Terms of Service
ACCEPTANCE OF TERMS
Thank you for using Flow Financial Solutions, Inc. (“FLOW”). These Terms of Service (the “Terms”) are intended to make you aware of your legal rights and responsibilities with respect to your access to and use of the ZOGO website at www.zogopay.com and any related mobile or software applications (the web portal and the application (ios or otherwise (e.g., android)) are collectively referred to as the “Site”) including but not limited to delivery of information via the website whether existing now or in the future that link to the Terms (collectively, the “Services”).
These Terms are effective for all existing and future user accounts including any and all other users of the Site for commercial and non-commercial purposes.
Please carefully read these Terms. By accessing or using the Site, you are agreeing to these Terms and concluding a legally binding contract with Flow Financial Solutions, Inc., a Delaware corporation. You may not use the Services if you do not accept the Terms or are unable to be bound by the Terms. Your use of the Site is at your own risk, including the risk that you might be exposed to content that is objectionable, or otherwise inappropriate.
In order to use the Services, you must first agree to the Terms. You can accept the Terms by
Clicking to accept or agree to the Terms, where it is made available to you by ZOGO in the user interface for any particular Service; or
Actually, using the Services. In this case, you understand and agree that ZOGO will treat your use of the Services as acceptance of the Terms from that point onwards.
"User" or "You" or "Your" refers to you, as a user of the Services. A user is someone who accesses or uses the Services for the purpose of facilitating the movement of funds for any purpose, including consumer to business transactions (C2B) or peer-to-peer transactions (P2P), whether through a mobile or web based platform, including, but not limited to bill payments of any sort, transfers to and from savings platforms, financial educational platforms, tracking expenses, transactions, both de minimis and significant, credit issuance, merchant purchases and sales, advance purchases, subscriptions, or any other sort of transaction that involves a transfer of funds for goods, services or even donations for which no recompense is anticipated, or any other features which might be introduced in the future.
"Content" will include (but is not limited to) images, photos, audio, video, location data, nearby places, and all other forms of information or data. "Your Content" or "User Content" means content that you upload, share or transmit to, through or in connection with the Services, such as images, photos, messages, profile information, and any other materials that you publicly display or have displayed in your account profile. "ZOGO content" means content that ZOGO creates and make available in connection with the Services including, but not limited to, visual interfaces, interactive features, graphics, design, compilation, computer code, products, software, aggregate ratings, reports and other usage-related data in connection with activities associated with your account and all other elements and components of the Services excluding Your Content and Third Party Content. "Third Party Content" means content that comes from parties other than ZOGO or its users and is available on the Services.
III. ELIGIBILITY TO USE THE SERVICES
1. You hereby represent and warrant that you are at least eighteen (18) years of age or above and are fully able and competent to understand and agree the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms.
2. Compliance with Laws. You are responsible for complying with all applicable laws and regulations, including tax, goods and services tax, VAT and any other fiscal regulations, when you access and use the Services. You agree to use the Services only in compliance with these Terms and applicable law, and in a manner that does not violate our legal rights or those of any third party(ies).
IV. CHANGES TO THE TERMS
ZOGO may vary or amend or change or update these Terms, from time to time entirely at its own discretion. You shall be responsible for checking these Terms from time to time and ensure continued compliance with these Terms. Your use of the Site after any such amendment or change in the Terms shall be deemed as your express acceptance to such amended/changed terms and you also agree to be bound by such changed/amended Terms.
V. ACCOUNTS GENERALLY
Zogo offers two types of accounts: personal accounts and business accounts. All Zogo accounts let you:
1. Send and receive money; and
2. Buy things online, in-store or in-app, using mobile devices.
The type of account you need will depend upon your intended activities.
To primarily make purchases and send money to family and friends, a personal account is the right choice. A personal Zogo Financial account will enable you to:
1. Send and request money from friends and family.
2. Pay for goods and services.
3. Share expenses and bills with friends in real time.
Commercial accounts are suitable for using Zogo to sell goods or services such as the following:
1. Accept orders for take-out or delivery
2. Accept payments through a mobile device
3. Create reward programs for repeat customers or offer discounts and credits.
4. Collect consumer data to better make business decisions and marketing campaign.
By opening up a business account or upgrading a personal account to a business account, you certify to us that you are using it primarily for a business or commercial purpose and must go through a verification process . You also consent to Zogo obtaining your personal and/or business credit report from a credit reporting agency at account opening and whenever we reasonably believe there may be an increased level of risk associated with your business account.
VI. PROVISION OF THE SERVICES BEING OFFERED BY ZOGO AND YOUR ACCOUNT
1. ZOGO is constantly evolving in order to provide the best possible experience and information to its users. You acknowledge and agree that the form and nature of the Services which ZOGO provides may require effecting certain changes in it, therefore ZOGO reserves the right to suspend/cancel, or discontinue any or all products or services at any time without notice, make modifications and alterations in any or all of its contents, products and services contained on the site without any prior notice.
2. We, the software, or the software application store that makes the software available for download may include functionality to automatically check for updates or upgrades to the software. Unless your device, its settings, or computer software does not permit transmission or use of upgrades or updates, you agree that we, or the applicable software or software application store, may provide notice to you of the availability of such upgrades or updates and automatically push such upgrade or update to your device or computer from time-to-time. You may be required to install certain upgrades or updates to the software in order to continue to access or use the Services, or portions thereof (including upgrades or updates designed to correct issues with the Services). Any updates or upgrades provided to you by us under the Terms shall be considered part of the Services.
3. In order for you to open a personal account with Zogo, you must have “Touch ID” functionality enabled on your phone. You will not be able to create an account if you do not have enabled Touch ID.
4. Your personal code (PIN) and Identification Information (when applicable) is encrypted in our database. We are not able to see nor provide such information to you. It is your responsibility to keep your information secure.
5. You acknowledge that we do not keep any physical records of your account activity. We will not provide any physical copies of your account details, activity transaction and any other information to you. In the event that we are compelled, by any Court proceeding or other Government actions that requires our mandatory compliance, to provide such records to you, we will charge you for such records at a rate sufficient to recover our full costs.
6. Zogo will only accept bank accounts (checking/savings) as source of funding. No Credit card/debit cards will be allowed to accept funds.
7. In the event that an NSF ( non-sufficient funds) situation occurs, you give us permission to attempt a debit from your account for 2 more times. If we are still unable to recover the funds, we will place your account on hold and will not re-activate the account until all owed funds are repaid and your accounts is placed in a “credit” status acceptable to Zogo, in its sole judgment.
8. All incoming fund to your account will be automatically deposited in your ZOGO account (Zogo Cash). You may request a withdrawal from the ZOGO account (ZogoCash) to your bank account at any time.
9. You acknowledge and agree that if ZOGO disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content, which is contained in your account.
10. You acknowledge and agree that while ZOGO may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services, ZOGO may set such fixed upper limits at any time, at ZOGO's discretion.
11. By using ZOGO's Services you agree to the following: Unless you are a Merchant, you agree to use the Services for your personal use, and your commercial use is limited to transactions done on your own behalf. The commercial use of ZOGO is limited to facilitating payment transactions via the Services or, where authorized, taking actions on behalf of a client (e.g., Without limitation, lending professionals and institutions may not use information provided by your or by ZOGO through the Services for any purpose other than in connection with the Services and the ZOGO portal. The Services may be used only for legal commercial transactions in the ordinary course of commerce.
12. ZOGO disclaims any liability for any information that may have become outdated since the last time the particular piece of information was updated. ZOGO reserves the right to make changes and corrections to any part of the Content on these Services at any time without prior notice. ZOGO does not guarantee any payment transactions. Unless stated otherwise, all pictures and information contained on these Services are believed to be owned by or licensed to ZOGO. Please email a takedown request (by using the “Contact Us” link on the home page) to the webmaster if you are the copyright owner of any Content on these Services and you think the use of the material violates your copyright in any way. Please indicate the exact URL of the webpage in your request. All images shown here have been digitized by ZOGO. No other party is authorized to reproduce or republish these digital versions in any format whatsoever without the written permission of ZOGO.
13. ZOGO reserves the right to charge subscription and/or membership fees from a user, by giving reasonable prior notice, in respect of any product, service or any other aspect of this site anytime in future.
14. ZOGO may from time to time introduce referral and/or incentive based programs for its users (Program). These Program(s) may be governed by their own respective terms and conditions. Generally, incentives granted by Zogo are for purchase transactions to be made through Zogo and may not be withdrawn or used for direct transfers to other Users. By participating in the Program, Users are bound by the Program terms and conditions as well as the Site terms. Further, ZOGO reserves the right to terminate / suspend the User’s account and/or credits / points earned and/or participation of the User in the Program if ZOGO determines in its sole discretion that the User has violated the rules of the Program and/ or has been involved in activities that are in contravention of the Program terms and/ or Site terms or has engaged in activities which are fraudulent / unlawful in nature. Furthermore, ZOGO reserves the right to modify, cancel and discontinue its Program without notice to the User.
15. ZOGO is not bank, broker, lender, loan originator, loan processor, or underwriter. ZOGO does not endorse, refer or recommend any bank, retail processor or any other user of the System. Users should rely on their own judgment and seek the advice of appropriate counsel, versed in applicable law, when evaluating possible significant commercial transactions.
16. When you close your Zogo account, we will cancel any scheduled or incomplete transactions. You must withdraw any Zogo balance from your Zogo account prior to closing it. You will remain liable for all obligations related to your Zogo account even after the Zogo account is closed. In certain cases, you may not close your Zogo account, including:
1. To evade an investigation;
2. If you have a pending transaction or an open dispute or claim;
3. If your Zogo account has a negative balance; or
4. If your Zogo account is subject to a hold, limitation or reserve.
VII. USE OF SERVICES BY YOU OR USER
ZOGO User Account Including ‘Claim Your Business Listing’ Access
In creating an account, you represent to us that all information provided to us in such process is true, accurate and correct, and that you will update your information as and when necessary in order to keep it accurate. If you are creating a business account then you represent to us that you are the owner or authorized agent of such business. You may not impersonate someone else, create or use an account for anyone other than yourself, provide an email address other than your own, create multiple accounts or business listings except as otherwise authorized by us, or provide or use false information to obtain access to a business’ listing on the Services that you are not legally entitled to claim. You acknowledge that any false claiming of a business listing may cause ZOGO or third parties to incur substantial economic damages and losses for which you may be held liable and accountable.
You are also responsible for all activities that occur in your account. You agree to notify us immediately of any unauthorized use of your account in order to enable us to take necessary corrective action. You also agree that you will not allow any third party to use your account for the purpose of transacting activities in your name on the Services.
You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
You agree to use the data owned by ZOGO (as available on the Services or through any other means like API etc.) only for personal use/purposes and not for any commercial use (other than in accordance with the Services provided by and through the Site) unless agreed to by/with ZOGO in writing.
You agree not to access (or attempt to access) any of the Services by any means other than the interface that is provided by ZOGO, unless you have been specifically allowed to do so, by way of a separate agreement with ZOGO. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any robots.txt file present on the Services.
You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services). You shall not delete or revise any material or information posted by any other User(s), shall not engage in spamming, including but not limited to any form of emailing, posting or messaging that is unsolicited.
VIII. FUNDING: USE OF YOUR ACCOUNT AND FINANCIAL TERMS
1. Users may link up to two United States bank accounts to the Zogo. Please keep your information current. You may transfer money to your Zogo balance (Zogo Cash) from any bank account linked to your Zogo account by requesting an electronic transfer from your bank account. You don't need a Zogo Cash balance to send money or buy something using your Zogo account. You may use the payment methods linked to your Zogo account to fund transactions you make using your Zogo account.
2. Money that you receive from other Zogo account holders is held as a balance in your Zogo. Any Zogobalance you hold represents an unsecured claim against Zogos, Inc and is not insured by the Federal Deposit Insurance Corporation (FDIC). User balances are held separate from Zogo’s corporate funds, and Zogo will neither use these funds for its operating expenses or any other corporate purposes nor will it voluntarily make these funds available to its creditors in the event of bankruptcy.
1. Receiving personal payments: If you use your Zogo account to receive payments for the sale of goods and services or accept donations, you must not ask your buyer to send you money using the send money to family or friends service. If you do so, Zogo may remove your Zogo account’s ability to accept payments from friends or family members.
2. You agree that you will not impose a surcharge or any other fee for accepting Zogo as a payment method. You may charge a handling fee in connection with the sale of goods or services as long as the handling fee does not operate as a surcharge and is not higher than the handling fee you charge for non-Zogo transactions.
3. In representations to your customers or in public communications, you agree not to mischaracterize Zogo as a payment method. At all of your points of sale (in whatever form), you agree not to try to dissuade or inhibit your customers from using Zogo; and, if you enable your customers to pay you with Zogo, you agree to treat Zogo’s payment mark at least at par with other payment methods offered.
4. Our fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “taxes”). It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is solely your responsibility to assess, collect, report and remit the correct taxes to the appropriate authority. Zogo is not responsible for determining whether any taxes apply to your transaction, or for calculating, collecting, reporting or remitting taxes arising from any transaction.
5. Zogo may block your ability to receive payments if you sell goods or services that may be illegal under any applicable laws or regulations.
6. Zogo reviews certain potentially high-risk transactions. If Zogo determines, in its sole discretion, that a transaction is high-risk, we place a hold on the payment and provide notice to you to delay shipping of the item. Zogo will conduct a review and either clear or cancel the payment. If the payment is cleared, Zogo will provide notice to you to ship the item. Otherwise, Zogo will cancel the payment and the funds will be returned to the buyer, unless we are legally required to take other action.
7. If you accept payments through your Zogo account in your store location, you must communicate the amount of the transaction to the customer before the transaction takes place. You may charge your customer’s Zogo account only for transactions that they have authorized. You must also provide customers with a physical receipt if they request one. You agree that any transaction that you make shall have an accurate and true description of the goods and services being purchased.
8. If you’re a seller on a marketplace or through a third party application where Zogo is offered, obey any rules that apply to the marketplace’s or the third party application’s buyer protection program for sales you make through that forum. Any such protections may require you to take certain actions and may impact how claims are processed.
9. In connection with your use of our websites, your Zogo account, the Zogo services, or in the course of your interactions with Zogo, other Zogo customers, or third parties, you will not:
a. Breach any agreement with Zogo or any policy similarly promulgated.
b. Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising).
c. Infringe Zogo's or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy.
d. Sell counterfeit goods.
e. Act in a manner that is defamatory, trade libelous, threatening or harassing.
f. Provide false, inaccurate or misleading information.
g. Send or receive what we reasonably believe to be potentially fraudulent funds.
h. Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us.
i. Attempt to double dip during the course of a dispute by receiving or attempting to receive funds from both Zogo and the bank for the same transaction.
j. Control an account that is linked to another account that has engaged in any of these restricted activities.
k. Conduct your business or use the Zogo services in a manner that results in or may result in complaints, requests by buyers (to invalidate payments made to you, or fees, fines, penalties or other liability or losses to Zogo, other Zogo customers, third parties or you.
l. Allow your Zogo account to have a negative Zogo balance.
m. Zogo App is only available in the US
n. Take any action that imposes an unreasonable or disproportionately large load on our websites, software, systems (including any networks and servers used to provide any of the Zogo services) operated by us or on our behalf or the Zogo services; facilitate any viruses, trojan horses, malware, worms or other computer programming routines that attempts to or may damage, disrupt, corrupt, misuse, detrimentally interfere with, surreptitiously intercept or expropriate, or gain unauthorized access to any system, data, information or Zogo services; use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our websites without our prior written permission; or use any device, software or routine to bypass our robot exclusion headers; or interfere or disrupt or attempt to interfere with or disrupt our websites, software, systems (including any networks and servers used to provide any of the Zogo services) operated by us or on our behalf, any of the Zogo services or other users’ use of any of the Zogo services.
o. Take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers or service providers.
p. Circumvent any Zogo policy or determinations about your Zogo account such as temporary or indefinite suspensions or other account holds, limitations or restrictions, including, but not limited to, engaging in the following actions: attempting to create new or additional Zogo account(s) when an account has a negative Zogo balance or has been restricted, suspended or otherwise limited; creating new or additional Zogo accounts using information that is not your own (e.g. name, address, email address, etc.); or using someone else’s Zogo account.
q. Harass and/or threaten our employees, agents, or other users.
Ownership of ZOGO Content and Proprietary Rights
We are the sole and exclusive copyright owners of the Services and our Content. We also exclusively own the copyrights, trademarks, service marks, logos, trade names, trade dress and other intellectual and proprietary rights throughout the world (the “IP Rights”) associated with the Services and Our Content, which may be protected by copyright, patent, trademark and other applicable intellectual property and proprietary rights and laws. You acknowledge that the Services contain original works and have been developed, compiled, prepared, revised, selected, and arranged by us and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of us and such others. You further acknowledge that the Services may contain information which is designated as confidential by ZOGO and that you shall not disclose such information without ZOGO's prior written consent.
You agree to protect our proprietary rights and the proprietary rights of all others having rights in the Services during and after the term of this agreement and to comply with all reasonable written requests made by us or our suppliers and licensors of content or otherwise to protect their and others’ contractual, statutory, and common law rights in the Services. You acknowledge and agree that ZOGO (or ZOGO's licensors) own all legal right, title and interest in and to the Services, including any IP Rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated as confidential by ZOGO and that you shall not disclose such information without ZOGO's prior written consent. Unless you have agreed otherwise in writing with ZOGO, nothing in the Terms gives you a right to use any of ZOGO's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
You agree not to use any framing techniques to enclose any trademark or logo or other proprietary information of ZOGO; or remove, conceal or obliterate any copyright or other proprietary notice or source identifier, including without limitation, the size, color, location or style of any proprietary mark(s). Any infringement shall lead to appropriate legal proceedings against you at appropriate forum for seeking all available/possible remedies under applicable laws of the country of violation. You cannot modify, reproduce, publicly display or exploit in any form or manner whatsoever any of the ZOGO’s content in whole or in part except as expressly authorized by ZOGO.
To the fullest extent permitted by applicable law, we neither warrant nor represent that your use of materials displayed on the Services will not infringe rights of third parties not owned by or affiliated with us. You agree to immediately notify us upon becoming aware of any claim that the Services infringe upon any copyright trademark, or other contractual, intellectual, statutory, or common law rights by following the instructions contained below in section XVI.
Your License to ZOGO Content:
We grant you a personal, limited, non-exclusive and non-transferable license to access and use the Services only as expressly permitted in these Terms. You shall not use the Services for any illegal purpose or in any manner inconsistent with these Terms. You may use information made available through the Services solely for your personal, non-commercial use. You agree not to use, copy, display, distribute, modify, broadcast, translate, reproduce, reformat, incorporate into advertisements and other works, sell, promote, create derivative works, or in any way exploit or allow others to exploit any of ZOGO Content in whole or in part except as expressly authorized by us. Except as otherwise expressly granted to you in writing, we do not grant you any other express or implied right or license to the Services, ZOGO Content or our IP Rights.
Any violation by you of the license provisions contained in this Section may result in the immediate termination of your right to use the Services, as well as potential liability for copyright and other IP Rights infringement depending on the circumstances.
ZOGO License to Your or User Content:
By submitting Your Content, you hereby irrevocably grant us a perpetual, irrevocable, world-wide, non-exclusive, royalty-free, sub-licensable and transferable license and right to use Your Content and all IP Rights therein for any purpose including API partnerships with third parties and in any media existing now or in future. By “use” we mean use, copy, display, distribute, modify, translate, reformat, incorporate into advertisements and other works, promote, create derivative works, and in the case of third party services, allow their users and others to do the same. You grant us the right to use the name or username that you submit in connection with Your Content. You irrevocably waive, and cause to be waived, any claims and assertions of moral rights or attribution with respect to Your Content brought against us, any third-party services and our and their users.
Representations Regarding Your or User Content:
You are responsible for Your Content. You represent and warrant that you are the sole author of, own, or otherwise control all of the rights of Your Content or have been granted explicit permission from the rights holder to submit Your Content; Your Content was not copied from or based in whole or in part on any other content, work, or website; Your Content was not submitted via the use of any automated process such as a script bot; use of Your Content by us, third party services, and our and their third party users will not violate or infringe any rights of yours or any third party; Your Content is truthful and accurate; and Your Content does not violate the Terms or any applicable laws.
You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. While we reserve the right to remove content, we do not control actions or content posted by our users and do not guarantee the accuracy, integrity or quality of any content. You acknowledge and agree that content posted by users and any and all liability arising from such content is the sole responsibility of the user who posted the content, and not us.
We reserve the right, at any time and without prior notice, to remove, block, or disable access to any content that we, for any reason or no reason, consider to be objectionable, in violation of the Terms or otherwise harmful to the Services or our users in our sole discretion. Subject to the requirements of applicable law, we are not obligated to return any of Your Content to you under any circumstances.
Third party content, including that posted by our users, does not reflect our views or that of our parent, subsidiary, affiliate companies, branches, employees, officers, directors, or shareholders. In addition, none of the content available through the Services is endorsed or certified by the providers or licensors of such third-party content. We assume no responsibility or liability for any of Your Content or any third-party content. You further acknowledge and agree that ZOGO is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources. Such third-party sites make reasonable efforts to have access API Services and APIs available for Partner use but there is no guarantee that the Services will be available 24 hours a day seven days a week. Without limiting the generality of the foregoing, we expressly disclaim any liability for any offensive, defamatory, illegal, invasive, unfair, or infringing content provided by third parties.
You represent that you have read, understood and agreed to our Guidelines for Content.
XI. RESTRICTIONS ON USE
Without limiting the generality of these Terms, in using the Services, you specifically agree not to post or transmit any content (including review) or engage in any activity that, in our sole discretion:
1. Violates our Content Guidelines;
2. Is harmful, threatening, abusive, harassing, tortious, indecent, defamatory, discriminatory, vulgar, profane, obscene, libelous, hateful or otherwise objectionable, invasive of another’s privacy, relating or encouraging money laundering or gambling or purely speculative economic activity;
3. Contains material that violates the standards of good taste or the standards of the Services;
4. Violates any third-party right, including, but not limited to, right of privacy, right of publicity, copyright, trademark, patent, trade secret, or any other intellectual property or proprietary rights;
5. Is illegal, or violates any federal, state, or local law or regulation (for example, by disclosing or trading on inside information in violation of securities law);
6. Attempts to impersonate another person or entity;
7. Constitutes a form of deceptive advertisement or causes, or is a result of, a conflict of interest;
8. Is commercial in nature (other than for the fundamental purposes of this Site), including but not limited to spam, surveys, contests, pyramid schemes, or other advertising materials;
9. Asserts or implies that Your Content is in any way sponsored or endorsed by us;
10. Falsely states, misrepresents, or conceals your affiliation with another person or entity;
11. Accesses or uses the account of another user without permission;
12. Distributes computer viruses or other code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or electronic communications equipment;
13. Interferes with, disrupts, or destroys the functionality or use of any features of the Services or the servers or networks connected to the Services;
14. “Hacks” or accesses without permission our proprietary or confidential records, those of another user, or those of anyone else;
15. Violates any contract or fiduciary relationship (for example, by disclosing proprietary or confidential information of your employer or client in breach of any employment, consulting, or non-disclosure agreement);
16. Decompiles, reverse engineers, disassembles or otherwise attempt to derive source code from the Services;
17. Removes, circumvents, disables, damages or otherwise interferes with security-related features, or features that enforce limitations on use of, the Services;
18. Violates the restrictions in any robot exclusion headers on the Services, if any, or bypasses or circumvents other measures employed to prevent or limit access to the Services;
19. Collects, accesses, or stores personal information about other users of the Services;
20. Is posted by a bot;
21. Modifies, copies, scrapes or crawls, displays, publishes, licenses, sells, rents, leases, lends, transfers or otherwise commercialize any rights to the Services or Our Content; or
22. Attempts to do any of the foregoing.
You acknowledge that we have no obligation to monitor your – or anyone else’s – access to or use of the Services for violations of the Terms, or to review or edit any content. However, we have the right to do so for the purpose of operating and improving the Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with the Terms and to comply with applicable law or the order or requirement of legal process, a court, consent decree, administrative agency or other governmental body.
You hereby agree and assure ZOGO that the Site/Services shall be used for lawful purposes only and that you will not violate laws, regulations, ordinances or other such requirements of any applicable Central, Federal State or local government or international law(s). You shall not upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, junk mail, spam mail, chain letters or any other form of solicitation, encumber or suffer to exist any lien or security interest on the subject matter of these Terms or to make any representation or warranty on behalf of ZOGO in any form or manner whatsoever.
XII. USER FEEDBACK
If you share or send any ideas, suggestions, changes or documents ("Feedback"), you agree that (i) your Feedback does not contain the confidential, secretive or proprietary information of third parties, (ii) ZOGO is under no obligation of confidentiality with respect to such Feedback, (iii) ZOGO may have already received similar Feedback from some other user or it may be under consideration or in development, and (iv) By providing the Feedback, you grant us a binding, non-exclusive, royalty-free, perpetual, global license to use, modify, develop, publish, distribute and sublicense the Feedback, and you irrevocably waive, against ZOGO and its users any claims/assertions, whatsoever of any nature, with regard to such Feedback.
Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information. The manner, mode and extent of advertising by ZOGO on the Services are subject to change without specific notice to you. In consideration for ZOGO granting you access to and use of the Services, you agree that ZOGO may place such advertising on the Services.
Part of the site may contain advertising information or promotional material or other material submitted to ZOGO by third parties. Responsibility for ensuring that material submitted for inclusion on the Site or mobile apps complies with applicable law is exclusively on the party providing the information/material. Your correspondence or business dealings with, or participation in promotions of, advertisers other than ZOGO found on or through the Site and or mobile apps, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, shall be solely between you and such advertiser. ZOGO will not be responsible or liable for any error or omission, inaccuracy in advertising material or any loss or damage of any sort incurred as a result of any such dealings or as a result of the presence of such other advertiser(s) on the Site and mobile apps.
XIV. ACCEPTANCE OF DWOLLA TERMS OF SERVICE AND ZOGO FINANCIAL STATUS AS NOT BEING A LICENSED FINANCIAL INSTITUTION
Furthermore, You acknowledge and agree that Zogo: (i) is not a licensed financial institution; (ii) does not act as a transmitter of money; (iii) at no time will Zogo come into possession of your funds (except for fees and other charges that may be levied against by Zogo in connection with your use of the Site and the Services); and (iv) Zogo merely serves as the platform to enable communications relating to financial transaction requested by you and ultimately to be implemented by Dwolla, Inc.’s financial institution partners.
XV. DISCLAIMER OF WARRANTIES, LIMITATION OF LIABILITY, AND INDEMNIFICATION
Disclaimer of Warranties
YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND THAT YOUR USE OF THE SERVICES SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ZOGO, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, BRANCHES, SUBSIDIARIES, AND LICENSORS ("ZOGO PARTIES") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES INCLUDING MOBILE APPS AND YOUR USE OF THEM. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE ZOGO PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS THAT THE SERVICES HAVE BEEN AND WILL BE PROVIDED WITH DUE SKILL, CARE AND DILIGENCE OR ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES' CONTENT AND ASSUME NO RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES THROUGH THE ACTIONS OF ANY THIRD PARTY, (VI) ANY LOSS OF YOUR DATA OR CONTENT FROM THE SERVICES AND/OR (VII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. THE ZOGO PARTIES WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ZOGO OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. UNLESS YOU HAVE BEEN EXPRESSLY AUTHORIZED TO DO SO IN WRITING BY ZOGO, YOU AGREE THAT IN USING THE SERVICES, YOU WILL NOT USE ANY TRADE MARK, SERVICE MARK, TRADE NAME, LOGO OF ANY COMPANY OR ORGANIZATION IN A WAY THAT IS LIKELY OR INTENDED TO CAUSE CONFUSION ABOUT THE OWNER OR AUTHORIZED USER OF SUCH MARKS, NAMES OR LOGOS.
Limitation of Liability
FURTHERMORE, THE TOTAL LIABILITY OF THE ZOGO PARTIES TO YOU FOR ANY CAUSE OF ACTION YOU TAKE AGAINST THE ZOGO PARTIES WILL AT ALL TIMES BE LIMITED TO ONE HUNDRED DOLLARS ($100.00).
You agree to indemnify, defend, and hold harmless the ZOGO Parties from and against any third party claims, damages (actual and/or consequential), actions, proceedings, demands, losses, liabilities, costs and expenses (including reasonable legal fees) suffered or reasonably incurred by us arising as a result of, or in connection with: (i) Your Content, (ii) your unauthorized use of the Services, or products or services included or advertised in the Services; (iii) your access to and use of the Services; (iv) your violation of any rights of another party; or (v) your breach of these Terms, including, but not limited to, any infringement by you of the copyright or intellectual property rights of any third party. We retain the exclusive right to settle, compromise and pay, without your prior consent, any and all claims or causes of action which are brought against us. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter in which we are named as a defendant and/or for which you have indemnity obligations without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
XVI. TERMINATION OF YOUR ACCESS TO THE SERVICES
You can terminate your account at any time by contacting us via the "Contact Us" link at the bottom of every page and ceasing further use of the Services. Your account will be terminated by ZOGO at the soonest convenience and technical availability.
We may terminate your use of the Services and deny you access to the Services in our sole discretion for any reason or no reason, including your: (i) violation of these Terms; or (ii) lack of use of the Services. You agree that any termination of your access to the Services may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and/or bar any further access to your account or the Services. If you use the Services in violation of these Terms, we may, in our sole discretion, retain all data collected from your use of the Services. Further, you agree that we shall not be liable to you or any third party for the discontinuation or termination of your access to the Services.
XVII. GENERAL TERMS
Interpretation: The section and subject headings in these Terms are included for reference only and shall not be used to interpret any provisions of these Terms.
Severability: If any provision of these Terms is deemed unlawful, invalid, or unenforceable by a judicial court for any reason, then that provision shall be deemed severed from these Terms, and the remainder of the Terms shall continue in full force and effect.
Partnership or Agency: None of the provisions of these Terms shall be deemed to constitute a partnership or agency between you and ZOGO and you shall have no authority to bind ZOGO in any form or manner, whatsoever.
These Terms shall be governed in all respects by the laws of District of Columbia as they apply to agreements entered into and to be performed entirely within the District of Columbia between Washington D.C. residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against ZOGO must be resolved exclusively only in the United States District Court for the District of Columbia (and appellate courts from any of the foregoing). You hereby irrevocably and unconditionally waive any right to a trial by jury of any dispute arising out of or relating to this Agreement.
For all Users: YOU MUST COMMENCE ANY LEGAL ACTION AGAINST US WITHIN ONE (1) YEAR AFTER THE ALLEGED HARM INITIALLY OCCURS. FAILURE TO COMMENCE THE ACTION WITHIN THAT PERIOD SHALL FOREVER BAR ANY CLAIMS OR CAUSES OF ACTION REGARDING THE SAME FACTS OR OCCURRENCE, NOTWITHSTANDING ANY STATUTE OF LIMITATIONS OR OTHER LAW TO THE CONTRARY. WITHIN THIS PERIOD, ANY FAILURE BY US TO ENFORCE OR EXERCISE ANY PROVISION OF THESE TERMS OR ANY RELATED RIGHT SHALL NOT CONSTITUTE A WAIVER OF THAT RIGHT OR PROVISION.
Our legal obligation regarding you: If we are notified of a court order or other legal process (including garnishment or any equivalent process) affecting you, or if we otherwise believe we are required to do so in order to comply with applicable law or regulatory requirements, we may be required to take certain actions, including holding payments to/from your account, placing a reserve or limitation on your account, or releasing your funds. We will decide, in our sole discretion, which action is required of us. Unless the court order, applicable law, regulatory requirement or other legal process requires otherwise, we will notify you of these actions. We do not have an obligation to contest or appeal any court order or legal process involving you or your account. When we implement a hold, reserve or limitation as a result of a court order, applicable law, regulatory requirement or other legal process, the hold, reserve or limitation may remain in place longer than 180 days.
Carrier Rates may Apply: By accessing the Services through a mobile or other device, you may be subject to charges by your Internet or mobile service provider, so check with them first if you are not sure, as you will be responsible for any such costs.
Linking and Framing: You may not frame the Services. You may link to the Services, provided that you acknowledge and agree that you will not link the Services to any website containing any inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful topic, name, material, or information or that violates any intellectual property, proprietary, privacy, or publicity rights. Any violation of this provision may, in our sole discretion, result in termination of your use of and access to the Services effective immediately.
XVIII. NOTICE OF COPYRIGHT INFRINGEMENT AND GRIEVANCE REDRESSAL MECHANISM
ZOGO shall not be liable for any infringement of copyright arising out of materials posted on or transmitted through the site or mobile apps, or items advertised on the site or mobile apps, by end users or any other third parties. We respect the intellectual property rights of others and require those that use the Services to do the same. We may, in appropriate circumstances and at our discretion, remove or disable access to material on the Services that infringes upon the copyright rights of others. We also may, in our discretion, remove or disable links or references to an online location that contains infringing material or infringing activity. In the event that any users of the Services repeatedly infringe on others’ copyrights, we may in our sole discretion terminate those individuals’ rights to use the Services If you believe that your copyright has been or is being infringed upon by material found in the Services, you are required to follow the below procedure to file a notification:
Identify in writing the copyrighted material that you claim has been infringed upon;
Identify in writing the material on the Services that you allege is infringing upon copyrighted material, and provide sufficient information that reasonably identifies the location of the alleged infringing material (for example, the user name of the alleged infringer and the business listing it is posted under);
Include the following statement: "I have a good faith belief that the use of the content on the Services as described above is not authorized by the copyright owner, its agent, or law";
Include the following statement: "I swear under penalty of perjury that the information in my notice is accurate and I am the copyright owner or I am authorized to act on the copyright owner's behalf";
Provide your contact information including your address, telephone number, and e-mail address (if available);
Provide your physical or electronic signature; and
Send the written communication to:
Email address: email@example.com
You may be subject to liability if you knowingly make any misrepresentations on a take-down notice.