The Nitty-Gritty

THE BORDERLESS™ TERMS OF SERVICE

Below please find the full Terms of Service of using borderless™

Legal Agreements

These legal agreements are effective to all borderless™ users as of August 5th, 2024;

Welcome to borderless™ !

This user agreement (the “Agreement”) is a contract between the entity or person (“you,” “your,” or “user”) who registered for a borderless account or is using the Services of borderless LLC and any of its parents, subsidiaries or corporate affiliates (“borderless”) and borderless, which sets forth the terms and conditions that apply to your access and use of your borderless account, any borderless application, product, service, feature, technology, content, or website, and the borderless accounts payable and accounts receivable services, collectively referred to hereinafter as (the “Services”), as owned and operated by borderless. borderless may use the services of one or more third parties to provide the Services and process your transactions (each a “Processor”). Processors include MoneyCorp US Inc. (“MoneyCorp”), NIUM Inc. (“NIUM”), Astra Inc. (“Astra”) and Associated Foreign Exchange Inc. (“AFEX” or “Corpay”); borderless and our Processors are collectively referred to herein as (“we,” “our,” or “us”). By accessing or using the borderless Services, you (i) agree to comply with all of the terms and conditions in this Agreement, as well as the Privacy Policy, Electronic Communications Delivery Policy, Acceptable Use Policy, Proof of Shipment and Delivery Policy, Countries of Service, Currencies of Service, Subscription Terms and each of the other agreements on the Legal Agreements page that apply to you, collectively (the “Terms” or “Terms of Service”); (ii) agree to be bound by our Processors’ terms of use under Appendix B in addition to these Terms. Please read carefully all of the terms of this Agreement and these policies, and each of the other agreements that apply to you.

We may amend this Agreement at any time by posting a revised version on the borderless website.  The revised version will be effective at the time it is posted. You agree to the new-posted Terms by continuing your use of our Services. If you do not agree with the modified Terms, your sole remedy is to terminate your borderless account and discontinue using our Services.

These Terms provide that all disputes between you and us will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT A JUDGE OR JURY, and your claims cannot be brought as a class action. Please review Section 5.24 for the details regarding your agreement to arbitrate any disputes with us.

1.0. Relationship for the Services

1.1.    Our Role. Our relationship with you under this Agreement is as a payment service provider and borderless is an independent contractor for all purposes. borderless is not your agent or trustee. We provide accounts receivable services to collect and transfer funds from a sender on behalf of a receiver of funds. We also provide accounts payable services on behalf of a sender to make a payment to a receiver for goods and services. Except for our limited role in processing or receiving payments that you authorize, initiate and transmit, we are not involved in any underlying transaction between you, any other user, or any service providers, and you accept the sole responsibility for settling any disputes concerning any underlying transaction. We are not a bank and do not offer banking services. We do not guarantee payment on behalf of any user. We are not a selling agent in connection with any sale or purchase by you of goods or services to any person or entity. BORDERLESS SHOULD ONLY BE USED TO TRANSACT WITH ACCOUNTS YOU KNOW AND TRUST. DO NOT USE BORDERLESS TO TRANSACT WITH ACCOUNTS YOU DO NOT KNOW.

You represent that all authorizations and transactions you provide or enter into will be based upon your own judgment and that you are not relying on any communication from us as investment advice, as a recommendation to enter into a transaction or as an assurance of expected results. You acknowledge that we are not acting as a fiduciary or advisor to you with respect to any transaction.
Certain information may, from time to time, be provided to you through us. This information may be obtained from various information providers through sources believed to be reliable. We do not guarantee the timeliness, sequence, accuracy, completeness, or fitness for a particular purpose of any information provided through us. Such information may include opinions and recommendations of individuals or organizations and you understand that we do not endorse such recommendations or opinions, and that we are not providing any investment, tax, accounting or legal advice to you by including or making available such information.

1.2.    Your Authorization. You authorize us to receive and disburse funds in accordance with your payment instructions. Your authorization permits us to make an electronic transfer from your bank account,  balance or other methods in the amount and currency you specify and to send money electronically to a receiver’s bank account, card, wallet or other methods in the designated currency. You shall furnish certain deposit and withdrawal account information, including, without limitation, bank account number and bank routing number, card number, wallet identification, and other payment method information for each electronic funds transfer, direct debit payment, pre-authorized debit payment, deposit election, card transfer, wallet transfer, balance transfer, or any other transfer through the Services. You represent that all payment method information on file provided to us is accurate. You further represent that you possess the authority or ownership of the payment method, including by not limited to, deposit account whose number or bank routing number is provided for the electronic funds transfer, and that you possess the authority to deposit and withdraw funds from the payment method without the approval or participation of other person(s). Your authorization permits us to make such electronic transfer via an electronic funds transfer system that facilitates payments in your country. You also authorize us to direct debit your bank account, balance, wallet, card or other methods for Fees (as defined in Section 3.6), and for refunded, invalidated and reversed transactions (as defined in Section 3.5). By making a payment, you warrant that the payment method maintains sufficient funds to fully cover the value of the payment plus any applicable Fees. Once you have provided your authorization for the payment, you authorize and order us to commit your payment (less any applicable Fees, foreign exchange or other amounts we may collect under these Terms) to a receiver. A payment authorization becomes binding on you upon receipt by us and creates an obligation on you to settle the payment. You agree that you cannot recall a payment without the prior written consent of borderless. You agree to be bound by any debit instructions, whether authorized or not, issued in your name and acted upon by us, and you agree to indemnify us and hold us harmless from any losses incurred in connection with the execution of the debit instructions reasonably believed to have been issued by you. Any losses in connection with your failure to settle a payment are your sole responsibility. You give us the right to resubmit any electronic funds debit you authorized that is returned for insufficient or uncollected funds. You agree to allow us to recover any amounts due to us if there are insufficient funds in your bank account, balance, wallet or other methods to cover your liability, and agree to reimburse us immediately, upon demand, through other means. You agree to reimburse us for any fees imposed on us or costs we incur as a result of the transaction within one (1) Business Day (as defined in Section 5.9). We are not liable for any fees assessed by your commercial banking institution.  If you are located in the United States, you also agree to be bound by any applicable rules of the National Automated Clearing House Association (“NACHA”) and the United States Federal Reserve. You also agree to be bound by the applicable rules and regulations of the country you are located in, e.g., if you are located in the United Kingdom, you also agree to be bound by any applicable rules of the United Kingdom’s Payment Services Regulations 2017 (SI 2017/752) (as amended from time to time).  If you are located in Australia, you also agree to be bound by any applicable rules of the Australian Payments Clearing Association’s direct debit system rules and banking practice codes.  If you are located in Canada, you also agree to be bound by any applicable rules of the Canadian Payments Act and the rules of Payments Canada. Your authorizations will remain in full force and effect while you maintain your borderless account and for any Payment Method. 

The specific transactional details of each payment will be agreed upon and after our acceptance of an authorization for a payment, we or our Processors may set out the material details of the transaction in a communication provided to you (“Confirmation”). For the avoidance of doubt, each transaction for which a Confirmation is issued will constitute an independent contract, governed by the terms of this Agreement. The Confirmation is evidence of certain material terms of the transaction. A transaction will not be invalidated if for any reason the Confirmation is not issued to you. In such circumstances, our records with respect to that transaction will constitute conclusive evidence of  the terms of the transaction. If there are any discrepancies between the transaction and the Confirmation, you must notify borderless of such discrepancy within one (1) Business Day of the day that the Confirmation is sent, otherwise the Confirmation will constitute conclusive proof of and agreement by both you and us (individually, “Party” and collectively, “Parties”) of the details of the transaction. Your liability under this section extends to any of your guarantors, successors and assigns.
You are responsible for ensuring the accuracy and completeness of instructions in respect of each and every transaction. You authorize us to accept, act and rely upon any instruction, whether electronic, oral or written, that we reasonably believe to have been made by you or on your behalf. We are not liable for any losses you may suffer as a result of the misconduct of user(s) or any other person purporting to act on your behalf. Any authorization we receive from you will be acted upon on a commercially reasonable efforts basis only. There is no guarantee by us that an authorization can or will be filled or that instructions provided can or will be acted upon. We may reject any authorization if: (i) we determine, in good faith and in our sole discretion, that such authorization is unclear or was not authorized by you or a valid borderless user; (ii) we determine, in our sole discretion, that the authorization may be contrary to law, contrary to prudent business practices, outside our risk profile, or would require us to exceed trading limit, settlement limit, currency conversion exposure limit, or credit facility that we have expressly granted to you; (iii) you are insolvent or otherwise unable to pay your debts as they become due, or are subject to any proceeding, whether voluntary or involuntary, for bankruptcy, liquidation, administration or relief from creditors or in default of this Agreement; (iv) we determine, in our sole discretion, that we may not receive payment from you in the total amount, including the cost of currency acquisition and any Fees and charges, you owe to us for the related authorization; or (v) the authorization is incorrect, incomplete or unsatisfactory to us for any reason.

1.3.    Intellectual Property.

  1. Trademarks. The trademarks, logos and service marks including, but not limited to, “borderless,” “getborderless.com,” page headers, custom graphics, button icons and scripts (collectively “Marks”) displayed throughout the Services, software and website are the exclusive property of borderless and borderless licensors. You are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works, or using any content available through our Services for commercial or public purposes without prior written consent. You may use HTML logos provided by borderless for the purpose of directing web traffic to the borderless Services. You may not alter, modify or change these HTML logos in any way, use them in a manner that mischaracterizes borderless or the borderless Services, or display them in any manner that implies borderless sponsorship or endorsement.
  2. Intellectual Property. You acknowledge and agree that: (i) all Services and associated software, website and technology, including all intellectual property rights therein, are and will remain with us, our Processors or our third party licensors; (ii) no right or interest in the software of the Services is conveyed herein; and (iii) all information, content, software, website and Services are protected by copyright and other intellectual property laws. You are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works, or using any content available through our Services for commercial or public purposes. All rights not expressly granted in these Terms are reserved.
  3. License Grants, Generally. If you are using borderless software, such as an API, developer’s toolkit or other software application, which may include software provided by or integrated with software, systems or services of our Processors or third party providers, that you have downloaded or otherwise accessed with our express permission through a borderless web or mobile platform, then we grant you a revocable, non-exclusive, non-sublicensable, non-transferable, royalty-free, limited license to access and/or use borderless software in accordance with these Terms and the documentation accompanying such software. This license grant applies to the software and all updates, upgrades, new versions and replacement software. You may not rent, lease, or otherwise transfer your rights in the software to a third party. You must comply with the implementation, access and use requirements contained in all documentation accompanying borderless Services. You will be solely responsible and liable for all resulting damages suffered by you, borderless and third parties due to non-compliance with access, use and implementation requirements. We may update or discontinue any software at any time, for any reason, in our sole discretion. While we may have (i) integrated certain third party materials and technology into any web or other application including its software, and/or (ii) accessed and used certain third party materials and technology to facilitate providing you with our Services, you have not been granted and do not otherwise retain any rights or interests in or to any of our or third party materials. You are prohibited from modifying, copying, altering, distributing, transmitting, displaying, publishing, selling, licensing, tampering with, repairing, adapting, reverse engineering, translating, disassembling or otherwise creating any derivative source code or derivative works from the Services, software or any third party materials or technology. Any other third party software application you use in connection with our Services is subject to the license you agreed to with the third party that provides you with this software. You acknowledge that we do not own, control nor have any responsibility or liability for any such third party software application you elect to use on any of our websites, software or in connection with our Services.
  4. License Grants From You To borderless; Intellectual Property Warranties. We do not claim ownership of the content that you provide, upload, submit or send to us. Nor do we claim ownership of the content that you host on third-party websites or applications that use our Services. When you use our Services, provide content to us, or post content using borderless Services, you hereby grant borderless and our affiliates a worldwide, non-exclusive, irrevocable, transferable, sublicensable (through multiple tiers), and royalty-free, fully paid-up, right to use and display publicly, during the term of this Agreement, your trademark(s) (including but not limited to registered and unregistered trademarks, trade names, services marks, logos, domain names and other designations owned, licensed to or used by you), your content and associated intellectual property and publicity rights, for the purpose of (i) identifying you as an individual or entity that uses a borderless Service; (ii) to help us improve, operate and promote our current services and develop new ones; and (iii) any other use to which you specifically consent. borderless will not compensate you for our use of your content or trademark(s). You acknowledge that our use of your content and trademark(s) will not infringe any intellectual property or publicity rights. Further, you acknowledge and warrant that you own or otherwise control all of the rights to the content you provide, and you agree to waive your moral rights and promise not to assert such rights against us.

1.4.    Password Security and Keeping Contact Information Current. You are responsible for maintaining adequate security and control of any and all IDs, passwords, personal identification numbers (PINs), API keys, or any other codes that you use to access our Services. All IDs, passwords, personal identification numbers (PINs), API keys, or any other codes that you use to access our Services are unique to you and you may not share them with any third party. You are responsible for keeping your personal information, mailing address and email address up to date in your borderless account. We will not have any liability to you for any unauthorized payment or transfer made using your account that occurs before you have notified us of a possible unauthorized use and we have had a reasonable opportunity to act on that notice. Accordingly, you should regularly review your transaction history for unauthorized transactions or access.

1.5.    Communications Between You and Us.

      1. Notices to You. You agree that we may provide you communications about your borderless account and Services electronically (as described in our Electronic Communications Delivery Policy) to the email address, by telephone to the telephone number, or by mail to the mailing address registered on your borderless account. Any electronic communications will be considered to be received by you within 24 hours after the time we post it to our website or email it to you. Any communications sent to you by local postal mail will be considered received by you three (3) Business Days after we send it and any communications sent to you by international postal mail will be considered received by you five (5) Business Days after we send it. Additionally, you acknowledge and agree that the borderless Services may include certain communications from us or our partners, such as service announcements and administrative messages, and that these communications are considered part of the borderless Services and you may not be able to opt out of receiving them. You agree that it is your responsibility to access all such communications.
        If we are unable to deliver any communications due to incorrect address or contact information, you are in breach of this Agreement and we will have no further obligation to seek out correct contact information to continue to attempt to deliver. We are not responsible for your failure to receive any communication if sent in accordance with the contact information as provided by you.
      2. Notices to Us. Notices to borderless must be sent by postal mail to:
        • borderless LLC.
          900 E Main Street
          Louisville, KY 40206, USA

You understand and agree that, to the extent permitted by law, borderless may, without further notice or warning, monitor, record and maintain recordings of telephone conversations and all oral communication you or anyone acting on your behalf has with us or our agents for the purposes of (i) quality control; (ii) training; (iii) our own protection, and you hereby expressly authorize and agree to the taking and maintaining of such records. You acknowledge and understand that while your communications with us may be overheard, monitored or recorded, not all telephone lines or calls may be recorded and we do not guarantee that recordings of any particular telephone call will be retained or retrievable. All audio recordings are our sole property, subject to applicable law. You agree that such recordings may be relied upon by us in the event of any dispute.

1.6.    Prohibited Businesses and Activities. You may not use our Services for any services, activities or business type we have identified as prohibited and as set forth in our Acceptable Use Policy. We retain full rights over the customers and the industry types we elect to service. We may amend our Acceptable Use Policy at any time by posting a revised version on our website.

You may not use our Services in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by the Office of Foreign Assets Control of the United States Department of the Treasury (“OFAC”).

In connection with your use of our websites, your borderless account, our Services or in the course of your interactions with  us or our third parties, you may not: (i) breach the Terms, or violate any of our policies, or encourage or promote the breach of the Terms or the violation of our policies; (ii) violate any law, statute, ordinance, or regulation (for example those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising); (iii) infringe on our or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy; (iv) sell counterfeit goods; (v) act in a manner that is defamatory, trade libelous, threatening or harassing; (vi) provide false, inaccurate or misleading information; (vii) send or receive what we reasonably believe to be potentially fraudulent funds; (viii) refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us; (ix) control an account that is linked to another account that has engaged in any of these restricted activities; (x) conduct your business or use our Services in a manner that results in or may result in: (a) complaints, (b) requests to invalidate payments made to you, (c) fees, fines, penalties or other liability or losses to borderless or other borderless customers, third parties or you; (xi) access our Services from a country not included on our Countries of Service list; (xii) take any action that imposes an unreasonable or disproportionately large load on our websites, software systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf; (xiii) facilitate any viruses, trojan horses, malware, worms or other computer programming routines that attempts to or may damage, disrupt, corrupt, misuse, detrimentally interfere with, surreptitiously intercept or expropriate, or gain unauthorized access to any system, data, information or borderless Service; (xiv) use an anonymizing proxy; (xv) use any robot, spider, other automatic device, or manual process to monitor or copy our websites without our prior written permission, or use any device, software or routine to bypass our robot exclusion headers, or interfere or disrupt or attempt to interfere with or disrupt our websites, software, systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf, any of our Services or other users’ use of any of our Services; (xvi) take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other Processors, suppliers or service providers; (xvii) circumvent any borderless policy or determination about your borderless account such as temporary or indefinite suspensions or other account holds, limitations or restrictions, including but not limited to, engaging in the following actions: (a) attempting to create new or additional borderless account(s) when an account has been restricted, suspended or otherwise limited, (b) creating new or additional borderless accounts using information that is not your own, (c) using someone else’s borderless account; (xviii) harass and / or threaten our employees, agents or other users; (xix) attempt to use another user’s account without their permission; or (xx) probe, scan, or test the vulnerability of the Services, or any related system or network.

1.7.    Actions We May Take. If we believe that you’ve engaged in any of these activities, we may take a number of actions to protect ourselves, our customers and others at any time, in our sole discretion. The actions we may take include, but are not limited to: (i) terminating this Agreement and/or closing or suspending your borderless account and we may refuse our Services to you in the future; (ii) limit your access to our websites, software, systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf, your borderless account or any of our Services; (iii) contact buyers who have purchased goods or services from you using borderless, your bank, other payment methods,  other impacted parties, or law enforcement about your actions; (iv) update inaccurate information you provided us; (v) take legal action against you.

If you’ve violated our Acceptable Use Policy, then you are also responsible for damages to borderless caused by your violation of this policy. If you are a seller and you violate the Acceptable Use Policy, then in addition to being subject to the above actions, you acknowledge and agree that you will be liable to borderless for the amount of damages to borderless caused by your violation of the Acceptable Use Policy. You further acknowledge and agree that $5,000.00 U.S. dollars per violation of the Acceptable Use Policy is presently a reasonable minimum estimate of borderless’ actual damages, considering all currently existing circumstances, including the relationship of the amount to the range of harm to borderless that could reasonably be anticipated because, due to the nature of the violation of the Acceptable Use Policy, actual damages would be impractical or extremely difficult to calculate. You hereby authorize borderless to debit your linked Payment Method for any such damages arising from any such violation.

You are responsible for all reversals, chargebacks, claims, fees, fines, penalties and other liability incurred by borderless, any borderless customer, or a third party caused by or arising out of your breach of these Terms and/or use of our Services. You agree to reimburse borderless, any borderless customer, or any third party for any and all such liability.

1.8.    Holds and Limitations. Under certain circumstances, in order to protect ourselves, comply with applicable laws, and protect the security and integrity of the network of users of our Services, we may take account-level or transaction-level actions. We retain the sole discretion to take these actions. To request information in connection with an account limitation or hold, you can contact us at support@getborderless.com.

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

To restore your borderless account, you will need to resolve any issues with the account, often by providing information to us, although there may be certain situations where there is no specific action that you can take to help resolve the situation (for example if we are acting in accordance with applicable laws).

We and our representatives are not liable to you for any resulting losses whatsoever and you agree to indemnify us and our representatives to the extent that we or our representatives incur any losses in connection with placing a hold or limitation on your account.

1.9    Information Received from Third Party Services. If you elect to have borderless access information from third party accounts by providing the access information to such third party accounts, one of our service providers, e.g., Envestnet Yodlee, Inc. (“Yodlee”, the “Bank Data Providers”), will access such third party accounts for the purposes of performing the Services. This can include aggregation of bank transaction data as well as account verification. By providing the requisite access information to borderless, you grant us and our Bank Data Providers permission and authority to access the relevant third party accounts, on your behalf or on behalf of the principal account holder, and retrieve the relevant information to make it available as part of the Services and agree to be bound by our Bank Data Providers’ terms of use (under Appendix A) in addition to these Terms. You are not permitted to provide borderless with any access information for any third party accounts for which you are not the principal account holder unless you have the authority to act on behalf of the principal account holder.

borderless is not obligated to review the information for any purpose, including but not limited to accuracy. It is entirely your responsibility to ensure the accuracy, completeness and timeliness of any information provided to us or any third party service providers in connection with any of the Services.

2.0. Your borderless Account

We offer three types of accounts: business accounts, personal accounts and one-time checkout accounts. To send and receive payments using our Services, you must register for a borderless account pursuant to these Terms. We may terminate your use of our Services at any time, for any reason, whatsoever.

2.1.    Eligibility. For an individual to use our Services, you must be at least eighteen (18) years old, or the age of majority in your state of residence, and have a bank account or other method of payment  in one of the countries on our Countries of Service list. For a business to use our Services, you must be organized in, operating in, or a resident of and have a bank account in the United States or one of the countries on our Countries of Service list. For a list of accepted currencies, please see our Currencies of Service list. You represent and warrant that you are acting as a principal and have legal title to all funds used in connection with the transactions you authorize, and that any transaction is being undertaken in accordance with applicable law.

2.2.    Business Accounts. We recommend business accounts for people, organizations and entities that use borderless to receive payments for the sale of goods or services. Business accounts may be subject to Fees that differ from the Fees that apply to personal accounts and quick checkout accounts (also referred to as one-time checkout). You may use the borderless business account Services only to receive or make payments for goods and services. To register for a borderless business account, you or the person or persons registering for a borderless account (your “Representative”) must provide us with your business and/or trade name, business address, email address, phone number, tax identification number, business website or URL, the nature of your business activities, valid bank account information or other payment method,  and certain other information about you that we require. You consent to us accessing your personal and/or business credit report from a credit reporting agency at account opening and whenever we reasonably believe there may be an increased level of risk associated with your borderless account. We may also collect personal information (including full-name, birthdate, and government-issued identification number) about you, your beneficial owners, principals, and your Representatives. You agree to provide us with accurate and verifiable information about you and your business. Federal law requires that we verify some of your information. Until you have submitted, and we have reviewed and approved all required information, your borderless account will be available to you on a preliminary, restricted basis only, and we may close, suspend, or limit access to your borderless account and/or the Services in the event that we are unable to obtain or verify your information for any reason. You must provide accurate and complete information in response to our questions, and keep that information current. You confirm you are authorized to conduct business by the jurisdiction in which you operate and that you and your Representative are an authorized signatory for the business you represent.

    1. (a)    Refund Policy and Privacy Policy. You must publish a return policy and a privacy policy on your website.
    2. (b)    No Surcharges. You agree that you will not impose a surcharge or any other fee for accepting borderless as a payment method. You may charge a handling fee in connection with the sale of goods or services as long as the handling fee does not operate as a surcharge and is not higher than the handling fee you charge for non-borderless transactions.
    3. (c)    Presentation of borderless. You agree to provide equal treatment to borderless vis-à-vis other payment methods or marks you offer at your points of sale (including websites or mobile applications). This includes at least equal or substantially similar: (i) logo placement; (ii) position within any point of sale; and (iii) treatment in terms of payment flow, terms, conditions, restrictions, or fees, in each case as compared to other marks and payment methods at your points of sale.
      In representations to your customers or in public communications, you agree not to mischaracterize borderless or exhibit a preference for other payment methods over borderless. Within all of your points of sale, you agree not to try to dissuade or inhibit your customers from using borderless or encourage the customer to use an alternate payment method. If you enable your customers to pay you with borderless, whenever you display or exhibit the payment methods that you accept (either within any point of sale or in your marketing materials, advertising and other customer communications) you agree to display the borderless payment marks at least as prominently, and in at least as positive a manner, as you do for all other payment methods.
    4. (d)    Business Representative. You and your Representative individually affirm to us that you and your Representative are authorized to provide the information described in these Terms on your behalf and to bind you to these Terms. We may require you or your Representative to provide additional information or documentation demonstrating you or your Representative’s authority. Neither you nor your Representative may register or attempt to register for a borderless account on behalf of a user previously terminated from the use of our Services without our express written consent. If you are a sole proprietor, you and your Representative also affirm that you and your Representative are each personally responsible and liable for your use of our Services and your obligations under these Terms.

2.3.    Personal Accounts. We recommend personal accounts for people who need to make purchases.  You may use the borderless personal account Services only to make payments for goods and services. To register for a personal borderless account, you must provide your personal information including your name, address, birthdate, phone number, valid bank account information or other valid payment method, government issued ID and certain other information that we require. You consent to us accessing your bank account transaction or other payment methods and balance history, and personal credit report from a credit reporting agency at account opening and whenever we reasonably believe there may be an increased level of risk associated with your borderless account. You agree to provide us with accurate and verifiable information. Federal law requires that we verify some of your information. Until you have submitted, and we have reviewed and approved all required information, your borderless account will be available to you on a preliminary, restricted basis only, and we may close, suspend, or limit access to your borderless account and/or the Services in the event that we are unable to obtain or verify your information for any reason. You must provide accurate and complete information in response to our questions, and keep that information current.

  1. (a)    Joint Account. Where more than one natural person enters into this Agreement with us, each natural person is jointly and severally responsible for the performance of all obligations under this Agreement and any payment. Each natural person is liable to us in the event of failure to perform any of the terms of this Agreement.
  2. (b)    Buying Goods or Services. You can buy something from a seller who accepts borderless, in any currency that the seller accepts and that borderless supports, using any Payment Method (as defined in section 3 of this Agreement) linked to your borderless account. This includes, for example: (i) buying something at an online retailer’s website and selecting borderless as your payment method at checkout; or (ii) sending money to a seller for goods or services. We supply our services to you for domestic and private use. If you use our services for any commercial or business purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity in each case whether direct or indirect.
  3. (c)    Not a U.S. Person. If you are not a U.S. person as defined under applicable U.S. laws and regulations, you agree to promptly notify borderless if you become a U.S. person. borderless and its representatives are not liable to you for any regulatory reporting obligations that are not known to borderless or its representatives.

2.4.    Quick Checkout. You may use the borderless quick checkout account Services only to make limited payments for goods & services in the United States and Canada. To register for a quick checkout account, you must provide your personal information including your name, address, birthdate, valid bank account information, and certain other information that we require. You consent to us accessing your bank account transaction and balance history, and personal credit report from a credit reporting agency at account opening and whenever we reasonably believe there may be an increased level of risk associated with your borderless account. You agree to provide us with accurate and verifiable information. Federal law requires that we verify some of your information. Until you have submitted, and we have reviewed and approved all required information, your borderless account will be available to you on a preliminary, restricted basis only. We may close, suspend, or limit access to your borderless account and/or the Services in the event that we are unable to obtain or verify your information for any reason. You must provide accurate and complete information in response to our questions, and keep that information current. With a quick checkout account you will not have access to a borderless dashboard; you may make any and all changes and inquiries by contacting borderless. You will be required to register for a borderless personal account as your use of the Services increases.
(a) Joint Account. Where more than one natural person enters into this Agreement with us, each natural person is jointly and severally responsible for the performance of all obligations under this Agreement and any payment. Each natural person is liable to us in the event of failure to perform any of the terms of this Agreement.
(b) Buying Goods or Services. You can buy something from a seller who accepts borderless, in any currency that the seller accepts and that borderless supports, using any Payment Method (as defined in section 3 of this Agreement) linked to your borderless account. This includes, for example: (i) buying something at an online retailer’s website and selecting borderless as your payment method at checkout; or (ii) sending money to a seller for goods or services. We supply our services to you for domestic and private use. If you use our services for any commercial or business purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity in each case whether direct or indirect.
(c) Not a U.S. Person. If you are not a U.S. person as defined under applicable U.S. laws and regulations, you agree to promptly notify borderless if you become a U.S. person. borderless and its representatives are not liable to you for any regulatory reporting obligations that are not known to borderless or its representatives.

2.5.    Converting Accounts. You can convert your quick checkout account to a personal account at any time. To convert a quick checkout account to a personal account, you may register for a borderless personal account using the same information provided on your quick checkout account. If the information is unable to be verified or deemed to be inaccurate for any reason, all of your accounts may be suspended. You cannot convert a business account to a personal account or vice versa. To change your account type, please close your account and open a new one or contact support.

2.6.    Identity Authentication. You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate your identity, your information, the identity of your company and your company’s information. This may include asking you for further information, requiring you to provide a taxpayer identification number, and other information that will allow us to reasonably identify you, take steps to confirm the ownership of your email address or valid bank account, ordering a credit report, or verifying your information against third party databases or through other sources. We may also ask to see your driver’s license or other identifying documents at any time. borderless reserves the right to close, suspend, or limit access to your borderless account and/or our Services in the event we are unable to obtain or verify this information for any reason.

2.7.    Continuing Validation. At any time during your use of our Services, we may require additional information from you to verify beneficial ownership or control of your business or Payment Method(s), validate information you provided, verify you or your Representative’s identity, and assess the risk associated with your business and your borderless account. This additional information may include, but is not limited to, business invoices, copies of government-issued identification, incorporation documents, business licenses, copies of bank statements, wallet statements or other information related to you, your business, your Representative(s), your business’s beneficial owners or principals. Your failure to provide this information for whatever reason may result in suspension or termination of your borderless account, or a hold placed on any transactions.

2.8.    Changes to Your Information. You agree to keep the information in your borderless account current. You must promptly update your borderless account with any changes affecting you, the nature of your business, the nature of your payment activities, your Representative(s), beneficial owners, principals, or any other pertinent information. In the event that you close the deposit account used for electronic funds debits, you shall provide borderless with immediate written notice. We may suspend or terminate your borderless account or place a hold on your transaction if you fail to keep this information current, accurate and complete.

2.9.    borderless Account Activity. You may view your borderless account activity at any time by logging into your borderless dashboard or reviewing the Confirmations provided to you. You are fully responsible for all activity that occurs under your borderless account, including any actions taken by a Representative or other persons to whom you have granted access to your borderless account. You have the right to receive an account statement showing your borderless account activity. You may view your borderless account statement by logging into your borderless account or by requesting an account statement from borderless. 

2.10.    borderless Account Suspension, Limitation or Termination. You can deactivate your account in your account profile or by contacting borderless. When you deactivate your borderless account, we will cancel any scheduled or incomplete transactions. You will still be liable for all obligations related to your borderless account, even after the borderless account is closed. We may suspend, limit or terminate your borderless account and access to our Services without notice at any time, for any reason whatsoever. Any termination of these Terms does not relieve you of obligations to pay Fees (as defined in section 3 of this Agreement) or costs accrued prior to the termination and any other amounts owed to us as provided in these Terms. We will not be liable to you for any losses that you incur in connection with our closure or suspension of your account.

In certain cases, you may not close your borderless account, including: (i) to evade an investigation; or (ii) if you have a pending transaction or an open dispute or claim.

2.11.    Dormant Accounts. If you do not log in or use your borderless account for one (1) year or more, borderless may deactivate your borderless account.

2.12.    Security. You are at all times solely responsible for the confidentiality and security of your borderless account. You agree and acknowledges that: (i) there are inherent risks of using online financial services such as your borderless account; (ii) you will make reasonable efforts to, (a) take appropriate security measures to protect your devices and computer systems, (b) protect your username, password, personal details and other confidential data, (c) use unique usernames and passwords for different websites, applications or services and you agree and acknowledge that your username and password should not be based on common or typical passwords or password routines, and / or personal information, and (d) implement security protocols and policies, and install or acquire security products and protections including up‐to‐date anti‐virus, anti‐spyware, firewall software and operating systems on devices and computers, removal of file and print sharing options, regular and frequent back-up of critical data, encryption technology, terminating online sessions when complete, clearance of browser cache after each log in, prohibition of software and programs of unknown origin, prohibition on using websites that have not been reviewed for security and veracity, and prohibition of use of a computer or device which is not owned or authorized for use by the user or which is on a public network to access our Services; (iii) we may modify, or discontinue, our secure Internet or cloud-based electronic system, which allows users to access our Services through an interface or protocol or application program interface, including any proprietary borderless application program interface product and service related to such proprietary application program interface at any time or change its domain, without prior notice and without your consent; and (iv) we shall not be liable in any circumstance to you for any losses or unrealized profits resulting from the unavailability or suboptimal functioning of our Services.

3.0. Sending and Receiving Payments

3.1.    Payment Purpose. You warrant and represent that your use of our Services is solely to receive and make payments as permitted under these Terms.

3.2.    Linking a Bank Account, Wallet, Card & Funding Balance. You can link or unlink a valid bank account, third party wallet, card or other payment methods to your borderless account or use your funding balance of your borderless account as a (“Payment Method”). You must keep at least one (1) valid Payment Method linked to your account at all times. Please keep your valid Payment Methods information current. If this information changes, we may update it as directed by your Payment Method provider without any action on your part.

    1. (a)    Funding balance. The funding balance functionality is only available for business accounts and not personal accounts. The funding balance functionality in your business borderless account will differ depending on whether we have been able to verify the required identifying information that you provide to us.
      The required identifying information is:
      For sole proprietorships: name, physical address, date of birth and taxpayer identification number; or
      For other types of business legal entities: business name, business address, taxpayer identification number, and proof of business existence.
      If we have not verified the required identifying information, a balance in your business borderless account can only be held in your business borderless account and transferred to a linked bank account or other Payment Method. Your balance may also be used to fund payments or money owed to borderless, such as payments on your borderless account or money owed for refunds or chargebacks.
      If we have verified the required identifying information, a balance can be held in your business borderless account, transferred to a linked bank account or other Payment Method, used to make purchases or send money to others.
      If you have a business borderless account and we have verified the required identifying information that you have provided to us, you may transfer money to the balance of your business borderless account from any bank account or Payment Method linked to your business borderless account by requesting an electronic transfer from your bank account or any Payment Method. If we have not verified the required identifying information that you have provided to us, you cannot add funds to your balance in a business borderless account.
      You can withdraw balance from your business borderless account by:
      transferring it via a standard transfer to a bank account linked to your business borderless account. 
      Any balance you hold in your business account represents an unsecured claim against borderless and is not insured by the Federal Deposit Insurance Corporation (FDIC).
      We are not a bank and does not itself take deposits. You will not receive any interest on the funds held with borderless. These funds are held apart from borderless’s corporate funds, and borderless will neither use these funds for its operating expenses or any other corporate purposes nor will it voluntarily make these funds available to its creditors in the event of bankruptcy.
    2. (b)    Making a Payment. To buy a permitted good or service, per the Acceptable Use Policy, using your borderless account, you may use the Payment Methods linked to your borderless account to fund transactions you make using your borderless account. There may be times when you need to fund your funding balance in your borderless account in order to make payments to certain countries or currencies.
    3. (c)    Receiving a Payment. If you receive a payment to your borderless account, borderless delivers the funds to the Preferred Payment Method linked to your borderless account except your funding balance linked to your borderless account.
    4. (d)    Selecting a Preferred Payment Method. If you have more than one linked Payment Method, you are required to select a preferred Payment Method. You can choose any of the Payment Methods linked to your borderless account as your preferred Payment Method. You can select or change a preferred Payment Method by logging in to your borderless account or contacting borderless. If you change your preferred Payment Method, it may take up to five (5) Business Days to take effect. If you have a preferred Payment Method, it will be shown as the primary method of payment when making a purchase and the only delivery point for any received payments through your borderless account.
      There may be times when your preferred Payment Method cannot be used. Also, the availability of certain Payment Methods may be limited based on the particular seller or third party website you are using to complete the transaction.
      If you have not selected a preferred Payment Method, or your preferred Payment Method is unavailable, we may show you multiple available Payment Methods, including the Payment Method you used most often or most recently, at the time of the transaction.

3.3.    Payment Limits. We may, at our discretion, impose limits on the amount of money you can send or receive based on a risk assessment of your borderless account. For questions, please contact Customer Service at support@getborderless.com.

3.4.    Payment Review. You understand, acknowledge and agree that all transactions, wherever originated, may be processed by us or entities which may be located outside your country. As such, all transactions, wherever originated, will be processed in accordance with the laws and regulations of the jurisdiction where the transaction is being processed, including but not limited to, those laws and regulations relating to anti‐money laundering, anti‐terrorism financing and foreign asset control. We review and monitor payment transactions for risk, fraud, money laundering and terrorist financing activity. If we determine, in our sole discretion, that a transaction is high-risk, we will place a hold on the payment, provide notice to the sending and receiving parties, conduct a review, may contact you for additional information, and either clear or cancel the payment. If the payment is cleared, we will notify both parties; otherwise, we will cancel the payment and the funds will be returned to the buyer, unless we are legally required to take other actions. In order to prevent financial loss to you or to us, we may place a delay on a payment for a period of time, refuse to process a payment, or deactivate or freeze your borderless account. Freezing or deactivating can arise as a result of the account monitoring that we conduct as required by relevant laws or where the name of a sender or beneficiary of a payment matches a name on a relevant government list of  prohibited persons or where the payment is being sent to a country that has been subjected to relevant government asset control or sanctions. If this occurs, borderless and its representatives are not liable to you for any resulting losses whatsoever and you agree to indemnify borderless and its representatives to the extent that borderless and its representatives incur any losses in connection with freezing or deactivating your account. If we have reason to suspect that you are using our Services to violate local, state or federal laws, we may share information about you with law enforcement agencies, or take other actions as required by law.

3.5.    Refunded, Insufficient Funds, Invalidated, Disputed and Reversed Transactions.

(a)    Refunded Transactions. You agree that you cannot recall or reverse a payment. “Refund” means an instruction initiated by a borderless business account to return funds to a customer for an existing transaction.
When you buy a permitted good or service using borderless and the transaction is ultimately refunded, the money will be refunded to the original Payment Method you used for the transaction once the initial payment clears. If we are unable to do so, the money will be waiting for you to claim by contacting support@getborderless.com. If borderless performed a currency conversion for your transaction and a refund is issued, borderless’ transaction exchange rate (including a currency conversion spread) on the date of the refund will apply. Money will be refunded: (i) in the currency you paid; or (ii) if we are unable to refund in the currency you paid, in your primary holding currency; or (iii) if we are unable to refund in your primary holding currency, then in U.S. dollars.

You are immediately responsible to us for all Disputes, Refunds, Reversals, Returns, or Fines regardless of the reason or timing. We may decline to act upon a Refund instruction, or delay execution of the instruction, if: (i) you are the subject of Bankruptcy Proceedings; or (ii) where we otherwise believe that there is a risk that you will not meet your liabilities under these Terms (including with respect to the transaction that is the subject of the Refund instruction).

You are liable for all losses you incur when lost or stolen payment credentials or accounts are used to purchase products or services from you. borderless does not and will not insure you against losses caused by fraud under any circumstances. For example, if someone pretends to be a legitimate buyer but is a fraudster, you will be responsible for any resulting costs, including Disputes, even if you do not recover the fraudulently purchased product.

(b)    Insufficient Funds, Invalidated and Reversed Transactions. We may invalidate and reverse payments to you for any reason including if: (i) you do not fulfill the transaction as promised or you cannot provide proof of shipment or proof of delivery per our Proof of Shipment and Delivery Policy when required; (ii) third parties decide against you under their money back guarantee program (and you haven’t opted out); (iii) our investigation of a bank or other payment method reversal (sometimes known as an electronic fund transfer return) made by a buyer or the buyer’s bank or payment method finds that the transaction was fraudulent; (iv) borderless sent the payment to you in error; (v) the payment was unauthorized; (vi) the sender has insufficient funds; (vii) you received the payment for activities that violate the  Terms or any other agreement between you and borderless.
When you receive a payment, you are liable to borderless for the full amount of the payment sent to you plus any Fees if the payment is later invalidated or reversed for any reason. This means that, in addition to any other liability, you will be responsible to borderless for the amount of the payment, plus the applicable Fees if there is a reversal of the payment. You agree to allow us to recover any amounts due to us by debiting your Payment Method. If there are insufficient funds in your bank account or other payment method to cover your liability, you agree to reimburse us immediately, upon demand, through other means. You agree to reimburse us for any fees imposed on us or costs we incur as a result of the transaction. Your failure to fully pay amounts that you owe us on demand will be considered a breach of these Terms. You are liable for any of our costs associated with collection in addition to any amounts owed, including attorneys’ fees and expenses, collection agency fees, and any applicable interest. Your liability under this Section extends to any of your guarantors, successors and assigns.

(b)  Disputed Transactions. “Dispute” means an instruction initiated by a customer for the return of funds for an existing transaction (including disputes on the Automated Clearinghouse (“ACH”) network). Any Disputes or unauthorized transactions using the ACH network may result in you becoming unable to accept ACH payments. High Dispute rates (typically those exceeding 1%) may result in your inability to use our Services. Failure to timely and effectively manage Disputes with your customers may ultimately result in your inability to use our Services.

In certain circumstances, we may require you to place funds in reserve or to impose conditions on the release of funds (each a “Reserve”). We may impose a Reserve on you for any reason if we determine that the risk of loss to borderless, borderless customers, or others associated with your borderless account is higher than normal. For example, we may hold a Reserve if: (i) your or your Customers’ activities increase the risk of loss to us or to your customers, (ii) you have violated or are likely to violate this Agreement, or (iii) your borderless Account has an elevated or abnormally high number of Disputes. If we impose a Reserve, we will establish the terms of the Reserve and provide you notice of the amount, timing, and conditions upon which the funds in the Reserve will be released to you. In many cases, the Reserve amount will be the entire amount of transactions processed using the Services. We may change or condition the terms of the Reserve based on our continuous assessment and understanding of the risks associated with your borderless account. We may fund the Reserve with funds processed through your use of our Services, by debiting your Preferred Payment Method or another Payment Method associated with your borderless account, or by requesting funds directly from you.

To the extent possible, we prefer to identify the necessity for a Reserve in advance of establishing one. If you are concerned that we will impose a Reserve on you due to the nature of your business activities, please contact us before using the Services.

3.6.    Pricing. We will provide our Services to you at the rates and for the fees described in the Service Plan Table (the “Fee(s)”), and incorporated into these Terms by reference. We may offer special pricing or custom pricing for some businesses. We reserve the right to change our Fees at any time, for any reason. You agree and acknowledge that you have agreed to the relevant Fees for the Services before making or receiving a payment. All Fees payable under this Agreement are exclusive of any legally applicable value added tax or similar sales or turnover tax in any relevant jurisdiction.

  1. (a)    Currency Conversion. Some uses of your borderless account require a currency conversion. Examples of situations where a currency conversion is required include, but are not limited to: (i) purchasing goods from a seller who accepts payments only in a specific currency which you do not hold in your linked Payment Method; (ii) receiving money from a buyer in a currency that your Payment Method is not configured to accept; (iii) if you sold something and the transaction must be reversed and you do not have the correct currency configured in your Payment Method. The exchange rate (“Rate”) visible on the screen at the time of the payment submission is the Rate applicable to the transaction. Once you submit a payment, you are deemed responsible for the transaction.
  2. (b)    Refund and Reversal Currencies. All refunds and reversals will be made in the same currency as the original transaction. If your transaction must be refunded or reversed and you do not have the correct currency available in your Payment Method, a currency conversion will be performed. If borderless performed a currency conversion for your transaction and a refund or reversal is issued, the borderless transaction exchange rate (including a currency conversion spread) on the date of the refund or reversal will apply.

3.7.    Payment Processing Delays. We will use commercially reasonable efforts to process and facilitate your payment in accordance with these Terms and applicable law. When you send a payment to a receiver, the payment is treated as authorization to process your payment and complete the transaction. We are not liable for any losses resulting from a delayed payment.

3.8.    Errors Regarding Payments. It is your responsibility to review all payment transactions initiated through our Services. Your payment transaction information is maintained in your borderless account and included in the Confirmations we provide you. You may not assert any claim against us or our representatives in connection with any errors, discrepancies or irregularities if you did not exercise reasonable care in examining any such communication which reflected such errors, discrepancies or irregularities, or if you did not notify borderless in writing and in a reasonably prompt manner (for avoidance of doubt, a reasonably prompt time frame shall be considered to be within 24 hours of delivery, as defined in section 1.5) that you dispute any information contained in, or missing from, any communication. All questions about transactions made through our Services must be directed to us in writing to support@getborderless.com. Notify us as soon as you think your statement or Confirmation is incorrect or if you need more information about a transfer listed on the statement or Confirmation. We must hear from you no later than twenty-four (24) hours after we sent the FIRST Confirmation on which the problem or error appeared. Tell us: (i) your name; (ii) describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information; (iii) tell us the dollar amount of the suspected error. If you tell us orally, we may require that you send us your complaint or question in writing within one (1) Business Day. You must provide us with all information necessary for us to investigate the error, discrepancy or irregularity.

  1. (a)    Errors. An error means: (i) money is taken or placed incorrectly through our Services or when a transaction is missing, not properly identified or incorrectly recorded in your borderless account or your borderless account statement; (ii) you send a payment and we debit the incorrect amount; (iii) we make a computational or mathematical error related to your borderless account; (iv) you request additional information or clarification concerning a transfer to or from your borderless account, including a request you make to determine whether an error has occurred; (v) you inquire about the status of a pending transaction; (vi) you request documentation or other information, unless the request is for a duplicate copy for tax or other record-keeping purposes. An error is not: (i) if you give someone access to your borderless account (e.g., by giving them your login information) and they use your borderless account without your knowledge or permission (you are responsible for transactions made in this situation); (ii) invalidation and reversal of a payment as pursuant to Section 3.5. of this Agreement; (iii) routine inquiries about your borderless account; (iv) requests for duplicate documentation or other information for tax or other recordkeeping purposes.
  2. (b)    Error Resolution. We will rectify any of our processing errors that we discover. If the error results in a receiver’s receipt of less than the correct amount to which a receiver is entitled, we will credit their account for the difference. If the error results in their receipt of more than the correct amount to which a receiver is entitled, we will debit the extra funds from their account.
  3. (c)    Conclusive Evidence. For avoidance of doubt, we shall be entitled to rely on our own records of any information or data relating to you as conclusive evidence of the fact against you for all purposes save for manifest error.

3.9.    Unauthorized Transactions. An Unauthorized Transaction is a type of error that occurs when payment is sent that the sender did not authorize and that did not benefit the sender. An Unauthorized Transaction is NOT: (i) if you give someone access to your borderless account (e.g., by giving them your login credentials) and they use your borderless account without your knowledge or permission (you are solely responsible for transactions made in this situation); (ii) invalidation and reversal of payments as a result of actions described under Section 3.5. of this Agreement.

You are responsible for the security of your borderless account. To protect yourself from Unauthorized Transactions, you should regularly review the account activity to ensure that there has not been an Unauthorized Transaction or other error. A Confirmation may also be provided for each transaction. You should also review these transaction Confirmations to ensure that each transaction was authorized and is accurate.
If you believe your borderless login information has been lost or stolen, write to support@getborderless.com. Contact us IMMEDIATELY if you believe your borderless login information has been lost or stolen, or if you believe a transaction has been made without your permission using your login information. If your borderless account statement shows transactions that you did not make, including those made with your borderless login information or by other means, tell us immediately.
When an Unauthorized Transaction occurs, we will work with you to provide information necessary for you to seek remedies that may be available to you through your financial institution and we will work with you to address the issue; however, you and your users are solely responsible for all activity on your borderless account. We will have no responsibility for any losses incurred by reason of any use, whether authorized or unauthorized. You agree to hold us harmless from any losses we may incur by reason of the use of your borderless account. Unauthorized Transactions that result from our processing error will be addressed as set forth in section 3.8. of this Agreement.

3.10.    Cancelled Transactions. Once we accept a payment, you may not cancel the payment and you are liable for all amounts owed as a result. As set out above, you may correct payment details if the Confirmation does not reflect the payment details agreed upon.

3.11    No Advice. You represent that each transaction entered into by you will be based upon your own judgment and that you are not relying on any communication of borderless or its representatives as investment advice, as a recommendation to enter into a transaction or as an assurance of expected results. You acknowledge that we are not acting as a fiduciary or advisor to you in respect of any transaction or any other Services. For the avoidance of doubt, you will obtain any necessary independent legal, tax, financial and other advice in relation to any transaction and before accepting the Terms. We make no representation, warranty or guarantee as to the performance, returns, loss or risks in connection with any transaction. No representative of borderless may waive or vary any of borderless’ rights as set out in the Terms nor may they accept any liability on borderless’ behalf.

3.11.    Third Party Payment Provider. You may choose to use the Services to make payments to beneficiaries via “Third Party Payment Providers” such as PayPal. When using the Services in this manner, You acknowledge and agree that you will comply with any Terms of Service or Customer Agreement or similar contract between you and the Third Party Payment Provider. BORDERLESS shall not be held liable for any errors, Losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from the actions or omissions of any Third Party Payment Provider, and expressly disclaims any responsibility in this regard. Any fees for use of a Third Party Payment Provider to make payments to beneficiaries shall be borne by You. In addition to the fees owed to the Third Party Payment Provider, You shall also pay the Fees payable to BORDERLESS.

You to the fullest extent permitted by Applicable Laws, defend and hold harmless BORDERLESS, and its Representatives from an against any Claim brought against BORDERLESS by a Third Party and will further indemnify BORDERLESS for any Loss incurred in connection with any such Claim, to the extent such Claim is based upon or arises out of BORDERLESS relying, acting on or processing any request, Pay Out Instruction or information given by You or where applicable, a Third Party and any transaction pursuant to any of the Services.

4.0. Changes to the Service 

We will occasionally provide automatic updates to our Services and its functionality to improve your experience. These updates may not be consistent across all platforms and devices. You agree to take no action to interfere with these updates and changes to our Service. We have the right, at any time and for any reason, to change, modify, add to, discontinue or retire any aspect or feature of the Services including, but not limited to: (i) the hours of availability; (ii) equipment needed for access or use; (iii) maximum or minimum settlement amounts; (iv) the availability of our Services on any particular device or platform. We have no obligation, but will make a reasonable effort, to provide you with notice of any such changes on our website. Unless  explicitly stated otherwise, any new features, changes, or modifications that augment or enhance the Services, including any new service, are subject to the Terms.

5.0. General Provisions

5.1.    Indemnity. You must indemnify us for actions related to your borderless account and your use of our Services. Notwithstanding the foregoing or anything to the contrary in these Terms, you agree to defend, indemnify, and hold us harmless, and our respective employees, directors, agents, affiliates and our Processors (collectively, “borderless Parties”) from and against any claim, suit, demand, loss, liability, damage, action, proceeding, or expense (including reasonable attorneys’ fees) made or incurred by any third party, arising out of or relating to: (i) your breach of any provision of these Terms; (ii) your use of our Services; (iii) your obligation to pay for any Fees or other amounts owing to us, or third parties; (iv) negligence or willful misconduct by you, your employees, contractors, agents or Representatives; (v) your violation of any law or the rights of a third party; and (vi) the actions or inactions of any third party to whom you grant permission to use your borderless account, or access our websites, software, systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf, or any of our Services on your behalf.
In addition, you will indemnify, defend and hold the borderless Parties harmless from and against any and all claims, costs, losses, damages, judgments, Taxes, penalties, interest, and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to any transaction submitted by you through our Services (including the accuracy of any content or product, service, or transaction information that you provide or any claim or dispute arising out of products or services offered or sold by you).
You shall indemnify us and our representatives and hold us and our representatives harmless from and against any and all losses resulting from our non‐compliance with applicable privacy laws which are a direct consequence of your actions or omissions.

5.2.    Limitation of Liability. Our liability is limited with respect to your borderless account and your use of our Services. In no event will borderless Parties be liable for any lost profits, lost revenue, lost business opportunity, loss of data, or any indirect, punitive, incidental, special, consequential, or exemplary damages arising out of, in connection with, or relating to these Terms (however arising, including negligence), our websites, software, systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf, or our Services, including without limitation the use of, inability to use, or unavailability of our Services. Under no circumstances will any of the borderless Parties be responsible for any damage, loss or injury resulting from hacking, tampering, or other unauthorized access or use of our Services or your borderless account or the data contained therein, or your failure to use or implement security, controls or processes that are appropriate for your business or person.
In addition, borderless Parties assume no liability or responsibility for any damages or losses (including, but not limited to, personal injury or property damage, loss of money, goodwill, reputation, profits or other intangible losses, or any special, indirect, or consequential damages) of any nature whatsoever, resulting directly or indirectly from: (i) your access to or use of, or your inability to use, our websites, software, systems (including any networks or servers used to provide any of our Services) operated by us or on our behalf, or any of our Services; (ii) delays, interruptions, cessations of transmission to or from our Services, or disruptions in our websites, software, systems (including any networks or servers used to provide any of our Services) operated by us or on our behalf, or any of our Services; (iii) any misuse of our Services or data; (iv) any software bugs, viruses, or other harmful or malicious code and software that may be transmitted or obtained through or by accessing our websites, software, systems (including any networks or servers used to provide any of our Services) operated by us or on our behalf, or any website or service linked to our websites or software, or any of our Services; (v) any errors, glitches, bugs, inaccuracies, or omissions in our websites, software, systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf, data, any of our Services or the information and graphics obtained from them; (vi) the content, actions, inactions, defamatory, offensive or illegal conduct of any third party; (vii) a suspension or other action taken with respect to your borderless account; or (viii) your need to modify your practices, content or behavior, or your loss of or inability to do business, as a result of the changes to this Agreement or our policies.
Without limiting anything to the contrary, the borderless Parties’ cumulative liability to you is limited to direct damages and in all events will not exceed five hundred USD ($500 USD).
Both Parties agree that this limitation represents a reasonable allocation of risk, without which we would not have entered into this Agreement. This limitation of liability section applies regardless of the legal theory that the claim is based on, including, without limitation, contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if we have been advised of the possibility of such damage. The foregoing will apply to the fullest extent permitted by law.

5.3.    No Warranty; Disclaimer. OUR SERVICES ARE PROVIDED “AS-IS” AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. BORDERLESS, OUR AFFILIATES, AND THE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES AND SUPPLIERS OF BORDERLESS, OR OUR AFFILIATES, SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. We do not have any control over the products or services that are purchased through our Services, and we cannot ensure that a payment sender or receiver you are dealing with will actually complete the transaction or is authorized to do so. We do not guarantee continuous, uninterrupted or secure access to any part of our Service, and operation of our websites, software, or systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf may be interfered with by numerous factors outside of our control. We will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, wallet, cards or other methods are processed in a timely manner but we make no representations or warranties regarding the amount of time needed to complete processing because our Services are dependent upon many factors outside of our control, such as delays in the banking system or payment method system, of the U.S. or international mail service. Certain Services may not be available to you based on residency, geographic location or other eligibility criteria. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimers may not apply to you.

5.4.    Release of borderless. If you have a dispute with any other borderless account holder, you release borderless and our affiliates from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise, for example, California Civil Code § 1542) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

5.5.    Entire Agreement, Severability.

  1. (a)    Entire Agreement. These Terms and all policies and procedures that are incorporated by reference constitute the entire agreement between you and us for the provision and use of our Services. Except where expressly stated otherwise in writing executed between you and us, these Terms will prevail over any conflicting policy or agreement for the provision or use of our Services. These Terms set forth your exclusive remedies with respect to our Services. If any provision or portion of these Terms is held to be invalid or unenforceable under law, then it will be reformed and interpreted to accomplish the objectives of such provision to the greatest extent possible, and all remaining provisions will continue in full force and effect.
  2. (b)    Severability. In the event that any provision contained herein shall for any reason be held invalid, illegal, or unenforceable in any respect by a court of competent jurisdiction, to such extent such provision shall be deemed null and void and severed from these Terms, the remainder hereof shall remain in full force and effect and enforceable.

5.6.    No Waiver. Our failure to act with respect to a breach of any of your obligations under this Agreement by you or others does not waive our right to act with respect to any subsequent breach of the same or any other provision, or similar breaches, nor shall a delay or omission to avail ourselves of any right, power or privilege that we have or may have hereunder operate as a waiver of any right, power or privilege.

5.7.    Applicable Law. You agree that, except to the extent inconsistent with or preempted by federal law and except as otherwise stated in these Terms, the laws of the State of Kentucky, without regard to principles of conflict of laws, will govern these Terms and any claim or dispute that has arisen or may arise between you and us.

5.8.    Disputes with borderless. In the event that you have a dispute with borderless, the relevant provisions (including arbitration requirements) of these Terms shall govern the dispute.

5.9.    Assignment. You may not transfer or assign any rights or obligations you have under these Terms without the prior written consent of borderless. Any purported transfer or assignment in violation of the foregoing will be invalid. We reserve the right to transfer or assign these Terms or any right or obligation under these Terms at any time. These Terms shall inure to the benefit of all permitted successors and assigns.

5.10.    Business Days. References in this Agreement to “Business Day(s)” mean(s) a day on which commercial banks are open for ordinary banking business in both the jurisdiction in which a payment is initiated and the one in which such a payment is executed. For example, in the U.S., this means Monday through Friday, excluding holidays when our offices are not considered open for business. U.S. Holidays include New Year’s Day (January 1), Martin Luther King Jr’s Birthday (the third Monday in January), George Washington’s Birthday (the third Monday in February), Memorial Day (the last Monday in May), Independence Day (July 4), Labor Day (the first Monday in September), Columbus Day (the second Monday in October), Veterans Day (November 11), Thanksgiving Day (the fourth Thursday in November), Black Friday (the fourth Friday in November), and Christmas Day (December 25). If a holiday falls on a Saturday, borderless observes the holiday on the prior Friday. If the holiday falls on a Sunday, borderless observes the holiday on the following Monday.

5.11.    Consumer Fraud Warning. We are always looking for ways to help keep you even more secure. Stay alert and vigilant for some of these common scams: (i) spoofing – a scammer sends forged or faked electronic documents or emails falsely claiming to be borderless or coming from borderless but asks you to send money outside your borderless account; (ii) lottery or prize – a scammer informs you that you’ve won a lottery or prize and must send money in order to claim it; (iii) debt collection – a scammer impersonates a debt collector and induces you to send money using threats or intimidation; (iv) employment related – a scammer instructs you to send money in connection with a fraudulent offer of employment.
Always use common sense. If something sounds too good to be true, it probably is. Only send money for yourself and not for others. Please let us know immediately if you believe someone is trying to scam or defraud you by writing us at support@getborderless.com.

5.12.    Privacy. Protecting your privacy is very important to us. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your information. You acknowledge that, by using our Services, you may process information which is considered as being personal data and/or personal data information that is considered sensitive under the laws applicable to you. You acknowledge that you shall be solely and exclusively responsible to take all the necessary measures on your website/app and for obtaining any consent that you are legally obliged to obtain from your users/customers.
By accepting the Terms contained within this Agreement, including its annexes, you acknowledge represent and warrant that you shall comply with all applicable laws, including but not limited to data protection and privacy laws, and that you shall indemnify borderless and its affiliates against any third party claims related to violation of such applicable laws in the use of the Service.
We shall not be held responsible or liable for your failure to provide a legally adequate privacy policy that discloses your use of our Services. Failure to implement a privacy policy compliant with applicable data protection laws on your website/app might result in the termination of your account.

5.13.    Your Use of Information; Data Protection Laws. If you receive information about another borderless user or their borderless account that you receive directly or indirectly from a borderless user in connection with the Services, or from us by any other means (collectively, “User Information”),  you must keep the User Information confidential and only use it in connection with our Services. You may not disclose or distribute any User Information or any other information about borderless users to a third party or use the User Information for marketing purposes unless you receive that user’s express consent to do so. You may not send unsolicited emails to a borderless user or use our Services to collect payments for sending, or assist in sending, unsolicited emails to third parties. To the extent that you (as a seller) process any User Information or personal data about a borderless user pursuant to these Terms, you agree to comply with the requirements of any applicable data protection laws. You have your own, independently determined privacy policy, notices and procedures for any such User Information or personal data that you hold as a data controller, including a record of your activities related to the processing of User Information or personal data under these Terms.
The data protection laws that may apply include any associated regulations, regulatory requirements and codes of practice applicable to the provision of our Services described in these Terms. If you process personal data from Europe pursuant to this Agreement, you must comply with the EU Directive 95/46/EC or the General Data Protection Regulation (EU) 2016/679 (GDPR).
In complying with all such laws, you will: (i) implement and maintain all appropriate security measures for the processing of User Information or personal data; (ii) not knowingly do anything or permit anything to be done which might lead to a breach of any data protection laws by borderless.

5.14.    Force Majeure. Neither we, nor our representatives, will be liable for: (i) any direct, indirect, special, incidental or consequential damages (including but not limited to loss of profits or expenses); (ii) delays in processing; or (iii) other nonperformance caused by telecommunications, utility failures, or equipment failures, electronic failures, mechanical failure, legal process, labor strike, riots, other civil disturbances, wars, government acts, acts of terrorism, cyber crimes, non-performance of our vendors, suppliers or Processors, fires or acts of nature, or any other event over which we have no reasonable control. Nothing in this section will affect or excuse your liabilities or your obligation to pay Fees, reversals, or returns under this Agreement.

5.15.    Taxes. Our fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). You are responsible for determining any and all Taxes assessed, incurred, or required to be collected, paid, or withheld for any reason for your use of our Services. You also are solely responsible for assessing, collecting, withholding, reporting, and remitting the correct Taxes to the appropriate authority. We are not obligated to, nor will we determine whether any Taxes apply to your transaction, or calculate, collect, report or remit any Taxes arising from any transaction. We specifically disclaim any liability for Taxes.
You acknowledge and agree that we are required to report certain transactions to certain regulators under any applicable laws, rules, regulations, instruments, orders or directives and any requirements of a regulatory or supervisory organization that mandate reporting and/or retention of transaction and similar information. You acknowledge that we may make certain reports to tax authorities regarding transactions that we process.

5.16.    Transaction Processing. You understand, acknowledge and agree that all transactions, wherever originated, may be processed by a Processor, which may be located outside of your country. All transactions, wherever originated, will be processed in accordance with the laws and regulations of the jurisdiction where the transaction is being processed,  including but not limited to, those laws and regulations relating to anti‐money laundering, anti‐terrorism financing and foreign asset control.

5.17.    Court Orders, Regulatory Requirements or Other Legal Processes. If we are notified of a court order or other legal process (including garnishment or any equivalent process) affecting you, or if we otherwise believe we are required to do so in order to comply with applicable law or regulatory requirements, we may be required to take certain actions, including placing a limitation on your borderless account. We will decide, in our sole discretion, which action is required of us. We do not have an obligation to contest or appeal any court order or legal process involving you or your borderless account or our Services. When we implement a limitation as a result of a court order, applicable law, regulatory requirement or other legal process, the limitation may remain in place longer than one-hundred and eighty (180) days.

5.18.    Insolvency. If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, we will be entitled to recover all reasonable costs or expenses (including reasonable attorneys’ fees and expenses) incurred in connection with the enforcement of these Terms.

5.19.    Independent Contractor. Our relationship with you under these Terms is as a payment service provider and we are an independent contractor for all purposes. We are not your agent or trustee. Except as otherwise provided herein, neither we nor you have any right or authority to assume any obligations, or to make any representations or warranties, whether express or implied, on each other’s behalf, or to bind each other in any matter.

5.20.    Confidentiality.
(a) Confidential Information Defined. Confidential Information means all information that we provide to you under these Terms, including but not limited to: (i) User Information or personal data of a borderless user; (ii) all information you access or receive through the Services; (iii) all developer tools, access IDs, and passwords; (iv) the terms of this Agreement; (v) the integration requirements; (vi) information relating to our systems, technology, processes, and financial information; (vii) information relating to security all information which if disclosed in a tangible form is marked using a legend such as “Confidential” or “Proprietary;” (v) all information which if disclosed orally or visually is declared to be confidential; and (vi) any other information that by its very nature or context of disclosure, you understand or would reasonably be expected to understand, as our confidential information, regardless of whether marked “Confidential.”
(b) Confidentiality Obligations. You must maintain our Confidential Information in strict confidence and must not disclose such Confidential Information to any third party nor use the Confidential Information for any purpose other than as necessary and required to perform your obligations under this Agreement. In the event that Confidential Information is required to be disclosed by a court, government agency, law enforcement agency, regulatory requirement or similar disclosure requirement, you shall immediately notify borderless and use reasonable efforts to obtain confidential treatment or a protection order of any disclosed Confidential Information. Upon termination or expiration of this Agreement, you shall immediately return to borderless all manifestations of the Confidential Information or shall destroy such Confidential Information as we may designate. Your obligation to maintain the confidentiality of information disclosed hereunder shall survive the expiration or termination of this Agreement.
(c) Protection of Confidential Information. You acknowledge that monetary damages may not be sufficient remedy for unauthorized use or disclosure of Confidential Information and that we will be entitled to (without waiving any other rights or remedies) injunctive or equitable relief as may be deemed proper by a court of competent jurisdiction, without obligation to post any bond.

5.21.    Term, Termination, Suspension. We may, in our sole discretion, suspend or terminate this Agreement, access to or use of our websites, software, systems (including any networks and servers used to provide any of our Services) operated by us or on our behalf or some or all of our Services for any reason and at any time upon the occurrence of a Termination Event without further notice to you or in all other circumstances with notice to you. A Termination Event means: if you (i) fail to deliver good funds for a transaction, or communicate to us an intent not to provide us with the foregoing in relation to any payment; (ii) dispute the validity or existence of a payment; (iii) default, or communicate your intent to default, on any of your obligations described in this Agreement including any of the representations or warranties set out in this Agreement or elsewhere; (iv) are or are reasonably likely in our sole opinion to become insolvent or otherwise unable to pay your debts as they become due, or are subject to any proceeding, whether voluntary or involuntary, for bankruptcy, liquidation, administration or relief from creditors (collectively, “Insolvent”); (v) cease or threaten to cease to carry on business or sell all, or substantially all of the assets of your business; (vi) receive notice of, or become subject to a regulatory or enforcement action or investigation which, in our reasonable judgment, will materially impair the terms of this Agreement, the expected economic value of this Agreement, or our business reputation; (vii) breaches this Agreement or any terms of a transaction; (viii) make or receive a payment that we reasonably deem to represent a regulatory, compliance or business risk; or (ix) are, or are suspected of, regulatory non‐compliance or breach of any laws or regulations.

5.22.    Survival. The following shall survive the termination of these Terms: (i) all liabilities accrued under these Terms prior to the effective date of termination; (ii) all provisions that give rise to a Party’s ongoing obligation; (iii) all provisions of Sections 1.2, 1.3, 2.7, 2.12, 3.5, and 5.1 through 5.27 of these Terms; and (iv) any other terms which by their nature should survive.

5.23.    Your Representations and Warranties. You represent, warrant and covenant that: (i) all statements contained in this Agreement, and any other information contained in the documentation submitted in support of this Agreement, are true and correct and that you will notify borderless immediately if any of such information is no longer true; (ii) you are responsible for ensuring the accuracy and completeness of instructions in respect of each and every transaction; (iii) you have initiated each payment solely based on your analysis and / or third party advice and have not received or relied upon any advice from borderless with respect to the suitability or appropriateness of such payment; (iv) you will maintain security systems, procedures and controls to prevent and detect: (a) the theft of funds, (b) forged, fraudulent and unauthorized instructions and electronic transfer of funds by anyone who is unauthorized, (c) losses due to fraud or unauthorized access to the service by anyone who is not authorized; (v) you will make your own arrangements to provide the equipment and software you need to meet your desired levels of service, security and reliability (equipment includes computer systems and telecommunication devices; all equipment and software must meet our requirements and specifications for the Service; all purchase, installation and maintenance costs will be at your sole expense; we may, if we so choose, specify security procedures for a Service, which you are required to follow); (vi) you will keep any keys, access codes, security devices and verification procedures safe and confidential, and change them at least as often as the Service materials specify (we may establish a routine to verify the source and  authenticity of payment instructions you provide and may verify an instruction before acting on it; we may act on instructions that contain the verification routine without checking authority).

If you are located in a jurisdiction with privacy and data protection laws (e.g., the European Economic Area (EEA) or California) or have any visitors from such jurisdictions, you represent and warrant that you will use the Service in accordance with the GDPR, including that: (i) you will clearly describe in writing how you plan on using any data processed, including for your use of our Services; (ii) you have complied, and will comply, with all regulations, as well as data protection, electronic communication, and privacy laws that apply; (iii) you have processed all data relating to any individual in compliance with all data protection laws and regulations; and (iv) you agree to indemnify and hold us harmless from any losses, including attorney fees, that result from your breach of any part of these warranties.

  1. (a)    Limitation on Services. You represent that the Services are being used for personal, business or commercial purposes only and in the course of effecting genuine transactions and not for the purpose of speculation and/or investment. You further represent, warrant and confirm that all payments will be made pursuant to and in accordance with these Terms. You agree not to use our Services to make payments for any illegal purpose. In addition, you certify that you will not use our Services to make any payments relating to online gambling, pornography, firearms and other purposes, as outlined in our Acceptable Use Policy. You acknowledge that any payment accepted by us will be binding upon and enforceable against you and does not violate the terms of any other agreement to which you are bound.
  2. (b)    Your Funds. You represent and warrant that you are acting as a principal and have legal title to all funds used in connection with the payments, and that any payment is being undertaken in accordance with applicable law.
  3. (c)    Compliance with Laws. You represent and warrant that you will comply (and will cause your employees, agents, and representatives to comply) with all applicable laws to you, your business and your use of our Services. Use of our Services is subject to all applicable laws and regulations regarding the prevention of terrorist financing and anti-money laundering. You agree and acknowledge that your use of our Services will comply with such laws and regulations, including, without limitation, the sanctions programs administered by the Office of Foreign Assets Control of the United States Department of the Treasury.

5.24.    Dispute Resolution and Arbitration.
(a) Generally. In the interest of resolving disputes between you and borderless in the most expedient and cost-effective manner, you agree and understand that every controversy, claim, or dispute arising out of, or in connection with, these Terms or the performance, validity or enforceability of it, or the breach thereof, that is not resolved through normal internal discussion, will be resolved solely and exclusively by binding arbitration held in Louisville, Kentucky, and conducted in English. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, regardless of whether a claim arises during or after the termination of these Terms. You expressly agree that any dispute about the scope of this Agreement to arbitrate and/or the arbitrability of any particular dispute shall be resolved in arbitration in accordance with these Terms. In the event that you threaten to litigate a dispute in court, we may institute arbitration to enjoin you from filing a complaint or petition in court. You expressly agree that an arbitrator may issue all appropriate declaratory and injunctive relief necessary to ensure the arbitration of disputes. You agree to keep any arbitration strictly confidential. You agree that all such controversies, claims, or disputes shall be settled in this manner in lieu of any action at law or equity. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THIS AGREEMENT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. You understand and agree that this Agreement restricts you from seeking emergency relief from any court, including without limitation temporary restraining orders and/or preliminary injunctions, and you agree that, to the extent you breach this Agreement by seeking such relief from a court, you shall be responsible for paying our attorneys’ fees in opposing such relief, and the arbitrator shall render an award of such attorneys’ fees at the earliest possible time after such fees are incurred. You agree and understand that this section shall be grounds for dismissal of any court action commenced by you with respect to a dispute arising out of any such matters contained herein. A printed version of these Terms shall be admissible in judicial or administrative proceedings.
(b) Exceptions. Notwithstanding the foregoing obligation to settle disputes through arbitration, nothing in these Terms shall be deemed to waive, preclude, or otherwise limit the right of either Party to: (i) bring an individual action in small claims court in the United States; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law; or (iv) file suit in a court of law to address an intellectual property infringement claim. You agree that this section shall not prevent us or our Processors from seeking payment for unsettled Fees, whether through the use of a collection agency duly registered in the relevant province or territory, or by other means. You agree that you or we may, without inconsistency with this arbitration provision, apply to any court for an order enforcing the arbitral award. You irrevocably and unconditionally agree to waive any objection that you may now or hereafter have to the laying of venue of any action or proceeding relating to enforcement of the arbitral award in federal or state courts located in the State of Kentucky.
(c) Arbitrator. You agree that any such arbitration between you and borderless shall be conducted in accordance with the then prevailing Centre for Effective Dispute Resolution (“CEDR”) Model Mediation Procedure (the “Rules”) with the following exceptions to such Rules if in conflict: (i) any arbitration must be commenced within one (1) year after the claim or cause of action arises; (ii) the arbitration shall be conducted by one (1) neutral arbitrator; (iii) you agree that service of a demand for arbitration via Notice constitutes sufficient written notice of the demand for arbitration; (iv) arbitration may proceed in the absence of any party if that party has been given Notice of the arbitration; and (v) each side agrees to bear its own attorney’s fees, costs and expenses. You agree that we will seek to appoint a fair representation of diverse arbitrators (considering gender, ethnicity, and sexual orientation), and will request to include a fair representation of diverse candidates on rosters and lists of potential arbitrators. You agree that the arbitrator shall have the authority to order any remedies, legal or equitable, which a Party could obtain from a court of competent jurisdiction based on the claims asserted, and nothing more. The arbitrator shall not award punitive or exemplary damages to either party. During arbitration, the amount of any settlement offer made by you or borderless must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. You expressly agree to abide by all decisions and awards rendered in such proceedings and you agree that such decisions and awards rendered by the arbitrator shall be final, binding, and conclusive.
(d) Notice. To initiate the arbitration, either Party may promptly submit to the other Party a written notice of the dispute via certified U.S. Mail or by Federal Express (signature required) or, only if such other Party has not provided a current physical address, then by electronic mail (“Notice”). The borderless address for all Notice is: borderless LLC, 710 Barret Ave, Louisville, Kentucky, 40204. A copy of the Notice should be sent to CEDR. The Notice will be deemed to be received in accordance with Section 1.5 of this Agreement. The Notice must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”). The general provisions of this Agreement shall apply equally to the documents referred to in this section. The Parties will make good faith efforts to resolve the claim directly, but if the Parties do not reach an agreement to do so within thirty (30) days after the Notice is received, you or borderless may commence an arbitration proceeding.
(e) No Class Action. You agree to arbitrate solely on an individual basis, and agree and understand that this Agreement does not permit class arbitration or any claims brought as a plaintiff or class member in any class or representative arbitration proceeding. The arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative class or proceeding. In the event the prohibition on class arbitration is deemed invalid or unenforceable, then you agree and understand that the remaining portions of these arbitration provisions in this Agreement will remain in full force and effect.
(f) Enforceability. IF FOR ANY REASON THIS ARBITRATION CLAUSE BECOMES NOT APPLICABLE OR FOR ANY OTHER REASON LITIGATION PROCEEDS IN COURT THEN YOU AGREE THAT YOU AND WE: (i) TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, HEREBY IRREVOCABLY WAIVE ALL RIGHT TO TRIAL BY JURY AS TO ANY ISSUE RELATING HERETO IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR ANY OTHER MATTER INVOLVING US HERETO, AND (ii) SUBMIT TO THE EXCLUSIVE JURISDICTION AND VENUE DESCRIBED IN THESE TERMS. YOU EXPLICITLY AGREE NOT TO INSTITUTE ANY SUCH ACTION OR PROCEEDING IN ANY OTHER COURT IN ANY OTHER JURISDICTION.

5.25.    Third Parties. This Agreement is not intended to, and shall not, confer upon anyone other than the Parties and their lawful successors or assigns any legal or equitable rights, benefits, claims or remedies of any nature.

5.26. Interpretation. The section headings in this Agreement are for convenience only and have no legal or contractual effect. For purposes of this Agreement: (i) the words “include,” “includes,” and “including” will be deemed to be followed by the words “without limitation;”; (ii) the words “such as,” “for example,” “e.g.,” and any derivatives of those words will mean “by way of example” and the items that follow these words will not be deemed an exhaustive list; (iii) the word “or” is used in the inclusive sense of “and/or” and the terms “or,” “any,” and “either” are not exclusive; and (iv) the singular includes the plural and vice versa. No ambiguity will be construed against any party based on a claim that the party drafted the language.

5.27.    Contacting Us. If you have questions concerning these Terms, you may contact us at support@getborderless.com.

Appendix A: 1. Yodlee Terms of Service

A1.1    Provide Accurate Information. You agree to provide true, accurate, current and complete information about yourself and your accounts maintained at other websites and you agree to not misrepresent your identity or your account information. You agree to keep your account information up to date and accurate.

A1.2    Proprietary Rights. You are permitted to use information, data or other materials delivered to you through the Yodlee Service only on the Service. You may not copy, reproduce, distribute, or create derivative works from this information, data or other materials. Further, you agree not to reverse engineer or reverse compile any of the Yodlee Service technology, including but not limited to, any Java applets associated with the Yodlee Service .

A1.3    Content You Provide. You are licensing to borderless and Yodlee, Inc. (“Yodlee”), any data, passwords or other information (collectively, “Content”) you provide through or to the Yodlee Service. borderless and Yodlee may use, modify, display, distribute and create new material using such Content only to provide the Yodlee Service and the Service to you. By submitting Content, you automatically agree, or promise that the owner of such Content has expressly agreed that, without any particular time limit, and without the payment of any fees, borderless and Yodlee may use the Content for the purposes set out above.

A1.4    Third Party Accounts. By using the Yodlee Service, you authorize borderless and Yodlee to access third party sites designated by you, on your behalf, to retrieve information requested by you, and to register for accounts requested by you. For all purposes hereof, you hereby grant borderless and Yodlee a limited power of attorney, and you hereby appoint borderless and Yodlee as your true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for you and in your name, place and stead, in any and all capacities, to access third party Internet sites, servers or documents, retrieve information, and use your information, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person, only as required to provide you the Service. You acknowledge and agree that when borderless or Yodlee accesses and retrieves information from third party sites, borderless and Yodlee are acting as your agent, and not the agent or on behalf of the third party. You agree that third party account providers shall be entitled to rely on the foregoing authorization, agency and power of attorney granted by you. You understand and agree that the Yodlee Service is not endorsed or sponsored by any third party account providers accessible through the Yodlee Service .

A1.5    Disclaimer of Warranties. You expressly understand and agree that:
your use of the Yodlee Service and all information, products and other content (including that of third parties) included in or accessible from the Yodlee Service is at your sole risk. The Yodlee Service is provided on an “as is” and “as available” basis. borderless and Yodlee expressly disclaim all warranties of any kind as to the Yodlee Service and all information, products and other content (including that of third parties) included in or accessible from the Yodlee Service, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.

borderless and Yodlee make no warranty that: (i) the Yodlee Service will meet your requirements; (ii) the Yodlee Service will be uninterrupted, timely, secure, or error-free; (iii) the results that may be obtained from the use of the Yodlee Service will be accurate or reliable; (iv) the quality of any products, services, information, or other material purchased or obtained by you through the Yodlee Service will meet your expectations; or (v) any errors in the technology will be corrected.

Any material downloaded or otherwise obtained through the use of the Yodlee Service is done at your own discretion and risk and you are solely responsible for any damage to your computer system or loss of data that results from the download of any such material. No advice or information, whether oral or written, obtained by you from borderless or Yodlee through or from the Yodlee Service will create any warranty not expressly stated in these Terms.

A1.6     Limitation of Liability. You agree that neither borderless or Yodlee nor any of their affiliates, account providers or any of their affiliates will be liable for any harms, which lawyers and courts often call direct, indirect, incidental, special, consequential or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, even if borderless or Yodlee has been advised of the possibility of such damages, resulting from: (i) the use or the inability to use the Yodlee Service; (ii) the cost of getting substitute goods and services; (iii) any products, data, information or services purchased or obtained or messages received or transactions entered into, through or from the Yodlee Service; (iv) unauthorized access to or alteration of your transmissions or data; (v) statements or conduct of anyone on the Yodlee Service; (vi) the use, inability to use, unauthorized use, performance or non-performance of any third party account provider site, even if the provider has been advised previously of the possibility of such damages; or (vii) any other matter relating to the Yodlee Service.

A1.7    Indemnification. You agree to indemnify borderless and Yodlee and their affiliates from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of the Service, your violation of these terms, and/or your infringement of any intellectual property or other right of anyone.

A1.8    Yodlee. You agree that Yodlee is a third party beneficiary of the above provisions, with all the rights to enforce such provisions as if Yodlee were a party to this Agreement.

Appendix B:1. Processor: AFEX Terms of Service

B.1.1    United States of America.

Business Account Terms can be accessed here: Business Terms https://www.afex.com/docs/unitedstates/us_business_account_tcs.pdf

Personal Account Terms can be accessed here: Personal Terms https://www.afex.com/docs/unitedstates/us_personal_account_tcs.pdf

Appendix B:2. Processor: MoneyCorp Terms of Service

Personal And Corporate Account Terms can be accessed here:

https://getborderless.com/wp-content/uploads/2021/12/MoneyCorp-Account-Terms-Conditions.pdf

Appendix C:1. Processor: NIUM Terms of Service

Payment services are provided by Community Federal Savings Bank, to which Nium, Inc. acts as a service provider. Borderless LLC is not licensed, nor exempt to provide any payment services in the US.

Personal And Corporate Account Terms can be accessed here:

Singapore:

https://getborderless.com/wp-content/uploads/2023/04/Borderless-NIUM-SG-TCs.pdf

US:

https://getborderless.com/wp-content/uploads/2023/04/Borderless-NIUM-US-TCs.pdf

UK:
https://getborderless.com/wp-content/uploads/2023/07/NIUM-Fintech-UK-terms-and-conditions.pdf

EU:
https://getborderless.com/wp-content/uploads/2023/07/NIUM-EU-terms-and-conditions.pdf

Direct client Agreement:

https://getborderless.com/wp-content/uploads/2023/04/Direct-Services-Agreement_Borderless-client-template.pdf

Appendix D:1. Processor: Astra Terms of Service

Personal And Corporate Account Terms can be accessed here:

https://astrafi.com/terms/

borderless™ Privacy Policy

Purpose

We have developed this Privacy Policy to explain our online and offline information practices, the kinds of information we may collect, how we intend to retain, process, use, transfer and share that information, and how you can opt-out of a use or correct or change such information. This Privacy Policy applies to your Personal Data when you visit our website or use our Services, and does not apply to online websites or services that we do not own or control, including websites or services of other borderless users. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Privacy Policy, however, for your convenience we have defined some terms that we use throughout the Privacy Policy in the Definitions section.

Please contact us at dataprivacy@getborderless.com if you have questions about our privacy practices that are not addressed in this Privacy Policy.

Definitions

  1. “Cookies” means any cookies and other tracking technologies. Cookies are small data files that are stored on your hard drive or in your Device memory when you visit a website or view a message, used to collect standard internet log information and visitor behavior information. For further information, visit https://www.allaboutcookies.org/ .

  2. “Device” means any computer or mobile device.

  3. “Device Information” means any data that can be automatically collected from any Device used to access our website or Services. Such information may include, but is not limited to, your Device type, your Device’s network connections; your Device’s name; your Device’s IP address; information about your Device’s web browser and the internet connection being used to access our website or Services; Geolocation Information; information about apps downloaded to your Device; and biometric data (e.g., Touch ID / Fingerprint to verify your identity).

  4. “Geolocation Information” means information that identifies with reasonable specificity your location by using, for instance, longitude and latitude coordinates obtained through GPS, Wi-Fi, or cell site triangulation. Some Services require this information to provide a specific Service. Our Services may not function properly without this information.

  5. “Guest Transaction” means a person’s use of our Services without logging into and / or establishing a borderless™ account.

  6. “Personal Information” is any information relating to an identified or identifiable natural person.

  7. “Process” or “Processing” means any operation that we perform on Personal Information.

  8. “Technical Usage Data” means information we collect from your phone, computer or other Device that you use to access our website or Services. Technical Usage Data tells us how you use our website and Services, such as what you have searched for and viewed on our website and the way you use our Services, including, but not limited to: (i) your IP address; (ii) statistics regarding how pages are loaded or viewed; (iii) the websites you visited before coming to our website and other usage and browsing information collected through Cookies.

  9. “Web Beacons” are electronic images that may be used in our Services or emails.

Scope and Consent

This Privacy Policy is intended to meet requirements globally, including those in North America, Europe, APAC and other jurisdictions.

By applying to, signing up for or using a borderless™ account, you authorize and consent to our obtaining from, and disclosing to, third parties, from time to time, any information about you in connection with the Processing of any credit investigation, identity or account verification, fraud detection, or collection procedure, or as may otherwise be required by applicable law. This includes, where lawful, the receipt and exchange of account or credit-related information with any credit reporting agency or credit bureau.

This Privacy Policy does not apply to and we are not responsible for, third-party Cookies, Web Beacons, or other tracking technologies, which are covered by such third parties’ privacy policies. For more information, we encourage you to check the privacy policies of these third parties to learn about their privacy practices.

You accept the terms of this Privacy Policy and consent to our collection, use, disclosure and retention of your information as described in this Privacy Policy (including to contact you), and for all other purposes permitted under applicable Personal Information privacy statues, credit bureau reporting rules, anti-spam legislation, and consumer protection laws. If you do not agree with the terms of this Privacy Policy, your sole remedy is to terminate your borderless™ account and discontinue using our Services.

Collection of Personal Information

We collect Personal Information about you when you visit our website, apply or sign up for a borderless™ account, or use our Services and when you provide information as part of our identity or account verification process. Some of the information we collect is for compliance with laws and regulations, including anti-money laundering and anti-terrorist financing laws.

Information You Provide Directly to Us

We may collect information about you, including but not limited to:

  1. Registration Information. When you register to use our Services by establishing a borderless™ account, we will collect Personal Data as necessary to offer and fulfill the Services you request. Depending on the Services you choose, we may require you to provide us with information to establish a borderless™ account. This may include, but is not limited to: (i) your full name; (ii) postal address; (iii) email address; (iv) telephone number; (v) photograph; (vi) birthdate; (vii) passport; (viii) driver’s license; (ix) Social Security, Taxpayer Identification, or other government-issued number; (x) tax information, including withholding allowances and tax filing status; (xi) financial information, including bank account information; and (xii) other historical, contact, demographic and identification information. We may require you to provide us with additional Personal Data as you use our Services.

  2. Uploaded, Transaction and Sent Information. When you use our Services or access our websites, for example to make purchases from merchants or to process payments, we collect information about the transaction, as well as other information associated with the transaction such as: (i) information about the products and services you purchase or sell; (ii) information you provide about you or your authorized users, representatives, or beneficial owners; (iii) information you provide to counterparties using our Services (for example, invoice information); (iv) amount sent, received or requested; (v) amount paid for products or services; and (vi) merchant information.

  3. Participant Information. When you use our Services or access our website, we collect Personal Data you provide us about the other participants associated with the transaction. We collect Personal Data from you about the account holder such as name, postal address, telephone number, email address, and the account number of the bill you intend to pay or request to be paid.

  4. Information about your Friends and Contacts. It may be easier for us to help you transact with your friends and contacts if you provide Personal Data such as name, email address and telephone number about your friends and contacts while using our Services or if you connect your contact list information on your device with your borderless™ account. We collect your contact list or friend list information to improve your experience when you use our Services.

  5. Information to Obtain Additional Services or Assistance. If you request or participate in an optional Service or feature, or request enhanced Services or other elective functionality, we may collect additional information from you. We may collect Personal Information from you, such as (i) email address; (ii) phone number; or (iii) mailing address when you contact us to request information about our Services, register for a newsletter that we may offer, request to receive customer or technical support, or otherwise communicate with us.

  6. Public Information. Information you post in comments on our website will be visible to the public.

  7. Other Information. We may collect additional information from or about you when you communicate with us, contact our customer support teams, or respond to a survey.

Information We Collect From Your Use of Our Services

We collect information about you when you use our Services, including but not limited to:

  1. Device Information. We may collect specific information about the computer or mobile device used when you access our Services, including: (i) your hardware model; (ii) operating system and version; (iii) unique Device identifier; (iv) internet service provider; (v) mobile network information; and (vi) information about the Device’s interaction with our Services. We may also identify other software running on the Device for anti-fraud and malware-prevention purposes, but we will not collect any content from such software.

  2. Geolocation Information. Through our applications, we may collect information about the location of your Device.

  3. Technical Usage Data Information. We collect Technical Usage Data and information about how you use our Services, including your access date and time, browser type and language, and Internet Protocol (“IP”) address.

  4. Transaction Information. When you use our Services to make, accept, request, or record payments or money transfers, we may collect information about when and where the transactions occur, the names of the transacting parties, a description of the transactions, the payment or transfer amounts, billing and shipping information, and the Devices and Payment Methods used to complete the transactions.

  5. Information Collected by Cookies and Web Beacons. We use various technologies to collect information when you use our Services, including sending Cookies to your Device and using Web Beacons. Among other things, Cookies support the integrity of our registration process, retain your preferences and account settings, and help evaluate and compile aggregated statistics about user activity. For more information and to learn how to block or delete Cookies used in our Services, please see “Your Choices” section below. We may also collect information using Web Beacons. We may use Web Beacons to deliver Cookies, track the number of visits to our website, understand usage and campaign effectiveness, and determine whether an email has been opened and acted upon.

Personal Information Collected During Guest Transactions

Certain limited Services are available without being required to log in or establish a borderless™ account.

  1. Information About You if You Transact as a Guest. We will collect Personal Data, information about any funding instrument used to complete a Guest Transaction, Device Information, Technical Usage Data, and Location Information as necessary to provide the requested Guest Transactions. If you are a borderless™ account holder and choose to make a Guest Transaction, we will collect information about the transaction and may associate it with your borderless™ account. If you are not a borderless™ account holder and choose to make a Guest Transaction, we will collect and store all the information you provide and share such information in accordance with this Privacy Policy.

Personal Information We Collect from Other Sources

We may also collect information about you from third parties, including third-party verification services, credit bureaus, mailing list providers, merchants, and publicly available sources. In some circumstances, where lawful, this information may include your government-issued identification number.

  1. Third Parties. We use third parties in connection with the Services. We use Yodlee, Inc. (“Yodlee”) to gather information about you from financial institutions. By using our Services, you grant us and Yodlee the right, power, and authority to act on your behalf to access and transmit your personal and financial information from the relevant financial institution. You agree to your personal and financial information being transferred, stored, and Processed by Yodlee in accordance with the Yodlee Privacy Policy located at https://www.yodlee.com/legal/privacy-notice/ .

  2. Third Party Advertising and Analytics. We may allow third-party service providers to deliver content and advertisements in connection with our Services and to provide anonymous site metrics and other analytic services. These third parties may use Cookies, Web Beacons, and other technologies to collect information, such as your IP address, identifiers associated with your Device, the browsers you use to access our Services and website, web-pages viewed, time spent on web-pages, links clicked, and conversion information (e.g., transactions entered into). This information may be used by borderless™ and third-party service providers on behalf of borderless™ to analyze and track usage of our Services, determine the popularity of certain content, deliver advertising and content targeted to your interests, and better understand how you use our Services. The third-party service providers that we engage are bound by confidentiality obligations and other restrictions with respect to their use and collection of your information. For more information about targeted advertising specifically, please visit http://www.aboutads.info/choices .

Third-Party Websites, Social Media Platforms, and Software Development Kits

Our website may contain links to other websites that may reference or link to our website or other Services. These other domains and websites are not controlled by us, and we do not endorse or make any representations or warranties about third-party websites or social media platforms. We encourage our users to read the privacy policies of each and every website and application with which they interact. We do not endorse, screen or approve, and are not responsible for the privacy practices or content of such other websites or applications. Visiting these other websites or applications is at your own risk.

Our website and our other Services may also contain links and interactive features with various social media platforms (e.g., widgets). If you already use these platforms, their Cookies may be set on your Device when using our website or other Services. You should be aware that information which you voluntarily include and transmit online in a publicly accessible blog, chat room, social media platform, or otherwise online, or that you share in an open forum may be viewed and used by others without any restrictions. We are unable to control such uses of your information when interacting with a social media platform, and by using such services, you assume the risk that the information provided by you may be viewed and used by third parties for any number of purposes.

Use of Your Personal Information

We acquire, retain, use, and Process Personal Information about you for a variety of legitimate business interests, including to provide products, Services, or requested information.

  1. Retention of Personal Information. We retain Personal Information to fulfill our legal or regulatory obligations and for our business purposes. We may retain Personal Information for longer periods than required by law if it is in our legitimate business interests and not prohibited by law. If your borderless™ account is closed, we may take steps to mask Personal Information and other information, but we reserve our ability to retain and access the data for so long as required to comply with applicable laws. We will continue to use and disclose such Personal Information in accordance with this Privacy Policy.

    1. Processing Personal Information. We may Process your information to provide, maintain and improve our products or Services, or information, including the following:

    2. Website and Services. We may Process your Personal Information to operate our website and provide you our Services including, but not limited to: processing or recording payment transactions; authenticating your access to a borderless account; initiating a payment or paying a bill; displaying historical transaction information; accessing certain areas, functionalities and features of our Services; delivering the information and support you request; to communicate with you about your borderless™ account, our website, our Services, or borderless; create a connection between your borderless™ account and a third-party account or platform; perform creditworthiness and other financial standing checks, evaluate applications, and compare information for accuracy and verification purposes; and to keep your borderless™ account and financial information up to date.

    3. Research and Development. We may use Personal Information about you to improve, personalize and facilitate your use of our Services. We also may use Personal Information about you to perform research about how you use our Services; measure, customize, and enhance our Services, including the design, content and functionality of our applications and website; or to track and analyze trends and usage in connection with our Services.

    4. Protection and Security. We may use Personal Information to manage risk and protect our website and Services and you from fraud by verifying your identity, and helping to detect and prevent fraud and abuse of our website or Services. We may also use your Personal Information to protect our rights or property, or the security or integrity of our Services; or to investigate, detect, and prevent fraud, security breaches, and other potentially prohibited or illegal activities.

    5. Marketing. We may use Personal Information about you to deliver marketing materials about borderless™ products and Services and the products and services of unaffiliated businesses. We may also send you news and information or conduct surveys and collect feedback about our Services. We may communicate with you about products, services, contests, promotions, discounts, incentives and rewards offered by us and select partners, based on your communication preferences and applicable law. We may also Process your Personal Information to tailor certain Services or website experiences to better match our understanding of your interests.
      You can unsubscribe from our marketing email list at any time by clicking on the unsubscribe link in the emails that we send. You will then be removed from the marketing email list; however, we will still need to send you service-related emails that are necessary for the administration and use of your account. You cannot opt out of service-related emails. If you do not wish to receive service related emails, your sole remedy is to terminate your borderless™ account and discontinue using our Services

    6. Sharing Content with Your Contacts. We may use your Personal Information to connect you with people you already know. For example, you may upload contact information from an existing source and we will use that information to help make transactions easier to initiate or fulfill. We may also use your Personal Information to suggest connections between you and people you may know. These features vary by Service.

    7. Compliance. We may use your Personal Information to comply with our obligations including compliance with applicable law, regulation, legal processes, or governmental request. We may also use your Personal Information to enforce the Terms in our Terms of Use or other applicable agreements or policies; or to verify your identity (e.g., some of the government-issued identification numbers we collect are for this purpose).

    8. Personalization. We may use your Personal Information and other information collected in accordance with this Privacy Policy to provide a targeted display, feature, or offer to you on third-party websites. We may use Cookies, Web Beacons, and other tracking technologies to provide these online services and / or work with other third-parties, such as advertising or analytics companies, to provide these online services.

    9. Location-specific Functions. If you share your Geolocation Information through our Services, we may use this information to enhance the security of our website and Services and may provide you with location-based Services, such as advertising, search results, and other personalized content.

    10. Other Purposes. We may use your Personal Information to contact you to resolve disputes, collect fees, and provide assistance for problems with our Services or your borderless™ account. We may also use your Personal Information to respond to your requests, for example to contact you about a question you submitted to our customer service team; or for any other purpose disclosed to you in connection with our Services.

Sharing of Information

We may share your Personal Data or other information about you with others in a variety of ways as described in this section of the Privacy Policy. Unless described in this policy, we do not share, sell, rent, or trade any of your information with third parties for their promotional purposes. We may share Personal Information about you as follows:

  1. With our group companies and other affiliates. We may share your Personal Information with members of the borderless™ family of entities, group companies and other affiliates to, among other things, provide the Services you have requested or authorized; to manage risk; to help detect and prevent potentially illegal and fraudulent acts and other violations of our policies and agreements; and to help us manage the availability and connectivity of the borderless™ products, Services and communications; and for the purposes outlined above.

  2. With other companies that provide services to us. We may share Personal Information with third parties to provide, maintain, and improve our Services, including service providers who access information about you to perform services on our behalf (e.g., fraud prevention, identity verification, transaction processing assistance, marketing services, customer support and fee collection services).

  3. With financial institutions. We may share Personal Information with financial institutions, payment networks, payment card associations, and other entities in connection with the payment or money transfer process, as well as to keep your financial information up to date.
    We use Associated Foreign Exchange, Inc. (“AFEX”) in connection with the Services. You agree to your personal and financial information being transferred, stored, and Processed by AFEX in accordance with the AFEX Privacy Policy located at https://www.afex.com/unitedstates/privacy_policy.php .

  4. With other parties to borderless™ transactions. We may share information with other users (including merchants or their service providers) of our Services with whom you interact through your own use of our Services. For example, we may share information when you make or accept a payment using our Services. This information includes: (i) Personal Information necessary to facilitate the transaction; (ii) Personal Information to help facilitate future transactions; (iii) information to improve the borderless experience; (iv) information to help other participant(s) resolve disputes and detect and prevent fraud; and (v) aggregated data and performance analytics to help merchants better understand borderless™ users and to help merchants enhance our users’ experiences.

  5. During negotiations. We may share Personal Information about you in connection with, or during the negotiation of, any merger, sale of company stock or assets, financing, acquisition, divestiture, or dissolution of all or a portion of our businesses.

  6. With other third parties. We may share Personal Information about you with other parties for our legitimate business purposes or as permitted or required by law, including: (i) if we need to do so to comply with a law, legal process, regulation or governmental request; (ii) to law enforcement authorities or other government officials, or other third parties pursuant to a subpoena, a court order or other legal process or requirement applicable to borderless™ or our corporate family; (iii) if we believe, in our sole discretion, that the disclosure of Personal Information is necessary or appropriate to prevent physical harm or financial loss or in connection with an investigation of suspected or actual illegal activity; (iv) to protect the vital interests of a person; (v) to investigate violations of or enforce our Terms of Use or any other legal terms, applicable agreements or policies applicable to any Service; (vi) to protect our property, Services and legal rights; (vii) in connection with shipping and related services for purchases made using our Services; (viii) to help assess and manage risk and prevent fraud against us, borderless™ users, and fraud involving our website or use of our Services, including fraud that occurs at or involves our business partners, strategic ventures, or other individuals and merchants; (ix) to banking partners as required by card association rules for inclusion on their list of terminated merchants; (x) to credit reporting and collection agencies; (xi) to support our audit, compliance, and corporate governance functions; (xii) with third parties that run advertising campaigns, contests, special offers, or other events or activities in connection with our Services. We may also share aggregated information with third parties that does not specifically identify you or any individual user of our Service.

  7. With your consent. We also will share your Personal Information and other information with your consent or direction, including if you authorize an account connection with a third-party account or platform.
    In addition, we may provide aggregated statistical data to third parties, including other businesses and members of the public, about how, when, and why borderless™ users visit our website and use our Services. This data will not personally identify you or provide information about your individual use of our website or Services.

  8. Onward Transfer and Liability. We do not sell, trade, share or rent your personal information to unaffiliated third parties. Affiliated third parties may receive your data in fulfillment of our service. We maintain specific contract agreements with these companies to ensure that they use the data only for intended purposes and protect the data as we would. If this practice were to change, we would specifically provide you with the opportunity to choose to “opt in” or “opt out” of the sharing of your data. We may be required to release personal information to third parties in response to a lawful request by public authorities, including to meet national security or law enforcement requirements.

International Data Transfers

You agree that all Personal Information collected via or by borderless™ may be transferred, Processed, and stored anywhere in the world, including but not limited to, in the cloud, or on the servers of our service providers. Your Personal Information that we collect may be transferred to countries that have different data protection rules than in your country. Your Personal Information may be accessible to law enforcement or other authorities pursuant to a lawful request. By providing information to borderless, you explicitly consent to the storage of your Personal Information in these locations.

Your Choices and Rights

You have choices when it comes to the privacy practices and communications described in this Privacy Policy. You may access, change, correct, or delete Personal Information about you by logging into your borderless account, or by contacting us. We may need to verify your identity before granting access or otherwise changing, correcting, or deleting your information.

Although we will make good faith efforts upon your request to provide you with access to your information, there may be circumstances in which we are unable to provide access, including but not limited to: (i) where the information contains legal privilege; (ii) would compromise others’ privacy or legitimate rights; (iii) where the burden or expense of providing access would be disproportionate to the risks to your privacy; or (iv) where it is commercially proprietary.

If we determine that access should be restricted in any particular instance, we will provide you with an explanation of why that determination has been made and a contact point for any further inquiries.

  1. Choices Relating to Personal Information We Collect. (i) You may decline to provide Personal Information when it is requested by borderless, but certain Services or all of our Services may be unavailable to you; (ii) the Device you use to access our website or Services may collect information about you, including Geolocation Information and Technical Usage Data that borderless may then collect and use. For information about your ability to restrict the collection and use of such information, please use the settings available on the Device.

  2. Choices Relating to Our Use of Your Personal Data. (i) We work with partners and third party service providers to serve you advertising using ad-related Cookies and Web Beacons. You can opt out of third party advertising related Cookies and Web Beacons, in which case our advertising would not be targeted to you. You will continue to see our advertising on third party websites. For more information on third party advertising related Cookies and interest-based advertising, and to learn how to opt-out of these practices with companies participating in industry self-regulation, please visit http://optout.aboutads.info/?c=2&lang=EN . (ii) You may opt out of tracking and receiving tailored advertisements on your Device by some mobile advertising companies and other similar entities by downloading the App Choices app at www.aboutads.info/appchoices . (iii) If available, you may manage your preferences for finding and connecting with others from your borderless™ account.

  3. Choices Relating to Account Connections. If you authorize an account connection to a third party account or platform, you may be able to manage your connection preferences from your borderless account or the third party account or platform. Please refer to the privacy policy that governs the third party platform for more information on the choices you have.

  4. Choices Relating to Account Deactivation. You may deactivate your borderless™ account by logging into your borderless™ account. We may retain archived copies of Personal Information about you and any transactions or Services you used for a period of time that we believe is reasonably necessary to comply with applicable laws, regulations, legal processes, or governmental requests, to prevent fraud, to collect fees owed, to resolve disputes, to address problems with our Services, to assist with investigations, to enforce our Terms of Use or other policies, or to take any other actions consistent with applicable law.

  5. Choices Relating to Cookies. When you access your borderless account, our website, or use our Services, to help make your experience simpler, our web server may send a Cookie to your Device. We may use a Web Beacon to deliver such Cookies. We may collect information from you automatically through Cookies or similar technology. Certain Cookies we use last only for the duration of your web or application session and expire when you close your browser or exit the application. Other Cookies are used to remember you when you return to use our Services and, as such, will last longer.
    We use Cookies in a range of ways to improve your experience on our website including: (i) keeping you signed in; (ii) understanding how you use our Services; (iii) recognizing you on our Services and remembering that you have visited us before; (iv) remembering your previously selected preferences (including what language you prefer and the location you are in); (v) customizing elements of content of our Services for your experience; (vi) collecting anonymous statistical information about how you use the Services (including the length of your session, the content you viewed, the links you followed, and information about your browser, device, and your IP address) and the location from which you access the Services, so that we can improve the Services and learn which elements and functions of our Services are most popular with our users.

  6. We may share some limited aspects of this data with third parties for advertising purposes. We may also share online data collected through Cookies with our advertising partners. This means that when you visit another website, you may be shown advertising based on your use of our Services.
    Some of the Cookies used in our Services are set by us, and others are set by third parties who deliver services on our behalf.
    Most web and mobile Device browsers are set to automatically accept Cookies by default. However, you can change your browser settings to prevent automatic acceptance of Cookies, or to notify you each time a Cookie is set.
    You may have options available to manage your Cookies preferences. For example, your browser or internet Device may allow you to delete, disable, or block certain Cookies and other tracking technologies. You can learn more by visiting AboutCookies.org or allaboutcookies.org, which include additional useful information on Cookies and how to block Cookies on different types of browsers and mobile Devices. You may choose to enable these options, but doing so may prevent you from using many or all of the features and functions available on our website or through our Services.
    You may have an option regarding the use of Cookies and other tracking technologies when you use our Services or visit our website. For example, you may be asked if you want the Service or website to “remember” certain things about you, and we will use Cookies and other tracking technologies to fulfill this functionality.
    The online advertising industry also provides websites from which you may opt-out of receiving targeted ads from our data partners and our other advertising partners that participate in self-regulatory programs. You can access these, and also learn more about targeted advertising and consumer choice and privacy at www.networkadvertising.org/managing/opt_out.asp, or http://www.youronlinechoices.eu/ and www.aboutads.info/choices/. You can also choose not to be included in Google Analytics.
    To be clear, these Cookie-based opt-outs must be performed on each Device and browser that you wish to have opted-out. For example, if you have opted-out on your computer browser, that opt-out will not be effective on your mobile device. You must separately opt-out on each Device.
    Advertisements on third party websites that contain the AdChoices link and that link to this Privacy Policy may have been directed to you based on anonymous information collected by advertising partners over time and across websites. These advertisements provide a mechanism to opt-out of the advertising partners’ use of this information for interest-based advertising purposes.

  7. Your Choices Relating to Tracking. Do Not Track (“DNT”) is an optional browser setting that allows you to express your preferences regarding tracking across websites. We currently do not respond to DNT signals. We may continue to collect information in the manner described in this Privacy Policy from web browsers that have enabled DNT signals or similar mechanisms.

  8. Your Choices Relating to Communication. We may send you marketing content about our website, Services, products, products we offer jointly with third parties, as well as the products and services of unaffiliated third parties via various communications. You may opt out of these communications by following the instructions in the marketing communications you receive. For messages sent via push notifications, you may manage your preferences in your Device. We will process your request within a reasonable time after receipt.
    We will send communications to you that are required or necessary to send to users of our Services (such as digital receipts and messages about your account or our ongoing business relations), notifications that contain important information, and other communications that you request from us. You may not opt out of receiving this non-promotional communication.

  9. Other Rights. In some regions (like the European Economic Area), you have certain rights under applicable data protection laws. These may include the right: (i) to request access and obtain a copy of your personal information (we may charge you a small fee for this service); (ii) to request rectification for any information that is inaccurate or incomplete; (iii) erasure under certain conditions; (iv) to restrict the processing of your Personal Information under certain conditions; and (v) if applicable, to data portability under certain conditions. In certain circumstances, you may also have the right to object to the processing of your Personal Information. If you make a request, we have thirty (30) days to respond to you after receipt of notification. To make such a request, please use the contact details provided in the Contact section, below. We will consider and act upon any request in accordance with applicable data protection laws.

If we are relying on your consent to Process your Personal Information, you have the right to withdraw your consent at any time. Please note however that this will not affect the lawfulness of the Processing before its withdrawal.

Protecting Your Information

We maintain reasonable measures, including administrative, technical and physical safeguards to provide reasonable protection for your Personal Information against loss, theft, misuse, unauthorized access, disclosure, alteration, and destruction. The security measures include firewalls, data encryption, physical access controls, and information access authorization controls. We hold Personal Information about you at our own premises and with the assistance of third party services providers. We restrict access to Personal Information to those borderless™ employees, contractors, Processors and agents who need to know the information in order to transmit, store or Process it, and who are subjected to contractual confidentiality obligations consistent with this Privacy Policy, and who may be disciplined or terminated if they fail to meet these obligations. Our third party service providers store, transmit, and Process Personal Information in compliance with this Privacy Policy and other appropriate confidentiality and security measures.

While we are dedicated to securing our systems and Services, you are solely responsible for securing and maintaining the privacy of your password(s) and borderless™ account and profile registration information and verifying that the Personal Information we maintain about you is accurate and current.

We cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your Personal Information for improper purposes. If information in our possession or under our control is compromised as a result of a security breach, we will take reasonable steps to investigate the situation and, where appropriate, notify those individuals whose information may have been compromised and take other steps in accordance with applicable laws or regulations.

We are not responsible for protecting any Personal Information that we share with a third party based on an account connection that you have authorized.

Children Information

Our website and Services are not directed to children under the age of thirteen (13). We do not knowingly collect or store information, including Personal Information, from children or other individuals who are not legally able to use our website and Services. If you learn that your child has provided us with Personal Information without your consent, you may alert us at dataprivacy@getborderless.com . If we obtain actual knowledge that we have collected Personal Information from a child under the age of thirteen (13) (and in certain jurisdictions under the age of sixteen (16)), we will promptly take steps to delete such information and terminate the child’s account, unless we are legally obligated to retain such data.

California Privacy Rights

See section Privacy Notice For California Residents for supplemental information, which applies solely to users, clients, and others who reside in the State of California

Amendment

We may amend this Privacy Policy from time to time to reflect changes to our business, website or Services, or applicable laws. The revised version will be posted on our website with an updated “Last Updated” date and will be effective at the time we post it. If the revised version includes a substantial change, we will provide you with thirty (30) days prior notice by posting a notice of the change on our website. We may also provide notice of the change via email at the email address you provide, use other means, or as otherwise required by law. You may cancel your borderless account at any time. We encourage you to review this Privacy Policy whenever you use our Services to stay informed about our information practices and the choices available to you, and to contact us if you have any questions about these changes. Your continued use of our Services constitutes your acceptance of any amendment(s) to this Privacy Policy.

Indemnity

You shall indemnify us and our representatives and hold us and our representatives harmless from and against any and all losses resulting from our non‐compliance with applicable privacy laws which are a direct consequence of your actions or omissions.

Contact

Our Data Protection Office is responsible for overseeing what we do with your information and monitoring our compliance with data protection laws.

If you have any questions or concerns regarding our Privacy Policy, the data we hold on you, you would like to exercise one of your data protection rights, or if you believe our Privacy Policy or applicable laws relating to the protection of your Personal Information have not been respected, you may file a complaint with our Compliance Department and we will respond to let you know who will be handling your matter. We may request additional details from you regarding your concerns and may need to engage or consult with other parties in order to investigate and address your issue. We will keep records of your request and any resolution.

borderless™ Data Protection Officer
1229 S. Shelby Street
Louisville, KY 40203
Email: dataprivacy@getborderless.com

Privacy Notice For California Residents

Effective Date: January 1, 2020

This Privacy notice for California Residents supplements the information contained in the Privacy Policy and applies solely to users, clients, and others who reside in the State of California (“Privacy Notice For California Residents”)

borderless™ adopts this notice to comply with the California Consumer Privacy Act of 2018 (“CCPA”). Any terms defined in the CCPA have the same meaning when used in this notice.

Information borderless™ Collects

borderless™ collects information that identifies, relates to, describes, references, is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer (“personal information”). Specifically, borderless™ has collected the following categories of personal information from consumers within the last twelve (12) months:

Category

Examples

Collected

A. Identifiers.

A real name, alias, postal address, unique personal identifier, online identifier, Internet Protocol address, email address, account name, Social Security number, driver’s license number, passport number, or other similar identifiers.

YES

B. Personal information categories listed in the California Customer Records statute (Cal. Civ. Code § 1798.80(e)).

A name, signature, Social Security number, physical characteristics or description, address, telephone number, passport number, driver’s license or state identification card number, insurance policy number, education, employment, employment history, bank account number, credit card number, debit card number, or any other financial information, medical information, or health insurance information. Some personal information included in this category may overlap with other categories.

YES

C. Protected classification characteristics under California or federal law.

Age (40 years or older), race, color, ancestry, national origin, citizenship, religion or creed, marital status, medical condition, physical or mental disability, sex (including gender, gender identity, gender expression, pregnancy or childbirth and related medical conditions), sexual orientation, veteran or military status, genetic information (including familial genetic information).

YES

D. Commercial information.

Records of personal property, products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies.

YES

E. Biometric information.

Genetic, physiological, behavioral, and biological characteristics, or activity patterns used to extract a template or other identifier or identifying information, such as, fingerprints, faceprints, and voiceprints, iris or retina scans, keystroke, gait, or other physical patterns, and sleep, health, or exercise data.

NO

F. Internet or other similar network activity.

Browsing history, search history, information on a consumer’s interaction with a website, application, or advertisement.

NO

G. Geolocation data.

Physical location or movements.

YES

H. Sensory data.

Audio, electronic, visual, thermal, olfactory, or similar information.

NO

I. Professional or employment-related information.

Current or past job history or performance evaluations.

NO

J. Non-public education information (per the Family Educational Rights and Privacy Act (20 U.S.C. Section 1232g, 34 C.F.R. Part 99)).

Education records directly related to a student maintained by an educational institution or party acting on its behalf, such as grades, transcripts, class lists, student schedules, student identification codes, student financial information, or student disciplinary records.

NO

K. Inferences drawn from other personal information.

Profile reflecting a person’s preferences, characteristics, psychological trends, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes.

NO

Personal information does not include:

  • Publicly available information from government records.

  • De-identified or aggregated consumer information.

  • Information excluded from the CCPA’s scope, such as personal information covered by certain sector-specific privacy laws, including the Fair Credit Reporting Act (FRCA), the Gramm-Leach-Bliley Act (GLBA) or California Financial Information Privacy Act (FIPA).

borderless™ obtains the categories of personal information listed above from the following categories of sources:

  • Directly from its clients. For example, from documents that clients provide to borderless™ related to the Services for which they engage.

  • Indirectly from its clients. For example, through information borderless™ collects from clients in the course of providing Services to them.

  • Directly and indirectly from activity on borderless’ website, www.getborderless.com. For example, from activity through borderless’ website portal.

  • From third-parties that interact with borderless™ in connection with the Services it performs.

Use of Personal Information

borderless™ may use or disclose the personal information it collects for one or more of the following business purposes:

  • To fulfill or meet the reason for which the information is provided. For example, if you provide borderless™ with personal information in order to carry out a transaction or receive Services, borderless™ will use that information to initiate the transaction or provide the Services.

  • To provide you with information, products or Services that you request from borderless™.

  • To provide you with email alerts, event registrations, and other notices concerning borderless’ products or Services, or events or news, that may be of interest to you.

  • To carry out obligations and enforce any rights arising from any contracts entered into between you and borderless™.

  • To improve borderless’ website and present its contents to you.

  • For testing, research, analysis and product development.

  • To respond to law enforcement requests and as required by applicable law, court order, or governmental regulations.

  • As described to you when collecting your personal information or as otherwise set forth in the CCPA.

  • To evaluate or conduct a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of borderless’ assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held is among the assets transferred.

borderless™ will not collect additional categories of personal information or use the personal information collected for materially different, unrelated, or incompatible purposes without first providing you notice.

Sharing Personal Information

borderless™ may disclose personal information to a third party for a business purpose. When borderless™ discloses personal information for a business purpose, it enters a contract that describes the purpose and requires the recipient to both keep that personal information confidential and not use it for any purpose except performing the contract.

In the preceding twelve (12) months, borderless™ has disclosed the following categories of personal information for a business purpose:

Category A: Identifiers.

Category B: California Customer Records personal information categories.

Category C: Protected classification characteristics under California or federal law.

borderless™ discloses your personal information for a business purpose to the following categories of third parties:

  • borderless’ affiliates and subsidiaries.

  • Service providers.

  • Third parties to whom you authorize us to disclose your personal information in connection with products or services borderless provides to you.

In the preceding twelve (12) months, borderless™ has not sold any personal information.

Your Rights and Choices

The CCPA provides California consumers with specific rights regarding their personal information. This section describes rights available under the CCPA and explains how to exercise those rights.

Access to Specific Information and Data Portability Rights

You have the right to request that borderless™ disclose certain information to you about its collection and use of your personal information over the past 12 months. Once borderless™ receives and confirms your verifiable request, it will disclose to you:

  • The categories of personal information borderless™ collected about you.

  • The categories of sources for the personal information borderless collected about you.

  • borderless’ business or commercial purpose for collecting that personal information.

  • The categories of third parties with whom borderless™ shared that personal information.

  • The specific pieces of personal information borderless™ collected about you.

  • If borderless™ sold or disclosed your personal information for a business purpose, two separate lists disclosing:

    • sales, identifying the personal information categories that each category of recipient purchased; and

    • disclosures for a business purpose, identifying the personal information categories that each category of recipient obtained.

Deletion Request Rights

You have the right to request that borderless™ delete any of your personal information that it collected from you and retained, subject to certain exceptions. Once borderless™ receives and confirms your verifiable consumer request, it will delete, and direct its service providers to delete, your personal information from its records, unless an exception applies.

borderless™ may deny your deletion request if retaining the information is necessary for borderless™ or its service providers to:

  1. Complete the transaction for which borderless™ collected the personal information, provide a good or service that you requested, take actions reasonably anticipated within the context of the ongoing business relationship with you, or otherwise perform a contract with you.

  2. Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for such activities.

  3. Debug products to identify and repair errors that impair existing intended functionality.

  4. Exercise free speech, ensure the right of another consumer to exercise their free speech rights, or exercise another right provided for by law.

  5. Comply with the California Electronic Communications Privacy Act (Cal. Penal Code § 1546 seq.).

  6. Comply with a legal obligation.

  7. Make other internal and lawful uses of that information that are compatible with the context in which you provided it.

Exercising Access, Data Portability, and Deletion Rights

To exercise the access, data portability, and deletion rights described above, please submit a verifiable consumer request to borderless™ by emailing dataprivacy@getborderless.com.

Only you or a person registered with the California Secretary of State that you authorize to act on your behalf, may make a verifiable consumer request related to your personal information.

You may only make a verifiable consumer request for access or data portability twice within a 12-month period. The verifiable consumer request must:

  • Provide sufficient information that allows borderless™ to reasonably verify you are the person about whom it collected personal information or an authorized representative.

  • Describe your request with sufficient detail that allows borderless to properly understand, evaluate, and respond to it.

borderless™ cannot respond to your request or provide you with personal information if it cannot verify your identity or authority to make the request and confirm the personal information relates to you. Making a verifiable consumer request does not require you to establish an account with borderless™. borderless™ will only use personal information provided in a verifiable consumer request to verify the requestor’s identity or authority to make the request.

Response Timing and Format

borderless™ makes reasonable efforts to respond to a verifiable consumer request within forty-five (45) days of its receipt. If borderless™ requires more time, but in no event more than ninety (90) days, it will inform you of the reason and extension period in writing. borderless™ will deliver its written response by mail or electronically. Any disclosures borderless provides will only cover the twelve (12) month period preceding the verifiable consumer request’s receipt. The response borderless™ provides will also explain the reason(s) it cannot comply with a request, if applicable. For data portability requests, borderless™ will select a format to provide your personal information that is readily useable and should allow you to transmit the information from one entity to another entity without hindrance.

borderless™ does not charge a fee to process or respond to a verifiable consumer request unless it is excessive, repetitive, or manifestly unfounded. If borderless™ determines that the request warrants a fee, it will tell you why it made that decision and provide you with a cost estimate before completing your request.
Non-Discrimination

borderless™ will not discriminate against you for exercising any of your rights under the CCPA. Unless permitted by the CCPA, borderless™ will not:

  • Deny you goods or services.

  • Charge you different prices or rates for goods or services, including through granting discounts or other benefits, or imposing penalties.

  • Provide you a different level or quality of goods or services.

  • Suggest that you may receive a different price or rate for goods or services or a different level or quality of goods or services.

Changes to the Privacy Notice for California Residents

borderless™ reserves the right to amend this notice at its discretion and at any time. When borderless™ makes changes to this notice, it will notify you by email or through a notice on its website, www.getborderless.com.

Contact Information

If you have any questions or comments about this notice, the Privacy Policy, the ways in which borderless™ collects and uses your personal information, your choices and rights regarding such use, or wish to exercise your rights under the CCPA, please do not hesitate to contact borderless™ at:

Email: dataprivacy@getborderless.com

Mail: borderless LLC

Attn: Data Protection Officer

710 Barret Ave

Louisville, KY

Data Processing Addendum

This Data Processing Addendum (“DPA”) is part of the borderless Services Agreement or other underlying services agreement between borderless’s customer (“Customer”) and borderless (as defined under the borderless Terms & Conditions of Services) or its Affiliates (the “Agreement”). borderless and its Affiliates are hereinafter referred to as “Service Provider”. By agreeing to the underlying Agreement into which this DPA is incorporated, Customer acknowledges that it has read and understood and agrees to comply with this DPA, and agreeing to the Agreement will be deemed to be signature and acceptance of this DPA which is entering into a binding legal agreement with borderless to reflect the parties’ agreement with regard to the Processing of Personal Data subject to Data Protection Laws (as such terms are defined below). Both parties shall be referred to as the “Parties” and each, a “Party”.

Service Provider provides the services set forth in the Agreement (collectively, the “Services”) for Customer; and in the course of providing the Services pursuant to the Agreement, Service Provider may process Personal Data (as defined below) on behalf of the Customer, in the capacity of a Processor (defined below). The Parties wish to set forth the arrangements concerning the processing of Personal Data within the context of the Services, each acting reasonably and in good faith. The parties hereby agree as follows:

 
1. Definitions

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity.

“Control”, for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.


“Data Protection Laws” means all laws and regulations applicable to the Processing of Personal Data under the Agreement, including, but not limited to, the EU General Data Protection (“GDPR”), the UK GDPR and Data Protection Act (2018), the California Consumer Privacy Act of 2018 and California Privacy Rights Act (“California Privacy Laws”), the Colorado Privacy Act, the Connecticut Data Privacy Act, the Utah Consumer Privacy Act, and the Virginia Consumer Data Protection Act, when effective, and each as may be amended from time to time.

“EEA” means the Member States of the European Union, as well as Iceland, Liechtenstein, and Norway.

“EEA Restricted Transfer” means a transfer (or onward transfer) to a non-Adequate Country of Personal Data originating in the EEA that is subject to the GDPR, where any required adequacy means can be met by entering into the EEA Standard Contractual Clauses.

“EEA Standard Contractual Clauses” means the standard contractual clauses annexed to the Commission Implementing Decision (EU) (2021/914) of 4 June 2021 on standard contractual clauses for the transfer of personal data to third countries pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council, as entered into by the parties under this DPA.

“Personal Data” means any information relating to an identified or identifiable natural person, and as defined in the applicable Data Protection Laws.

“Process(ing)” means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

“Sub-processor” means any Processor engaged directly by the Processor to Process Personal Data on behalf of the Controller.

“Switzerland Restricted Transfer” means a transfer (or onward transfer) to a non-Adequate Country of Personal Data originating in Switzerland that is subject to the Swiss Federal Data Protection Act, where any required adequacy means can be met by entering into the EEA Standard Contractual Clauses in localised form.

“Swiss Standard Contractual Clauses” means the applicable standard data protection clauses issued, approved or recognised by the Swiss Federal Data Protection and Information Commissioner.

“UK Addendum” means the UK Addendum to the EU Standard Contractual Clauses issued by the UK Information Commissioner in force 21 March 2022 under S119A(1) Data Protection Act 2018 for UK Restricted Transfers, as entered into by the parties under this DPA.

“UK Restricted Transfer” means a transfer (or onward transfer) to a Non-Adequate Country of Personal Data originating in the United Kingdom that is subject to GDPR where any required adequacy means can be met by entering into the UK Addendum.

“UK Standard Contractual Clauses” means the applicable standard data protection clauses adopted pursuant to Article 46(2)(c) or (d) of the UK GDPR.

The terms, “Commission”, “Controller”, “Data Subject”, “Member State”, “Personal Data”, “Personal Data Breach”, “Processor” and “Supervisory Authority” have the meaning set forth in the GDPR.

Any capitalized terms not otherwise defined herein have the meaning given to them in the respective Agreement.

 
2. Processing Of Personal Data


2.1. Roles of the Parties. The Parties acknowledge that with regard to the Processing of Personal Data on behalf of Customer to provide the Services, Customer is the Controller, and Service Provider is a Processor. Customer authorizes Service Provider to engage Sub-processors in accordance with the terms of this DPA in provision of the Services.

2.2. Customer’s Processing of Personal Data. Customer shall, in its use of the Services and in providing instructions for Processing, Process Personal Data in accordance with the requirements of Data Protection Laws and always comply with the obligations applicable to data controllers (including, without limitation, Article 24 of the GDPR). Customer shall have sole responsibility for how Customer acquired Personal Data. Without limitation, Customer shall comply with all transparency-related obligations including, without limitation, displaying any and all relevant and required privacy notices or policies, and shall obtain and maintain any and all required legal bases in order to collect, Process and transfer the Personal Data to Service Provider and to authorize the Processing of the Personal Data by Service Provider.

2.3. Scope of Processing.

(a) Subject to the Agreement, Service Provider shall Process Personal Data only in accordance with Customer’s documented instructions, and as necessary for the performance of the Services under the Agreement, unless otherwise required by applicable law. For legally required Processing, Service Provider shall inform the Customer of the legal requirement before Processing, unless that law prohibits disclosure of such information on important grounds of public interest. The duration of the Processing, the nature and purposes of the Processing, as well as the types of Personal Data Processed and categories of Data Subjects under this DPA are further specified in Schedule 1 to this DPA.

(b) To the extent that Service Provider cannot comply with a request (including, without limitation, any instruction, direction, code of conduct, certification, or change of any kind) from Customer and/or its authorized users relating to Processing of Personal Data or where Service Provider considers such a request to be unlawful, then (1) Service Provider shall inform Customer, providing relevant details of the problem, (2) Service Provider may, without any kind of liability towards Customer, temporarily cease all Processing of the affected Personal Data (other than securely storing the data), and (3) if the Parties do not agree on a resolution to the issue in question and the costs thereof, each Party may, as its sole remedy, terminate the Agreement and this DPA with respect to the affected Processing, and Customer shall pay to Service Provider all the amounts owed to Service Provider as of the date of termination. Customer will have no further claims against Service Provider (including, without limitation, requesting refunds for Services) due to the termination of the Agreement and/or the DPA arising from this section (excluding the obligations relating to the termination of this DPA set forth below).

(c) Service Provider is not liable for any claim brought by a third party, including, without limitation, a Data Subject, arising from any act or omission of Service Provider to the extent resulting from Customer’s instructions.

2.4. Service Provider Personnel. Service Provider shall grant access to the Personal Data to persons under its authority (including, without limitation, its personnel) only on a need-to-know basis and ensure that such persons engaged in the Processing of Personal Data have committed themselves to confidentiality. Service Provider may also disclose and Process the Personal Data (1) to the extent required by a court of competent jurisdiction or other Supervisory Authority and/or otherwise as required by applicable laws or applicable Data Protection Laws, and (2) on a need-to-know basis under an obligation of confidentiality to its legal counsels, data protection advisors, and accountants.

2.5. Data Processor Obligations.

(a) Service Provider will take all measures required pursuant to Articles 30-36 of the GDPR (including but not limited to security of Processing) necessary for the provision of the Service. Upon Customer’s request, Service Provider will provide Customer with reasonable cooperation and assistance as needed to fulfill Customer’s obligation to carry out a data protection impact assessment, or to otherwise meet its obligations under Article 28 of the GDPR related to the Customer’s use of the Service. Service Provider shall provide reasonable assistance to Customer in response to any request made by a supervisory authority under the GDPR.

(b) California Privacy Laws Obligations. The parties acknowledge and agree that borderless is a Service Provider for the purposes of the California Privacy Laws. borderless certifies that it understands the rules, restrictions, requirements and definitions of the California Privacy Laws. borderless (1) acknowledges and confirms that it does not receive any Personal Information from Customer as consideration for any services or other items provided to Customer and (2) agrees to refrain from taking any action that would cause any transfers of Personal Information from borderless to a third party to qualify as a Sale or unauthorized Sharing of Personal Information under the California Privacy Laws.

(c) Without limiting Service Provider’s rights under the Agreement, this DPA or the California Privacy Laws, to the extent that Service Provider’s processing of Customer’s Personal Information is subject to the California Privacy Laws, these sections 2.5(c)-(d) shall apply. Customer discloses or otherwise makes available Personal Information to Service Provider for the limited and specific purpose of Service Provider providing the Services to Customer in accordance with the Agreement and this DPA. Service Provider shall: (1) comply with its applicable obligations under the California Privacy Laws; (2) provide the same level of protection with respect to Customer’s Personal Information as required under the California Privacy Laws; (3) notify Customer if it can no longer meet its obligations under the California Privacy Laws; (4) not Sell or Share Customer’s Personal Information; (5) not retain, use, or disclose Customer’s Personal Information for any purpose (including any commercial purpose) other than to provide the Services under the Agreement or as otherwise permitted under the California Privacy Laws; (6) not retain, use, or disclose Customer’s Personal Information outside of the direct business relationship between Customer and Service Provider; and (7) unless otherwise permitted by the California Privacy Laws, not combine Customer’s Personal Data with Personal Information that Service Provider (A) receives from, or on behalf of, another person, or (B) collects from its own, independent consumer interaction.

(d) Customer may: (1) take reasonable and appropriate steps agreed upon by the parties to help ensure that Service Provider processes Customer’s Personal Information in a manner consistent with Customer’s obligations under California Privacy Laws; and (2) upon notice to Service Provider, take reasonable and appropriate steps agreed upon by the parties to stop and remediate unauthorized processing of Customer’s Personal Information by Service Provider.

(e) The terms “Service Provider”, “Sale”, “Sharing”, and “Personal Information” are as defined in the California Privacy Laws.

3. Rights Of Data Subjects

3.1. Customer is and shall be solely responsible for compliance with any statutory obligations concerning requests to exercise Data Subject rights under Data Protection Laws (e.g., for access, rectification, deletion of Customer Personal Data, etc.)

3.2. If Service Provider receives a request from a Data Subject to exercise its rights under Data Protection Laws (“Data Subject Request”), Service Provider shall, to the extent legally permitted, promptly notify and forward the Data Subject Request to Customer. Taking into account the nature of the Processing, Service Provider shall reasonably assist Customer to the extent feasible in responding to requests to exercise Data Subject rights under the Data Protection Laws. Service Provider will not respond to a Data Subject Request except on the documented instructions of Customer or as required by applicable law, except to confirm that such request relates to Customer.

4. Sub-processors

4.1. Authorization. Service Provider may continue to use those Sub-processors it has already engaged as of the date of this DPA. Service Provider shall use only Sub-processors who maintain at least the same level of security measures and adequate safeguards as required under this DPA and who have entered into a written agreement with Service Provider containing such safeguards. Upon Customer’s request, Service Provider will provide Customer with a list of Sub-processors. Service Provider shall provide notification of any new Sub-processor(s) before authorizing such new Sub-processor(s) to Process Personal Data in connection with the provision of the Services.

4.2. Objection Right for New Sub-processors. Service Provider shall give Customer at least 7 days’ notice of any addition or replacement of a Sub Processor through the borderless website, or Customer may sign-up to receive an email with such information by emailing dataprivacy@getborderless.com. The Customer may, within 7 business days after the receipt of the notice, raise objections to such change through an email to dataprivacy@getborderless.com. If such objections are not resolved within further 14 days, Service Provider, through written notice to Customer, may terminate the TSA to the extent that it relates to the Services which require the use of the proposed Sub Processor with immediate effect. Customer may continue using Services that are not related to the use of the proposed Sub Processor. Upon termination, Customer shall pay all amounts due under the Agreement before the termination date to Service Provider. Until a decision is made regarding the new Sub-processor, Service Provider may temporarily suspend the Processing of the affected Personal Data. Customer will have no further claims against Service Provider due to (1) the temporary suspension of the Processing and/or (2) the termination of the Agreement (including, without limitation, requesting refunds) and/or the DPA in the situation described in this paragraph.

5. Security

5.1. Controls for the Protection of Personal Data. Taking into account the state of the art, Service Provider shall maintain appropriate technical and organizational measures required pursuant to the Data Protection Laws for ensuring the security, confidentiality, and integrity of Customer’s Personal Data, as set out in Schedule 2. Service Provider will reasonably cooperate with Customer to provide the information necessary for Customer to assess the security of the Services for Customer’s compliance with Data Protection Laws.

5.2. Third-Party Certifications and Audits. Upon Customer’s written request but no more than once annually, Service Provider shall make available to Customer (or Customer’s independent, third-party auditor) a copy of Service Provider’s then-most-recent third-party audits or equivalent certifications, as applicable. Customer shall only use such audits, certifications and the results therefrom, including the documents reflecting the outcome of the audit and/or the certifications, to assess compliance with this DPA, and not for any other purpose. Customer shall not disclose such information to any third party without Service Provider’s prior written approval. At Customer’s cost and expense, Service Provider shall allow for and contribute to audits conducted by the Customer or another auditor mandated by the Customer, provided that the parties agree in advance on the scope, methodology, timing and conditions of such audits and inspections. Service Provider may object to the selection of the auditor if it reasonably believes that an auditor does not guarantee confidentiality, security, or otherwise puts the Service Provider’s business at risk. These audits and inspections are limited to once a year, during ordinary business hours. Customer will not have access to any third-party confidential information and Customer shall not harm, and shall minimize disruption to, Service Provider’s premises and personnel.

6. Personal Data Breach Procedures

6.1. Service Provider shall notify Customer without undue delay after becoming aware of a Personal Data Breach affecting Customer Personal Data Processed by Service Provider or its Sub-processors.

6.2. Service Provider shall make reasonable efforts to identify the cause of such Personal Data Breach and take those steps as Service Provider deems necessary and reasonable to remediate the Personal Data Breach, and as required by applicable law. The obligations herein do not apply to incidents that are caused by Customer or Customer’s users. Service Provider shall provide Customer with sufficient information about the Personal Data Breach, including a brief description of the incident, the nature of the breach, the date it occurred and if known, the type of data involved. Customer shall not issue any public statements unless Service Provider has first agreed in writing to the issuance of the public statement. Customer shall notify Service Provider in advance of any written statements it makes to regulators or law enforcement regarding Service Provider, unless otherwise prohibited by law.

7. Return And Deletion of Personal Data

7.1. Subject to the Agreement, Service Provider shall, at the request of Customer, delete or return the Personal Data to Customer after termination of the provision of the Services, and shall delete existing copies, except as authorized or required to be retained in accordance with applicable law. If the Customer requests the Personal Data to be returned, the Personal Data will be returned in the format and method generally available for Service Provider’s customers.

8. Transfers Of Data

8.1. Customer acknowledges and accepts that the provision of the Services under the Agreement may require the processing of Personal Data by sub-processors in countries outside the EEA, Switzerland or the United Kingdom (“UK”). To the extent such processing of Personal Data by Service Provider requires Service Provider to act as a data exporter in connection with a transfer of Personal Data to such sub-processors outside the EEA, Switzerland or the UK, then Service Provider will comply with the requirements of Data Protection Laws to effectuate such transfer.

8.2. Transfers to countries that offer adequate level of data protection. Personal Data may be transferred from the EEA, Switzerland and the UK to countries that offer adequate level of data protection under or pursuant to the adequacy decisions published by the relevant data protection authorities of the EEA (including the Commission), Switzerland, or the UK (“Adequacy Decisions”), without any further safeguards being necessary.

8.3. EEA Restricted Transfers. If the Processing of Personal Data includes transfers from the EEA to countries outside the EEA that do not offer adequate level of data protection or that have not been subject to an Adequacy Decision (“Other Countries”), the Parties shall comply with Chapter V of the GDPR, including, if necessary, executing the EEA Standard Contractual Clauses, which are incorporated herein by reference and will apply to any transfers not covered by other legal mechanisms for the transfer of Personal Data, and completing a Transfer Impact Assessment with Customer. Service Provider will comply with the appropriate legal mechanisms provided for in the GDPR when transferring Personal Data to such Other Countries. The EEA Standard Contractual Clauses will not apply to Personal Data that is not transferred, either directly or via onward transfer, outside the EEA.

For the purpose of any such transfers from the EEA to countries outside the EEA, the EEA Standard Contractual Clauses will be completed as follows:
(a) Customer will be considered the “Data Exporter” and “Controller”, and Service Provider will be considered the “Data Importer” and “Processor”.
(b) Module 2 of the EEA Standard Contractual Clauses shall apply.
(c) in Clause 7, the optional docking clause will apply;
(d) in Clause 9, Option 2 will apply, and the time period for prior notice of Sub-processor changes shall be as set out in clause 4.2 of this DPA;
(e) in Clause 11, the optional language will not apply;
(f) in Clause 17, Option 1 will apply, and the EEA Standard Contractual Clauses will be governed by the laws of Luxembourg;
(g) in Clause 18(b), disputes shall be resolved before the courts of the Luxembourg, unless otherwise agreed between the Parties;
(h) Annex I of the EEA Standard Contractual Clauses shall be deemed completed with the information set out in Schedule 1 to this DPA, as applicable; and
(i) Subject to clause 5 of this DPA, Annex II of the EEA Standard Contractual Clauses shall be deemed completed with the information set out in Schedule 2 to this DPA.

8.4. UK Restricted Transfers. If and to the extent Service Provider’s performance of the Services involve a UK Restricted Transfer, the terms of this Section 8.4 will apply with respect to such UK Restricted Transfer(s). Where Service Provider is located in Other Countries and acts as the data importer with respect to a UK Restricted Transfer, the EEA Standard Contractual Clauses will apply as amended by the UK Addendum and Part 1 of the UK Addendum shall be populated as set out below:
(a) Table 1. The “start date” will be the date this DPA enters into force. The “Parties” are Customer as exporter and the Service Provider as importer.
(b) Table 2. The “Transfer Details” are set out in the Agreement between the Parties.
(c) Table 3. The “Appendix Information” is as set out in Schedule 1 and Schedule 2 of this DPA.
(d) Table 4. The exporter may end the UK Addendum in accordance with its Section 29. Unless the EEA Standard Contractual Clauses, implemented as described above, cannot be used to lawfully transfer such Personal Data in compliance with the UK GDPR in which case the UK Standard Contractual Clauses shall instead be incorporated by reference and form an integral part of this DPA and shall apply to such transfers. Where this is the case, the relevant Annexes or Appendices of the UK Standard Contractual Clauses shall be populated using the information contained in Schedule 1 and 2 of this DPA (as applicable).

8.5. Switzerland Restricted Transfers. If and to the extent Service Provider’s performance of the Services involve a Switzerland Restricted Transfer, the terms of this Section 8.5 will apply with respect to such Switzerland Restricted Transfer(s). Where Service Provider is located in Other Countries and acts as the data importer with respect to a Switzerland Restricted Transfer the EEA Standard Contractual Clauses will apply in accordance with clause 8.3 above, with the following modifications:
(a) any references in the EEA Standard Contractual Clauses to “Directive 95/46/EC” or “Regulation (EU) 2016/679” shall be interpreted as references to the Swiss Federal Data Protection Act;
(b) references to “EU”, “Union”, “Member State” and “Member State law” shall be interpreted as references to Switzerland and Swiss law, as the case may be; and
(c) references to the “competent supervisory authority” and “competent courts” shall be interpreted as references to the Swiss Federal Data Protection and Information Commissioner and competent courts in Switzerland, unless the EEA Standard Contractual Clauses, implemented as described above, cannot be used to lawfully transfer such Personal Data in compliance with the Swiss Federal Data Protection Act in which case the Swiss Standard Contractual Clauses shall instead be incorporated by reference and form an integral part of this DPA and shall apply to such transfers. Where this is the case, the relevant Annexes or Appendices of the Swiss Standard Contractual Clauses shall be populated using the information contained in Schedule 1 and 2 to this DPA (as applicable).

9. Termination

9.1. This DPA automatically terminates upon the termination or expiration of the Agreement under which the Services are provided. Sections 2.2, 2.3(c), and 10 survive the termination or expiration of this DPA for any reason. This DPA cannot, in principle, be terminated separately from the Agreement, except where the Processing ends before the termination of the Agreement, in which case, this DPA will automatically terminate.

10. Miscellaneous

10.1. With respect to the subject matter of this DPA, in the event of any conflict between the provisions of this DPA and other documents binding the Parties, the terms of these documents will be interpreted according to the following order of precedence: (1) DPA; (2) Agreement; (3) Service Provider’s Privacy Policy, or any other agreement to provide the Services. For the avoidance of doubt, the Agreement to provide the Services remains in force and governs all issues not covered by this DPA.

10.2. Should any provision of this DPA be invalid or unenforceable, then the remainder of this DPA will remain valid and in force. The invalid or unenforceable provision will either be (1) amended as necessary to ensure its validity and enforceability, while preserving the Parties’ intentions as closely as possible or, if this is not possible, (2) construed in a manner as if the invalid or unenforceable part had never been contained therein.

11. Amendments

11.1 This DPA may be amended at any time by a written instrument duly executed or signed by each of the Parties. Notwithstanding the foregoing, Service Provider reserves the right to amend the terms of the Agreement, at its sole discretion, where such amendment is required by applicable law, as determined by Service Provider.

12. Legal Effect

12.1. This DPA only becomes legally binding between Customer and Service Provider after it, or the Agreement into which it is incorporated, has been executed by both parties’ authorized signatories or representatives. Any Service Provider obligation hereunder may be performed (in whole or in part), and any Service Provider right (including invoice and payment rights) or remedy may be exercised (in whole or in part), by an Affiliate of Service Provider.

12.2. This DPA shall be governed by and construed in accordance with governing law and jurisdiction provisions in the Agreement, unless required otherwise by applicable Data Protection Laws, the EEA Standard Contractual Clauses, or the UK Addendum, as applicable.

SCHEDULE 1 – DETAILS OF THE PROCESSING

Subject matter

Service Provider will Process Personal Data as necessary to perform the Services pursuant to the Agreement, as further instructed by Customer in its use of the Services.

Nature and Purpose of Processing

  1. Providing the Services to Customer, including conducting accounts payable operations, invoice management, including processing and approvals.
  2. Performing the Agreement, this DPA and/or other contracts executed by the Parties.

Duration of Processing

Subject to this DPA and the underlying Agreement, Service Provider will Process Personal Data for the duration of the Agreement, and in accordance with applicable laws and relevant data retention periods.

Frequency of the Transfer

The Personal Data will be transferred on a continuous basis.

Type of Personal Data

Customer may submit Personal Data to the Services, the extent of which is determined and controlled by Customer in its sole discretion, and which may include, but is not limited to the following categories of Personal Data:
Customer’s name, address, phone number, email address, bank details, department role and grade, URL/website, to the extent that such information contains Personal Data.

Payment information realized via Service Provider’s Services, to the extent that such information contains Personal Data, such as
 Any other information received from Customer to the extent that such information contains Personal Data of Customer or its users.

The Customer and the Data Subjects shall provide the Personal Data to Service Provider by supplying the Personal Data to Service Provider’s Service(s) and/or personnel.

In some limited circumstances Personal Data may also come from other sources, for example, in the case of anti-money laundering research, fraud detection or as required by applicable law.

Categories of Data Subjects

Customer may submit Personal Data to the Services, the extent of which is determined and controlled by Customer in its sole discretion, and which may include, but is not limited to Personal Data relating to the following categories of data subjects:
Customer’s users authorized by Customer to use the Services and natural person or entitles to whom Customer sends payments
Employees, agents, advisors, freelancers of Customer (who are natural persons)
Prospects, customers, business partners, and vendors of Customer (who are natural persons)
Employees or contact persons of Customer’s prospects, customers, business partners and vendors

SCHEDULE 2 – TECHNICAL AND ORGANIZATIONAL MEASURES


borderless will maintain administrative, technical and organizational security measures to safeguard the security, confidentiality and integrity of Personal Data. The specific measures that borderless implements are detailed as follows.

Network Security

Customer Data is encrypted in transit and encrypted at rest (and remains encrypted at rest). The connection to the Services is encrypted with AES-256 encryption and supports TLS 1.2 and above. Logins and sensitive data transfer are performed over encrypted protocols such as TLS. All servers in borderless’s environment protected by an active anti-malware software where supported, a network anti-malware component and intrusion detection system.

Risk Management

borderless maintains an information security program, which includes: (a) having a security risk program; (b) conducting periodic risk assessments of all systems and networks that process Customer Data on at least an annual basis; (c) monitoring for security incidents and maintaining a tiered remediation plan to ensure timely fixes to any discovered vulnerabilities; (d) a written information security policy and incident response plan that explicitly addresses and provides guidance to its personnel in furtherance of the security, confidentiality, integrity, and availability of Customer Data; (e) penetration testing performed by a qualified third party on an annual basis; and (f) having resources responsible for information security efforts.

Business Continuity

borderless takes daily snapshots of its databases and securely copies them to a separate data center for restoration purposes in the event of a regional AWS failure. Backups are encrypted and have the same protection in place as production.

Security Testing

On an annual basis, borderless performs on its own and engages third-parties to perform a variety of testing to protect against unauthorized access to Customer Data and to assess the security, reliability, and integrity of the Services. To the extent borderless determines, in its sole discretion, that any remediation is required based on the results of such testing, it will perform such remediation within a reasonable period of time taking into account the nature and severity of the identified issue. 

Access Management and Control

Access to manage borderless’s AWS environment requires multi-factor authentication, access to the Service is logged, and access to Customer Data is restricted to a limited set of approved borderless employees. Employees are trained on documented information security and privacy procedures. Every borderless employee signs a data access policy that binds them to the terms of borderless’s data confidentiality policies and access to borderless systems is promptly revoked upon termination of employment.

Physical Safeguards

borderless uses Amazon Web Services (AWS) to provide management and hosting of production servers and databases in the United States. AWS employs a robust physical security program with multiple certifications, including SSAE 16 and ISO 27001 certification.

Data Minimization and Retention

borderless only collects information that is necessary in order to provide the Services outlined in our Terms of Service. Our employees are directed to access only the minimum amount of information necessary to perform the task at hand.

borderless will retain information for the period necessary to fulfill the purposes outlined in our Privacy Policy, unless a longer retention period is required or permitted by law, or where the Customer Agreement requires or permits specific retention or deletion periods. Customer may request deletion of data at any time and Customer Personal Data is deleted or anonymized upon termination of the Agreement.

borderless™ Acceptable Use Policy

This Acceptable Use Policy lists items and activities that borderless prohibits or limits because they may be illegal or inappropriate in connection with the use of our Services and applies to any person or entity using our Services and any transactions that we are asked to process. borderless™ retains full rights over the customers and the industry types we elect to service. We may amend this Acceptable Use Policy at any time by posting a revised version on our website. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Acceptable Use Policy.

You are independently responsible for complying with all applicable laws in all of your actions related to your use of our Services, regardless of the purpose of the use. In addition, you must adhere to the terms of this Acceptable Use Policy.

A. Prohibited Business Types and Activities

You may not use our Services and we do not provide Services to customers engaged in activities that:

  1. violate any law, statute, ordinance or regulation;

  2. relate to transactions involving (a) narcotics, steroids, certain controlled substances or other products that present a risk to consumer safety; (b) drugs or drug paraphernalia; (c) tobacco products; (d) items that encourage, promote, facilitate or instruct others to engage in illegal activity; (e) stolen goods, including digital and virtual goods; (f) the promotion of hate, violence, racial, or other forms of intolerance that are discriminatory or the financial exploitation of a crime; (g) items that are considered obscene; (h) illegal downloads or any other items, goods or services that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right of any third party under the laws of any jurisdiction; (i) certain sexually oriented materials or services; (j) ammunition, firearms, or certain firearm parts or accessories; (k) certain weapons or knives regulated under applicable law; (l) beastiality; (m) rape / violence; (n) any payment for sexual services; (o) illegal or stolen goods or services; (p) counterfeit goods; (q) resale of social media activity; (r) malware, spyware; (s) involved in the exchange or trading of cryptocurrencies, or any other virtual currencies including payments for the purpose of purchasing cryptocurrencies; (t) phone unlocking services;

  3. relate to transactions that (a) show the personal information of third parties in violation of applicable law; (b) support pyramid or ponzi schemes, matrix programs, other “get rich quick” or money-making schemes or certain multi-level marketing programs; (c) are associated with purchases of annuities contracts, layaway systems, off-shore banking; (d) are for the sale of certain items before the seller has control or possession of the item; (e) involve offering or receiving payments for the purpose of bribery or corruption; (f) gambling; (g) involve certain credit repair, debt settlement services, credit transactions or insurance activities; (h) any other activity with an entry fee and a prize, including, but not limited to casino games, poker chips, sports betting, horse or greyhound racing, fantasy sports, and other ventures that facilitate gambling, games of skill and sweepstakes;

  4. involve the sale of products or services identified by government agencies to have a high likelihood of being fraudulent.

B. Cautionary Business Types and Activities

borderless™ requires enhanced review and pre-approval for certain activities and services as detailed below:

  1. buyer clubs/membership clubs; credit counseling/credit repair services; credit protection/identity theft protection; direct marketing-subscription merchants; infomercial merchants; outbound telemarketers; rebate-based businesses; upselling merchants; travel, tickets, & events; e-books;

  2. alcohol; auction/bid; movies and music; unlock software / services; streaming; registry cleaners; PC technical support; financial recommendations; astrology/tarot card;

  3. online marketplaces; file sharing services or access to newsgroups; MSBs; foreign exchange; selling stocks, bonds, securities, options, futures (forex) or an investment interest in any entity or property; providing escrow services; acting as a money transmitter or selling stored value cards;

  4. dating services; file-sharing; file-hosting services; medical/therapy services; gold, diamonds, precious metals, stones, jewelry; insurance; charities or non-profits;

  5. internet pharmacies; internet pharmacy referral sites; nutraceuticals; pharmaceutical inhalants; synthetic drugs; prescription drugs;

  6. bride catalogs; escort services; pawn shops; paper mills; payday loans; communications jammers; load balancing;

  7. airlines and scheduled or non-scheduled charters / jets / air taxi operators; collecting.

C. Violations of the Acceptable Use Policy

We encourage you to report violations of this Acceptable Use Policy to borderless™ immediately. If you have a question about whether a type of transaction may violate the Acceptable Use Policy, you can email borderless™’ Compliance Department at: compliance@getborderless.com.

borderless™ Countries of Service

This Country of Service details the countries that borderless™ offers its services in and applies to any person or entity using our Services in those countries. borderless™ retains full rights over the customers, countries and the industry types we elect to service. We may amend this Countries of Service list at any time by posting a revised version on our website. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Countries of Service list.

borderless™ for Business and Personal use is currently available for individuals and companies registered with a physical presence in the United States, Australia, Afghanistan, Anguilla, Antigua and Barbuda, Belize, Aruba, Austria, Bahamas, Bolivia, Bulgaria, Bahrain, Brazil, Bangladesh, Belgium, Cyprus, Czech Republic, Canada, Cambodia, China, Denmark, Dominican Republic, Isle of Man, Honduras, Estonia, Ecuador, Ethiopia, Egypt, Guatemala, Georgia, Hong Kong, Hungary, Haiti, Jordan, Jamaica,  Thailand, France, Germany, Guyana, Italy, Kuwait, New Zealand, Mexico, Malaysia, Madagascar, Maldives, Marshall Islands,  Mauritius, Morocco,  Netherlands, Nicaragua, Romania, Taiwan, Tanzania, Tunisia, Croatia, Colombia, Japan, Poland, Panama, Paraguay, Philippines, Pakistan, Portugal, Singapore, Ireland, Iceland, Finland, Slovenia, Slovakia, Spain, Saudi Arabia, Sri Lanka, Suriname, Sweden, St. Barthelemy, St. Martin, Latvia, Malta, Indonesia, Kenya, United Kingdom, Oman, United Arab Emirates, Russia, Rwanda, Norway, Nigeria, French Polynesia, Wallis and Futuna, New Caledonia, South Africa, Ghana, Luxemburg, Switzerland, Lichtenstein, Lithuania, Greece, Argentina, India, Qatar, Turkey, Israel, Vietnam, Venezuela,  and Ukraine.

Contact

If you have any questions or concerns regarding our Countries of Service Policy, please contact us at support@getborderless.com.

We will be expanding outside of these countries soon. Feel free to register your interest by clicking here and we’ll notify you when our services are available in your country.

borderless™ Currencies of Service

This Currencies of Service details the currencies that borderless™ offers its services in and applies to any person or entity using our Services in those currencies. borderless™ retains full rights over the customers, currencies and the industry types we elect to service. We may amend this Currencies of Service list at any time by posting a revised version on our website. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Currencies of Service list.
Here is a list of the currencies supported by borderless™ today for Business and Personal use for individuals and companies:

  1. AUD, Australian Dollars
  2. CAD, Canadian Dollars
  3. USD, US Dollars
  4. EUR, Euro
  5. GBP, Great British Pound Sterling
  6. CNH, Chine Yuan Offshore
  7. BGN, Bulgarian Lev
  8. JOD,  Jordanian Dinar
  9. THB, Thai Baht 
  10. NZD, New Zealand Dollar
  11. MXN, Mexican Peso
  12. BHD, Bahrini Dinar
  13. DKK, Danish Krone
  14. HRK, Croatian Kuna
  15. RON, Romanian Leu
  16. JPY, Japanese Yen
  17. PLN, Poland złoty
  18. SGD, Singapore Dollars
  19. IDR, Indonesian Rupiah
  20. AED, United Arab Emirates Dirham
  21. ZAR, South African Rand
  22. GHS, Ghanaian Cedi
  23. MUR, Mauritian Rupee
  24. RUB, Russian Ruble
  25. NOK, Norwegian Krone
  26. HKD, Hong Kong Dollar
  27. IND, Indian Rupees
  28. ARG, Argentinian Pesos
  29. PHP, Philippine Peso
  30. CNY, Chinese Yen
  31. ILS, Israeli New Shekel
  32. QAR, Qatari Riyal
  33. TRY, Turkish Lira
  34. CHF, Swiss Franc
  35. COP, Colombian Peso
  36. BRL, Brazilian Real
  37. NGN, Nigerian Naira
  38. UAH, Ukrainian hryvnia
  39. KES, Kenyan Shilling
  40. PKR, Pakistani Rupee
  41. BDT, Bangladeshi Taka
  42. AFN, Afghan Afghani
  43. SEK, Swedish Krona
  44. MYR, Malaysian Ringgit
  45. VND, Vietnamese dong
  46. MAD, Moroccan Dirham
  47. CZK, Czech Koruna
  48. SAR, Saudi Riyal 
  49. TWD, New Taiwan dollar
  50. GTQ, Guatemalan Quetzal
  51. ETB, Ethiopian Birr 
  52. TND, Tunisian Dinar
  53. PEN, Peruvian Sol
  54. BOB, Bolivian Boliviano
  55. PYG, Paraguayan Guarani
  56. LKR, Sri Lankan Rupee 
  57. WST, Samoan Tala 
  58. TZS, Tanzanian Shilling
  59. UGX, Ugandan Shilling
  60. EGP, Egyptian Pound
  61. XPF, Central Pacific Franc
  62. MGA, Malagasy Ariary
  63. KWD, Kuwaiti Dinar
  64. GYD, Guyanaese Dollar
  65. BZD, Belize Dollars
  66. MVR, Maldivian Rufiyaa
  67. OMR, Omani Rial
  68. JMD, Jamaican Dollar
  69. DOP, Dominican Peso
  70. HNL, Honduran Lempira
  71. NIO, Nicaraguan Córdoba 
  72. HUF, Hungarian Forint
  73. HTG, Haitian Gourde
  74. GEL, Georgian Lari
  75. KHR, Cambodian Riel
  76. RWF, Rwandan Franc
Contact

If you have any questions or concerns regarding our Currencies of Service list, please contact us at support@getborderless.com.

If you do not see your currency, feel free to register your interest by clicking here and we’ll notify you when our services are available in your currency.

borderless™ Electronic Communications Delivery Policy

This policy describes how borderless™ will communicate with you electronically and the terms by which those communications are bound. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Electronic Communications Delivery Policy.

Policy

You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, “Communications”) that we provide in connection with your borderless account (“Account”) and your use of our Services. We will provide these Communications to you by posting them on our website or your borderless account and / or by emailing them to you at the primary email address listed in your Account profile. Communications include, but are not limited to:

  1. agreements and policies you agree to (e.g., the borderless Terms of Use and the borderless™ Privacy Policy), including updates to these agreements or policies;

  2. transaction receipts or Confirmations;

  3. Account statements and history;

  4. federal and state tax statements we are required to make available to you;

  5. any other Account or transaction information.

You agree that any such Communications that we send you electronically will satisfy any legal communication requirements. You may print or save a copy of these Communications as they may not be available online at a later date.

Hardware and Software Requirements

In order to access and retain electronic Communications, you will need the following computer hardware and software:

  1. a computer with an internet connection;

  2. a current web browser that includes 128-bit encryption (e.g., Internet Explorer version 9.0 and above, Firefox version 4.0 and above, Chrome version 4.0 and above, or Safari 5.0 and above) with cookies enabled;

  3. Adobe Acrobat Reader version 10.0 and above to open documents in .pdf format;

  4. a valid email address (your primary email address on file with borderless);

  5. sufficient storage space to save past Communications or an installed printer to print them.

Withdrawal From Electronic Delivery

You agree and consent to receive all Communications electronically as set forth in this Electronic Communications Delivery Policy. If you do not consent, your sole remedy is to deactivate your borderless™ account and discontinue using our Services.

Your Responsibilities

IT IS YOUR RESPONSIBILITY TO KEEP YOUR PRIMARY EMAIL ADDRESS UP TO DATE SO THAT WE CAN COMMUNICATE WITH YOU ELECTRONICALLY. You understand and agree that if we send you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, we will be deemed to have provided the Communication to you.

Spam Filters

If you use a spam filter that blocks or re-routes emails from senders not listed in your email address book, you must add borderless™ to your email address book so that you will be able to receive the Communications we send to you.

Updating Your Contact Information

You can update your primary email address at any time by logging into your borderless™ account and updating your profile settings. If your email address becomes invalid such that electronic Communications sent to you by us are returned, we may deem your Account to be inactive, and you will not be able to transact any activity using your Account until we receive a valid, working primary email address from you.

Contact

If you have any questions or concerns regarding our Electronic Communications Delivery Policy, please contact us at support@getborderless.com.

borderless™ Proof of Shipment and Proof of Delivery Policy

This Proof of Shipment and Proof of Delivery Policy will be effective as to all borderless™ users on January 1, 2020.

Purpose

We have developed this Proof of Shipment and Proof of Delivery Policy to explain our practices with regard to proof of fulfilment of a physical shipment. This Proof of Shipment and Proof of Delivery Policy applies to any physical goods paid for through borderless™ that are delivered via shipment. It does not apply to any services purchased through borderless™ or any physical goods delivered at the point of purchase. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Proof of Shipment and Proof of Purchase Policy.

Definitions

  1. Establishing Proof of Shipment. Proof of Shipment means online or physical documentation from a shipping company that includes: (i) date of shipment; (ii) an address for the recipient that matches the shipping address on the valid receipt of purchase; and (iii) an address for the recipient that shows city / state, city / country, and zip / postal code (or international equivalent).

  2. Establishing Proof of Delivery. Proof of Delivery means online or physical documentation from a shipping company that includes: (i) date of delivery and “delivered” status; (ii) an address for the recipient that matches the shipping address on the valid receipt of purchase; (iii) an address for the recipient that shows city / state, city / country, and zip / postal code (or international equivalent); and (iv) Signature Confirmation if the full amount of the payment (including shipping and taxes) exceeds $500 USD or the equivalent based on the borderless™ Rate at the time of purchase.

  3. Valid Receipt means a written acknowledgment, issued by the seller on the date of purchase, of the recipient having received or taken into possession, a specified amount of physical goods.

  4. Signature Confirmation means online or physical documentation that can be viewable at the shipping company’s website or produced by the shipping company at our request indicating that the good was signed for.

Policy

We may invalidate and reverse payments to you for any reason including if you do not fulfill the transaction as promised. If you cannot provide Proof of Shipment and Proof of Delivery when requested as defined in this Proof of Shipment and Proof of Delivery Policy, the transaction will be deemed to be unfulfilled and the payment to you for the disputed goods will be reversed.

Your choice of carrier and shipment options with that carrier can have a significant impact on your ability to meet the Proof of Delivery requirements. Please ensure, especially when shipping goods internationally, that your carrier can provide “delivered” status and Signature Confirmation (if required) at the correct address or your payment may be reversed.

Contact

If you have any questions or concerns regarding our Proof of Shipment and Proof of Delivery Policy, please contact us at support@getborderless.com.

Anti-Money Laundering and Anti-Terrorist Financing Policy

Introduction

borderless is committed to combating Money Laundering and Terrorist Financing, including full compliance with all applicable laws and regulations regarding Anti-Money Laundering (“AML”). It is the policy of borderless to prohibit and actively prevent Money Laundering and any activity that facilitates Money Laundering, fraud, other financial crimes, or the funding of terrorist or criminal activities by complying with all applicable requirements under the Bank Secrecy Act (“BSA”) and its implementing regulations. Unless otherwise defined herein, the terms defined in the Terms of Use shall have the same defined meanings in this Anti-Money Laundering Policy.

Definitions

(a)    Money Laundering is generally defined as engaging in acts designed to conceal or disguise the true origins of criminally derived proceeds so that the proceeds appear to have derived from legitimate origins or constitute legitimate assets.

(b)    Terrorist Financing may not involve the proceeds of criminal conduct, but rather an attempt to conceal either the origin of the funds or their intended use, which could be for criminal purposes.

Procedures

Borderless has robust policies and procedures to detect, prevent and report suspicious activity. In support of our AML and Anti-Terrorist Financing policy and procedures, borderless:

(a)    Identifies our Customers. borderless has established a Know-Your-Customers (“KYC”) policy to ensure that the identities of all new and existing clients are verified to a reasonable level of certainty. Customer information is collected during registration and during transactions. In verifying customer information, borderless will perform enhanced due diligence for those customers presenting higher risk and may require additional information, such as photo identification. We may request that you provide us with documentation to help prove your identity or for business verification purposes.

(b)    Monitors Transactions and Activities. borderless conducts ongoing monitoring of business relationships with customers, to ensure that the documents, date or information held evidencing the customer’s identity are kept up to date. borderless will also monitor customer activities to detect fraud, terrorist financing or money laundering activities, including but not limited to: (i) placement; (ii) layering; and (iii) integration of funds.

(c)    Screens our Accounts. borderless is prohibited from transacting with individuals, companies and countries that are on prescribed Sanctions lists. We will screen all users against European Union, US Office of Foreign Assets Control (OFAC), government watch lists and other global sanctions lists in all jurisdictions in which we operate.

(d)    Reports Suspicious Activity. borderless will actively search for suspicious activity and if found, has procedures in place for reporting suspicious activity internally and to the relevant law enforcement authorities, the financial intelligence unit in the respective country as appropriate, as well as make recommendation as to whether a Suspicious Activity Report (“SAR”) should be filed.

Our AML policies, procedures and internal controls are designed to ensure compliance with all applicable BSA regulations and Financial Industry Regulatory Authority (“FINRA”) rules, and will be reviewed and updated on a regular basis to ensure appropriate policies, procedures and internal controls are in place to account for both changes in regulations and changes in our business.

What This Means For You

As part of our AML procedures, we collect information from you to satisfy our KYC requirements. We may request information from you due to a specific identification requirement or as a result of our watch list screening process. We may ask you for documentation to help confirm your identity or provide additional information regarding your business. We may also request that you seek pre-approval for utilizing our Services if your account falls within a high risk category, as listed in our Acceptable Use Policy.

We may ask for this information during account opening or as part of our account review process, which we periodically conduct on our existing customers.

Terms and conditions for Subscription Services

1. Definitions

“Add-Ons” means additional product enhancements (including feature upgrades, and other add-ons) that are made available for purchase.

“Affiliate” means any entity which directly or indirectly controls, is controlled by, or is under common control with a party to this Agreement. For purposes of this definition, control means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

“Agreement” or “Terms of Service” means these Master Terms and all materials referred or linked to https://getborderless.com/legal.

“Billing Period” means the period for which you agree to prepay fees under an Order Form. This may be the same length as the Subscription Term specified in the Order Form, or it may be shorter. For example, if you subscribe to the Subscription Service for a one (1) year Subscription Term, with a twelve (12) month upfront payment, the Billing Period will be twelve (12) months.

“Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential. Confidential Information includes all information concerning: the Disclosing Party’s customers and potential customers, past, present or proposed products, marketing plans, engineering and other designs, technical data, business plans, business opportunities, finances, research, development, and the terms and conditions of this Agreement. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. Subject to the foregoing exclusions, Customer Data will be considered Confidential Information under this Agreement regardless of whether or not it is designated as confidential.

“Contact” means a single individual (other than a User) whose Contact Information is stored by you in the Subscription Service.

“Customer Data” means all information that you submit or collect via the Subscription Service.

“Customer Materials” means all materials that you provide or post, upload, input or submit for public display through the Subscription Service.

“Free Services” means the Subscription Service or other products or features made available by us to you on an unpaid trial or free basis.

“Borderless Content” means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that we incorporate into the Subscription Service.

“Order” or “Order Form” means the Borderless-approved form or online subscription process by which you agree to subscribe to the Subscription Service.

“Personal Data” means any information relating to an identified or identifiable individual where such information is contained within Customer Data and is protected similarly as personal data or personally identifiable information.

“Sensitive Information” means; financial account numbers or wire instructions; government issued identification numbers (such as Social Security numbers, passport numbers), biometric information, personal health information (or other information protected under any applicable health data protection laws), personal information of children protected under any child data protection laws, and any other information or combinations of information that falls within the definition of “special categories of data” under GDPR or any other applicable law relating to privacy and data protection.

“Subscription Fee” means the amount you pay for the Subscription Service.

“Subscription Service” means all of our web-based applications, tools and platforms that you have subscribed to under an Order Form or that we otherwise make available to you, and are developed, operated, and maintained by us, accessible via https://getborderless.com or another designated URL, and any ancillary products and services, that we provide to you.

“Subscription Term” means the initial term of your subscription to the applicable Subscription Service, as specified on your Order Form(s), and each subsequent renewal term (if any). For Free Services, the Subscription Term will be the period during which you have an account to access the Free Services.

“Total Committed Subscription Value” means the aggregate amount of Subscription Fees paid or payable to us during your then-current Subscription Term(s) for all of your Borderless accounts, but this amount excludes fees for renewals, Services and applicable taxes.

“Users” means your employees, representatives, consultants, contractors or agents who are authorized to use the Subscription Service for your benefit and have unique user identifications and passwords for the Subscription Service.

“Borderless”, “we”, “us” or “our” means the applicable contracting entity as specified in the Terms of Service.

“You”, “your” or “Customer” means the person or entity using the Subscription Service or receiving the Services and identified in the applicable account record, billing statement, online subscription process, or Order Form as the customer.

2. Use Of Services

2.1  Access.  During the Subscription Term, we will provide your Users access to use the Subscription Service as described in this Agreement and the applicable Order.  You must ensure that all access, use and receipt by your Users is subject to and in compliance with this Agreement. We may also provide your Users access to use our Free Services at any time by activating them in your Borderless account. We might provide some or all elements of the Subscription Service through third party service providers. You may provide access and use of the Subscription Service to your Affiliate’s Users or allow them to receive the Services purchased under this Order; provided that, all such access, use and receipt by your Affiliate’s Users is subject to and in compliance with the Agreement and you will at all times remain liable for your Affiliates’ compliance with the Agreement.

2.2  Additional Features. You may subscribe to additional features of the Subscription Service by placing an additional Order or activating the additional features from within your Borderless account (if this option is made available by us.). This Agreement will apply to all additional Order(s) and all additional features that you activate from within your Borderless account.

2.3  Limits. The limits that apply to you will be specified in your Order Form, this Agreement or in our Product and Services Catalog, and for our Free Subscriptions, these limits may also be designated only from within the product itself.

2.4 Age Limitation. You must be 18 years of age (or 20 years of age, if you are subject to the laws of Japan) or older to use the Subscription Service.

2.5  Downgrades.  Depending on your Borderless product, you may be entitled to downgrade your subscription.

2.6  Modifications. We modify the Subscription Service from time to time, including by adding or deleting features and functions, in an effort to improve your experience.

2.7  Prohibited and Unauthorized Use. You will not use the Subscription Service in any way that violates the Terms of Service or for any purpose or in any manner that is unlawful or prohibited by this Agreement.

You may not use the Subscription Service if you are legally prohibited from receiving or using the Subscription Service under the laws of the country in which you are resident or from which you access or use the Subscription Service.

The Subscription Service is not designed to comply with industry-specific regulations such as the Health Insurance Portability and Accountability Act (HIPAA) or the Federal Information Security Management Act (FISMA), so you may not use the Subscription Service where your communications would be subject to such laws. You may not use the Subscription Service in a way that would violate the Gramm-Leach-Bliley Act (GLBA). Nothing contained in this section limits the usage restrictions specific to Sensitive Information under the Agreement.

You will notify us promptly of any unauthorized use of your Users’ identifications and passwords or your account by contacting support@getborderless.com.

2.8  Free Trial. If you register for a free trial, we will make the applicable Subscription Service available to you on a trial basis free of charge until the earlier of (a) the end of the free trial period (if not terminated earlier) or (b) the start date of your paid subscription.

3. Fees

3.1  Subscription Fees. The Subscription Fee will remain fixed during the initial term of your subscription unless (i) you exceed your applicable limits (see the ‘Limits’ section above), (ii) you upgrade products or base packages, (iii) you subscribe to additional features or products, or (iv) otherwise agreed to in your Order. We may also choose to decrease your fees upon written notice to you. You can find all the information about how your fees may be otherwise adjusted on https://getborderless.com/pricing.

3.2  Fee Adjustments at Renewal. Upon renewal, we may increase your fees up to our then-current list price set out in our Product and Services Catalog. If this increase applies to you, we will notify you at least thirty (30) days in advance of your renewal and the increased fees will apply at the start of the next renewal term. If you do not agree to this increase, either party can choose to terminate your subscription at the end of your then-current term by giving the notice required in the ‘Notice of Non-Renewal’ section below.

3.3  Payment by credit card or bank account. If you are paying by credit card, you authorize us to charge your credit card or bank account for all fees payable during the Subscription Term. You further authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party.

3.4  Payment against invoice. If you are paying by invoice, we will invoice you no more than forty-five (45) days before the beginning of the Subscription Term and each subsequent Billing Period, and other times during the Subscription Term when fees are payable. All amounts invoiced are due and payable within thirty (30) days from the date of the invoice, unless otherwise specified in the Order Form.

3.5  Payment Information. You will keep your contact information, billing information and card or bank information (where applicable) up to date. Changes may be made on your Billing Page within your Borderless account. All payment obligations are non-cancelable and all amounts paid are non-refundable, except as specifically provided for in this Agreement. All fees are due and payable in advance throughout the Subscription Term.

3.6  Sales Tax. All fees are exclusive of taxes, which we will charge as applicable. You agree to pay any taxes applicable to your use of the Subscription Service and performance of Services. You shall have no liability for any taxes based upon our gross revenues or net income. If you are located in the European Union, all fees are exclusive of any VAT and you represent that you are registered for VAT purposes in your member state. At our request, you will provide us with the VAT registration number under which you are registered in your member state.  If you do not provide us with a VAT registration number prior to your transaction being processed, we will not issue refunds or credits for any VAT that was charged. If you are subject to GST, all fees are exclusive of GST.  If you are located in Canada, all fees are exclusive of GST, PST and HST.

4. Terms and Termination

4.1  Term and Renewal. Your initial subscription term will be specified in your Order, and, unless otherwise specified in your Order, your subscription will automatically renew for the shorter of the subscription term, or one year.

4.2  Notice of Non-Renewal.  Unless otherwise specified in your Order, to prevent renewal of your subscription, you or we must give written notice of non-renewal thirty (30) days prior to your renewal date.

4.3  Early Cancellation.  You may choose to cancel your subscription early at your convenience provided that, we will not provide any refunds of prepaid fees or unused Subscription Fees, and you will promptly pay all unpaid fees due through the end of the Subscription Term. See the ‘Notice of Non-Renewal’ section for information on how to cancel your subscription.

4.4  Termination for Cause. Either party may terminate this Agreement for cause, as to any or all Subscription Services: (i) upon thirty (30) days’ notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) immediately, if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, cessation of business, liquidation or assignment for the benefit of creditors.

We may also terminate this Agreement for cause at any time if we determine that you are acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our customers.

4.5  Suspension

4.5.1  Suspension for Prohibited Acts

We may suspend any User’s access to any or all Subscription Services without notice for:

(i) use of the Subscription Service in a way that violates applicable local, state, federal, or foreign laws or regulations or the terms of this Agreement, (ii) use of the Borderless service that results in SPAM complaints, or (iii) repeated instances of infringement on the copyright or trademark rights of any person or entity.

We may, without notice, review and delete any Customer Data that we determine in good faith violate these terms, provided that, we have no duty (unless applicable laws or regulations provide otherwise) to prescreen, control, monitor or edit your Customer Data.

4.5.2  Suspension for Non-Payment

We will provide you with notice of non-payment of any amount due. Unless the full amount has been paid, we may suspend your access to any or all of the Subscription Services ten (10) days after such notice. We will not suspend the Subscription Service while you are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute. If a Subscription Service is suspended for non-payment, we may charge a re-activation fee to reinstate the Subscription Service.

4.5.3  Suspension for Present Harm

If your website, or use of, the Subscription Service:

(i) is being subjected to denial of service attacks or other disruptive activity,

(ii) is being used to engage in denial of service attacks or other disruptive activity,

(iii) is creating a security vulnerability for the Subscription Service or others,

(iv) is consuming excessive bandwidth, or

(v) is causing harm to us or others, then we may, with electronic or telephonic notice to you, suspend all or any access to the Subscription Service.

We will make commercially reasonable efforts to (a) limit the suspension to the affected portion of the Subscription Service and (b) promptly resolve the issues causing the suspension of the Subscription Service. Nothing in this clause limits our right to terminate for cause as outlined above, if we determine that you are acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our customers.

4.5.4  Suspension and Termination of Free Services

We may suspend, limit, or terminate the Free Services for any reason at any time without notice. We may terminate your subscription to the Free Services due to your inactivity.

4.6 Effect of Termination or Expiration.  

If your paid subscription is terminated or expires, we will continue to make available to you our Free Services provided however, this may not be the case if your Agreement was terminated for cause.

You will continue to be subject to this Agreement for as long as you have access to a Borderless account.

Upon termination or expiration of this Agreement, you will stop all use of the Subscription Service and Borderless Content. If we terminate this Agreement for cause, you will promptly pay all unpaid fees due through the end of the Subscription Term. Fees are otherwise non-refundable.

Terms and conditions for payment  processing promotional credits

Introduction

borderless is offering to select partner members fee-free processing volume, enhanced support, and early access to new borderless products. Valid for up to 90 days from date applied to an activated borderless account. Available to first time business account users only.

Terms
  • The promotional credit represents the payment volume that the business account receives using borderless. The promotional credit is non-transferable and may not be sold or bartered.
  • Business accounts are eligible for promotional credit if they are new to borderless and signed up using our promotional code.
  • Business accounts will be charged for all payments processing that exceeds the promotional credit. Accounts will not be notified once the promotional credit is exhausted.
  • Offer subject to account approval, valid registration, and acceptance of the borderless Terms and Conditions.
  • After entering the promotional code, business accounts must at least collect $2,000 using borderless within 60 days. Business accounts may be required to accrue a higher minimum amount of processing before the credit is reimbursed.
  • After 60 days, business accounts will be reimbursed only for the processing fees of the payment volume processed incurred during the promotion up to the promotional credit. 
  • The credit is applied as a reimbursement after 60 days from account creation. The account holder will contact borderless to claim the reimbursement. The reimbursement will be issued typically within 10 business days using borderless. The customer will pay the processing fee of the reimbursement.
  • Offer may be revoked at any time for any reason by borderless.
  • Business accounts are responsible for the payment of any taxes incurred.
  • One promotional credit per business account.
  • If you create your borderless account in a different currency than the one in which your promotional credit has been awarded, the actual amount of the promotional credit may be subject to foreign currency fluctuations.
  • Offer valid only for business accounts with billing address in the United States, Canada and Australia. 
  • Offer expires 2 months after the account has been created. 
  • The use of this voucher and/or the promotional credit constitutes your acceptance of these terms and conditions. Offer void where prohibited by law.
  • Sorry we put you through all this legal jargon!