This Agreement is entered into November 15, 2016 by and between IMANI, Inc. ("IMANI") and you ("Customer").
This Customer Agreement ("Agreement") is a contract between you and IMANI and applies to your use of the IMANI Platform ("Platform"). Please read all of the terms and conditions contained in this Agreement.
IMANI offers a platform that allows Customers to create, manage, and save for personal goals, socially interact with one another, and have friends and family pledge contributions for such goals. IMANI, through an escrow model, will collect, hold, and disburse funds on a Customer's behalf. You acknowledge that you have read, understood, and agree to be bound by this Agreement.
IMANI may amend this Agreement at any time by posting a revised version on or within our Platform. The revised version will be effective at the time of posting. It is your sole responsibility to check the Platform from time to time to view any such changes in the Agreement. If you continue to use the Platform, you signify your agreement to our revisions to this Agreement. We will notify you of material changes by posting a notice within our Platform and/or sending an email to the email address you provide us.
o "Agreement" means this Customer Agreement, effective as of the date specified above.
o "Customer" means a natural person, corporation, or other entity that has established a Customer Account on the Platform. By agreeing to this Agreement, you are a Customer hereunder.
o "Chargeback" means a transaction reversal request.
o "Escrow" means a contractual arrangement in which a temporary account of funds is collected, held, and disbursed by a third party during a conditional process between transacting parties.
o "FDIC Insurance" means Federal Deposit Insurance Corporation insurance up to $250,000.
II. Eligibility Criteria
III. Customer Verification Process
IMANI uses an independent verification company to verify your identity, as well as checking OFAC (Office of Foreign Assets Control) lists. IMANI may require additional information for compliance purposes, managing risk, or protection against possible fraud. IMANI may also obtain information about you from other third parties.
IV. Pooled Account
All Customer funds are held in a pooled account until they are ready for withdrawal. The Federal Deposit Insurance Corporation insures this account up to $250,000.
V. Account Verification
In order verify your ownership of a linked checking account, IMANI may use third party services for either checking or credit account verification.
VI. Sending Funds
Sending available funds to a recipient is considered a transaction with immediate settlement. Unless the transaction is rejected by the recipient, you will not be able to withdraw or send those funds to any other recipient. When you send funds through the Platform, the recipient is not required to accept the funds. You acknowledge that IMANI will not be liable for damages resulting from a recipient's decision not to accept funds sent through the Platform. Any funds that are denied or unclaimed by a recipient will be returned to the sender.
You will not disclose the password used to access your account on the Platform to any person. You are responsible and liable for all transactions and fees incurred within your account. You are wholly responsible for the use of the account according to the terms and conditions of this Agreement.
VIII. Transaction Limits
Transactions are limited to $5,000 USD. IMANI may change this limit at any time at our discretion.
In the event that you have a dispute with IMANI and exercise your reversal rights, IMANI will work with the issuing bank to adjudicate the dispute using documentary evidence to resolve the incident. The party in which arbitration does not favor is responsible and obligated to pay all fees and costs. If fraud or an intent to fraud is determined, IMANI will close the account and pursue all charges to the fullest extent permissible by law.
You agree to pay the charges as shown on the Fee Schedule. Fees are non-refundable.
XI. Dormant Account and Escheatment
If your account has no activity and remains dormant for a year, IMANI will contact you either by phone or email to inform you that your account is being deactivated. If your account remains deactivated for a certain period of time (usually 3 or 5 years, depending on your state of residence), IMANI will close your account and any remaining funds will be sent to your state of residence.
XII. Customer Representations
o are responsible for providing and keeping current any and all account information
o are responsible and accountable for incorrectly submitted information
o authorize IMANI to make inquiries we consider necessary to validate your information
o agree that IMANI carries no endorsement or guarantee for any individual or company using the Platform
o agree that one account will be granted per Customer
o agree that at no time will you abuse or attempt to defraud IMANI or its Customers
o agree not to use or attempt to use the Platform to send unsolicited email
o agree not to use the Platform for the purposes of, but not limited to, tampering, hacking, modifying, or otherwise corrupting the security or functionality of the Platform
o agree not to share your account password with anyone else nor use another Customer's password to gain access to an account that you do not own. IMANI is not responsible for losses incurred by Customers as a result of their password misuse.
o agree that you will not take any action on the Platform that infringes or violates another Customer's rights or otherwise violates the law
o agree that IMANI will not be held responsible for losses or damages that occur due to extraordinary events or circumstances beyond IMANI' control
o agree to indemnify and hold IMANI, its affiliates, officers, directors, and employees harmless from losses or damages incurred by any third party arising out of, or relating to, your use of the Platform
XIII. Compliance with the Law
Under no circumstances shall the Platform be used to facilitate commerce in association with illegal goods or services. In the event that IMANI finds your account is being used or has at any time been used for such activity, your account will be suspended. Any misuse or misrepresentation of IMANI or its Platform will be treated as fraudulent activity.
XIV. Electronic Communication
This agreement and any other agreements, notices, or communication regarding your account and/or use of the Platform may be provided to you electronically either by posting within the Platform or delivered to your email address. All communications in either electronic or paper format will be considered "in writing" and to have been received no later than five business days after posting. Although we will take reasonable steps to contact you, IMANI is not liable for:
o undelivered mail or email communications due to incorrectly provided contact information
o costs you incur for maintaining internet access and email accounts
XV. IMANI Representations
IMANI will not be held liable for costs or losses incurred due to system updates or account maintenance. From time to time, IMANI may update sections of its service, rendering that service unavailable for a period of time. IMANI will make reasonable efforts to ensure that all transactions are processed in a timely manner. We make no representations or warranties regarding the amount of time needed to complete processing nor shall we be liable for damages arising from any claim of delay. IMANI may take steps, such as limiting, suspending, or terminating services and Customer accounts, if we think you are creating possible legal liabilities, infringing on the intellectual property rights of IMANI or third parties, or acting inconsistently with our policies. IMANI also reserves the right to cancel unconfirmed or inactive accounts or to modify or discontinue IMANI services or tools.
IMANI makes no warranty or representation that access to or operation of the Platform will be uninterrupted or error free. You assume full responsibility and risk of loss resulting from your use of files, information, content, or other material obtained from the Platform. This agreement does not authorize or permit any use of the Platform not expressly set forth herein. IMANI reserves exclusively to itself all rights and uses of the Platform, except the limited use expressly licensed hereunder.
XVII. No Agency
IMANI is not your agent. IMANI does not have control of or liability for the products, goods, or services that are paid for through the Platform. IMANI does not guarantee the identity of any Customer or ensure that a Buyer or Seller will complete a transaction.
XVIII. Limitation of Damages
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL IMANI, ITS AFFILIATES, DIRECTORS, EMPLOYEES, LICENSORS, OR PARTNERS, BE LIABLE TO YOU FOR ANY LOSS OF PROFITS, USE, OR DATA OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, HOWEVER ARISING, THAT RESULT FROM (A) THE USE, DISCLOSURE, OR DISPLAY OF YOUR CUSTOMER CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICE; (C) THE SERVICE GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SERVICE AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH IMANI OR ANY OTHER CUSTOMER OF THE SERVICE AND WHETHER OR NOT IMANI HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
You agree to indemnify and shall defend and hold harmless IMANI and its affiliates, officers, directors, employees, agents, and subcontractors from and against all liability, damages, loss, cost, or expense including, but not limited to, reasonable attorneys' fees and expenses arising out of or in connection with any breach or alleged breach of this Agreement or any third party claims that the services provided by IMANI have infringed or violated any rights of any such third party.
If any provision of this Agreement is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement will remain in full force and effect and the provision affected will be construed so as to be enforceable to the maximum extent permissible by law.
Any dispute or controversy arising out of, relating to, or concerning any interpretation, construction, performance, or breach of an agreement between Customers, will be settled by arbitration in accordance with the rules then in effect of the American Arbitration Association. The arbitrator may grant injunctions or other relief in the dispute or controversy. The decision of the arbitrator will be final, conclusive, and binding on the parties to the arbitration. Judgment may be entered on the arbitrator's decision in any court having jurisdiction. Parties in arbitration will pay the costs and expenses of the arbitration and each will separately pay his or her own counsel fees and expenses. Each party's promise to resolve claims by arbitration, rather than through the courts, is consideration for the other party's like promise. IMANI' involvement will be limited to providing any necessary documentation to support the arbitration process.
You may close your account at any time. IMANI may terminate your account upon failure to comply with any of the terms set forth in this Agreement.