect or store any personal information about children under the age of 13. If you learn that your child has provided us with Personal Information without your consent, you may alert us at the contact information provided below.  If we learn that we have collected any Personal Information from children under 13 (and in certain jurisdictions under the age of 16), we will promptly take steps to delete such information and terminate the child’s account.

California Privacy Rights

California law permits residents of California to request and receive once each calendar year certain details about information we have disclosed to third parties for those third parties’ direct marketing purposes during the immediately preceding calendar year.  If you are a California resident and would like to request this information, please contact us at the address listed below.

Security of Your Information

We take reasonable measures, including administrative, technical, and physical safeguards, to protect your Personal Information from loss, theft, misuse, and unauthorized access, disclosure, alteration, and destruction.  We hold Personal Information about you at our own premises and with the assistance of third-party service providers. We restrict access to Personal Information to those Veem employees, contractors, and agents who need to know that information in order to transmit, store, or Process it, who are subject to contractual confidentiality obligations consistent with this Privacy Policy, and who may be disciplined or terminated if they fail to meet these obligations.  Our third-party service providers store and transmit Personal Information in compliance with this Privacy Policy and other appropriate confidentiality and security measures.

Nevertheless, Veem cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your Personal Information for improper purposes.  If information in our possession or under our control is compromised as a result of a security breach, we will take reasonable steps to investigate the situation and, where appropriate, notify those individuals whose information may have been compromised and take other steps in accordance with applicable laws or regulations.

Amendment

We may amend this Privacy Policy from time to time by posting a revised version and updating the “Last updated” date below.  The revised version will be effective at the time we post it. We will provide you with reasonable prior notice of substantial changes in how we use your information, including by email at the email address you provide or as otherwise required by law.  Where these changes would cause material detriment to you, you may of course cancel your account at any time. We encourage you to review this Privacy Policy whenever you use our Services to stay informed about our information practices and the choices available to you, and to contact us if you have any questions about these changes.  Your continued use of our Services constitutes your acceptance of any amendment of this Privacy Policy.

Contact

If you have any questions or concerns regarding our Privacy Policy, or if you believe our Privacy Policy or applicable laws relating to the protection of your personal information have not been respected, you may file a complaint with our Compliance Department and we will respond to let you know who will be handling your matter.  We may request additional details from you regarding your concerns and may need to engage or consult with other parties in order to investigate and address your issue. We will keep records of your request and any resolution.

Veem Inc.

1160 Battery St. East, Suite 100,
San Francisco CA 94111

[email protected]

If you are an EU or Swiss citizen and feel that Veem is not abiding by the terms of this Policy, please contact Veem at the contact information provided above.

Compliance

This Policy shall be implemented by Veem and all its operating divisions, subsidiaries and affiliates. Veem has put in place mechanisms to verify ongoing compliance with this Policy. Any Employee that violates these privacy principles will be subject to disciplinary procedures;

Updated January 26, 2022

This Acceptable Use Policy lists items and activities that Veem prohibits or limits because they may be illegal or inappropriate in connection with the use of our services and applies to any person or entity using our payment service and any transactions that we are asked to process. Veem retains full rights over the customers and the industry types we elect to service. We may amend this Acceptable Use Policy at any time by posting a revised version on our website.

 

A. Prohibited Business Types and Activities

Veem does not provide services to customers engaged in services for activities that:

• Violate any law, statute, ordinance or regulation
• Relate to transactions that involve or support:

Internet pharmacies; internet pharmacy referral sites; nutraceuticals; pharmaceutical, inhalants; synthetic drugs; drugs or drug paraphernalia; prescription drugs; bestiality; rape/violence; bride catalogs; escort services; any payment for sexual services; trading of items or support of organizations that promote hate, violence, or racial intolerance; multi-level/affiliate marketing businesses; money making schemes; pawn shops; payday loans; counterfeit goods; resale of social media activity; communications jammers; load balancing; malware; spyware; phone unlocking services; illegal downloads or any other goods and services infringing intellectual property rights (trademark, patent, copyright) of a third party; tobacco products; gambling; poker chips; firearms, ammunition, weapons, or knives; illegal or stolen goods or services, crypto-currency exchanges or sales, blockchain.

 

B. Cautionary Business Types and Activities

Veem requires enhanced review and pre-approval for certain services as detailed below:

a. Buyer clubs/membership clubs; credit counseling/credit repair services; credit protection/identity theft protection; direct marketing-subscription merchants; infomercial merchants; outbound telemarketers; rebate-based businesses; upselling merchants; travel, tickets, & events; e-books.

b. Alcohol; auction/bid; movies and music; DVD Converter; unlock software/services; streaming; registry cleaners; PC technical support; financial recommendations; astrology/tarot card.

c. Dating services; online marketplaces; MSBs; foreign exchange; crypto-currency exchanges or sales; file-sharing; file-hosting services; medical/therapy services; lotteries; gold, diamonds, precious metals, jewelry, insurance, non-profits, paper mills

Last updated: January 11, 2021

These Developer Terms of Use, with the Veem Terms of Service and any other agreement into which you have entered with Veem (collectively “Veem Agreements”), apply to your access to and use of the Developer’s Tools. If any inconsistency exists between the terms of this Agreement and the Veem Terms of Service, this Agreement will control your access to and use of the Developer’s Tools.

This is a legal agreement between us and the entity or person doing business in their individual capacity (“you,” “your,” or “user”) who registered for access to and use of the Developer’s Tools. These Terms describe the terms and conditions that apply to your use of the Developer’s Tools.

By accessing or using the Developer’s Tools you agree to these Terms. We may amend these Terms at any time by posting a revised version on our website. The revised version will be effective at the time we post it. In addition, if the revised version includes a substantial change, we will provide you with 30 Days’ prior notice of any substantial change by posting a notice on our website.

Veem is located at 1160 Battery St. East, Suite 100, San Francisco CA 94111 U.S.A.

 

1. Introduction.

1.1 Veem Developer Platform. The Veem Developer Platform is a global payments platform open to Developers. Our Developer’s Tools offer you the ability to build Applications that interact with Veem. Our goal is to encourage innovation, creativity and greater use of Veem Services. Your use of Veem Services, excluding Developer Tools, in connection with your Veem Account is covered by the Veem Terms of Service, as may be amended from time to time, or a separate written agreement between you and Veem.

1.2 Veem Developers. We consider you to be a Developer if you access or use the Developer’s Tools for any purpose including building an Application and/or making an API Call, irrespective of whether your use is for your own benefit or as a third party service provider. All Developers and API Callers are jointly and severally subject to the terms and conditions of this Agreement. Developers must have a Veem Account in good standing.

1.3 App ID and API Credentials. Veem will provide you a unique confidential identification code, certificate and App ID that enable you to use the Developer’s Tools. Veem may also provide you with API Credentials for testing and/or production. Veem may immediately terminate or revoke your App ID and/or API Credentials for any reason in Veem’s sole discretion. You may not sell, transfer, sublicense, or disclose your App ID, API Credentials or other Veem Account credentials to any third party, other than a service provider performing services on your behalf, and you agree to notify Veem immediately of any violation of these obligations. You are liable for all activities performed with your App ID, API Credentials or other Veem Account credentials.

 

2. The Sandbox – The Developer’s Testing Environment.

You agree that all use of the Sandbox will be in accordance with Veem’s usage policies for Developer’s Tools which are subject to change from time to time. Veem may post on the Developer site and/or Developer blog, and/or send an email to you with notices of any changes. You agree that Veem will not be liable to you or any third party for any modification or cessation of Developer’s Tools, including the Sandbox. All accounts and transactions made in the Sandbox are not real and no real money is transferred. The Sandbox is provided to you on an “as-is” basis and Veem does not guarantee up-time or availability. You agree that you will not use any robot, spider, or other automatic device to create Veem accounts for Sandbox use and you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure.

 

3. Live Access.

Your Application will be given Live Access if the following requirements are met:

3.1 Account in Good Standing. The API Caller of the Application has a Veem Account in good standing. You agree to provide information about you, the Account holder and/or the business owner to Veem before receiving live credentials.

3.2 Application Approval. In certain instances, Your Application must receive prior approval from Veem. You must complete our online questionnaire and submit any information we request so we can review your Application. All approval decisions will be made in Veem’s sole discretion. Decisions are based on factors including but not limited to whether the Application functions in accordance with your representations, complies with the Veem Developer rules, is consistent with the Veem Agreements and is not likely to prove harmful to Veem, Veem Users or the Veem community.

 

4. APIs.

Support. Veem may provide you with support or modifications for the Developer’s Tools (collectively, “Support”) in its sole discretion. Veem may terminate such Support at any time without notice to you. Veem may change, suspend, or discontinue any aspect of the Developer’s Tools, at any time, including the availability of any Veem APIs. Veem may release subsequent versions of APIs, and you may be required to use those subsequent versions. Veem may also impose limits on certain features and services or restrict your access to parts of or all of the Developer’s Tools without notice or liability.

 

5. Working with Veem as a Developer.

5.1 General Requirements. If you are a Developer or Channel Partner, you must have a Veem Account in good standing and not engage in any acceptance practices that discriminate against or discourage the use of Veem;

5.2 Checklist. Your Application and your use of the Developer’s Tools must comply with the following:

5.2.1 Legal Agreements and Related Policies. Your Application and your use of the Developer’s Tools must comply with the following Legal Agreements and policies:

(a) this Agreement,

(b) the User Agreement, both the version that applies to you together with any other version that applies to users of Your Veem-enabled Services; if you accept users from countries other than the one in which you reside (or are incorporated, if a company), then the version of the User Agreement for the user’s country applies to that user;

(c) Acceptable Use Policy, both the version that applies to you together with any other version that will apply to users in other countries served by Your Veem-enabled Services, as well as all referenced rules and policies under such agreements, all of which are incorporated herein by this reference; and

(d) any other agreement you have entered into with Veem.

5.2.2 Product Documentation / Specifications. Veem’s technical/product/API requirements as communicated in the documentation, integration guidelines and specifications provided or made available to you, or as otherwise specified by Veem from time to time.

5.2.3 Branding Requirements. Veem’s Branding Requirements.

5.2.4 Veem User Information Requirements. Veem’s Information Security Requirements.

5.2.5 Laws/Regulations/Rules. All applicable laws, regulations, and third party payment network rules and regulations (such as Visa, MasterCard, American Express, Discover, NACHA, etc.) related to your use of the Developer’s Tools and Veem Services, and your provision of the Your Veem-enabled Services, your promotional activities and other business activities.

5.2.6 Other Requirements. Any other Veem requirements that we provide to you in our sole discretion. 5.3 Beta Tools and Services.

5.3 Beta Developer Tools

5.3.1 Beta Developer’s Tools. You acknowledge and agree that: (a) any and all Developer’s Tools identified as “Beta” (“Beta Developer’s Tools”) may not operate properly, be in final form or fully functional; (b) Beta Developer’s Tools may contain errors, design flaws or other defects; (c) it may not be possible to make the Beta Developer’s Tools fully functional; (e) the information obtained using Beta Developer’s Tools may not be accurate; (f) use of Beta Developer’s Tools may result in unexpected results, loss of data or communications or other unpredictable damage or loss; (g) Veem is under no obligation to release a non-Beta version of Beta Developer’s Tools; and (h) Veem has the right unilaterally to abandon development of any and all Beta Developer’s Tools, at any time and without any obligation or liability to you.

5.3.2 No Warranties. You acknowledge that any and all Beta Developer’s Tools (a) are Veem’s test products and their reliability and accuracy cannot be guaranteed; and (b) must be accepted “as is,” without any express or implied warranties or service levels, including without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement.

5.4 Do Not Circumvent Veem Policies. You may not create an Application or provide Your Veem- enabled Services that are designed to, or have the effect of, circumventing Veem’s rules and policies as described in any policy document or legal agreement.

5.5 No Avoidance of Account Limits. You may not create, implement or use any means of avoiding, modifying, or circumventing Veem’s account limits for sending, receiving or withdrawing funds.

5.6 Providing Correct Information. All information that you submit to Veem (or Veem’s agent) in connection with your use of the Developer’s Tools must be true, correct, and complete. This includes the following: (i) information you submit directly to Veem as part of Application Review, API Caller Certification, or in response to a request from Veem for information, (ii) information you submit through an API Call, and (iii) information you provide to a Veem User, Your User, or other third party in connection with your use of the Developer’s Tools or provision of your Veem- enabled Services.

5.7 Costs. You are responsible for all costs and expenses related to your use of the Developer’s Tools including all required modifications to your Application. Veem will not reimburse you for any costs or expenses, even if your Application is rejected.

5.8 Feedback. You are welcome to provide suggestions, comments or other feedback (“Feedback”) to Veem regarding Veem’s Confidential Information, Developer’s Tools or Intellectual Property, but Veem is not obligated to take any action in response to your Feedback. In addition, you agree to the following:

5.8.1 All Feedback will be given entirely voluntarily;

5.8.2 Feedback, even if marked confidential, will not create any confidentiality obligations on Veem unless Veem has otherwise agreed in a signed agreement;

5.8.3 Veem will be free to use, disclose, reproduce, distribute, implement in the Developer’s Tools and otherwise commercialize all Feedback that you provide without obligation or restriction of any kind on account of intellectual property rights or otherwise;

5.8.4 You waive all rights to be compensated or seek compensation for your Feedback;

5.8.5 Veem owns all right, title, and interest in and to the Developer’s Tools, including all intellectual property rights therein, even if Veem incorporates any of your Feedback into subsequent versions of any and all of the Developer’s Tools, and you will not earn or acquire any rights or licenses in the Developer’s Tools (Beta or non-Beta) or in any Veem intellectual property rights by virtue of your providing Feedback to Veem.

 

6. Your Relationship With Your Users.

6.1 Express Consent Required. You must receive Your Users’ Express Consent to provide Your Veem- enabled Services. In addition, you must receive Your Users’ Express Consent for all actions you take that are necessary, related to, or resulting from your provision of Your Veem- enabled Services. For example, you must have a Veem User’s Express Consent to make an API Call on behalf of or for the benefit of that Veem User, or to use or store Veem User Information as necessary to provide Your Veem-enabled Services. You must provide a Veem User with the ability to withdraw his or her Express Consent by either directly providing the Veem User with the ability to do so, or by providing the Veem User with information about how to do so on the Veem website (if applicable).

6.2 Provide Customer Support. You are responsible for the operation of your Application, the provision of the Your Veem-enabled Services, and all related customer support, as well as for providing customer support for the goods and services you sell. You must provide Your Users with information regarding your customer support policy and a customer support email address. In addition, we recommend that you provide a customer support telephone number and website.

 

7. Activities Subject To Additional Restrictions.

You must receive our prior approval of Veem if you would like to create/offer an Application which is designed for or results in any of the following:

7.1 Expand Global Functionality. Any Application that expands Veem’s send, receive, withdraw methods or available currencies beyond that which is described for each country and currency on Veem’s website.

7.2 Provide Remittance Services. Any Application that provides remittance services. Remittance services means any service that is: (i) an international (cross border) transfer of funds from a Sender to a Recipient, (ii) without an underlying sale or other bona fide commercial purpose for the transfer.

7.3 Provide Additional Funds-in or Funds-out Methods. Any Application that provides additional ways for a Veem User to put funds or value into his/her Veem Account, or withdraw funds or value from his/her Veem Account.

7.4 Provide Banking Services. Any Application which either holds money for eventual payment to someone other than the Application’s API Caller or which offers or provides credit, either directly or as a broker or arranger between third parties, or any Application that would require licensing as a bank or other financial service provider, or as an escrow service in the jurisdiction where the service’s users reside.

7.5 Allow Card-Present Transactions. Any Application that allows a Veem User or customer to make a payment directly using a payment card at a physical point of sale or point of interaction, using any means available such as a magnetic card reader, mobile phone, EMV terminal, automated teller machine (ATM), kiosk, using near field technology or radio frequency identification, or any other physical location purchase.

7.6 Perform Activities Requiring Approval under the Acceptable Use Policy. Any Application that performs activities or allows for the sale of goods or services for which Prior Approval is required by Veem’s Acceptable Use Policy.

 

8. Payment Rules for Your Applications.

8.1 No Payment Aggregation. This applies to all Purchase Payments.

8.1.1 All payments must flow directly from the Buyer’s Veem Account to the Seller’s Veem Account. Payments may not flow from the Buyer to a third party and then be transferred to the Seller.

8.1.2 The Seller must be the Seller of Record and be identified as such to the Buyer in the context of the sale. Identification may consist of listing the Seller by full name in the sale terms, on a website used or referenced in the sale, or in other representations to the Buyer at or near the time of sale. Identifying an agent or intermediary in the sale transaction is not sufficient identification of the actual Seller.

8.2 Seller Requirements. As Seller, you must do all of the following:

8.2.1 Enter into a direct contractual relationship (agreement) with the Buyer to provide goods or

services in exchange for payment or other value;

8.2.2 Be the responsible party for completing the transaction to the reasonable satisfaction of the Buyer, including:

(a) Ensure that the products are delivered to the Buyer or the services are performed for the Buyer in accordance with your agreement with the Buyer. You do not have to be the actual party delivering the products or performing the services, but the Buyer must have recourse against you if the performance or delivery fails to reach the Buyer;

(b) Provide refunds or otherwise resolve Buyer complaints in accordance with your agreement with the Buyer;

(c) Provide customer support directly or through a third party service provider; and (d) Accept all Transaction Liability and liability under Veem’s Acceptable Use Policy.

(e) If you delegate the performance of these Seller Requirements to a third party, you remain responsible to Veem for their proper performance.

8.3 Veem Account Transparency. If your Application or Your Veem-enabled Services allow people to send or receive money through Veem, then the following requirements apply:

8.3.1 Each party sending or receiving money must have a Veem Account;

8.3.2 The first page of your payment or checkout process must inform Your Users that a Veem Account is required to send a payment through your Application. To do so, you may use the following language or something substantially similar:

“To send (or receive) payments you must have a Veem Account. Payments will be sent from your Veem Account to the Recipient’s Veem Account.”

8.3.3 You must add “Powered by Veem” to the first page of your payment flow.

8.4 Take-Down Process. If Veem determines, in its sole discretion, that you are selling goods or services that violate this Agreement, the User Agreement, or the Acceptable Use Policy, you must, if Veem requests, stop using Veem Services in relation to the goods or services causing the violation.

 

9. License Rights & Intellectual Property.

9.1 License to You. Subject to the terms of this Agreement and while it remains in effect, Veem grants you a revocable, non-exclusive, non-transferable license to access, integrate and use the Developer’s Tools into your Application to provide Veem-enabled Services. This license grant includes the software and all updates, upgrades, new versions and replacement software for your personal use only.

9.1.1 You may not rent, lease or otherwise transfer your rights in the software to a third party.

9.1.2 You must comply with the implementation and use requirements contained in all Veem documentation accompanying the Veem Services. If you do not comply with Veem’s implementation and use requirements you will be liable for all resulting damages suffered by you, Veem and third parties.

9.1.3 Veem may change or discontinue any APIs upon notice to you.

9.1.4 You agree not to alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the software.

9.1.5 You acknowledge that all rights, title and interest to Veem’s software are owned by Veem.

9.1.6 Any third party software application you use on the Veem website is subject to the license you agreed to with the third party that provides you with this software. Veem does not own, control nor have any responsibility or liability for any third party software application you elect to use on the Veem website and/or in connection with the Veem Services.

9.2 License to Veem. You provide Veem with a paid-up, royalty-free, revocable, worldwide, non- exclusive, non- transferable license to use your Application for testing, review or other related purposes to ensure that your Application complies with this Agreement. You may revoke this license at any time by providing written Notice to Veem. If you revoke this license, this Agreement will immediately terminate. Upon license revocation, you may request removal of your Application from Veem websites. Veem will make commercially reasonable efforts, as determined in its sole discretion, to remove all references and links to your Application from Veem websites. Veem has no other obligation to delete copies of, references to, or links to your Application.

9.3 Veem Marks. Subject to the terms of this Agreement, Veem grants you a revocable, non- exclusive, non- transferable license to use the Veem Marks solely in connection with advertising and marketing Your Veem-enabled Services and in accordance with Veem’s Branding Requirements. Any use of the Veem Marks that is outside the scope of the Branding Requirements requires Veem’s Prior Approval.

9.4 Your Marks. You grant Veem a revocable, non-exclusive, non-transferable, worldwide, royalty- free license to use your Marks to publicize your use of the Developer’s Tools and your Application. Veem may do so (i) through press releases, public announcements, and other oral communications at conferences, media events, or other marketing opportunities; (ii) on the Veem website or through other electronic communications such as emails to Veem Users, newsletters, or in materials that Veem otherwise makes publicly available; and (iii) through any other means of communication to promote the use of Veem, the Developer’s Tools, and/or your Application.

9.5 Intellectual Property.

9.5.1 Veem retains all rights, title and interest in the Intellectual Property embodied in or associated with the Developer’s Tools (including but not limited to APIs), Veem technology and any content derived therefrom.

9.5.2 You retain all rights, title and interest in the Intellectual Property of those portions of your Application that do not include the Developer’s Tools or any other Veem Intellectual Property.

9.5.3 You represent and warrant that your Application, including but not limited to the name of the Application and all content in your Application, does not infringe the Intellectual Property rights of Veem or any third party.

9.5.4 There are no implied licenses under this Agreement, and any rights not expressly granted are reserved by Veem. Except as licensed expressly herein, this Agreement does not transfer any Intellectual Property rights between the parties.

9.6 Competitive or Similar Materials. Notwithstanding the foregoing, in no event will Veem be precluded from developing for itself, causing to be developed, acquiring, licensing or developing for third parties any products or services that are competitive with your Application or Your Veem- enabled Services, so long as Veem does not infringe your intellectual property rights. Similarly, Veem may create and develop marketing and distribution materials about competing products and services offered by Veem as long as those materials do not infringe your intellectual property rights.

 

10. Data Protection and Privacy.

Laws on privacy vary greatly between different countries. You must follow the laws of the country in which Your Users reside, besides any privacy laws that may apply to you as a resident of your country.

10.1 In any event, you must follow these rules:

10.1.1 Veem User Information – Permitted Activities. You may use the Developer’s Tools to query the Veem Database to collect, use, and store Veem User Information (but not Prohibited User Information) as long you comply with the following requirements:

(a) Your collection and use of the Veem User Information must be limited to that which is necessary to perform the Your Veem-enabled Services;

(b) You must receive the Veem User’s Express Consent to perform the Your Veem-enabled Services that require you to collect, use, and/or store Veem User Information (this is a requirement for all Your Veem-enabled Services and is repeated in this section for the purposes of completeness); and

(c) Your storage of the Veem User Information must comply with Veem User Information Requirements as provided by Veem.

10.1.2 Veem Prohibited User Information. You may not collect, capture, use or store Veem Prohibited User Information from Veem. Veem Prohibited User Information means the following information received in connection with your provision of the Your Veem-enabled Services or use of the Developer’s Tools:

(a) Government issued identity number, including: (1) Identifiers used for tax or claiming government benefits such as social security number, tax identification number, or similar health or tax insurance number in the relevant country; (2) National identity number; (3) Passport number; (4) Driver’s license number; (5) Any other government issued identifier.

(b) Log-in credentials, including: (1) Password; (2) PIN; (3) Security questions and answers.

(c) Financial information, including full bank account number.

10.1.3 Veem User Information – Deletion Requirements. The following Veem User Information must be deleted within 48 hours of receipt:

(a) Information pertaining to the Veem User’s balance, Payment Method used to fund a transaction, or transaction history;

(b) The last 4 digits of a Veem User’s bank account and

(c) Date of birth.

All other Veem User Information must be deleted at the earliest commercially reasonable time.

10.1.4 Prohibited Activities. You may not do any of the following:

(a) Collect personal information, financial information, business information or any other information directly from Your User, a Veem User, or any other third party on behalf of Veem. This means that any information that you submit to Veem through an API Call, must be customer information that you already have in your possession and not customer information that you collected for the sole purpose of submitting it to Veem to allow Your User or a third party to create a Veem Account.

(b) Publicly display Veem User Information without the Express Consent of the Veem User. For example, you may not have an Application that would publicly display a Veem User’s email address or name to identify the User as donating money to your charity;

(c) Use the Veem User Information to send unsolicited communications or for any other purpose except the purpose for which it was provided;

(d) Sell, lease, rent, transfer, assign or otherwise disclose Veem User Information to a third party;

(e) Use the Veem User Information to perform competitive, comparative or any other type of analysis to develop marketing or business strategies directly or indirectly targeting Veem Users; or

(f) Use the Veem User Information to engage in marketing or other sales activities.

10.1.5 Additional Requirements. Veem may, in its sole discretion, provide you with additional requirements related to your collection, use, or storage of Veem User Information.

 

11. Confidentiality.

11.1 Confidential Information Defined. Confidential Information means all information that Veem provides to you under this Agreement, including but not limited to the following: (i) the Veem User Information and all other information you receive through an API Call or otherwise related to your provision of Your Veem-enabled Services, (ii) the Developer’s Tools, API Credentials, and all access IDs and passwords, (iii) all information disclosed in writing and marked “confidential”, proprietary,” or with a substantially similar marking, (iv) all information disclosed orally and identified as confidential at the time of the disclosure, and (v) any other information that by its very nature you understand or would reasonably be expected to understand to be Veem’s confidential information.

11.2 Confidentiality Obligations. You must maintain Veem’s Confidential Information in confidence and must not disclose it to third parties or use it for any purpose other than as necessary and required to perform Your Veem- enabled Services. In the event that Confidential Information is required to be disclosed by a court, government agency, regulatory requirement, or similar disclosure requirement, you shall immediately notify Veem and use reasonable efforts to obtain confidential treatment or a protection order of any disclosed Confidential Information. Your obligations hereunder shall survive the termination of this Agreement.

11.3 Protection of Confidential Information. You acknowledge that monetary damages may not be a sufficient remedy for unauthorized use or disclosure of Confidential Information and that Veem will be entitled (without waiving any other rights or remedies) to injunctive or equitable relief as may be deemed proper by a court of competent jurisdiction, without obligation to post any bond.

 

12. Terms & Termination.

12.1 Term. This Agreement takes effect on the date that you either: (i) accept the terms of this

Agreement or (ii) access and/or use the Developer’s Tools, whichever is sooner.

12.2 Termination. This Agreement shall remain effective until terminated by either party.

12.2.1 Termination by You. You may terminate this Agreement without giving reason by providing Veem with prior written notice to the address provided in Legal Terms section of this Agreement. Any other termination method will be void and will not result in termination of your obligations under this Agreement. Your termination will be effective upon Veem’s receipt of notice.

12.2.2 Termination by Veem. We may terminate this Agreement immediately on notice to you, for any of the following reasons:

(a) You (or an Application from which you make an API Call) violate one or more or the provisions outlined in this Agreement, the Veem Acceptable Use Policy, or applicable law;

(b) You breach any other term of this Agreement or any other agreement between yourself and Veem and you fail to cure such breach within 10 calendar days of receiving notice from Veem, or such other time period specified by Veem;

(c) You do not provide adequate customer support, or your Application results in a disproportionally high level of enquiries to Veem customer support;

(d) We close your Veem Account for any reason specified in the Veem User Agreement or in any other agreement which you have entered into with Veem;

(e) We have reason to believe that your Application, including the name of your Application, violates Veem’s or a third party’s Intellectual Property rights. If you market or otherwise refer to your Application as a clone of another application, Veem may deem this evidence of infringement;

(f) Your Application poses a legal, regulatory, or financial risk to Veem in any jurisdiction in which you provide the Your Veem-enabled Services;

(g) You tamper, hack, modify or otherwise corrupt the security or functionality of the Veem Services or the Sandbox;

(h) You become insolvent;

(i) You become the subject of any insolvency proceeding, either through your own initiative or because an insolvency proceeding is begun against you and not dismissed within 30 days;

(j) Any significant portion of your assets is attached, seized, or levied on, and the attachment, seizure or levy is not removed within 10 days;

(l) Any significant portion of your assets comes into the possession or control of a receiver, liquidator, trustee or similar administrator; or

(l) You enter into or propose any composition or arrangement with your creditors (or any class of your creditors) concerning your debts.

12.2.3 Effect of Termination. Upon termination of this Agreement, (i) all rights and licenses under this Agreement shall immediately terminate; (ii) you must stop offering and providing the Your Veem- enabled Services; (iii) you must destroy all Veem Confidential Information and Veem User Information within 7 calendar days of termination, and upon Veem’s request provide proof of such destruction within 7 calendar days of Veem’s request for proof; and (iv) you will remain liable for any amounts due or other liability under this Agreement.

 

13. Miscellaneous.

13.1 Contracting Entity and Notices. “Veem” or “we” in this agreement refers to Veem Inc., a Delaware corporation with headquarters at 1160 Battery St. East, Suite 100, San Francisco CA 94111. Veem shall be required to treat a notice given by you as valid only if the notice is sent by mail or courier to its headquarters address.

13.2 Choice of Law and Jurisdiction. This Agreement shall be subject to the laws of the country listed under “Governing Law” for the country of your domicile in the table in the preceding section. The courts listed for your country of domicile shall have exclusive jurisdiction over all disputes arising in relation to this Agreement, subject to any applicable arbitration requirements.

13.3 Disputes with Veem. In the event you have a dispute with Veem, the relevant provisions (including arbitration requirements) of your Veem User Agreement will govern the dispute.

13.4 Notice.

13.4.1 Notice to You. You agree that Veem may provide notice to you by posting it on our website, emailing it to the email address associated with your Veem Account, or mailing it to the street address listed in your Veem Account. To view notices posted on our website, log in to your Veem Account, go to “My Account”, then “Overview” then click on “Policy Updates.” Notices sent to you by email are considered to be received by you within 24 hours of the time we send the email unless we receive notice the email was not delivered. Notices sent to you by mail are considered received by you within 3 Business Days of the date we send the notice unless it is returned to us.

13.4.2 Notices to Veem. Notice to Veem must be sent by postal mail to the applicable address for notice listed in Section 13.1 above.

13.5 Indemnification / Limitation of Liability / Disclaimers.

13.5.1 Indemnification. You agree to defend, indemnify and hold harmless Veem, its parent company, officers, directors and employees from any claim, suit, or demand (including legal fees) made or incurred by any third party that is based on or arising out of your: (i) breach of this Agreement, (ii) violation of any law, regulation, or rule; (ii) Application’s infringement of any third party’s intellectual property rights, (iii) use of the Developer’s Tools, (iv) Application or technology; and/or (v) other actions or omissions resulting in Transaction Liability or other liability to Veem.

13.5.2 Limitations of Liability. IN NO EVENT SHALL WE, PERSONS WHO ACT ON OUR BEHALF, AND/OR THE PERSONS WE ENTER INTO CONTRACTS WITH BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OUR SERVICES, OUR WEBSITES, DEVELOPER’S TOOLS OR OTHER ACTIONS OR OMISSIONS INCLUDING:

(a) ANY LOSS OF PROFITS, GOODWILL, BUSINESS, CONTRACTS, REVENUE OR ANTICIPATED SAVINGS EVEN IF WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSS OF PROFITS, GOODWILL, BUSINESS, CONTRACTS, REVENUE OR ANTICIPATED SAVINGS; OR

(b) ANY LOSS OR CORRUPTION OF DATA; OR

(c) ANY LOSS OR DAMAGE WHATSOEVER WHICH DOES NOT STEM DIRECTLY FROM OUR BREACH OF THIS AGREEMENT; OR

(d) TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY LOSS OR DAMAGE WHATSOEVER WHICH IS IN EXCESS OF THAT WHICH WAS CAUSED AS A DIRECT RESULT OF OUR BREACH OF THIS AGREEMENT (WHETHER OR NOT YOU ARE ABLE TO PROVE SUCH LOSS OR DAMAGE); OR

(e) AN AMOUNT EXCEEDING THE AMOUNT OF THE DIRECT DAMAGES DIRECTLY CAUSED BY OUR BREACH OF THIS AGREEMENT, NEGLIGENCE, STRICT LIABIITY OR OTHER LEGAL OR EQUITABLE THEORY.

NOTHING IN THIS AGREEMENT SHALL LIMIT OUR LIABILITY RESULTING FROM OUR FRAUD OR FRAUDULENT MISREPRESENTATION, GROSS NEGLIGENCE, WILLFUL MISCONDUCT, FOR DEATH OR PERSONAL INJURY RESULTING FROM EITHER OUR OR OUR SUBCONTRACTOR’S NEGLIGENCE OR TO THE EXTENT SUCH LIMITATION OR EXCLUSION IS NOT PERMITTED BY APPLICABLE LAW.

13.5.3 DISCLAIMER OF WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, VEEM DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE VEEM WEBSITE, SERVICES AND DEVELOPER’S TOOLS, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT. THE VEEM WEBSITE, SERVICES, AND DEVELOPER’S TOOLS ARE PROVIDED “AS-IS” AND VEEM MAKES NO WARRANTY THAT OUR WEBSITE, SERVICES, AND DEVELOPER’S TOOLS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. VEEM DOES NOT HAVE CONTROL OF, OR LIABILITY FOR, THE PRODUCTS OR SERVICES PURCHASED USING THE VEEM SERVICES, OR GUARANTEE THE IDENTITY OF ANY VEEM USER.

13.5.4 Security and Stability. You acknowledge that it is in the best interests of both you and Veem that Veem maintains a secure and stable environment. To that end, Veem reserves the right to change the method of access to the Developer’s Tools at any time. You also agree that, in the event of degradation or instability of Veem’s system or an emergency, Veem may, in its sole discretion, temporarily suspend your access to or ability to use the Developer’s Tools in order to counteract security threats or to and protect the operational stability and security of the Veem system.

13.5.5 Uptime. Veem does not guarantee any minimum uptime for the Veem website, Developer’s Tools, and/or Veem Services.

13.6 Transaction Liability. The Veem User Agreement determines your Transaction Liability.

13.7 Service Providers. You are responsible for ensuring that any third party that you engage or otherwise allow to exercise your rights or perform your obligations under this Agreement complies with this Agreement. You will be responsible for any breach of this Agreement or violation of applicable law by any such third party, or where that breach or violation is done by someone acting with your authority or by agreement with you. You agree to supervise any third party or person acting on your behalf sufficiently to prevent breaches of this Agreement or violations of law.

13.8 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. Veem is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction.

13.9 Your Relationship with Veem. You and Veem are independent contractors. This Agreement does not create or imply any partnership, agency, or joint venture.

13.10 Assignment. You may not transfer or assign this Agreement without Veem’s Prior Approval. Veem reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement by providing you with notice of such transfer or assignment.

13.11 No Waiver. Our failure to enforce any provision of this Agreement will not be deemed a waiver of our ability to enforce the same provision of the Agreement at a future date.

13.12 Severability. If any provision of this Agreement is found illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.

13.13 Force Majeure. Veem is not responsible for any failure to perform its obligations under this Agreement if such failure is caused by acts of God, war, strikes, revolutions, lack or failure of transportation facilities, laws or governmental regulations or other causes that are beyond Veem’s reasonable control. In the event of such a failure, Veem’s obligations shall be suspended until Veem is able to perform.

13.14 Complete Agreement. The Veem Agreements, including any policies referenced therein set forth the entire understanding between you and Veem with respect to the access and use of the Developer’s Tools.

13.15 Survival. The following sections shall survive termination of this Agreement: Rules as stated in Sections 4 through 8 and Section 10, inclusive, Veem User Information, Intellectual Property, Confidentiality, Term and Termination, Miscellaneous Legal Terms, and Definitions.

13.16 No Third Party Beneficiaries. A person who is not a party to this Agreement does not have any rights under or in connection with it.

 

14.Definitions.

Capitalized terms used in this Agreement and not otherwise defined in this Section have the meaning assigned to them in the User Agreement.

“API” means each of Veem’s proprietary application programming interfaces, which are used by Developers to interface with Veem’s Services.

“API Call” means a call from an Application via an API to interact with the Veem Services.

“API Caller” means the person or persons making the API Call to the Veem Services in Live Access. The API Caller may be the Application operator or Developer. In a case where a person makes an API call on behalf of another person, both persons are API Callers, jointly and severally.

“API Credentials ” means your API username and password, and either an API signature or an API certificate.

“Application” means a third party software application that contains embedded calls to a Veem API. An Application may run on a web-based or non web-based platform.

“App ID” means the unique identifier assigned to an Application Version. This is required to access the API in Sandbox or Live.

“Application Review” means the process through which Veem, or a third party designated by Veem, reviews your Application and any information provided by you to decide whether to approve your Application for Live Access.

“Branding Requirements” means Veem’s then current logo usage and branding requirements provided or made available by Veem.

“Buyer” means someone who purchases goods or services and pays with Veem or is a Guest User.

“Developer” means anyone who accesses or uses the Developer’s Tools, and/or agrees to this Agreement.

“Developer’s Tools” means the APIs, API Credentials, documentation, Sandbox, Live Access, developer websites and portals, technical support, and all other tools, services, content and information made available to you by Veem through Veem’s Developer’s websites and/or webpages, or any other means.

“Express Consent” means affirmative consent by a party, as evidenced by a verifiable action. For example, clicking an “I agree” button following a disclosure that clearly explains the goods or services and the terms and conditions under which they are being provided.

“Information Security Requirements” means Veem’s then current information security requirements provided or made available by Veem.

“Intellectual Property” means any and all intellectual property or proprietary rights under any jurisdiction including without limitation (i) Marks, and all goodwill associated therewith and symbolized thereby; (ii) inventions, discoveries and ideas, whether patentable or not, and all patents, registrations, and applications thereof; (iii) published and unpublished works of authorship, whether copyrightable or not (including without limitation Databases and other compilations of information), copyrights therein and thereto, and registrations and applications thereof,; (iv) trade secrets,(v) all moral rights in the foregoing (that is, the right to claim authorship of or object to the modification of any work); and (vi) all applications, renewals, extensions, restorations and reinstatements of the foregoing.

“Live Access” means the live Veem production environment which includes live access to the Veem Services and Databases.

“Marks” means the trademarks including registered and common law trademarks, trade names, service marks, logos, domain names and designations of a party or its products and services.

“Veem”, “we,” “us”, and “our” means the contracting entity based on the country of your registered Veem Account in the Legal Terms section of this Agreement.

“Veem Account” means a Veem business account.

“Veem Button” means a logo or other graphical representation of Veem, for the purpose of communicating that Veem is accepted for payments or available for other services.

“Veem User” means any person who accesses a Veem website, uses the Veem Services, and/or any person or entity that has agreed to the Veem User Agreement

“Veem User Information” means any information related to a Veem User or their Veem Account that you receive directly or indirectly from: (i) a Veem User in connection with your provision or operation of Your Veem-enabled Services; or (ii) from Veem through an API Call or by any other means.

“Recipient” means someone who receives a payment into his or her Veem Account.

“Sandbox” means the Veem test environment and any related products and services available through Veem developer website(s).

“Sender” means someone who sends a payment from his or her Veem Account.

“Transaction Liability” means all liability related to receiving a payment, including reversals, unauthorized transactions, fraud, claims, fees, fines, penalties and other liability incurred by Veem, a Veem User, or a third party.

“Your Veem-enabled Services” means the products or services that you offer and provide to Your Users using the Developer’s Tools, Veem Services, or any Veem User Information. Your Veem- enabled Services must be provided in accordance with the terms and conditions of this Agreement, and only upon receipt of the Veem User’s Express Consent.

“Your User Information” means any customer information that you collect directly from Your Users without the use of the Developer’s Tools or other Veem Services, and for purposes other than providing the Your Veem-enabled Services.

“Your Users” mean customers that have entered into a relationship with you to purchase goods or services, or end-users of your Application, product, services or other offering. Your Users that have a Veem Account are also Veem Users.