This Agreement is entered into December 1, 2014, by and between Quemulus, Inc. ("Quemulus") and you ("Customer").
This Customer Agreement ("Agreement") is a contract between you and Quemulus and applies to your use of the Quemulus Money Clouds® Platform ("Platform"). Please read all of the terms and conditions contained in this Agreement.
Quemulus offers a platform that allows Customers to create, manage, and save for personal goals. You acknowledge that you have read, understood, and agree to be bound by this Agreement.
You hereby acknowledge and agree that Quemulus, Inc. is not a bank, broker, asset manager, nor financial planner. The Platform is a tool to help you with your financial planning and decision making. You are completely responsible for your decisions.
Quemulus 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.
- "Agreement" means this Customer Agreement, effective as of the date specified above.
- "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.
- "Chargeback" means a transaction reversal request.
- "Money Cloud®" means a unique, segregated, and individually managed allocation of funds on the Platform created and used for a specific purpose or budgeting goal.
Customer Verification ProcessQuemulus uses an independent verification company to verify your identity, as well as checking OFAC (Office of Foreign Assets Control) lists. Quemulus may require additional information for compliance purposes, managing risk, or protection against possible fraud. Quemulus may also obtain information about you from other third parties.
Account VerificationIn order verify your ownership of a linked checking account, Quemulus may use third party services for either checking or credit account verification.
AuthorizationYou 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.
Transaction LimitsTransactions are limited to $5,000 USD. Quemulus may change this limit at any time at our discretion.
ChargebacksIn the event that you have a dispute with Quemulus and exercise your reversal rights, Quemulus 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, Quemulus will close the account and pursue all charges to the fullest extent permissible by law.
FeesYou agree to pay the charges as shown on the Fee Schedule. Fees are non-refundable.
Dormant Account and EscheatmentIf your account has no activity and remains dormant for a year, Quemulus 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), Quemulus will close your account and any remaining funds will be sent to your state of residence.
- must be a permanent U.S. resident or citizen to use the Platform
- are responsible for providing and keeping current any and all account information
- are responsible and accountable for incorrectly submitted information
- authorize Quemulus to make inquiries we consider necessary to validate your information
- agree that Quemulus carries no endorsement or guarantee for any individual or company using the Platform
- agree that one account will be granted per Customer
- agree that at no time will you abuse or attempt to defraud Quemulus or its Customers
- agree not to use or attempt to use the Platform to send unsolicited email
- 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
- 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. Quemulus is not responsible for losses incurred by Customers as a result of their password misuse.
- agree that you will not take any action on the Platform that infringes or violates another Customer's rights or otherwise violates the law
- agree that Quemulus will not be held responsible for losses or damages that occur due to extraordinary events or circumstances beyond Quemulus' control
- agree to indemnify and hold Quemulus, 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
Compliance with the LawUnder no circumstances shall the Platform be used to facilitate commerce in association with illegal goods or services. In the event that Quemulus 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 Quemulus or its Platform will be treated as fraudulent activity.
Electronic CommunicationThis 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, Quemulus is not liable for:
- undelivered mail or email communications due to incorrectly provided contact information
- costs you incur for maintaining internet access and email accounts
Quemulus RepresentationsQuemulus will not be held liable for costs or losses incurred due to system updates or account maintenance. From time to time, Quemulus may update sections of its service, rendering that service unavailable for a period of time. Quemulus 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. Quemulus 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 Quemulus or third parties, or acting inconsistently with our policies. Quemulus also reserves the right to cancel unconfirmed or inactive accounts or to modify or discontinue Quemulus services or tools.
DisclaimersQuemulus 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. Quemulus reserves exclusively to itself all rights and uses of the Platform, except the limited use expressly licensed hereunder.
No AgencyQuemulus is not your agent. Quemulus does not have control of or liability for the products, goods, or services that are paid for through the Platform. Quemulus does not guarantee the identity of any Customer or ensure that a Buyer or Seller will complete a transaction.
Limitation of DamagesTO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL QUEMULUS, 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 QUEMULUS OR ANY OTHER CUSTOMER OF THE SERVICE AND WHETHER OR NOT QUEMULUS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
IndemnificationYou agree to indemnify and shall defend and hold harmless Quemulus 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 Quemulus have infringed or violated any rights of any such third party.
SeverabilityIf 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.
ArbitrationAny 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.Quemulus' involvement will be limited to providing any necessary documentation to support the arbitration process.
Governing LawThis agreement shall be governed by and construed in accordance with the laws of the State of Washington. Any legal action or proceeding arising under this Agreement will be brought exclusively in the federal or state courts located in the Western District of Washington and the parties irrevocably consent to the personal jurisdiction and venue therein.
TerminationYou may close your account at any time. Quemulus may terminate your account upon failure to comply with any of the terms set forth in this Agreement.