Terms of Service
WorkMade Terms of Service
Last Updated 03/29/2022
These terms of service (“Platform Terms”
) are a legal agreement between you, a person or legal entity, as well as any individual acting on behalf of such legal entity, as a current or prospective customer of WorkMade (“User,” “you,” “your”
) and WorkMade Technologies, Inc. (”WorkMade,” “we,” “us,” or “our”
) and govern your use of WorkMade’s mobile applications, websites, software, and products and services (collectively, the “Services”
). By using accessing or using any of the Services, you agree to be bound by these Platform Terms and all policiesgoverning your use of such Services incorporated by reference (“Platform Policies”
), our limitation of liability policy (see Section 20), and our arbitration policy governing the resolution of any legal disputes with respect to these Platform Terms or the Services (see Section 22). Please read all of our Platform Terms carefully before using the Services. If you do not agree to any of these Platform Terms or Platform Policies, please immediately discontinue your use of our Services.
We reserve the right to amend our Platform Terms at any time, as set forth in Section 14 of the Platform Terms. Your continued use of WorkMade’s Services after any such amendments are posted constitutes your agreement to be bound by any such amendments to our Platform Terms. It is therefore important that you refer back to these Platform Terms regularly and upon your continued use of the Services to ensure you are updated with respect to any amendments to the Platform Terms that may happen from time to time.
You also hereby agree to be bound by any additional terms and/or policies (“Supplemental Terms”
) arising from your use of specific WorkMade Services. Such Supplemental Terms will either be listed and incorporated by reference in our Platform Terms and/or be presented to you for your review and consent when you sign up to use the specific WorkMade Services to which such Supplemental Terms apply. In the event that any provision, term, guideline, or policy contained within the Supplemental Terms conflicts with our Platform Terms, the SupplementalTerms shall control over the Platform Terms with respect to any such conflicts. You agree that your use of a Service governed by Supplemental Terms constitutes your agreement to be bound by those Supplemental Terms, and that all Supplemental Terms applicable to you become part of your agreement with us; accordingly, any reference to Platform Terms shall mean the Platform Terms set forth below and
all Supplemental Terms applicable to you.
Capitalized terms in these Platform Terms are defined herein or defined in Schedule 1 (Definitions) attached to these Platform Terms.
By signing up to use the WorkMade Services as an individual, you represent and warrant that (a) you are at least 18 years old, (b) you reside in the United States or any of its territories or possessions, (c) you have the capacity to agree to these Platform Terms by and between you and WorkMade, (d) all Information you submit to WorkMade is truthful and accurate and you will maintain the accuracy of such Information, and (e) your use of any of the Services provided to you by WorkMade does not violate any applicable law or regulation.
By signing up to use the WorkMade Services as a legal entity, you represent and warrant that (a) the individual signing up on behalf of the legal entity is an authorized representative of the legal entity with the authority to bind the legal entity to these Platform Terms and (b) that such individual agrees to these Platform Terms on the legal entity’s behalf. On behalf of the legal entity you represent and warrant that (i) the legal entity was formed and is registered in the United States, (ii) the legal entity can form a binding contract with WorkMade, (c) all Information you submit to WorkMade on behalf of the legal entity is truthful and accurate and you will maintain the accuracy of such Information, (d) your or the legal entity’s use of any of the Services provided by WorkMade does not violate any applicable law or regulation including any applicable national security, sanctions or terrorism related laws or regulations.
2. WORKMADE SERVICES; CREATING AN ACCOUNT
2.1. You may use the WorkMade Services by creating an account (“WorkMade Account”) through the WorkMade Mobile App or on the Website. In order to create a WorkMade Account, you are required to read these Platform Terms and by opening a WorkMade Account, you are confirming the accuracy of the Information provided by you to open your WorkMade Account, and providing your express consent and agreement to be bound by these Platform Terms, Platform Policies incorporated by reference herein, and/or any applicable Supplemental Terms. By agreeing to these Platform Terms, you also agree to provide us with any such documentation and Information as requested by us, and further confirm that you have provided us with correct and accurate Information during the process of creating a WorkMade Account. You undertake that, if your details change, you will notify us of such changes and/or make the necessary updates to your WorkMade Account as permitted within the WorkMade Mobile App. You will bear any losses that occur due to your submission of invalid, incorrect or inaccurate Information.
2.2. Once you have successfully created a WorkMade Account, you will be able to log into the WorkMade Mobile App and the Website to access certain Services provided by WorkMade. You agree that you will not allow any other person to use your WorkMade Account or access your WorkMade Mobile App in order to use the WorkMade Services.
2.3. By opening a WorkMade Account, you hereby appoint us to act as your agent for purposes of facilitating or providing any and all WorkMade Services contemplated under these Platform Terms and/or any Supplemental Terms, as applicable. Except for the agency appointment as specifically set forth in this Section 2.3, these Platform Terms and/or any Supplemental Terms shall not be construed as creating any other agency relationship, or a partnership, joint venture, fiduciary duty, or any other form of legal association between you and WorkMade.
2.4. WorkMade may offer or make available to you Services that cause a debit card to be issued to you (the “WorkMade Debit Card”). WorkMade Debit Cards are issued by a third-party bank partner, Piermont Bank, member FDIC (“Bank”) that, once registered to your WorkMade Account, will offer deposit insurance for the funds you load onto your WorkMade Debit Card through the Federal Deposit Insurance Corporation (“FDIC”). In addition to these Platform Terms, applying for, obtaining, and using the WorkMade Debit Card shall be governed by the relevant Supplemental Terms and Cardholder Agreement supplied to you by us and/or by the Bank, asapplicable.
2.5 Legal entities must specify at least one administrator to manage their WorkMade Account. Administrators can add, remove, or manage additional administrators and users; request and manage WorkMade Debit Cards for users; view transactions and run reports; provide or update legal entity Information; connect third-party services and other accounts to your WorkMade Account; and perform other tasks to manage your WorkMade Account. You are responsible for any actions or failure to act on the part of administrators or users, or those using their credentials to access your WorkMade Account.
3. E-SIGN CONSENT; DISCLOSURES AND NOTICES
You agree to WorkMade’s E-Sign Consent located here
which outlines our right to electronically provide you with disclosures and notices required by law and other information about your WorkMade Account. We may provide you disclosures and notices by posting them on our website, sending you notifications through the WorkMade Mobile App, making them available to you within the Services, or by emailing them to the email address provided to us by you when you created your WorkMade Account, or that you otherwise provided to us for the purposes of associating such email address with your WorkMade Account. Electronic disclosures and notices have the same meaning and effect as if we had provided you with paper copies and are considered received by you (a) within forty-eight (48) hours of the time posted to our Website or within the WorkMade Mobile App, or (b) within forty-eight (48) hours of the time emailed to you unless we receive notice that the email was not delivered.
4. VERIFICATION OF IDENTITY
As a requirement to create your WorkMade Account and/or to obtain your WorkMade Debit Card, you will need to complete identity verification procedures. You agree to cooperate by providing certain Information we may reasonably request to verify your identity, or that we may cause our third-party service providers to request on our behalf. You understand that we may provide this information to the Bank and other third-party service providers to determine your eligibility for access to certain Services. The Information we request may include certain personal information, including, but not limited to, your name, address, telephone number, date of birth, andtaxpayer identification number or social security number and/or certain legal entity information such as registered business name and state of incorporation, the business address, ownership details, the nature of the business, and other business information we may request from time to time; the name, contact information, and date of birth of administrators, users or beneficial owners, and other personal information; and a corporate registration certificate, proof of address, personal identification, and any other documentary information used to verify business and personal information. You acknowledge that you have obtained or will obtainappropriate consent and authorization of any person whose personal information you provide before sharing such data with us. You must ensure the Information you provide in connection with your WorkMade Account is always accurate and up to date. If at any time we believe that your Information is outdated or inaccurate, we may contact you and request further Information or request that you go through the verification process again. We may suspend or terminate your WorkMade Account and/or your WorkMade Debit Card if we suspect or determine that your Account has been improperly accessed or if we have trouble verifying your identity; if this occurs, you agree to cooperate with us to verify your identity before your access is restored.
Fees are charged to the extent applicable. With respect to your WorkMade Debit Card, fees are charged in accordance with the fees listed in our Fee Disclosure and/or Cardholder Agreement. If we assess a fee for any other Services or make a change to the fees listed in our Fee Disclosure, we will provide you with advance written notice for any such changes, as required by law.
To the extent you access our Services and/or the WorkMade Mobile App or our Website through a mobile or other wireless device for which connectivity fees are assessable to you, you may incur additional charges, data rates, and fees billed to you by your wireless service carrier.
6.1. You are solely responsible for:
A) keeping your Access Device(s) and your WorkMade Account Password safe and secure;
B) with respect to your WorkMade Debit Card, keeping your Card Number, CVV2, Card Expiration Date, Card PIN, and other unique identifiers (where such capitalized terms have the definitions assigned to them in the Cardholder Agreement, as applicable) safe and secure;
and C) reviewing your WorkMade Account regularly to confirm that it does not reflect any unauthorized transactions.
6.2. You will immediately notify us of any unauthorized use of your password or WorkMade Account or any other security breach, take all reasonable steps to mitigate the effects of a security breach, and cooperate with WorkMade by providing all Information requested by WorkMade in order to remediate the breach. WorkMade may provide assistance to you to remediate a security breach. For the avoidance of doubt, any such assistance provided to you byWorkMade shall not be misconstrued as an acknowledgement or acceptance of WorkMade’s responsibility or liability owing to you or any other party in connection with such security breach; your acceptance of any assistance provided to you by WorkMade constitutes your express acknowledgment and acceptance of the terms set forth in this Section 6.2.
7. RESTRICTIONS ON THE USE OF SERVICES
7.1. You, or any third party acting on your behalf, are not permitted to:
A) use the Services for any illegal purposes, including, but not limited to fraud and money laundering, unlawful sexually oriented materials or services, counterfeit products, unlawful gambling activities, the funding of terrorist organizations, the unlawful purchase or sale of tobacco, firearms, prescription drugs, other controlled substances or other products prohibited by law. WorkMade will report any suspicious activity and cooperate with any relevant law enforcement agency or regulator;
B) use the Services to abuse, exploit or circumvent the usage restrictions imposed by a merchant on the services it provides, or to obtain goods or services without paying the amount due partially or in full;
C) breach these Platform Terms, Platform Policies, Supplemental Terms, the Cardholder Agreement (as applicable), or any other WorkMade and/or Bank agreement or policy under which you have agreed to be bound with respect to your use of the Services;
D) create more than one WorkMade Account without our prior written consent;
E) engage in any activity with respect to the Services that violate any applicable law, statute, ordinance, or regulation;
F) use the Services for any illegal purposes including the purchase or sale, or the facilitation of the purchase or sale of, illegal goods or services;
G) use the Services to conduct activities pertaining to or engage in transactions for dating and escort services, security brokers/dealers, massage parlors, money orders, bank wires, illegal gambling, or betting of any kind;
H) infringe or misappropriate WorkMade’s or any third-party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
I) act in a manner that is defamatory, libelous, threatening or harassing when using the WorkMade Services;
J) provide us with false, inaccurate or misleading Information;
K) use the WorkMade Services to engage in debt-collection activities;
L) instruct us to send or receive what we reasonably believe to be potentially fraudulent funds on your behalf;
M) attempt to intentionally or knowingly receive or attempt to receive funds from both WorkMade and amerchant for the same transaction;
N) control a WorkMade Account that is linked to another WorkMade Account that has engaged in any of the restrictions in this Section 7;
O) conduct your business or use the Services in a manner that is likely to result in or may result in complaints,disputes, reversals, chargebacks, fees, fines, penalties or other liability to WorkMade, other Users, third parties or you;
P) take any action that imposes an unreasonable or disproportionately large load on our infrastructure; facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information; use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our Website or the WorkMade Mobile App without our prior written permission; or interfere or attempt to interfere with theServices;
Q) take any action that may cause us to lose any of the services from our internet service providers, processors, the Bank, or other suppliers;
R) circumvent any WorkMade policy including the Platform Policies or determinations about your WorkMade Account including, but not limited to, attempting to create a new or additional WorkMade Account when a WorkMade Account belonging to you has a negative balance or has been restricted, suspended or otherwise limited; creating new or additional WorkMade Accounts using Information that is not your own (e.g. name, address, email address, etc.); or using someone else’s WorkMade Account;
S) harass our employees, contractors, investors, officers, affiliates, suppliers, vendors, agents, or other Users;
T) refuse to cooperate in an investigation or provide confirmation of your identity or any Information you provide to us;
U) use the Services in a manner that we believe may be a violation of any applicable electronic payment network rules, card association or network rules, or applicable law;
V) use the Services to trade FX for speculative purposes or for FX arbitrage;
W) refuse or fail to provide further Information about you or your business activities that we may reasonably request;
X) conduct your business or use the Services in a manner that leads us to receive a disproportionate number of claims or chargebacks;
Y) reveal your WorkMade Account Password or WorkMade Debit Card PIN to anyone or use anyone else’s WorkMade Account Password or WorkMade Debit Card.
7.2. You must ensure that you only use the Services relating to the sale or supply of goods and services in compliance with all applicable laws and regulations. The fact that a person or entity accepts payments made via your WorkMade Debit Card or WorkMade Account is not an indication of the legality of the supply or provision of such goods and services.
7.3. If WorkMade, in its sole discretion, believes that you may have breached the provision of this Section 7, we may take action to protect ourselves, our partners and vendors, other Users, and third parties. The action we may take includes but is not limited to:
A) closing, suspending, or limiting your access to any or all of the Services.
B) contacting other Users who have transacted with you; contacting your bank; and/or warning other Users, law enforcement, or impacted third parties of your actions;
C) updating inaccurate Information you have provided to us;
D) taking legal action against you;
E) terminating your Account; and/or
F) blocking your access to your WorkMade Account, our Website and/or WorkMade Mobile App temporarily or permanently.
7.4. Where possible, WorkMade will provide you with the relevant information regarding the actions imposed, but we may be unable to do so in accordance with applicable laws and regulations where we may have an obligation to avoid disclosing protected third-party information or interfering in the course of an investigation.
8. SERVICE CHANGES OR SUSPENSION
We reserve the right to change, suspend or discontinue any aspect of the Services at any time, including hours of operation or availability of the Services or any Services feature, without notice and without liability.
9. OUR LIABILITY WITH RESPECT TO UNAUTHORIZED ACCOUNT ACCESS AND/ORTRANSACTIONS
9.1 You will be liable for all losses incurred with respect to transactions made with your WorkMade Account and/or WorkMade Debit Card which were not authorized by you if you have acted fraudulently, or have acted intentionally or with gross negligence in failing to comply with your obligations set forth in Section 6 (Security), or you have not notified us immediately specifying the date and amount of such unauthorized transactions in accordance with yourobligations under these Platform Terms.
10. CLOSING YOUR WORKMADE ACCOUNT
You may close your WorkMade Account and/or voluntarily request a termination to your access to Services by providing a request in writing notifying us of your desire to do so. To the extent you hold a balance in your WorkMade Debit Card account in connection with your WorkMade Account, you may withdraw funds in accordance with the terms set forth in the Cardholder Agreement and the Supplemental Terms, as applicable.
11. ELECTRONIC FUND TRANSFER DISCLOSURE STATEMENT
The following disclosures are made in accordance with the federal law regarding electronic payments, deposits, transfers of funds and other electronic transfers to and from your WorkMade Account. There may be limitations on account activity that restrict your ability to make Electronic Fund Transfers. Any such limits are disclosed in these Platform Terms and/or within the Cardholder Agreement governing the Services available to you in connection with your WorkMade Account.
11. ELECTRONIC FUND TRANSFER DISCLOSURE STATEMENT
Electronic Fund Transfer: Any transfer of funds, other than a transaction originated by check, draft or similar paper instrument, that is initiated through an electronic device or computer to instruct us to debit or credit your WorkMade Account. Electronic Fund Transfers include such electronic transactions as direct deposits or withdrawals of funds, transfers initiated via telephone, website or mobile application.
11.2. Your Liability for Unauthorized Transfers
You agree to exercise reasonable control over the information related to your WorkMade Account, including your WorkMade Debit Card, Card PIN, WorkMade Account Password(s), and access code(s). You agree to notify us IMMEDIATELY if you believe your WorkMade Debit Card, Card PIN, WorkMade Account Password(s), or access code(s) has been lost or stolen. Similarly, if your transaction history shows transfers that you did not make, including those made with your WorkMade Debit Card, card number, or WorkMade Account, or you believe an electronictransfer has been made without your permission, you also agree to notify us IMMEDIATELY. The best way to minimize your losses is to notify us by calling our toll-free customer care number at (855) 950-4630 or by emailing us at email@example.com. You could lose all of the money in your card account. If you tell us within two (2) business days after you learn of the loss or theft of your WorkMade Debit Card, you can lose no more than $50.00 if someone used your WorkMade Debit Card without your permission. If you do NOT tell us within two (2) business days after you learn of the loss or theft of your WorkMade Debit Card, and we can prove that we could have stopped someone from using your WorkMade Debit Card without your permission if you had told us, you could lose as much as $500.00. If you do not tell us within 60 days after the earlier of the date you electronically access your WorkMade Account or the date we sent the FIRST written history on which the error appeared, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good, documented, reason (such as an extended overseas trip or a hospital stay) kept you from telling us, we will extend the time periods at our reasonable discretion.
12. PRIVACY AND COMMUNICATIONS
Notwithstanding any current or prior registration on a corporate, state or national Do-Not-Call list, by providing WorkMade with a telephone number (including a mobile telephone number), you agree that you are providing express written consent for WorkMade and others acting on WorkMade’s behalf to send communications to you, including e-mail, text messages, calls, and push notifications to the cellular telephone number you provide to us when you sign-up for a WorkMade Account or update the contact information associated with your account. Suchcommunications may include, but are not limited to requests for two-factor authentication, transaction records, reminders, notifications regarding your WorkMade Account, responses to your inquiries, and marketing or promotional communications. Standard messaging and data rate fees may be assessed to you by your cellular service provider in connection with the text messages we send you.12.3.
You may opt-out of receiving marketing or promotional communications we send to you by, as applicable, following the steps to unsubscribe contained within the emails we send you, notifying the caller that you would not like to receive future calls, and/or opting out of text messages we send you by replying “STOP” to any such text messages. You hereby acknowledge that while your consent to receive promotional texts or calls is not a condition to using the Services, opting out of certain communications from WorkMade may impact or degrade your use of the Services to the extent any such communications contain information that impacts to your ability to access or use such Services.12.3.
You understand and agree that WorkMade may, without further notice or warning and in our discretion, (i) monitor or record the telephone conversations you or anyone acting on your behalf has with WorkMade or its agents, (ii) monitor and store conversations you or anyone acting on your behalf has with WorkMade or its agents through other communication channels such as email or SMS, for quality control and training purposes or for its own protection. You acknowledge and understand that, while your communications with WorkMade may be overheard, monitored, or recorded without further notice or warning, not all telephone lines or calls may be recorded by WorkMade, and WorkMade does not guarantee that recordings of any particular telephone calls will be retained or retrievable.
13. INTELLECTUAL PROPERTY
13.1. The Services and all intellectual property rights contained therein, including but not limited to any content, are owned or licensed by us. Intellectual property rights means rights such as: copyright, trademarks, trade secrets, domain names, design rights, database rights, patents and all other intellectual property rights of any kind whether or not they are registered or unregistered (anywhere in the world). In addition, all page headers, custom graphics, button icons, logos, product and service names, designs, slogans, and scripts are service marks, trademarks, and/or trade address of WorkMade. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of them without our prior written consent.
13.2. Nothing in these Platform Terms grants you any legal rights in the Services, other than as necessary to enable you to access the Services. You agree not to adjust or try to circumvent or delete any notices contained within the Services (including any intellectual property notices) and in particular in any digital rights or other security embedded or contained within the Services.
13.3. We reserve all of our rights in any intellectual property in connection with these Platform Terms. This means, for example, that we remain owners of them and free to use them as we see fit. You may submit feedback, comments, or ideas about the Services (“User Feedback”). Submitting User Feedback is entirely voluntary, and we will be free to use User Feedback we collect as we see fit and without any obligation to you.
13.4. These Platform Terms permit you to access or use the Services for your personal, non-commercial use only. Any access or use of the Services not expressly permitted by these Platform Terms constitutes a breach of these terms and may violate copyright, trademark and other laws.
14. CHANGES TO PLATFORM TERMS
We may revise and update our Platform Terms from time to time in our sole discretion, and provide you with notice of such revisions and updates that we deem to be reasonable under the circumstances. Any such changes to these Platform Terms shall be posted to our website or communicated to you through the Services, and subsequently incorporated by reference into our Platform Terms (each updated version, the “Updated Platform Terms”). Each version of our Updated Platform Terms will be effective as of the time of its posting, and will apply to all access to and/or use of the Services thereafter. Your continued use of the Services after such posting of Updated Platform Terms constitutes your acceptance of and agreement to be bound by the changes incorporated by reference into such Updated Platform Terms. You are expected to check this page frequently so you are aware of any changes made, as they are binding on you.
15. THIRD PARTY PROVIDERS
In addition to the rights and restrictions set forth in these Platform Terms, your use of Services is subject to your agreement to comply with all applicable third party provider terms. Those terms may be supplied to you in relation to providing you with certain Services, or directly by the third party provider as applicable. We are from time to time required to provide your Information to our third party providers to the extent that they need such Information inorder to enable them to deliver on their contractual responsibilities to us and/or to you, as applicable.
16. WEBSITE AND WORKMADE MOBILE APP ACCESS
From time to time, we may, in our sole discretion, restrict access to our website located at https://www.workmade.com/ (our “Website”) and/or the WorkMade Mobile App, whether in part or in whole. Access may also be unavailable, delayed or limited due to a number of circumstances, including but not limited to hardware and software failure, loading of system capacities, damage caused by severe weather, natural disasters, fire, wars, earthquakes, water damage, interruption in power supply or utility service, stoppage of labor, Force Majeure Event,or governmental or regulatory restrictions. We will not be liable if for any reason all or any part of the Website and/or the WorkMade Mobile App is unavailable at any time or for any period.
17. LINKS FROM THE WEBSITE
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
You agree to defend, indemnify, and hold harmless WorkMade, its affiliates, licensors, and service providers, and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Platform Terms, any Supplemental Terms or your use of the Website and/or the Services, including, but not limited to, any use of the Website and/or the Services’ content, services, and products other than as expressly authorized in these Platform Terms, any Supplemental Terms or your use of any information obtained from the Services.
19. NO WARRANTY
YOUR USE OF WORKMADE’S SERVICES IS AT YOUR OWN RISK. THE WORKMADE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER WORKMADE NOR ANY PERSON ASSOCIATED WITH WORKMADE MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE AND/OR THE WORKMADE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER WORKMADE NOR ANYONE ASSOCIATED WITH WORKMADE REPRESENTS OR WARRANTS THAT THE WEBSITE AND/OR THE WORKMADE SERVICES, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE AND/OR THE WORKMADE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WORKMADE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WORKMADE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
WORKMADE DOES NOT HAVE ANY CONTROL OVER THE PRODUCTS AND/OR SERVICES THAT ARE PAID FOR USING THE SERVICES. WORKMADE IS NOT RESPONSIBLE FOR THE QUALITY,PERFORMANCE, OR ANY CONSEQUENTIAL RESULTS OF THE PRODUCTS AND/OR SERVICES PURCHASED USING THE WORKMADE SERVICES. TO THE FULLEST EXTENT PROVIDED BY LAW, WORKMADE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
20. LIMITATIONS OF LIABILITY AND DAMAGES
20.1. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL WORKMADE, ITSAFFILIATES, ITS ASSIGNEES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR ATTEMPTED USE OF, OR INABILITY TO USE, THE WORKMADE SERVICES, ANY CONTENT ON OR WITHIN THE WORKMADE SERVICES, OR YOUR FAILURE TO ENSURE THE SECURITY OF YOUR WORKMADE ACCOUNT INFORMATION, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OFWORKMADE IS LIMITED TO THE GREATER OF (1) THE AMOUNT OF FEES EARNED BY US INCONNECTION WITH YOUR USE OF THE SERVICES DURING THE THREE (3) MONTH PERIOD
IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY, OR (2) $200.
20.2. We shall not be liable to you for any delay or failure to perform our obligations under these Platform Terms (including any delay in payment) by reason of any cause beyond our reasonable control including but not limited to any action or inaction by you or any third-party, any Force Majeure Event, bank delay, postal delay, act of government, failure or delay of any fax or electronic transmission, any cyber event, any accident, emergency, act of god, pandemic or any abnormal or unforeseeable circumstances, or any other events or circumstances not within our reasonable control, whether similar or dissimilar to any of the foregoing.
20.3. You are responsible for all liabilities, financial or otherwise, incurred by WorkMade, a WorkMade User, or a third-party caused by or arising out of your breach of these Platform Terms, the Platform Policies and/or any Supplemental Terms, your use of the Services, or any use of your WorkMade Account. You agree to reimburse WorkMade, any affected WorkMade Users, or a third-party for any and all such liability, to the extent not prohibited by applicable law.
20.4. You remain liable under these Platform Terms in respect of all charges and other amounts incurred through the use of your WorkMade Account at any time, irrespective of termination, suspension, or closure.
20.5. You alone are responsible for understanding and complying with any and all laws, rules and regulations of your specific jurisdiction that may be applicable to you in connection with your use of the Services, including but not limited to, those related to export or import activity, taxes or foreign currency transactions. You are liable to the state and other subjects for fulfilment of all tax obligations independently. WorkMade shall not be responsible for the execution of tax obligations, or calculation and transfer of taxes applicable to you.
20.6. THIS SECTION 20 DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED ORLIMITED UNDER APPLICABLE LAW.
21. TERM AND TERMINATION
21.1. Modification and Termination. We can terminate or deny you access to our services at any time, for any reason. You can also choose to deactivate your WorkMade Account at any time. We may terminate these Platform Terms and/or any Supplemental Terms, or suspend or terminate your WorkMade Account or your use of or access to any Service, at any time for any reason. We may add or remove, suspend, stop, delete, discontinue or impose certain conditions on Services or any feature or aspect of a Service. We will take reasonable steps to notify you of termination or these other types of Service changes by email, SMS, or a notification posted within your WorkMade Mobile App or on the Website upon sign in. You may also terminate the Platform Terms and Supplemental Terms applicable to your WorkMade Account by deactivating your WorkMade Account at any time; notwithstanding the foregoing, to the extent that certain Services carry additional termination procedures not contemplated in this Section 21, please carefully review the Supplemental Terms applicable to such Services carefully for further information relating to any such procedures that may be applicable to you.
21.2. Effect of Termination. Once our relationship ends, we are not responsible for any losses you experience because of the termination of our Services or for removing your data from our servers. Some Platform Terms will still apply even after our relationship ends.
If these Platform Terms or your WorkMade Account is terminated or suspended for any reason: (a) the license and any other rights granted under these Platform Terms will end, (b) you agree to immediately terminate and cease use of all Services, (c) we may (but have no obligation to) delete your Information and account data stored on our servers, and (d) we will not be liable to you or any third party for compensation, reimbursement, or damages for any termination or suspension of the Services, or for deletion of your Information or account data. In addition to any payment obligations you may owe, the following sections of these Platform Terms survive and remain in effect in accordance with their terms upon termination: Section 6 - Security, Section 12 - Privacy and Communications, Section 13 - Intellectual Property, Section 15 - Third Party Providers, Section 18 - Indemnification, Section 19 - No Warranty, Section 20 - Limitations of Liability and Damages, Section 21.2 - Effect of Termination, Section 22 - Governing Law; Arbitration and Class Action Waiver, Section 24 - Miscellaneous, Section 25 - Assignment, Section 26 - Waiver and Severability, Section 27 - Rules of Construction, and Schedule 1 - Definitions.
21.3. Notwithstanding anything in this Section 21 to the contrary, any terms or provisions which by their nature should survive, will survive the termination of these Platform Terms.
22. GOVERNING LAW; ARBITRATION AND CLASS ACTION WAIVER
22.1. These Platform Terms shall be construed and governed by the laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction). Access to or use of the Services is unauthorized in any jurisdiction that does not give effect to all provisions of these Platform Terms.
22.2. Subject to and without waiver of the arbitration provision below, you agree that any judicial proceedings (other than small claims actions as discussed below) will be brought in and you hereby consent to the exclusive jurisdiction and venue in the state courts in the City and County of New York or federal court for the Southern District of New York.
22.3. BINDING ARBITRATION; CLASS ACTION WAIVER
ANY CLAIM, DISPUTE OR CONTROVERSY OF WHATEVER NATURE ARISING OUT OF OR RELATING TO THESE PLATFORM TERMS OR THE SERVICES SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION IN ACCORDANCE WITH THE PROCESS DESCRIBED IN THIS SECTION 22.
Any claim, dispute, or controversy arising out of or relating to these Platform Terms, the Platform Policies, any Supplemental Terms or the Services, including, without limitation, federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation, or any other legal theory (“Claim”), shall be resolved finally and exclusively through binding arbitration, on an individual basis and through a single arbitrator (the “Arbitrator”) administered by the American Arbitration Association (https://www.adr.org
) according to this Section 22 and the Commercial Arbitration Rules for that forum, except you and WorkMade will have the right to file early or summary dispositive motions and to request that the AAA’s Expedited Procedures apply regardless of the claim amount. Except as set forth above, the Arbitrator shall be responsible for determining all threshold arbitrability issues, including issues relating to whether the Platform Terms, Platform Policies, and/or Supplemental Terms (or any aspect thereof) are enforceable, unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. Subject to applicable jurisdictional requirements, you may elect to pursue your claim in your local small claims court rather than through arbitration so long as your matter remains in small claims court and proceeds only on an individual (non-class and non-representative) basis. Unless mutually agreed upon tothe contrary, arbitration for any Claim shall be conducted in accordance with the American Arbitration Association’s rules for arbitration of consumer-related disputes, which are accessible at https://www.adr.org/sites/default/files/Consumer Rules.pdf
. Any action or proceeding by you relating to any Claim must commence within one year after the cause of action accrues.
CLASS ACTION WAIVER: TO THE EXTENT PERMISSIBLE BY LAW, ALL CLAIMS MUST BE BROUGHT IN A PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING (COLLECTIVELY “CLASS ACTION WAIVER”). THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR ENGAGE IN ANY CLASS ARBITRATION. YOU ACKNOWLEDGE THAT, BY USING OUR SERVICES, YOU AND WORKMADE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
Before serving a demand for arbitration for a Claim, you and WorkMade agree to first notify each other of the Claim. You agree to notify WorkMade of the Claim via email at firstname.lastname@example.org
, and WorkMade agrees to provide to you a notice at your email address on file (in each case, a “Notice”). You and WorkMade then will seek informal voluntary resolution of the Claim. Any Notice must include pertinent account information, a brief description of the Claim, and contact information, so that you or WorkMade, as applicable, may evaluate the Claim and attempt to informally resolve the Claim. Both you and WorkMade will have 60 days from the date of the receipt of the Notice to informally resolve the other party’s Claim, which, if successful, will avoid the need for further action.
The Federal Arbitration Act, 9 U.S.C. §§ 1-16, including its procedural provisions, fully applies. Any arbitration hearing will occur in New York, NY, at another mutually agreeable location or, if both parties agree, by telephone or videoconference. The Arbitrator’s award will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. Each of the parties to a Claim shall maintain the confidential natureof the arbitration and shall not (without the prior written consent of the other party) disclose to any third party the fact, existence, content, award, or other result of the arbitration, except as may be necessary to enforce, enter, or challenge such award in a court of competent jurisdiction or as otherwise required by applicable law. While an Arbitrator may award declaratory or injunctive relief, the Arbitrator may do so only with respect to the individualparty seeking relief and only to the extent necessary to provide relief warranted by the individual party’s claim. The Arbitrator’s decision and judgment thereon will not have a precedential or collateral estoppel effect.
In accordance with the AAA Rules, the party initiating the arbitration (either you or us) is responsible for paying the applicable filing fee. For purposes of this arbitration provision, references to you and WorkMade also include respective subsidiaries, affiliates, agents, employees, predecessors, successors and assigns as well as authorized users or beneficiaries of the Services.
You may reject this provision, in which case only a court may be used to resolve any Claim. To reject this provision, you must send us an opt-out notice (the “Arbitration Opt Out”) within thirty (30) days after you create a WorkMade Account or we first provide you with the right to reject this provision. The Arbitration Opt Out notice must be emailed to Work Made Technologies, Inc., Attn: Arbitration Opt Out, at: email@example.com
. You must state your name associated with your WorkMade Account, and reference this provision of the Platform Terms in notifying us of your Arbitration Opt Out request. This is the only way of opting out of this provision. Opting out will not affect any other aspect of the Platform Terms, Platform Policies, Supplemental Terms, or the Services, and will have no effect on any other or future agreements you may reach to arbitrate with us.
23. REQUESTING INFORMATION AND CUSTOMER SUPPORT
23.1. We take all complaints seriously. Any complaints about us or the Services we provide should be sent via email to WorkMade at firstname.lastname@example.org. You should clearly indicate that you are wishing to make a complaint to us. This helps us to distinguish a complaint from a mere query. Our complaints procedure sets out the process for submitting and resolving any complaints.
24.1. In order to use other functions of the WorkMade Services, you may be requested to accept other terms and conditions, either with WorkMade or with a third-party.
24.2. These Platform Terms do not intend to confer any benefit on any third-party and no third-party shall have the right to enforce these Platform Terms or Supplemental Terms.
24.3. It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. We are not responsible for determining whether taxes apply to the Services you use, or for collecting, reporting or remitting any taxes arising from such use. You hereby agree to comply with any and all applicable tax laws in connection with your use of the Services, including without limitation, the reporting and payment of any taxes arising in connection with transactions made through the Services.
24.4. We may comply with any subpoena, levy, or other legal process which we believe to be valid. We may notify you of such process electronically, by phone, or in writing.
25.1. These Platform Terms are binding on, and inure to the benefit of, the parties to these Platform Terms and their respective personal representatives, successors and permitted assigns, and references to any party shall include that party’s personal representatives, successors and permitted assigns.
25.2. You may not transfer, delegate, or assign or sell any rights or obligations you have under these Platform Terms. WorkMade reserves the right to transfer or assign these Platform Terms or any right or obligation under these Platform Terms at any time. These Platform Terms will inure to the benefit of our successors, assignees, licensees and sublicensees.
26. WAIVER AND SEVERABILITY
26.1. If we fail to assert any of our rights under these Platform Terms, or applicable laws, it shall not be deemed to constitute a waiver of such right and our failure to assert any of our rights in one instance does not mean we cannot assert such right in any other instance.
26.2. Unless stated otherwise in these Platform Terms or any applicable Supplemental Terms, if any provision of these Platform Terms or any applicable Supplemental Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Platform Terms will continue in full force and effect.
27. RULES OF CONSTRUCTION
27.1. Section, Schedule and paragraph headings are for convenience and shall not affect the interpretation of these Platform Terms. References to Sections and Schedules are to the Sections and Schedules of these Platform Terms and references to paragraphs are to paragraphs of the relevant Schedule.
27.2. A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
27.3. The Schedules form part of these Platform Terms and shall have effect as if set out in full in the body of this agreement. Any reference to this agreement includes the Schedules.
27.4. A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.
27.5. Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
27.6. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
27.7. A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time.
27.8. A reference to writing or written includes email and the chat function on the WorkMade Mobile App and our Website.
27.9. Any obligation on a party not to do something includes an obligation not to allow that thing to be done.
27.10. These Platform Terms shall be concluded and interpreted in the English language. If these Platform Terms are translated into another language, it is for reference purposes only. All communications between the parties shall be in the English language.
27.11. A reference to these Platform Terms or to any other agreement or document referred to in these Platform Terms is a reference to these Platform Terms or such other agreement or document as varied or notated (in each case, other than in breach of the provisions of these Platform Terms) from time to time.
27.12. Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
27.13. Supplemental Terms to these Platform Terms are an integral part of these Platform Terms, under which you and WorkMade agree on usage of specific services as defined in the Supplemental Terms.
27.14. The definitions set out in Schedule 1 apply to these Platform Terms.
SCHEDULE 1 — DEFINITIONS
“Access Device” means your smartphone, laptop or desktop computer, or any other electronic device through which you access or use the Services.
“Card PIN” means personal identification number, which is associated with your WorkMade Debit Card and allows you to make certain transactions such as ATM or PIN Network transactions.
“Cardholder Agreement” means the terms and conditions between you and Piermont Bank, member FDIC governing the issuance and your use of the WorkMade Debit Card.
“Communications” means information or correspondence relating to your WorkMade Account including: any agreements and policies you agree to, (e.g., these Platform Terms) updates to these agreements or policies, disclosures and notices, transaction receipts or confirmations, WorkMade Account statements and history, payments authorizations, documents, or any other information related to your WorkMade Account or the Services.
“Electronic Fund Transfer” means any transfer of funds, other than a transaction originated by check, draft or similar paper instrument, that is initiated through an electronic device or computer to instruct us to debit or credit your WorkMade Account. Electronic Fund Transfers include such electronic transactions as direct deposits or withdrawals of funds, transfers initiated via telephone, website or mobile application.
“E-Sign Consent” means the terms which outline our right to electronically provide you with disclosures and notices required by law, incorporated into these Platform Terms by reference, which can be found here
“Force Majeure Event” means an event which is beyond the reasonable control of an affected party including without limit any market disruption, acts or restraints of government(s) or public authorities, war, revolution, strikes or other industrial action, fire, flood, natural disaster, pandemic, viral disease outbreak, explosion, terrorist action, the suspension or limitation of trading by any execution venue, or any breakdown, failure, defective performance ormalfunction of any telecommunications settlement or other equipment or systems.
“WorkMade Account” means an account associated with your identifying Information that you open with us in order to access or use the Services, pursuant to these Platform Terms and any applicable Supplemental Terms.
“WorkMade Account Password” means the code, password, or any other form of authentication used to verify an attempt to access your WorkMade Account. For example, you may use FaceID on an iOS-enabled Access Device as a biometric form of your WorkMade Account Password to gain access to your WorkMade Account or the WorkMade Mobile App.
“WorkMade Mobile App” means our mobile application accessible through your Access Device where you manage your WorkMade Account, and/or access or use the Services, as applicable.
“WorkMade Services” is used interchangeably with and carries the same effect and meaning herein as the term “Services” as defined in the preamble to these Platform Terms located above Section 1.
“WorkMade User” means a user of the Services or a user or customer of WorkMade who is not you.
“WorkMade Debit Card” means the physical and linked virtual debit card we may offer you in connection with our Services, issued by Piermont Bank, Member FDIC, pursuant to the terms and conditions set forth in the Cardholder Agreement which is binding between you and Piermont Bank, Member FDIC.
“Information” means any confidential and/or personally identifiable information or other information, including but not limited to the following: name, email address, date of birth, tax identification number, billing/mailing address, phone number and financial information.
“Website” means our general website, the web address of which is https://www.workmade.com