Chariot Payments | Peer to Peer Payments

Terms of Service

The Terms of Service for this User Agreement will be effective for all users as of September 30, 2023.

This user agreement is a contract between you and Chariot Payments, Inc., (i.e. “Chariot”) governing your use of your Chariot Wallet and the Chariot services. It applies to U.S. Chariot Wallets only. If you are an individual, you must be a resident of the United States or one of its territories and at least 18 years old, or the age of majority in your state of residence to open a U.S. Chariot Wallet and use the Chariot services.

By opening and using a Chariot Wallet, you agree to comply with all of the terms and conditions of this user agreement, including any upcoming changes to Policy Updates at the time you accept this user agreement (which changes will apply to you on the indicated effective dates). These terms include an agreement to resolve disputes by arbitration on an individual basis. You also agree to comply with each of the other terms or agreements that apply to you and the following additional policies:

Please read carefully all of the terms and conditions of this user agreement, the terms of the above policies, and each of the other terms and agreements that apply to you.

We may revise this agreement and any of the other terms, agreements, or policies from time to time. The revised version will be effective at the time we post it, unless otherwise noted. If our changes reduce your rights or increase your responsibilities, we will provide notice of such changes.

Opening a Chariot Wallet

You are responsible for maintaining adequate security and control of any and all IDs, passwords, personal identification numbers, or any other codes that you use to access your Chariot Wallet and the Chariot services. You must keep your mailing address, email address and other contact information current in your Chariot Wallet profile.

Closing Your Chariot Wallet

You may close your Chariot Wallet and terminate your relationship with us at any time without cost, but you will remain liable for all obligations related to your Chariot Wallet even after the Chariot Wallet is closed. When you close your Chariot Wallet, we will cancel any scheduled or incomplete transactions. You must withdraw or transfer any funds in your Chariot Wallet before closing your personal Chariot Wallet, and closing a personal Chariot Wallet will result in Chariot automatically closing any link to your bank account.

In certain cases, you may not close your Chariot Wallet, including:

To evade an investigation.
If you have a pending transaction or an open dispute or claim.
If your Chariot Wallet has a negative balance.
If your Chariot Wallet is subject to a hold, limitation or reserve.

Link or Unlink a Payment Method

You can link a bank account to your personal Chariot Wallet as a payment method and unlink the bank count by withdrawing all funds and closing it. Please keep your payment method information current. If this information changes, we may update it using information and third-party sources available to us without any action on your part.

Except as provided below, any balance in your Chariot Wallet and any funds sent to you which have not yet been transferred to a linked bank account represents an unsecured claim against Chariot and is not insured by the Federal Deposit Insurance Corporation (FDIC).

Chariot is not a bank and does not itself take deposits. Banking services are provided by Solid Financial Technologies, Inc as an agent of its bank partners, members FDIC.

You will not receive any interest on the funds held with Chariot. Chariot combines your Chariot funds with the funds of other Chariot users. Chariot owns the interest or other earnings on these investments. These pooled amounts are held apart from Chariot’s corporate funds, and Chariot 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.

Chariot 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 funds kept in your account;
Act as your agent or trustee;
Enter into a partnership, joint venture, agency or employment relationship with you;
Guarantee the identity of any buyer 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.

Restrictions on transfers or withdrawals from Chariot Wallets

To protect us and our users from loss, we may delay a withdrawal, in certain situations, including if we need to confirm that you have authorized the withdrawal or if other payments to your Chariot Wallet have been subject to a reversal (for example, as a result of a chargeback, bank reversal, or dispute by a buyer). If we place a limitation on your Chariot Wallet, a payment is subject to a hold, or your Wallet or an associated account has a negative balance in any currency while a withdrawal from your Chariot Wallet is pending, you will have to reinitiate the withdrawal once the limitation or hold has been lifted, or negative balance is fully paid off.

Payment Review

Chariot reviews certain potentially high-risk transactions. If Chariot determines, in its sole discretion, that a transaction is high-risk, we place a hold on the payment and provide notice to you. Chariot will conduct a review and either complete or cancel the payment. If the payment is approved, the payment will be completed. Otherwise, Chariot will cancel the payment unless we are legally required to take other action.

Refunds, Reversals and Chargebacks

General information

If you receive a payment that is later refunded or invalidated for any reason, you are responsible for the full amount of the payment sent to you plus any fees (including any applicable chargeback fee or Dispute fee). Whenever a transaction is refunded or otherwise reversed, Chariot will refund or reverse the transaction from your Chariot Wallet.

If you refund a transaction, we’ll retain the fees you paid.

Payments that are invalidated and reversed

Payments to you may be invalidated and reversed by Chariot if:

You lose a claim submitted to us by a buyer, including as a result of your failure to respond in a timely manner.
Your buyer pursues a successful chargeback claim.
Our investigation of a bank reversal made by a buyer or the buyer’s bank finds that the transaction was fraudulent.
Chariot sent the payment to you in error.
The payment was unauthorized.
You received the payment for activities that violated this user agreement or any other agreement between you and Chariot.

When you receive a payment, you are liable to Chariot for the full amount of the payment sent to you plus any fees if the payment is later invalidated or reversed for any reason. A negative balance represents an amount that you owe to us, and, in this situation, you must immediately add funds to your balance to resolve it.

If you don’t, Chariot may:

Engage in collection efforts to recover the amount due from you;
Take any or all action as outlined under Amounts owed to Chariot; or
Place a limitation or take other action on your Chariot Wallet as outlined under Restricted Activities and Holds.

Dispute fees

Chariot will charge a Dispute fee to sellers for facilitating the online dispute resolution process for transactions that are processed through a buyer’s Chariot Wallet. The Dispute fee applies when the buyer pursues a claim directly with Chariot, a chargeback or a reversal with their bank. The Dispute fee will be charged at either the Standard Dispute fee rate or the High Volume Dispute fee rate. The Dispute fee will be deducted from your Chariot Wallet after the claim is decided.

The Dispute fee amount will be determined when the dispute case is created. The fee is based on the ratio of all Items Not Received and Significantly Not as Described claims you receive compared to the total amount of your sales for the previous three calendar months. Your total claims include all Items Not Received and Significantly Not as Described claims that are filed either directly with and escalated to Chariot or with the buyer’s bank. Your total claims do not include claims for Unauthorized Transactions. For example, for the month of September, your dispute ratio will be calculated by considering your total claims to sales ratio over June, July, and August. The claims ratio for September will determine the dispute fee for all claims filed in October. Your total claims include all claims filed directly with and escalated to Chariot, except claims for Unauthorized Transactions; and all chargebacks from the buyer’s bank.

If your dispute ratio is 1.5% or more and you had more than 100 sales transactions in the previous three full calendar months, you will be charged the High Volume Dispute fee for each dispute. Otherwise, you will be charged the Standard Dispute fee for each dispute.

You will not be charged a Standard Dispute fee for disputes that are:

Inquiries to Chariot Support that are not escalated to a claim with Chariot.
Resolved directly between you and the buyer and not escalated to a claim with Chariot.
Filed by the buyer directly with Chariot as an Unauthorized Transaction.
Claims with a transaction value that is less than twice the amount of a Standard Dispute fee.
Decided in your favor by Chariot or your issuer.

You will not be charged a High Volume Dispute fee for disputes that are:

Inquiries to Chariot Support and not escalated to a claim with Chariot.
Resolved directly between you and the buyer and not escalated to a claim with Chariot.
Filed by the buyer directly with Chariot as an Unauthorized Transaction.
Sellers charged High Volume Dispute fees may be required to provide a remediation plan which includes an explanation of the cause of the increased dispute rate, the actions taken to reduce disputes, and the timelines for those actions.

Disputes listed above may be excluded from being charged a Standard Dispute fee or a High Volume Dispute fee, but the claim itself may still be included in the overall calculation of your dispute ratio.

If you engage in a Restricted Activity, Chariot may charge the High Volume Dispute fees for all current and future disputes, irrespective of your dispute ratio or sales volumes, given Chariot’s increased involvement as a result of such Restricted Activity.

Chargeback fees

For transactions that are not processed either through a buyer’s Chariot Wallet and where the buyer pursues a chargeback for the transaction then Chariot will charge you a Chargeback fee for facilitating the chargeback process. This fee with apply regardless of whether the buyer is successful in pursuing the chargeback.

The applicable chargeback fee will be deducted from your Chariot Wallet .

Restricted Activities, Holds, and Liquidated Damages

Restricted Activities

In connection with your use of your Chariot Wallet, the Chariot services, or in the course of your interactions with Chariot, other Chariot customers, or third parties, you must not:

Breach this user agreement, the Chariot Terms of Service, Privacy Policy or any other agreement between you and Chariot;
Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising);
Engage in activities for the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
Send, knowingly receive, upload, download, use or re-use any material which does not comply these Terms of Use.
Transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail”, “chain letter” or “spam” or any other similar solicitation.
Impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses, or screen names associated with any of the foregoing).
Engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm the Company or users of the Service or expose them to liability.
Infringe Chariot’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
Sell counterfeit goods;
Act in a manner that is defamatory, trade libelous, threatening or harassing;
Provide false, inaccurate or misleading information;
Send or receive what we reasonably believe to be potentially fraudulent funds;
Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
Attempt to double dip during the course of a dispute by receiving or attempting to receive funds from both Chariot and the seller or bank for the same transaction;
Control an account that is linked to another account that has engaged in any of these restricted activities;
Conduct your business or use the Chariot services in a manner that results in or may result in;
- complaints;
- requests by buyers (either filed with us or card issuers) to invalidate payments made to you;
- fees, fines, penalties or other liability or losses to Chariot, other Chariot customers, third parties or you;
Use your Chariot Wallet or the Chariot services in a manner that Chariot, or any other electronic funds transfer network reasonably believes to be an abuse of the system or a violation of association or network rules;
Allow your Chariot Wallet to have a negative balance;
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 Chariot services) operated by us or on our behalf or the Chariot 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 Chariot 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;
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 Chariot services) operated by us or on our behalf, any of the Chariot services or other users’ use of any of the Chariot services;
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;
Circumvent any Chariot policy or determinations about your Chariot Wallet 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 open new or additional Chariot Wallet(s) when an account has a negative balance or has been restricted, suspended or otherwise limited; opening new or additional Chariot Wallets using information that is not your own (e.g. name, address, email address, etc.); or using someone else’s Chariot Wallet ; or
Harass and/or threaten our employees, agents, or other users.
Abuse of our online dispute resolution process.

Actions We May Take if You Engage in Any Restricted Activities

If we believe that you’ve engaged in any of these activities, we may take a number of actions to protect Chariot, its customers and others at any time in our sole discretion. The actions we may take include, but are not limited to, the following:

Terminating this user agreement, limiting your Chariot Wallet (and any linked bank account), and/or closing or suspending your Chariot Wallet (and any linked bank account), immediately and without penalty to us;
Refusing to provide the Chariot services to you in the future;
Limiting your access to our Services, software, systems operated by us or on our behalf, your Chariot Wallet or any of the Chariot services, including limiting your ability to pay or send money with any of the payment methods linked to your Chariot Wallet, restricting your ability to send money or make withdrawals;
Holding the balance of any money waiting to be claimed through your personal Chariot Wallet if you do not have a bank account linked to your personal Chariot Wallet, for up to 180 days if reasonably needed to protect against the risk of liability or if you have violated our Acceptable Use Policy;
Charging the High Volume Dispute fees for all current and future disputes irrespective of your dispute ratio or sales volumes, given Chariot’s increased involvement as a result of such Restricted Activity;
Contacting buyers who have transacted with you using Chariot, your bank or other impacted third parties, or law enforcement about your actions;
Updating inaccurate information you provided us;
Taking legal action against you;
If you’ve violated our Acceptable Use Policy, then you’re also responsible for damages to Chariot caused by your violation of this policy; or
If you are a seller and receive funds for transactions that violate the Acceptable Use Policy, then in addition to being subject to the above actions you will be liable to Chariot for the amount of Chariot’s damages caused by your violation of the Acceptable Use Policy. You acknowledge and agree that $2,500.00 U.S. dollars per violation of the Acceptable Use Policy is presently a reasonable minimum estimate of Chariot’s actual damages – including, but not limited to, internal administrative costs incurred by Chariot to monitor and track violations, damage to Chariot’s brand and reputation, and penalties imposed upon Chariot by its business partners resulting from a user’s violation – considering all currently existing circumstances, including the relationship of the sum to the range of harm to Chariot that reasonably could be anticipated because, due to the nature of the violations of the Acceptable Use Policy, actual damages would be impractical or extremely difficult to calculate. Chariot may deduct such damages directly from any existing balance in any Chariot Wallet you control.

If we close your Chariot Wallet or terminate your use of the Chariot services for any reason, we’ll provide you with notice of our actions and make any unrestricted funds held in the balance of your personal Chariot Wallet or any money waiting to be claimed through your personal Chariot Wallet available for withdrawal if you have a linked bank account.

You are responsible for all reversals, chargebacks, claims, fees, fines, penalties and other liability incurred by Chariot, any Chariot customer, or a third party caused by or arising out of your breach of this agreement, and/or your use of the Chariot services.

Holds, Limitations, and Reserves

What are holds, limitations and reserves

Under certain circumstances, in order to protect Chariot and the security and integrity of the network of buyers and sellers that use the Chariot services, Chariot may take Wallet- level or transaction-level actions. Unless otherwise noted, if we take any of the actions described here, we’ll provide you with notice of our actions, but we retain the sole discretion to take these actions. For information in connection with an account limitation, hold or reserve, you should follow the instructions in our email notice with respect to the limitation, hold or reserve. Wallet holds or limitations may impact your ability to move funds to or from your Chariot Wallet.

Our decision about holds, limitations and reserves may be based on confidential criteria that are essential to our management of risk and the protection of Chariot, our customers and/or service providers. We may use proprietary fraud and risk modeling when assessing the risk associated with your Chariot Wallet. In addition, we may be restricted by regulation or a governmental authority from disclosing certain information to you about such decisions. You agree that we have no obligation to disclose the details of our risk management or security procedures to you.

In order to facilitate Chariot’s actions described above and allow us to assess the level of risk associated with your Chariot Wallet, you agree to cooperate with Chariot’s reasonable requests for financial statements and other documentation or information in a timely fashion.

Holds

A hold is an action that Chariot may take under certain circumstances either at the transaction level or the Wallet level. When Chariot places a temporary hold on a payment, the money is not available to either the sender or the recipient. Chariot reviews many factors before placing a hold on a payment, including: account tenure, transaction activity, business type, past customer disputes, and overall customer satisfaction. Some common situations where Chariot will hold payments include but are not limited to:

Payments for higher dollar amount, high frequency or high/restricted use categories.
Users who have performance issues, or a high rate of dissatisfaction or disputes.

Holds based on Chariot’s risk decisions

We may place a hold on payments sent to your Chariot Wallet if, in our sole discretion, we believe that there may be a high level of risk associated with you, your Chariot Wallet, or your transactions or that placing such a hold is necessary to comply with state or federal regulatory requirements. We make decisions about whether to place a payment hold based on a number of factors, including information available to us from both internal sources and third parties. When we place a hold on a payment, the funds will appear in your Chariot Wallet with an indication that they are unavailable or pending.

We’ll notify you, either through your Chariot Wallet or directly by phone or email, whenever we place a hold.

Risk-based holds generally remain in place for up to 21 days from the date the payment was received into your Chariot Wallet . We may release the hold earlier under certain circumstances but any earlier release is at our sole discretion. The hold may last longer than 21 days if the payment is challenged as a payment that should be invalidated and reversed based on a disputed transaction as discussed in the following paragraph below. In this case, we’ll hold the payment in your Chariot Wallet until the matter is resolved (but no longer than 180 days).

Holds based on disputed transactions

If a payment sent to you as a seller is challenged as a payment that should be invalidated and reversed, we may place a temporary hold on the funds in your Chariot Wallet to cover the amount that could be reversed. Any of the situations described under Refunds, Reversals and Chargebacks are situations that could result in us placing a hold on a payment. If we determine the transaction should not be reversed, we’ll lift the temporary hold. If we determine the transaction should be reversed, we’ll remove the funds from your Chariot Wallet.

Account Limitations

Limitations are implemented to help protect Chariot, users when we notice restricted activities, an increased financial risk, or activity that appears to us as unusual or suspicious. Limitations also help us collect information necessary for keeping your Chariot Wallet open.

There are several reasons why your Chariot Wallet could be limited, including:

If we suspect someone could be using your Chariot Wallet without your knowledge, we’ll limit it for your protection and look into the fraudulent activity.
In order to comply with applicable law.
If we believe in our sole discretion that you have breached this agreement or violated the Acceptable Use Policy.
User performance indicating your Chariot Wallet is high risk.

Examples include but are not limited to: indications of poor user performance because you’ve received an unusually high number of claims and chargebacks, selling an entirely new or high-cost product type, or if your typical sales volume increases rapidly.

Unless a permanent limitation is placed on your Wallet, you will need to resolve any issues with your account before a limitation can be removed. Normally, this is done after you provide us with the information we request. However, if we reasonably believe a risk still exists after you have provided us that information, we may take action to protect Chariot, our users, a third party, or you from reversals, fees, fines, penalties, legal and/or regulatory risks and any other liability.

Court Orders, Regulatory Requirements or Other Legal Process

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 Chariot Wallet, placing a limitation on your Chariot Wallet, 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 Chariot Wallet. 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.

Liability for Unauthorized Transactions and Other Errors

Protection from Unauthorized Transactions

To protect yourself from unauthorized activity in your Chariot Wallet, you should regularly log into your Chariot Wallet and review your Chariot Wallet activity. Chariot will notify you of each transaction by sending a transaction status notification. You should review these transaction notifications to ensure that each transaction was authorized and accurately completed.

What is an Unauthorized Transaction

An “Unauthorized Transaction” occurs when money is sent from your Chariot Wallet that you did not authorize and that did not benefit you. For example, if someone steals or fraudulently obtains your password, uses the password to access your Chariot Wallet, and sends a payment from your Chariot Wallet, an Unauthorized Transaction has occurred.

What is not considered an Unauthorized Transaction

The following are NOT considered Unauthorized Transactions:

If you grant authority to someone to use your Chariot Wallet (by giving them your login information) and they exceed the authority you gave them. You are responsible for transactions made in this situation unless you have previously notified Chariot that you no longer authorize transfers by that individual.
Invalidation and reversal of a payment as a result of the actions described under Refunds, Reversals and Chargebacks.

Reporting an Unauthorized Transaction

If you believe your Chariot login information has been lost or stolen, please contact us at support@chariotpayments.com immediately.

Tell us AT ONCE if you believe that an electronic fund transfer has been made without your permission using your login information or by other means. You could lose all the money in your Chariot Wallet.

Error Resolution

What is an Error

An “Error” means the following:

When money is either incorrectly taken from your Chariot Wallet or incorrectly placed into your Chariot Wallet, or when a transaction is incorrectly recorded in your Chariot Wallet.
You send a payment and the incorrect amount is debited from your Chariot Wallet.
An incorrect amount is credited to your Chariot Wallet.
A transaction is missing from or not properly identified in your Chariot Wallet activity.
We make a computational or mathematical error related to your Chariot Wallet.
You request additional information or clarification concerning a transfer to or from your Chariot Wallet, including a request you make to determine whether an error has occurred.
You inquire about the status of a pending transfer to or from your Chariot Wallet.
You request documentation or other information, unless the request is for a duplicate copy for tax or other record-keeping purposes.

What is not considered an Error

The following are NOT considered Errors:

If you give someone access to your Chariot Wallet (by giving them your login information) and they use your Chariot Wallet without your knowledge or permission. You are responsible for transactions made in this situation.
Invalidation and reversal of a payment as a result of the actions described under Refunds, Reversals and Chargebacks.
Routine inquiries about the balance in your Chariot Wallet, or any money waiting to be claimed through your Chariot Wallet.
Requests for duplicate documentation or other information for tax or other recordkeeping purposes.

In case of Errors or questions about your transactions please contact us at support@chariotpayments.com immediately.

Notify us as immediately, if you think your transaction activity is wrong or if you need more information about a transaction in your Chariot Wallet. We must hear from you no later than 60 days after the problem or error appeared.

Tell us your name and account number (if any).
Describe the error you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.
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 Chariot Wallet within 10 Business Days for the amount you think is in error, so that you will have the 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 Chariot Wallet.

We will tell you the results within 3 Business Days after completing our investigation. If we decide 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.

Processing Errors

We will rectify any processing error that we discover. If the error results in:

You receiving less than the correct amount to which you were entitled, then we will credit your Chariot Wallet for the difference between what you should have received and what you actually received.
You receiving more than the correct amount to which you were entitled, then we will debit your Chariot Wallet for the difference between what you actually received and what you should have received.
Our not completing a transaction on time or in the correct amount, then we will be responsible to you for your losses or damages directly caused by this failure, unless:
- through no fault of ours, you did not have enough available funds to complete the transaction;
- our system was not working properly and you knew about the breakdown when you started the transaction; or
- the error was due to extraordinary circumstances outside our control (such as fire, flood or loss of Internet connection), despite our reasonable precautions.

Processing errors are not:

Delays that result from Chariot applying holds, limitations, or reserves.
Delays based on a payment review.
Your errors in making a transaction (for example, mistyping an amount of money that you are sending).

Other Legal Terms

Communications Between You and Us

We may share your mobile phone number with service providers with whom we contract to assist us with the activities listed above, but we will not share your mobile phone number with third parties for their own purposes without your consent. You do not have to agree to receive auto dialed or prerecorded message calls or texts to your mobile phone number in order to use and enjoy the products and services offered by Chariot. You can decline to receive calls or texts to your mobile phone number by contacting us at support@chariot.com or by replying STOP to a message. The frequency of messages may vary, and standard telephone minute and text charges may apply. Neither we nor your phone carriers are liable for delayed or undelivered messages.

Chariot may communicate with you about your Chariot Wallet and the Chariot services electronically as described in our Electronic Communications Policy. You will be considered to have received a communication from us, if it’s delivered electronically, 24 hours after the time we email it to you. You will be considered to have received a communication from us, if it’s delivered by mail, 3 Business Days after we send it.

You understand and agree that, to the extent permitted by law, Chariot may, without further notice or warning, monitor or record telephone conversations you or anyone acting on your behalf has with Chariot or its agents for quality control and training purposes or for our own protection. You acknowledge and understand that while your communications with Chariot may be overheard, monitored, or recorded not all telephone lines or calls may be recorded by Chariot, and Chariot does not guarantee that recordings of any particular telephone calls will be retained or retrievable.

Chariot’s Rights

Chariot suspension and termination rights

Chariot, in its sole discretion, reserves the right to suspend or terminate this user agreement, access to or use of its websites, software, systems (including any networks and servers used to provide any of the Chariot services) operated by us or on our behalf or some or all of the Chariot 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 funds held in your Chariot Wallet.

Security interest

As security for the performance of your obligations under this user agreement, you grant to Chariot a lien on, and security interest in and to, funds held in your Chariot Wallet.

Amounts owed to Chariot

If the balance in your Chariot Wallet becomes negative for any reason, that negative balance represents an amount that you owe to Chariot. Chariot may deduct these amounts from funds that are added to your Chariot Wallet later, either by you or from payments you receive. If you have more than one Chariot Wallet, we may set off a negative balance in one Chariot Wallet against a balance in your other Chariot Wallet(s). If you continue using your Chariot Wallet when it has a negative balance, you authorize Chariot to combine the negative balance with any debit or transaction sent from your account when that combination is disclosed to you in advance of initiating the debit or transaction.

In addition to the above, if you have a past due amount owed to us or our affiliates, Chariot may debit your Chariot Wallet to pay any amounts that are past due.

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’ll be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this user agreement.

Assumption of rights

If Chariot invalidates and reverses a payment that you made to a recipient (either at your initiative or otherwise), you agree that Chariot assumes your rights against the recipient and third parties related to the payment and may pursue those rights directly or on your behalf, in Chariot’s discretion.

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.

Indemnification and Limitation of Liability

In this section, we use the term “Chariot” to refer to Chariot, Inc., and our affiliates, and each of their respective directors, officers, employees, agents, joint venturers, service providers and suppliers. Our affiliates include each entity that we control, we are controlled by or we are under common control with.

Indemnification

You must indemnify Chariot for actions related to your Chariot Wallet and your use of the Chariot services. You agree to defend, indemnify and hold Chariot 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 Chariot 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 Chariot Wallet or access our websites, software, systems (including any networks and servers used to provide any of the Chariot services) operated by us or on our behalf, or any of the Chariot services on your behalf.

Limitation of liability

Chariot’s liability is limited with respect to your Chariot Wallet and your use of the Chariot services. In no event shall Chariot 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 Chariot services) operated by us or on our behalf, any of the Chariot 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, Chariot is not liable, and you agree not to hold Chariot 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 Chariot services) operated by us or on our behalf, or any of the Chariot services; (2) delays or disruptions in our websites, software, systems (including any networks and servers used to provide any of the Chariot services) operated by us or on our behalf and any of the Chariot 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 Chariot services) operated by us or on our behalf or any of the Chariot services or any website or service linked to our websites, software or any of the Chariot 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 Chariot services) operated by us or on our behalf or any of the Chariot 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 Chariot Wallet; 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 Chariot’s policies.

Disclaimer of Warranty and Release

No warranty

The Chariot services are provided “as-is” and without any representation or warranty, whether express, implied or statutory. Chariot specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.

Chariot does not have any control over the products or services provided by users who accept Chariot as a payment method, and Chariot cannot ensure that a buyer or a seller you are dealing with will actually complete the transaction or is authorized to do so. Chariot does not guarantee continuous, uninterrupted or secure access to any part of the Chariot services, and operation of our websites, software, or systems (including any networks and servers used to provide any of the Chariot services) operated by us or on our behalf may be interfered with by numerous factors outside of our control. Chariot will make reasonable efforts to ensure that requests are processed in a timely manner but Chariot makes no representations or warranties regarding the amount of time needed to complete processing because the Chariot services are dependent upon many factors outside of our control, such as delays in the banking system.

Release of Chariot

If you have a dispute with any other Chariot Wallet holder, you release Chariot 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.

Agreement to Arbitrate

You and Chariot agree that any claim or dispute at law or equity that has arisen or may arise between us will be resolved in accordance with the Agreement to Arbitrate provisions set forth below. Please read this information carefully. Among other things it:

Affects your rights and will impact how claims you and we may have against each other are resolved.
Includes a Prohibition of Class and Representative Actions and Non- Individualized Relief pursuant to which you agree to waive your right to participate in a class action lawsuit against us.
Requires you to follow the Opt-Out Procedure to opt-out of the Agreement to Arbitrate by mailing us a written notice and the opt-out notice must be postmarked no later than 30 days after the date you accept this user agreement for the first time.

If a dispute arises between you and Chariot, acting as either a buyer or a seller, our goal is to learn about and address your concerns. If we are unable to do so to your satisfaction, we aim to provide you with a neutral and cost effective means of resolving the dispute quickly. Disputes between you and Chariot regarding the Chariot services may be reported to us at support@chariotpayments.com

Our Agreement

You and Chariot each agree that any and all disputes or claims that have arisen or may arise between you and Chariot, including without limitation federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation or any other legal theory, shall be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non- representative) basis. This Agreement to Arbitrate is intended to be broadly interpreted. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.

Prohibition of Class and Representative Actions and Non-Individualized Relief

You and Chariot agree that each of us may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. Unless both you and Chariot agree otherwise, the arbitrator(s) may not consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative or class proceeding. Also, the arbitrator(s) may award relief (including monetary, injunctive and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s). Any relief awarded cannot affect other Chariot customers.

Arbitration Procedures

Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator or arbitrators instead of a judge or jury, and court review of an arbitration award is very limited. However, the arbitrator(s) can award the same damages and relief on an individual basis that a court can award to an individual. The arbitrator(s) also must follow the terms of this user agreement as a court would. All issues are for the arbitrator(s) to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of the Prohibition of Class and Representative Actions and Non-Individualized Relief section above, shall be for a court of competent jurisdiction to decide.

The arbitration will be conducted by the American Arbitration Association (referred to as the “AAA”) under its rules and procedures, as modified by this Agreement to Arbitrate. For all claims in which the value of the relief sought is $10,000 or less, the AAA’s Consumer Arbitration Rules, as modified by this Agreement to Arbitrate, shall apply without exception. For all other claims, the AAA’s rules, including, as applicable, the AAA’s Consumer Arbitration Rules, as modified by this Agreement to Arbitrate, shall apply. The AAA’s rules are available at www.adr.org. In the event that the AAA is unavailable to administer the arbitration, another administrator will be selected by the parties or by the court.

A party who intends to seek arbitration must first send the other party a notice of the dispute to support@chariotpayments.com. Chariot will send any notice to you to the address we have on file associated with your Chariot Wallet; it is your responsibility to keep your address up to date. To be valid, the Notice of Dispute must contain all information called for including the email address and phone number associated with your Chariot Wallet, a description of the nature and basis of the claims you are asserting, and the specific relief sought.

If you and Chariot are unable to resolve the claims described in the notice within 45 days after the notice is received by Chariot, you or Chariot may initiate arbitration proceedings. A form for initiating arbitration proceedings is available on the AAA’s website at www.adr.org.

The arbitration shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Chariot may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Chariot subject to the discretion of the arbitrator(s) to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or Chariot may attend by telephone, unless the arbitrator(s) require otherwise. Any settlement offer made by you, or Chariot shall not be disclosed to the arbitrator(s).

The arbitrator(s) will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator(s) shall not be bound by rulings in prior arbitrations involving different Chariot customers but is/are bound by rulings in prior arbitrations involving the same Chariot customer to the extent required by applicable law. The award of the arbitrator(s) shall be final and binding, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

Costs of Arbitration

Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this Agreement to Arbitrate. Any request for payment of fees by Chariot should be submitted by mail to the AAA along with your Demand for Arbitration and Chariot will make arrangements to pay all necessary fees directly to the AAA. If the value of the relief sought is more than $10,000 and you are able to demonstrate that the costs of accessing arbitration will be prohibitive as compared to the costs of accessing a court for purposes of pursuing litigation on an individual basis, Chariot will pay as much of the filing, administration, and arbitrator fees as the arbitrator(s) deem necessary to prevent the cost of accessing the arbitration from being prohibitive. In the event the arbitrator(s) determine the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Chariot for all fees associated with the arbitration paid by Chariot on your behalf that you otherwise would be obligated to pay under the AAA’s rules.

Severability

With the exception of any of the provisions in the Prohibition of Class and Representative Actions and Non- Individualized Relief section above, if a court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply. If a court decides that any of the provisions in the Prohibition of Class and Representative Actions and Non- Individualized Relief section above is invalid or unenforceable because it would prevent the exercise of a non-waivable right to pursue public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in court. All other disputes subject to arbitration under the terms of the Agreement to Arbitrate shall be arbitrated under its terms.

Future Amendments to this Agreement to Arbitrate

Notwithstanding any provision in the user agreement to the contrary, you and we agree that if we make any amendment to this Agreement to Arbitrate (other than an amendment to any notice address or website link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against Chariot prior to the effective date of the amendment. The amendment shall apply to all other disputes or claims governed by this Agreement to Arbitrate that have arisen or may arise between you and Chariot. We will notify you of amendments to this Agreement to Arbitrate by posting the amended terms on www.Chariot.com at least 30 days before the effective date of the amendments and by providing notice through email. If you do not agree to these amended terms, you may close your Chariot Wallet within the 30-day period and you will not be bound by the amended terms.

Intellectual Property

Chariot’s trademarks

“Chariot.com,” “Chariot,” and all logos related to the Chariot services are either trademarks or registered trademarks of Chariot or Chariot’s licensors. You may not copy, imitate, modify, or use them without Chariot’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Chariot. You may not copy, imitate, modify, or use them without our prior written consent. You may use HTML logos provided by Chariot for the purpose of directing web traffic to the Chariot services. You may not alter, modify, or change these HTML logos in any way, use them in a manner that mischaracterizes Chariot or the Chariot services or display them in any manner that implies Chariot’s sponsorship or endorsement. All right, title, and interest in and to the Chariot websites, any content thereon, the Chariot services, the technology related to the Chariot services, any and all technology and any content created or derived from any of the foregoing is the exclusive property of Chariot and its licensors.

License grants, generally

If you are using Chariot software such as an API, developer’s toolkit or other software application, which may include software provided by or integrated with software, systems or services of our service providers, that you have downloaded or otherwise accessed through a web or mobile platform, then Chariot grants you a revocable, non- exclusive, non-sublicensable, non-transferable, royalty-free limited license to access and/or use Chariot’s software in accordance with the documentation accompanying such software. This license grant applies to the software and all updates, upgrades, new versions and replacement software. You may not rent, lease or otherwise transfer your rights in the software to a third party. You must comply with the implementation, access and use requirements contained in all documentation accompanying the Chariot services. If you do not comply with implementation, access and use requirements you will be liable for all resulting damages suffered by you, Chariot and third parties. Chariot may update or discontinue any software upon notice to you. While Chariot may have (1) integrated certain third-party materials and technology into any web or other application, including its software, and/or (2) accessed and used certain third-party materials and technology to facilitate providing you with the Chariot Services, you have not been granted and do not otherwise retain any rights in or to any such third-party materials. You agree not to modify, alter, tamper with, repair, copy, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the software or any third-party materials or technology, or otherwise create any derivative works from any of the software or third- party materials or technology. You acknowledge that all rights, title and interest to Chariot’s software are owned by Chariot and any third-party materials integrated therein are owned by Chariot’s third-party service providers. Any other third-party software application you use on the Chariot websites is subject to the license you agreed to with the third party that provides you with this software. You acknowledge that Chariot does not own, control nor have any responsibility or liability for any such third-party software application you elect to use on any of our websites, software and/or in connection with the Chariot services.

License grant from you to Chariot; intellectual property warranties

Chariot does not claim ownership of the content that you provide, upload, submit or send to Chariot. Nor does Chariot claim ownership of the content you host on third-party websites or applications that use Chariot services to provide payments services related to your content. Subject to the next paragraph, when you provide content to Chariot or post content using Chariot services, you grant Chariot (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. Chariot will not compensate you for any of your content. You acknowledge that Chariot’s 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 Chariot.

License grant from sellers to Chariot

Notwithstanding the provisions of the prior paragraph, if you are a seller using the Chariot services to accept payments for goods and services, you hereby grant Chariot and its affiliates a worldwide, non-exclusive, transferable, sublicensable (through multiple tiers), and royalty-free, fully paid-up, right to use and display publicly, during the term of this user agreement, your trademark(s) (including but not limited to registered and unregistered trademarks, trade names, service marks, logos, domain names and other designations owned, licensed to or used by you) for the purpose of (1) identifying you as a merchant that accepts a Chariot service as a payment form, and (2) any other use to which you specifically consent.

Miscellaneous

User Contributions

The Service may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards and other interactive features (collectively, “Interactive Services“) that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, “post“) content or materials (collectively, “User Contributions“) on or through the Service.

All User Contributions must comply with the Content Standards set out in these Terms of Use. Any User Contribution you post to the site will be considered non-confidential and non-proprietary.

By providing any User Contribution on the Service, you grant us and [our affiliates and service providers, and each of their and] our [respective] licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose/according to your account settings.

You represent and warrant that:

You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and [our affiliates and service providers, and each of their and] our [respective] licensees, successors and assigns.
All of your User Contributions do and will comply with these Terms of Use.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have fully responsibility for such content, including its legality, reliability, accuracy and appropriateness.
We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Service.

Monitoring and Enforcement & Termination

We have the right to:

Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Service or the public or could create liability for the Company.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service.
Terminate or suspend your access to all or part of the Service for [any or no reason, including without limitation,] any violation of these Terms of Use.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Service.

Assignment

You may not transfer or assign any rights or obligations you have under this user agreement without Chariot’s prior written consent. Chariot may transfer or assign this user agreement or any right or obligation under this user agreement at any time.

Business Days

“Business Day(s)” means Monday through Friday, excluding holidays when Chariot’s offices are not considered open for business in the U.S. Holidays include New Year’s Day (January 1), Martin Luther King, Jr.’s Birthday (the third Monday in January), George Washington’s Birthday (the third Monday in February), Memorial Day (the last Monday in May), Independence Day (July 4), Labor Day (the first Monday in September), Columbus Day (the second Monday in October), Veterans Day (November 11), Thanksgiving Day (the fourth Thursday in November) and Christmas Day (December 25). If a holiday falls on a Saturday, Chariot observes the holiday on the prior Friday. If the holiday falls on a Sunday, Chariot observes the holiday on the following Monday.

Consumer fraud warning

We’re always looking for ways to help keep you even more secure. So stay on the lookout for some of these common scams:

Spoofing: a scammer sends forged or faked electronic documents or emails falsely claiming to be Chariot or coming from Chariot but asks you to send money outside your Chariot Wallet.
Relative in Need: a scammer impersonates a family member (commonly grandchildren) and claims there is an emergency requiring you to send money.
Lottery or Prize: a scammer informs you that you’ve won a lottery or prize and must send money in order to claim it.
Debt Collection: a scammer impersonates a debt collector and induces you to send money using threats or intimidation.
Employment Related: a scammer instructs you to send money in connection with a fraudulent offer of employment.

Always use common sense when sending money. If something sounds too good to be true, it probably is. Only send money for yourself and not for others. Please let us know immediately if you believe someone is trying to scam or defraud you by contacting us at support@chariotpayments.com.

Dormant accounts

If you do not log in to your Chariot Wallet for two or more years, Chariot may close your Chariot Wallet and send any funds in the Chariot Wallet to your linked bank account or, if required, escheat (send) those funds to your state of residency. Chariot will determine your state of residency based on the state listed in the primary address for your Chariot Wallet. If your address is unknown, the funds in your Chariot Wallet will be escheated to the State of Delaware.

Where required, Chariot will send you a notice prior to escheating any funds in your Chariot Wallet. If you fail to respond to this notice, the funds in your Chariot Wallet will be escheated to the applicable state. If you would like to claim any escheated funds from the applicable state, please contact the applicable state’s unclaimed property administrator.

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 Delaware, 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 Chariot.

Identity authentication

You authorize Chariot, directly or through third parties, to make any inquiries we consider necessary to verify your identity. This may include:

asking you for further information, such as your date of birth, a taxpayer identification number, your physical address and other information that will allow us to reasonably identify you;
requiring you to take steps to confirm ownership of your email address or financial instruments;
ordering a credit report from a credit reporting agency, or verifying your information against third-party databases or through other source; or
requiring you to provide your driver’s license or other identifying documents.

Anti-money laundering and counter-terrorism financing laws may require that Chariot verify the required identifying information if you use certain Chariot services. Chariot reserves the right to close, suspend, or limit access to your Chariot Wallet and/or the Chariot services in the event that, after reasonable enquiries, we are unable to obtain information about you required to verify your identity.

Privacy

Protecting your privacy is very important to us. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your information.

State disclosures

In addition to reporting complaints against Chariot directly to Chariot as described above, if you are a California resident, you may report complaints to the California Department of Business Oversight by mail at Department of Business Oversight, Attn: Consumer Services, 1515 K Street, Suite 200, Sacramento, CA 95814 or online through its website at http://www.dbo.ca.gov/Consumers. The California Department of Business Oversight offers assistance with its complaint form by phone at 866-275-2677. If you are a California resident, you have a right to receive communications about your Chariot Wallet and the Chariot services by mail. To make such a request, send a request to us at: support@chariotpayments.com or send a letter to Chariot to: Chariot Payments, Inc., Attention: Legal Department, 198 Tremont St, Suite #418; Boston, MA 02116), include your email address, and your request for that information by email.

Florida residents may contact the Florida Department of Financial Services in writing at 200 East Gaines Street, Tallahassee, Florida, 32399, or by telephone at 1-800-342-2762.

Translation of agreement

Any translation of this user agreement is provided solely for your convenience and is not intended to modify the terms of this user agreement. In the event of a conflict between the English version of this user agreement and a version in a language other than English, the English version shall control.

Unlawful internet gambling notice

Restricted transactions as defined in Federal Reserve Regulation GG are prohibited from being processed through your Chariot Wallet or your relationship with Chariot. Restricted transactions generally include, but are not limited to, transactions in which credit, electronic fund transfers, checks, or drafts are knowingly accepted by gambling businesses in connection with unlawful Internet gambling.

Your use (as a seller) of personal data; Data protection laws

If you (as a seller) receive personal data about another Chariot customer, you must keep such personal data confidential and only use it in connection with the Chariot services. You may not disclose or distribute any personal data about Chariot customers to a third party or use such personal data for marketing purposes unless you receive that customer’s express consent to do so. You may not send unsolicited emails to a Chariot customer or use the Chariot services to collect payments to send, or assist in sending, unsolicited emails to third parties.

To the extent that you process any personal data about a Chariot customer pursuant to this agreement, you and Chariot will each be an independent data controller (and not joint controllers), meaning we will each separately determine the purposes and means of processing such personal data. We each agree to comply with the requirements of any applicable privacy and data protection laws, including any applicable regulations, directives, codes of practice, and regulatory requirements applicable to data controllers in connection with this agreement. We each also have and will follow our own independently-determined privacy statements, notices, policies, and procedures for any such personal data that we process in connection with this agreement.

In complying with the applicable data protection laws, we will each:

implement and maintain all appropriate security measures in relation to the processing of such personal data;
maintain a record of all processing activities carried out under this agreement; and
not knowingly or intentionally do anything, or knowingly or intentionally permit anything to be done, which might lead to a breach by the other party of the applicable data protection laws.

Any personal data you collect in connection with the Chariot services (and not otherwise generated, collected, or obtained by you through a customer’s separate relationship with you outside the use of the Chariot services) will be used by you only to the limited extent that is necessary and relevant to the Chariot services and for no other purpose unless you have obtained the prior express consent of the customer.

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Chariot is not a bank and does not itself take deposits. Banking services are provided by Solid Financial Technologies, Inc as an agent of its bank partners, members FDIC.

SOLID PROGRAM TERMS OF SERVICE – CONSUMER

Effective April 5, 2023

Welcome to solidfi.app (the “Site”), a website of Solid Financial Technologies, Inc., a Delaware corporation (“Solid” “we,” or “us”). This page explains the terms by which you may use the financial services we make available to you on our Site or on our mobile application (collectively the “Services”).

By submitting your application to obtain an account with us (“Account”) and to use the Services, you signify that you have read, understood, and agree to be bound by these Solid Terms of Service (“Agreement”), Solid Account Agreement, the Deposit Account Agreements of the banking service provider for your account, other applicable terms and conditions referenced and incorporated in this Agreement, and to the collection and use of your information as set forth in the Solid Privacy Policy. You also agree to receive all notices and other communications from us electronically. Solid reserves the right to make unilateral modifications to these terms and will provide notice of these changes by posting an updated version to our legal page.

“You” means the individual that is applying for or that has opened an Account to use the Services.

PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

Scope of the Services; Use of the Services; Eligibility
Eligibility. This is a contract between you and Solid. You must read and agree to these terms before using the Services. If you do not agree, you may not apply for an Account or use the Services. You may only apply for an Account or use the Services for personal purposes. By applying for an Account or using the Services you are forming a binding contract with Solid in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. There may be other eligibility requirements applicable to specific Services.
Scope of the Services. Your Account gives you access to various Services, including the demand deposit account (“Deposit Account”), the Solid Credit Card, and other services as made available from time-to-time by Solid and by our sponsor banks (our “Banking Services Provider”), and any other functionality that we may establish and maintain from time to time and in our sole discretion.
Applying for an Account. You will need to provide personal information (“Personal Information”), when you apply for an Account for personal purposes. Personal Information may include your name, contact information, date of birth and certain other personal information; proof of address, personal identification, and any other documentary information used to verify your personal information. We provide Personal Information to our Banking Services Provider and other third-party service providers to determine your eligibility for the Services. We rely on the accuracy of the Personal Information you provide us when opening and maintaining your Account. We may deny your applications, suspend provision of the Services to you, or close your Account if Personal Information is out of date, incomplete, or inaccurate. At any time during the term of this Agreement and as part of your use of the Services, we may require additional Personal Information from you to verify your identity, to open and maintain accounts and aspects of the Services, and to assess your financial condition. You expressly consent and authorize us to retrieve additional Personal Information about you from our vendors and other third parties solely to assess the history and risks and to prevent fraud, including by obtaining information from credit reporting agencies and information bureaus, and you authorize and direct such third parties to compile and provide such information to us. You acknowledge that this may include names, addresses, credit history, and other data. You acknowledge that we may use Personal Information to verify any other information you provide to us, and that any information we collect may affect our assessment of your overall risk to our business.
Account Management and Security. You are solely responsible for the activity that occurs on your Account, and you must keep your Account password secure. We encourage you to use “strong” passwords (for recommendations on what constitutes a strong password, check NIST SP 800-63B) with your Account. You must notify Solid immediately of any breach of security or unauthorized use of your Account. Solid will not be liable for any losses caused by any unauthorized use of your Account. We may suspend access to your Account if we believe that your Account has been compromised.
Prohibitions. You may not use the Account or the Services (a) for any purpose that is unlawful or prohibited by this Agreement; (b) business purposes; (c) for the benefit of an individual, organization, or country identified on the United States Office of Foreign Assets Control’s Specially Designated Nationals List.
Acceptable Use. By registering for and using the Services, you are confirming that you will not use the Services (i) to accept payments in connection with any illegal, unauthorized, or not bona fide transactions; (ii) to handle, process, or transmit funds for any third party.

We may, at any time and without notice, suspend or terminate your Account or your access to any of the Services if you engage in activities that violate the letter or spirit of this section. Our determination of whether a violation of this section has occurred will be final and binding, and any action taken with respect to enforcing this section will be at our sole discretion. Solid may modify this section at any time by posting a revised version in this Agreement.

The Solid Services
Deposit Account. Your Deposit Account is a demand deposit account held with our Banking Services Provider and is subject to the terms of this Agreement and the additional terms of our Banking Services Provider. Your funds are fully insured by the Federal Deposit Insurance Corporation up to $250,000. Your Deposit Account will be used in connection with the provision of the other Services under this Agreement. You may also use your Deposit Account to the extent provided in the terms of our Banking Services Provider.
Solid Virtual and Physical Cards.

Your Solid Account gives you access to virtual and physical cards (the “Solid Credit Card” or “Solid Credit Cards”) that you can use to make purchases for yourself using funds in your Solid Deposit Account. Your Solid Credit Card must only be used for any non-business purpose, such as for personal or household purchases, when issued in conjunction with your Account.

(i) Requesting and Receiving Solid Credit Cards. When you sign up for a Solid Deposit Account, you will be issued one physical Solid Card.

(ii) Spending Limits, Payments, and Refunds. Spending on your Solid Credit Card(s) is limited by the available funds in your Deposit Account. Your Solid Credit Card transactions will be settled as they occur by debiting your Solid Deposit Account an amount equal to each Solid Credit Card transaction. Refunds to your Solid Credit Card will be applied to your Solid Deposit Account. If you use your Solid Card for preauthorized, recurring, or subscription payments, you should regularly monitor the available funds in your Deposit Account to ensure that funds are available to make those payments. If funds are not available at the time a preauthorized, recurring or subscription payment is attempted on your Solid Credit Card, the transaction will ordinarily be declined. We will generally decline transactions attempted on your Solid Card that would overdraw your Deposit Account. If, however, we do not decline a transaction and that transaction does overdraw your account, we may limit your ability to use other features or spend additional funds from your Deposit Account until your Deposit Account has a positive balance and the transaction that has overdrawn your account has been paid. For more information related to the manner in which your Solid Credit Card transactions are debited and settled, refer to the Solid Account Agreement.

(iii) Disputes. If you have a dispute about a purchase on your Solid Credit Card that you cannot resolve with the merchant directly (a “Disputed Charge”), please contact us at chat@solidfi.com as soon as possible, and in all cases within 60 days of the charge. We cannot help you with Disputed Charges you report to us more than 60 days after the charge appears on your account. Disputed Charges will remain debited from your Deposit Account while we determine the outcome of the dispute. We will resolve all disputes in a commercially reasonable timeframe. If we determine you should be reimbursed, we will credit the amount of the Disputed Charge back to your Deposit Account and you will not be charged any fees. If we determine that the Disputed Charge was valid, your Deposit Account will not be reimbursed, and you will be charged a fee as set forth in the Fee Schedule. You assign and transfer to us any rights and claims, excluding tort claims, that you have against a merchant for any Disputed Charge that is fully or partially credited to your Deposit Account. We may assign and transfer the rights you assign and transfer to us under this provision to the Solid Credit Card Issuer.

(iv) Records, Fees, and Communication. All transaction records and periodic statements may be found in your dashboard for your Account. All fees associated with the Solid Credit Cards may be found in the Fee Schedule.

(v) Other Solid Credit Card Terms. Solid Credit Cards are issued by CBW Bank (the “Issuer.”) You agree to the applicable CBW Bank terms and conditions. You agree that any future changes to the relevant CBW Bank terms and conditions will apply to your Solid Card, whether or not Solid or CBW Bank alerts you to those changes to the CBW Bank terms and conditions.

Mobile Remote Deposit Capture. You may remotely deposit paper checks into your Deposit Account through the Solid app by creating a Mobile Deposit. When making a Mobile Deposit, you are also subject to the deposit account agreement and other terms and conditions of the Banking Services Provider that enables the Deposit Account and Mobile Deposit, including the Funds Availability Disclosure section of those terms. A “Mobile Deposit” is the information that is transmitted to us allowing for the deposit, processing, and collection of the item deposited. You may only deposit items made payable to you. We reserve the right to reject any Mobile Deposit for any reason.

(i) Depositing your Check. You are responsible for creating an accurate Mobile Deposit. To deposit your check, you must endorse the check, enter the correct amount of the check (you are liable for any errors you make during the deposit process), create a check image using the camera on your mobile device to take a picture of the front and back of your check. You may only deposit eligible items through the mobile remote deposit capture service. To mitigate the risk of fraud or the presentment of duplicate items, you agree to mark on the original paper check that the item has been deposited electronically. You also agree to retain all checks deposited via mobile remote deposit capture for at least two business days after the deposit is made and to destroy all deposited checks as soon as reasonably possible, and in no event later than 30 days after the deposit.

(ii) Returned Items. You acknowledge and agree that we may charge you any fees associated with a returned item if a check is returned to us for any reason.

(iii) Representations and Warranties. In addition to any other representations and warranties applicable to your Deposit Account, with respect to each Mobile Deposit, you make any representation or warranty that would have applied had you deposited the original paper check. This includes representations and warranties we make on your behalf when we transfer, present, or originate the Mobile Deposit created from your check image. These representations and warranties include but are not limited to, that: (a) the transmissions contain accurate images of the front and back of the original checks; (b) the transmissions contain all necessary endorsements; and (c) no depository bank, drawee, drawer, or endorser will be asked to make a payment based on an item that it has already paid.

Digital Checks. You may send digital checks to payees from your Deposit Account. Payees will be able to print the digital check or present the digital check via email or other electronic means to the payee’s bank for deposit. By creating and authorizing the issuance of a digital check or remotely created check (“RCC”), you authorize Solid to honor the RCC in the amount and to the payee stated on the RCC even though the RCCs do not contain your signature. You authorize Solid to debit your Account for any claim or return based upon an unauthorized RCC and you agree to indemnify and hold Solid harmless from and against any claims, liabilities, costs and expenses (including attorney’s fees) resulting directly or indirectly from any breach of the foregoing warranty.
Fees and Payment.
Payment Method. You must keep a valid payment method on file with us to pay for all fees owed. We will debit fees from your Deposit Account or another payment method that you authorize. Solid will charge the payment method that you authorize for all applicable fees until the Services are terminated, and any and all outstanding fees have been paid in full. If we are unable to process payment of fees using your payment method on file, we will make a second attempt to process the payment using the payment method on file within three (3) days. If the second attempt is not successful, we will notify you, and may suspend and revoke access to the Services. If the Services are suspended, your Services will be reactivated upon payment of any amounts owed. If the outstanding fees remain unpaid for sixty (60) days following the date of suspension, then Wise reserves the right to terminate your Account. You may change your payment method through your account settings.
Applicable Fees. Your use of the Services is subject to the fees on the Fee Schedule, which may be updated from time-to-time at our discretion. For fees owed under this Agreement, we will automatically charge you using the payment method you have on file with us and by agreeing to this Agreement, you authorize us to do this. You will be charged via invoice each month on your billing date (“Billing Date”) for all outstanding fees that have not previously been charged or collected. All fees are exclusive of applicable taxes. You are responsible for all applicable taxes that arise from or as a result of your use of the Services.
Collection and Right to Set-Off. You agree to pay all amounts owed to us on demand. Your failure to pay amounts owed to us under this Agreement is a breach and you will be liable for any costs we incur during collection in addition to the amount you owe. Collection costs may include attorneys’ fees, costs of arbitration or court proceeding, collection agency fees, any applicable interest, and any other related cost. We may collect amounts you owe to us under this Agreement by deducting any amounts you owe to use from your Deposit Account. You grant us a security interest in and right to set off against the Deposit Account.
Proprietary Rights
Limited License. Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Services as permitted by the features of the Services. Solid reserves all rights not expressly granted herein in the Services and the Solid IP (as defined below). Solid may terminate this license at any time for any reason or no reason. The Services and all materials therein or transferred thereby, including, without limitation, all software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and other content available on the Site (the “Solid IP”), and all Intellectual Property Rights related thereto, are the exclusive property of Solid and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Solid IP. Use of the Solid IP for any purpose not expressly permitted by this Agreement is strictly prohibited. For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
Feedback. You may choose to, or we may invite you to, submit comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction, and will not place Solid under any fiduciary or other obligation, and that we are free to use your Feedback without any additional compensation to you, or to disclose your Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Solid does not waive any rights to use similar or related ideas previously known to Solid, or developed by its employees, or obtained from sources other than you.
Copyright Complaints. If you believe that any material on the Site infringes upon any copyright which you own or control, you may send a written notification of such infringement to our Designated Agent as set forth below:

Solid Financial Technologies, Inc.

2955 Campus Drive Suite 110

San Mateo, CA 94403

legal@solidfi.com

To meet the notice restrictions under the Digital Millennium Copyright Act, the notification must be a written communication that includes the following:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;

Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;

A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and

A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Site Data and Privacy

You understand that by using the Services you consent to the collection, use and disclosure of Personal Information and aggregate data we collect from your use of the Services (“Site Data”) as set forth in our Privacy Policy, and to have Personal Information and Site Data collected, used, transferred to and processed in the United States. You grant us a worldwide, irrevocable license to use, modify, distribute, copy, and create derivative works from Site Data for the purposes identified in this Agreement. Solid uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your Personal Information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use Personal Information for improper purposes. You acknowledge that you provide Personal Information at your own risk. Your use of the Deposit Account and other financial services is subject to the privacy policies of our Banking Services Provider.

Third-Party Links and Information

The Services may contain links to third-party materials that are not owned or controlled by Solid. Solid does not endorse or assume any responsibility for any such third-party services, information, materials, products, or Services. If you access a third-party website, application or service from the Services, you do so at your own risk, and you understand that this Agreement and Solid’s Privacy Policy do not apply to your use of such third-party services. You expressly relieve Solid from any and all liability arising from your use of any third-party websites, applications, services, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Solid shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

Indemnification

You agree to defend, indemnify and hold harmless Solid and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, our Banking Services Provider, and our third-party service providers, from and against any and all third-party claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of, related to, or resulting from: (a) your use of and access to the Services, including any data or content transmitted or received by you; (b) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (c) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (d) your violation of any applicable law, rule or regulation; (e) your intentional misconduct; or (f) any other party’s access and use of the Services with your unique username, password or other appropriate security code.

No Warranty

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SOLID OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, SOLID ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE INFORMATION PROVIDED TO YOUR THROUGH THE SERVICES IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.

SOLID DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND SOLID WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SOLID, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL SOLID BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOLID ASSUMES NO LIABILITY OR 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 OR USE OF OUR SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE 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 THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL SOLID, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING $100.00.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF SOLID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

Term and Termination

This Agreement is effective when you submit your application to us and continues until terminated by either you or us, or in accordance with the Banking Services Provider’s agreements, third-party payment processor agreements, or as otherwise set forth in this Agreement. You may terminate this Agreement by paying all amounts you owe and providing notice to us; except that you will still be responsible for any charges, fees, fines, and other losses caused by your action or inaction prior to terminating this Agreement. We may terminate this Agreement, or suspend your Account for any reason, by providing you notice, or we may terminate this Agreement immediately in the event you breach or violate any of the terms of this Agreement, as determined in the sole discretion of Solid.

Governing Law, Arbitration, and Class Action/Jury Trial Waiver
Governing Law. You agree that: (i) the Services shall be deemed solely based in California, except as may be set forth in the Banking Services Provider Agreements; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). You agree to submit to the personal jurisdiction of the federal and state courts located in San Francisco County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. Subject to Section 11.B, you agree that the federal or state courts located in San Francisco County, California is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the Arbitration provision below is found to be unenforceable.
Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM SOLID. For any dispute with Solid, you agree to first contact us at 2955 Campus Drive Suite 110, San Mateo, CA 94403 and attempt to resolve the dispute with us informally. In the unlikely event that Solid has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims arising from protection of Intellectual Property Rights, breach of Confidential Information, which will be resolved through litigation in accordance with Section 11.A, or for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS. Claims with amounts claimed greater than $250,000 will apply the JAMS Comprehensive Arbitration Rules and Procedures; and Disputes with amounts claimed less than or equal to $250,000 will apply the JAMS Streamlined Arbitration Rules. The arbitration will be conducted in San Francisco County, California, unless you and Solid agree otherwise. If JAMS cannot administer the Claim, either party may petition the US District Court for the Northern District of California to appoint an arbitrator. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Either party may commence arbitration by providing a written demand for arbitration to JAMS and the other party detailing the subject of the Claim and the relief requested. Each party will continue to perform its obligations under this Agreement unless that obligation or the amount (to the extent in dispute) is itself the subject of the Claim. Nothing in this Section shall be deemed as preventing either party from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights. Proceedings and information related to them will be maintained as confidential, including the nature and details of the Claim, evidence produced, testimony given, and the outcome of the Claim, unless such information was already in the public domain or was independently obtained. Person and Solid, and all witnesses, advisors, and arbitrators will only share such information as necessary to prepare for or conduct arbitration or other legal proceeding, or enforcement of the outcome, unless additional disclosure is required by law.
Class Action/Jury Trial Waiver. With respect to all persons and entities, regardless of whether they have obtained an account or used the services for personal, commercial or other purposes, all Claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims. You agree that, by entering into this agreement, you and Solid are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.
Communication

By providing us with a telephone number for a mobile device, including a number that you later convert to a mobile device number, you are expressly consenting to receiving communications—including but not limited to prerecorded or artificial voice message calls, text messages, and calls made by an automatic telephone dialing system—from us and our affiliates and agents at that number, about any product or services offered by Solid. This express consent applies to each such telephone number that you provide to us now or in the future. Calls and messages may incur access fees from your mobile services provider. You understand that you need not provide this consent as a condition of obtaining goods or services from Solid, and that you may decline to provide or revoke your consent at any time by emailing [Enter Company Legal email] or by any other method that reasonably ensures we receive your revocation.

By providing us with a telephone number, you agree that Solid may record any telephone conversation with you (or any another individual) during any telephone call to or from that number for training purposes, whether or not the call was initiated by you, and whether or Solid disclosed the fact that the call was recorded during the call.

General
Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Solid without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
Notification Procedures and Changes to the Agreement. You consent to us providing notices to you under this Agreement electronically and understand that this consent has the same legal effect as a physical signature. We will provide notices to you electronically through your Account, and via text or SMS to the phone numbers provided to us by you. If you sign up to receive certain Solid notifications or information via text or SMS, you may incur additional charges from your wireless provider for these notices. You agree that you are solely responsible for any such charges. Notices affecting the terms of this Agreement will be sent to you and are considered received 24 hours after they are sent. You understand that you may not use the Services unless you consent to receive notices from us electronically. You may only withdraw consent to receive notices electronically by closing your Account. Notices may include alerts about the Services, your Account, and your Deposit Account and may provide you the ability to respond with information about Deposit Account transactions or your Account. You may disable notification preferences to limit the use of certain Service features or to decrease financial risks to yourself. You are required to maintain a regularly updated web browser, and computer and mobile device operating systems to receive notices correctly. You will be responsible for all costs imposed by internet or mobile service providers for sending or receiving notices electronically. Contact us immediately at 2955 Campus Drive Suite 110, San Mateo, CA 94403 if you are having trouble receiving notices from us.
Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with Solid in connection with the Services, shall constitute the entire agreement between you and Solid concerning your Account and the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.
No Waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Solid’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
Legal Orders. We may respond to and comply with any subpoenas, warrants, liens, or any other legal order we receive related to your use of the Services. We are not responsible to you for any losses you incur due to our response to such legal order. We may hold funds or provide information as required by the issuer of the legal order or take any other actions we believe are required of us under legal orders. Where permitted, we will provide you reasonable notice that we have received such an order.
Survival. Any and all provisions of this Agreement reasonably giving rise to continued obligations of the parties will survive termination of this Agreement.
Relationship. No joint venture, partnership, employment, or agency relationship exists between you and Solid as a result of this Agreement or your use of the Site.

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Terms of Service

Opening a Chariot Wallet

Closing Your Chariot Wallet

Link or Unlink a Payment Method

Chariot is only a payment service provider

Restrictions on transfers or withdrawals from Chariot Wallets

Payment Review

Refunds, Reversals and Chargebacks

General information

Payments that are invalidated and reversed

Dispute fees

Chargeback fees

Restricted Activities, Holds, and Liquidated Damages

Restricted Activities

Actions We May Take if You Engage in Any Restricted Activities

Holds, Limitations, and Reserves

What are holds, limitations and reserves

Holds

Holds based on Chariot’s risk decisions

Holds based on disputed transactions

Account Limitations

Court Orders, Regulatory Requirements or Other Legal Process

Liability for Unauthorized Transactions and Other Errors

Protection from Unauthorized Transactions

What is an Unauthorized Transaction

What is not considered an Unauthorized Transaction

Reporting an Unauthorized Transaction

Error Resolution

What is an Error

What is not considered an Error

In case of Errors or questions about your transactions please contact us at support@chariotpayments.com immediately.

Processing Errors

Other Legal Terms

Communications Between You and Us

Chariot’s Rights

Chariot suspension and termination rights

Security interest

Amounts owed to Chariot

Insolvency proceedings

Assumption of rights

No waiver

Indemnification and Limitation of Liability

Indemnification

Limitation of liability

Disclaimer of Warranty and Release

No warranty

Release of Chariot

Agreement to Arbitrate

Intellectual Property

Chariot’s trademarks

License grants, generally

License grant from you to Chariot; intellectual property warranties

License grant from sellers to Chariot

Miscellaneous

User Contributions

Assignment

Business Days

Consumer fraud warning

Dormant accounts

Governing law

Identity authentication

Privacy

State disclosures

Translation of agreement

Unlawful internet gambling notice

Your use (as a seller) of personal data; Data protection laws

Company

Resources