These Terms of Service (the “Terms”) set forth the terms and conditions that govern access to, and use of, the Xare’s website and mobile application, made available by Xare Technologies Limited (“Xare”, “We,” or “Us”) that enable users to send, receive, and share access to payment cards, including but not limited to credit cards, debit cards etc. (“Payment card”) and receive the other services from Xare as described herein (collectively, the “Services”). These Terms are a legal agreement between You (“You”) and Xare. By clicking to “Accept” these Terms where this option is made available to You and/or by using our Services, You agree to be bound by these Terms. These Terms do not alter in any way the terms or conditions of any other agreement You may have with any other party for products, services or otherwise, including, without limitation, Your Payment card company. Xare’s Mobile Application, Website, Mobile Site, Domains will hereinafter be collectively referred to as “Platform”.

Changes to These Terms and Conditions

Xare reserves the right to change or modify these Terms at any time and in our sole discretion. If Xare makes changes to these Terms, We will, as far as possible, provide notice of such changes, by providing notice through the Services, by e-mail and/or by updating these Terms (as indicated by the “Last Updated” date found at the top/bottom of these Terms) on the Xare website found at www.xare.co. You agree to receive notifications through these means and Your continued use of the Services will indicate Your acceptance of the amended Terms. You agree to review the Terms posted on our website from time to time to review any changes. You are responsible for ensuring that You are familiar with the latest Terms. If You do not agree to any amended Terms, You must stop using the Services and You may contact the Customer Service to terminate this Agreement.

1. Eligibility, Registration and Account

Our Services are intended solely for users who are 10 years of age or older. If You are under the age of 10, then You are not permitted to register for an account with Xare. In addition, if You are between the ages of 10 and 18 (or the age of legal majority under applicable law), You may only use the Services under the supervision of a parent or legal guardian who registers for an account with Xare and thereby agrees to be bound by these Terms. By using the Services, You represent and warrant that You are 10 years of age or older and that, for users between the ages of 10 and 18 (or the age of legal majority under applicable law), You are the parent or legal guardian of such user and You agree to these Terms on behalf of such user.

In order to use the Services, You will be required to register for a Xare account with Xare. By registering for an account, You agree to: (a) provide accurate, current and complete information; (b) maintain and promptly update Your account information to keep it accurate, current and complete; (c) maintain the security of Your account and accept all risks of unauthorized access to Your account; and (d) promptly notify Xare if You discover or otherwise suspect that Your account has been subject to hacking or other unauthorized use.

2. Description of Services

If You are a Payment card holder, You may allow other registered users of Xare to access and use Your Payment card through the transmission of tokens, within certain limits established by You within the parameters permitted through the Services, such as amount, time, permitted use etc.

You may request and receive tokens allowing You to access other registered users’ Payment cards, subject to any limitations on amount, time, permitted use etc. imposed by such users.

3. Third-Party Services; Third-Party Materials

In connection with the Services, You may be required to link to or interface with third-party websites, applications, mobile service providers or other third-party services, including, without limitation, application program interfaces provided by Payment card companies (“Third-Party Services”). We may display third party content or advertisements, links that will take You to web pages and content of third parties that are not under Our control or otherwise make available third-party content, data, information, events, applications or materials (“Third-Party Materials”) on the Services. Xare does not endorse or control, and makes no representations or warranties of any kind, regarding any Third-Party Services or Third-Party Materials including, but not limited to, the content, accuracy, quality, nature, appropriateness, decency, functionality, performance, reliability, completeness, timeliness, validity, safety, legality or any other aspect thereof. Xare does not warrant that such Third-Party Services are free from any claims of copyright, trademark, or other infringement of the rights of third parties or that such Third-Party Services are devoid of viruses or other contamination. You agree that Your use of all Third Party Services and Third-Party Materials is entirely at Your own risk. Xare is not responsible for any issues, legal or otherwise, that may result from Your use of Third-Party Services or Third-Party Materials, including any loss, damage or harm of any sort incurred as a result of Your use of Third-Party Services or Third-Party Materials. You should review the applicable terms and policies including, but not limited to, privacy and data gathering practices, of any Third-Party Service to which You navigate from the Services. You acknowledge and agree that We are not responsible or liable in any manner for any Third-Party Services or Third-Party Materials and undertake no responsibility to update or review any Third-Party Services or Third-Party Materials. You agree to comply with all applicable third party agreements, terms and policies when using the Services. For the avoidance of doubt, the agreements, terms and policies for Third-Party Services and Third-Party Materials are solely between You and the Third-Party Services and Third-Party Materials provider and not Xare. Please remember that when You use a link to go from Our Platform to another website, Our Privacy Policy is no longer in effect. If You browse and interact on any other website, including those that have a link on Our Platform, this will be subject to that website's own rules and policies.

4. User Content

You are solely responsible for all content You post, upload to, transmit, distribute, store, create or otherwise publish through the Services, including, without limitation, Your Payment card number and other related information (“User Content”). Without limiting the foregoing, You acknowledge that You are responsible for the accuracy of all information sent using the Services, including but not limited to any limitations on amount, time and permitted use of Your Payment card information. Xare shall not be responsible, or in any way held liable, for charges made or funds obtained using the Services, including but not limited to the sending of incorrect information or sending of information to an incorrect recipient.

The User Content You provide must comply with the User Conduct guidelines set forth in Section 5. These guidelines do not create any private right of action on the part of any third-party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

Although Xare does not control and has no obligation to screen, edit or monitor any of the User Content posted, stored or uploaded on (or otherwise made available via) the Services, Xare reserves the right, and has absolute discretion, to remove, screen or edit any User Content posted, stored or uploaded on the Services at any time and for any reason without notice, and You are solely responsible for creating backup copies of and replacing any User Content You post, store or upload on (or otherwise make available via) the Services at Your sole cost and expense. Xare takes no responsibility, and assumes no liability, for any User Content posted, stored or uploaded on (or otherwise made available via) the Services.

Except for any Feedback (as defined below) You provide with respect to the Services, You retain ownership of the User Content You post, store or upload on (or otherwise make available via) the Services. You represent and warrant that: (a) You own and control all of the rights to the User Content that You post, store or upload on (or otherwise make available via) the Services or You otherwise have the right to make available such User Content via the Services and grant the rights granted in these Terms; (b) the User Content that You post, store or upload on (or otherwise make available via) the Services is accurate and not misleading; and (c) Xare’s use of the User Content You supply does not violate these Terms and will not violate any rights of, or cause injury to, any person or entity.

5. User Conduct

5.1 User Responsibilities. You are solely responsible for Your conduct and the conduct of anyone who uses Your account with respect to the Services, and You agree that You will not and will not permit anyone using Your account to do any of the following in connection with the Services, or in the course of Your interactions with Xare, other users or third parties:

  • breach these Terms, any Payment card processing agreement, or any other agreements, terms or policies You have entered into with Xare or any third party;
  • send or provide access to Payment card information or funds to which You do not have the unrestricted right to use and grant access as contemplated by the Services and these Terms;
  • use any Payment card information or funds made available to You in excess of any limitations imposed by the provider thereof;
  • violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising);
  • infringe Xare’s or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
  • act in a manner that is defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
  • provide false, inaccurate or misleading information or User Content;
  • create more than one Xare account for Yourself, through among other methods, using a name that is not Yours, using temporary email address(es) or phone number(s), or providing any other falsified 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 other information You provide to us;
  • use an anonymizing proxy;
  • control an account that is linked to another account that has engaged in any of these restricted activities;
  • control or possess more than one account without authorization from Xare;
  • conduct Your business or use the Services in a manner that results in or may result in complaints, disputes, claims, reversals, chargebacks, fees, fines, penalties and other liability to Xare, any other user, a third party or You;
  • use the Services to make transactions for the purpose of earning rewards, perks, miles, points, etc. with Your Payment card, debit card, or bank account;
  • have a credit score from a credit reporting agency that indicates a high level of risk associated with Your use of the Services;
  • use Your account or the Services in a manner that we, or any Payment card company reasonably believe to be an abuse of the Payment card system or a violation of Payment card association rules;
  • disclose or distribute another Xare user's personal information to a third party, or use the information for marketing purposes unless You receive the user's express consent to do so;
  • send unsolicited email to a user or use the Services to send, or assist in sending, unsolicited email to third parties;
  • 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 any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission;
  • use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere, with our website or the services;
  • take any action that may cause Us to lose any of the services from our internet service providers, payment processors, or other suppliers;
  • use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services or that could damage, disable, overburden or impair the functionality of the Services in any manner or in any way inconsistent with any documentation provided to or made available to You by Xare concerning the Services;
  • flag content or report abuse for improper purposes or without good reason;
  • attempt to indicate in any manner that You have a relationship with Us or that We have endorsed You or any products or services for any purpose;
  • create an account or post, store or upload (or otherwise make available) any User Content if You are not over 10 years of age, or do so without the consent of Your parent or legal guardian if You are between the ages of 10 and 18 (or the age of legal majority under applicable law);
  • use or attempt to use another user’s account without authorization from such user and Xare;
  • modify, adapt, hack or emulate the Services;
  • develop any third-party applications that interact with User Content or the Services without our prior consent; and
  • circumvent or attempt to circumvent any filtering, security measures or other features designed to protect the Services or third-parties.

5.2 Compliance with Laws. You are solely responsible for ensuring that Your use of the Services is in conformance with applicable federal, state and local laws and regulations. By using the Services, You warrant and represent that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) You are not listed on any U.S. Government list/ local/ national/ federal/ international/ UN sanctions lists of prohibited or restricted parties.

5.3 Payment Card Authorization. You must be authorized to use the Payment card that You enter when You create Your account. You must keep all information in Your billing account current. You may change Your Payment card details at any time.

5.4 Blocked Users. If Your account is disabled, You, or anyone acting under Your direction, is/are strictly prohibited from creating another account with Xare without our express consent.

5.5 No Liability. Xare takes no responsibility and assumes no liability for any acts, omissions, mistakes, defamation, slander, libel, omissions, or fraud of any other user or third party You may encounter while using the Services. Your use of the Services is entirely at Your own risk. Any use of the Services in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of Your rights to use the Services.

5.6 Access to Your Account. You are responsible for maintaining the secrecy of the login credentials to your Xare account. You agree to establish reasonable security procedures and controls to limit access to your password or other identifying information to authorized individuals, which includes choosing passwords and other credentials in a manner that will protect the security of your information. Your credentials include your username and password to your Xare account and to any third-party account you have used to login to your Xare account. You are also responsible for maintaining the accuracy of the information in your Xare account.

6. Intellectual Property and Limited License

Unless otherwise indicated by Xare, the Services and all content and other materials therein, including, without limitation, the Xare logo and all other designs, text, graphics, pictures, information, data, software, sound files, other files made available within the Services and the selection and arrangement thereof, and any documentation or other ancillary material provided to You by or behalf of Xare (collectively, “Xare Content”) are the proprietary property of Xare or our licensors or users and are protected by intellectual property laws.

Xare hereby grants You a limited, nonexclusive, non-sublicensable license to access and use the Services and Xare Content solely for the purpose of sending and receiving tokens containing Payment card information under these Terms; however, such license is subject to these Terms and You are not permitted to (a) sell, rent, lease, lend, redistribute, sublicense or make commercial use of the Services or Xare Content; (b) copy, reverse engineer, decompile, disassemble or attempt to discover the source code of our Services or Xare Content; (c) modify, alter or otherwise make any derivative uses of the Services or Xare Content, or any portion thereof; (d) remove, alter or obscure any copyright, trademark or other proprietary rights notice included in the Services or Xare Content; (e) use any data mining, robots or similar data gathering or extraction methods; (f) download (other than the page caching) any portion of the Services or the Xare Content, except as expressly permitted via the Services; and (g) use the Services or the Xare Content other than for their intended purposes. Any use of the Services or the Xare Content other than as specifically authorized herein, without the prior written permission of Xare, is strictly prohibited and will terminate the license granted in this Section 6. Such unauthorized use may also violate applicable laws, including without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by Xare, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.

7. Trademarks

“Xare” and the Xare logo and any other Xare product or service names, logos or slogans are Xare’s trademarks, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Xare. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Services are the property of their respective owners and may not be used without permission of the applicable trademark holder. Reference to any products, services, processes or other information, by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by Xare.

8. Feedback

You may submit questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information or materials about Xare and the Services (collectively, “Feedback”). Feedback, whether submitted through the Services or otherwise, is non-confidential and shall become the sole property of Xare. Xare shall own exclusive rights, including all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to You.

9. Disclaimers

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES AND XARE CONTENT IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, SAFETY, ACCURACY AND EFFORT IS WITH YOU.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND XARE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. XARE DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SERVICES AND THE XARE CONTENT CONTAINED THEREIN, INCLUDING ANY AND ALL: (A) IMPLIED WARRANTIES OF MERCHANTABILITY; (B) IMPLIED WARRANTIES OF FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT XARE KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE AWARE OF ANY SUCH PURPOSE); AND (C) WARRANTIES OF NON-INFRINGEMENT OR CONDITION OF TITLE. XARE DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES WILL BE ACCURATE OR MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION, GUIDELINES OR ADVICE GIVEN BY XARE OR OUR AUTHORIZED REPRESENTATIVES WILL CREATE A WARRANTY. XARE’S ROLE IN ANY TRANSACTIONS AMONG YOU, OTHER USERS, AND ANY THIRD PARTIES (INCLUDING WITHOUT LIMITATION PAYMENT CARD COMPANIES, MERCHANTS, AND OTHER PAYMENT PROCESSORS) IS LIMITED TO THE TRANSMISSION OF TOKENS CONTAINING CERTAIN PAYMENT CARD INFORMATION, AND XARE SHALL HAVE NO LIABILITY FOR ANY OTHER ASPECTS OR RESULTS OF SUCH TRANSACTIONS.

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE DISCLAIMERS IN THIS SECTION 9 MAY NOT APPLY TO YOU.

10. Indemnification

You agree, at Your sole expense, to defend, indemnify and hold Xare, its service providers and consultants, and its and their respective directors, employees and agents, harmless from and against any and all actual or threatened suits, actions, proceedings (at law or in equity), claims, damages, payments, deficiencies, fines, judgments, settlements, liabilities, losses, costs and expenses (including, but not limited to, reasonable attorney fees, costs, penalties, interest and disbursements) caused by, arising out of, resulting from, attributable to or in any way incidental to: (a) Your access to or use of the Services or Xare Content; (b) Your violation of these Terms or the rights of or agreements with any third-party, including but not limited to infringement of any intellectual property, proprietary right or trade secret of any person or entity, or of any privacy or consumer protection right that is implicated herein; (c) any violation of law or contractual obligation and any claims, demands, notices pursuant to such violation; (d) fraud, negligence or misconduct by You individually or in connivance with any third party; (e) Your wrongful or improper use of the Platform and/or the Services; or (f) any User Content You post, upload, use, distribute, store or otherwise transmit on or through the Services. These obligations will survive termination of these Terms of Use

11. Limitation of Liability

A) TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL XARE BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF FUNDS, LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO THE SERVICES AND THE CONTENT THEREIN, USER CONTENT, XARE CONTENT, THIRD-PARTY SERVICES AND/OR THIRD-PARTY MATERIALS, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY) AND EVEN IF XARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, IF THESE LAWS APPLY, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. YOU AGREE THAT, IF YOU ARE DISSATISFIED WITH THE SERVICES OR ANY PORTION THEREOF, YOUR EXCLUSIVE REMEDY SHALL BE TO STOP USING THE SERVICES.

IN NO EVENT WILL XARE’S TOTAL LIABILITY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES EXCEED FIFTY DOLLARS ($50.00).

B) IN ADDITION, WE SHALL NOT BE LIABLE FOR ERRORS YOU MAKE IN USING THE SERVICES OR XARE CONTENT, INCLUDING BUT NOT LIMITED TO THE FOLLOWING:

I. YOU ERRONEOUSLY DIRECT US TO SUBMIT A PAYMENT INSTRUCTION MULTIPLE TIME;

II. YOU DIRECT US TO PROCESS PAYMENT FOR THE WRONG AMOUNT;

III. YOU DIRECT US TO SHARE ACCESS TO YOUR PAYMENT CARD TO A PARTY FOR THE WRONG AMOUNT;

IV. YOU DIRECT US TO SUBMIT A PAYMENT INSTRUCTION FOR A WRONG PARTY;

V. YOU DIRECT US TO SHARE ACCESS TO YOUR PAYMENT CARD TO A WRONG PARTY; OR

VI. YOU PROVIDE US WITH INCORRECT OR INCOMPLETE INFORMATION.

ANY OF THE ABOVE ISSUE(S) NEEDS TO BE TAKEN UP DIRECTLY WITH THE PAYEE OR THE PERSON TO WHOM YOU HAD SHARED THE ACCESS TO YOUR PAYMENT CARD.

C) YOU UNDERSTAND AND ACKNOWLEDGE THAT WE DO NOT HAVE CONTROL OF, OR LIABILITY FOR, THE GOODS OR SERVICES THAT ARE PAID FOR VIA SERVICES

D) YOUR LIABILITY: EXCEPT AS OTHERWISE PROVIDED BY LAW, YOU WILL BE LIABLE FOR ANY LOSS OR DAMAGE RESULTING FROM YOUR BREACH OF THESE TERMS OF USE OR YOUR NEGLIGENCE, OR WHICH RESULTED FROM UNAUTHORIZED, FRAUDULENT, OR DISHONEST ACTS BY OTHERS (OTHER THAN US). YOU ARE LIABLE FOR ALL PAYMENTS THAT YOU MAKE, OR WHICH ARE MADE OR REQUESTED UNDER YOUR XARE ACCOUNT, EVEN IF THAT PAYMENT IS UNAUTHORIZED.

12. Applicable Law; Arbitration

These Terms shall be governed in all respects by the local/ state/ federal laws of United Kingdom, without regard to conflict of law provisions.

ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THESE TERMS OR THE SERVICES (EXCEPT CLAIMS RELATED TO THE VIOLATION OF OUR INTELLECTUAL PROPERTY RIGHTS AND ANY CLAIM FOR INJUNCTIVE RELIEF) MUST BE BROUGHT EXCLUSIVELY IN THE COMPETENT COURTS/TRIBUNALS HAVING JURISDICTION IN UNITED KINGDOM AND IRREVOCABLY SUBMIT THEMSELVES TO THE JURISDICTION OF SUCH COURTS / TRIBUNALS. If any dispute, controversy, or claim arises under these Terms of Use or in relation to the Services, including any question regarding the existence, validity, or termination of these Terms of Use (hereinafter “Dispute”), the parties shall use all reasonable endeavours to resolve such Dispute amicably. If the parties are unable to resolve the dispute amicably within 30 days of the notice of such dispute, Xare may elect to resolve any Dispute by a binding arbitration in accordance with the provisions of the Arbitration Act, 1996 (hereinafter referred to as “Act”) and English Courts. Such Dispute shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The Dispute shall be resolved by a sole arbitrator, appointed in accordance with the Act. The seat of the arbitration shall be London and the language of this arbitration shall be English. Either You or Xare may seek any interim or preliminary relief from a court of competent jurisdiction in London necessary to protect the rights or the property belonging to You or Xare (or any of Our agents, suppliers, and subcontractors), pending the completion of arbitration. Any arbitration shall be confidential, and neither You nor Xare may disclose the existence, content, or results of any arbitration, except as may be required by law or for purposes of enforcing the arbitration award. To the extent allowed by applicable law, the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of these Terms including, but not limited to, any claim that all or any part of these Terms is void or voidable. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. All administrative fees and expenses of arbitration will be divided equally between You and Xare. In all arbitrations, each party will bear the expense of its own lawyers and preparation. This paragraph shall survive termination of these Terms of Use. To the fullest extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the public or any other persons.

TO THE EXTENT ALLOWED BY LAW, YOU IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY OR OTHER COURT TRIAL OR TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST XARE AND/OR RELATED THIRD PARTIES.

13. Fees

The Services are being offered to You at no cost, provided that We reserve the right to impose fees for Services at a future date. We will notify You in advance, either through the Services or to the email address You have most recently provided to us, if We change the price of the Services. If You do not agree to the changes, You must cancel and stop using the Services prior to the new pricing taking effect.

14. Termination or Modification of Services

Xare reserves the right to change, suspend, remove, discontinue or disable access to the Services at any time and without notice and in Our sole discretion. In no event will Xare be liable for the removal of or disabling of access to any portion or feature of the Services. Upon termination, You must uninstall any copies of the Services from Your computer and/or mobile or other devices. We will not be liable to You for the termination of the services or for any consequence arising out of termination of the services.

We will have the option to suspend or terminate these Terms of Use and discontinue any Services with immediate effect on the occurrence of a force majeure event.

We will not be liable to You for compensation, reimbursement, or damages in connection with Your use of the Platform or Services, or any termination or suspension of the Services. The termination of these Terms of Use does not relieve You of obligations to pay any fees or costs accrued prior to the termination and any other amounts owed by You to Us, and/or Our partners and service providers under these Terms of Use or terms with respect to any Services offered through the Platform.

15. Severability

If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

16. Waiver

Enforcement of the Terms is solely in our discretion and our failure to enforce a provision in some instances does not constitute a waiver of our right to enforce such provision in other instances.

17. Assignment

Xare may assign these Terms and its rights or delegate its obligations under without Your consent. All provisions contained in these Terms shall extend to and be binding upon You and Xare’s successors and assigns. You may not assign these Terms to another person or entity.

18. Contact Us

If You have any questions or concerns regarding these Terms or our Services, please contact Us at hello@xare.co.

19. Special Provisions for Mobile App Users

Notwithstanding anything to the contrary in these Terms, the additional terms set forth in this Section 19 (“Section 19 Terms”) will apply to the installation and use of Xare’s mobile applications on wireless mobile devices. These Section 19 Terms govern any updates to, or supplements or replacements for, Xare’s mobile applications, unless separate terms accompany such updates, supplements or replacements, in which case the separate terms will apply.

19.1 Third Party Operating System Providers, Phone Manufacturers, and Wireless Carriers

The Xare mobile application works on an application linked to a particular device and operating system, such as Apple's iOS operating system. As between Xare and the provider of the applicable operating system (the “OS Provider”), Xare is solely responsible for providing maintenance and support services for the Services. OS Providers have no warranty obligations whatsoever with respect to the Services.

Xare, not any OS Provider, is responsible for addressing any claims relating to the Services, including, but not limited to: (a) product liability claims; (b) any claim that the Services fail to conform to any applicable legal or regulatory requirement; (c) claims arising under consumer protection or similar legislation; and (d) intellectual property claims. Please see the Contact Us section above for how to contact Xare.

If You are using the Services on a mobile device, You acknowledge and agree that the device manufacturer and its subsidiaries, are third party beneficiaries of these Terms, and that the device manufacturer will have the right (and will be deemed to have accepted the right) to enforce these Terms against You as a third party beneficiary.

19.2 Services via SMS or Mobile Data

The Services allow You to send and receive Payment card information through Your mobile phone via SMS or mobile data plan. If You use the Services on Your mobile phone, You are responsible for any fees that Your phone service provider charges for SMS, data services, etc. Your phone service provider is not the provider of the Services.

20. Additional Tools.

20.1 Tools We May Offer: We may from time to time offer you the ability to access certain financial management tools. Examples of such tools include financial calculators, customized financial analysis, bill payment reminders, dashboards with information about your debts (including debts you may owe others) and/or assets, and other similar services. Unless we indicate otherwise, these tools will be provided free of charge and are provided exclusively for personal use.

20.2 Limitations on Tools: You agree that we may modify the tools or cease making them available to you at any time without notice. We have no obligation to continue to make any tool available to you or to do so without charge. If we modify a tool or cease to make a tool available to you, you understand that you may lose access to any information that you may have supplied in connection with your use of the tool and have no rights to obtain such information from us. To the extent that the tools present information regarding financial accounts you may have with other lenders or financial institutions, you understand that the information may not be up to date. Before acting on any such information, you should confirm its accuracy with the lender or financial institution holding the account. There may be times when a tool we offer is unavailable or not properly functioning, and you agree that we have no liability to you if this occurs or in connection with the tools generally. You may need certain hardware or software to utilize the tools, and you understand that your failure to have such hardware or software will result in your not being able to use the tools or some tool functionality. You understand that some tools or some tool functionality may only be available to consumers who have relationships with certain lenders, service providers or financial institutions or who have certain financial products. If you do not have such relationships or products, you understand that you may not be eligible to use a tool or all its functionality. You agree that we may use information we gather through the tools to market other products and/or services to you, including those of third parties.

20.3 Third Party Providers: We may rely on third party providers to assist us in making a tool or other Xare Service available to you. By linking your bank account to a tool or Service, you authorize us and our third-party providers to access your financial accounts on your behalf, and to gather information about you. You give us and our third-party providers a limited power of attorney and appoint us and our third-party providers as your true and lawful attorney-in-fact and agent to act on your behalf and access, transmit, and use your information as necessary to provide the tools and other Services. You agree to the transfer, storage, and processing of your information by these third-party providers in accordance with their respective privacy policies. We have no liability to you for any damages you may suffer because of any such third party’s actions or inactions or from inaccurate account information.

20.4 Tools are Provided for Informational Purposes Only: Financial information provided through the tools is provided for informational purposes only and not a substitute for individualized professional advice. We are not a credit repair or credit services organization as defined under federal or state law, including any credit repair or credit services organization acts. We do not provide “credit services” or “credit repair” services. We do not advise or assist you with “rebuilding” or “improving” your credit. We make no representation that we will improve or attempt to improve your credit record, history, or rating. The tools are not intended to provide financial, legal or tax advice, and we are not a financial planner, broker, or tax advisor. The tools are intended only to provide general assistance in organizing your finances. Before making any financial decisions or implementing any strategy, you should consider obtaining additional information and advice from your accountant or other financial advisers who are fully aware of your individual circumstances.

20.5 Accuracy, Reliability and Timeliness of Information: YOUR USE OF THE TOOLS IS AT YOUR SOLE RISK. INFORMATION PROVIDED THROUGH THE TOOLS IS ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR INFORMATIONAL PURPOSES ONLY. WE MAKE NO WARRANTY THAT THE TOOLS WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE OR RELIABLE.

21. Service Interruption

To ensure the best possible service level, the We reserve the right to interrupt the Service for maintenance, system updates or any other changes, informing the Users appropriately.

Within the limits of law, We may also decide to suspend or terminate the Service altogether. If the Service is terminated, We will cooperate with Users to enable them to withdraw Personal Data or information in accordance with applicable law.

Additionally, the Service might not be available due to reasons outside the Our reasonable control, such as “force majeure” (eg. labor actions, infrastructural breakdowns or blackouts etc).

22. Service Reselling

Users may not reproduce, duplicate, copy, sell, resell or exploit any portion of this Application and of its Service without the Our express prior written permission, granted either directly or through a legitimate reselling programme.

23. Force Majeure

We will not be liable for failure to perform under these Terms of Use as a result of any event of force majeure including but not limited to acts of god, fire, wars, sabotage, civil unrest, labour unrest, action of statutory authorities or local or state or federal, central governments, change in laws, rules, and regulations, affecting Our and/or the payment system providers performance.

24. Website & App Content

The information on the Xare’s website and App is for information purposes only. It is believed to be reliable, but Xare does not make any promises as to its completeness, timeliness, or accuracy. The information and materials contained on the Website, and in this Agreement, are subject to change without notice.

Access to the Services may from time to time be unavailable, delayed, limited, or slowed due to, among other things:

  • servers, networks, hardware failure (including your own computer), telecommunication lines and connections, and other electronic and mechanical equipment.
  • software failure, including among other things, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or irregularities within documents or other content.
  • overload of system capacities.
  • damage caused by severe weather, earthquakes, wars, insurrection, riots, civil commotion, act of God, accident, fire, water damage, explosion, mechanical breakdown, or natural disasters.
  • interruption (whether partial or total) of power supplies or other utility of service; strike or other stoppage (whether partial or total) of labour.
  • governmental or regulatory restrictions, exchange rulings, court or tribunal orders or other human intervention; or
  • any other cause (whether similar or dissimilar to any of the foregoing) whatsoever beyond the control of Xare.

25. No Agency: These Terms of Use and Your use of or access to the Services are not intended to create an agency, partnership, joint-venture or employer-employee relationship between You and Xare, any partner, except where otherwise specifically agreed or appointed.

26. Notices to Users: Reports, statements, notices, and any other communications may be transmitted by Xare to Users via the email address specified by them in their Account. All communications and notices shall be deemed to be duly served to a User when electronically sent by Xare to User to the email address specified in the User’s Account.

27. Notices to Xare: Reports, statements, notices and any other communications may be transmitted by a User to Xare at hello@xare.co. All communications and notices shall be deemed to be received or served (as applicable) to Xare when electronically received by Xare at hello@xare.co.

28. Gender Neutral: Wherever used herein and required by the context, the singular number shall include the plural, the plural shall include the singular number, and the use of either gender shall include both genders and the words “hereof” and “herein” and “hereafter” shall refer to the entire Agreement and not to any provision or section.

You acknowledge that you have read, understood, and accepted to be bound by these Terms and Conditions.

Effective as of May 01, 2022