User Agreement

This User Agreement is in effect as of December 15, 2020

Welcome to Dropp!

This user agreement is a contract between you and Dropp, Inc. governing your use of your Dropp account and the Dropp services. You must be in the United States and have a U.S. bank account or credit card to use the Dropp services.

You agree to comply with all of the terms and conditions in this user agreement. The terms include an agreement to resolve disputes on an individual basis. You also agree to comply with the following additional policies and each of the other agreements posted on dropp.cc that apply to you:

  • Acceptable Use Policy
  • Privacy Policy

We may revise this user agreement and any of the policies listed above from time to time. The revised version will be effective at the time we post it unless otherwise noted. If our changes reduce your rights or increase your responsibilities, we will provide notice to you of at least 14 days. We reserve the right to amend this agreement at any time without notice, subject to applicable law. By continuing to use our services after any changes to this user agreement become effective, you agree to abide and be bound by those changes. If you do not agree with any changes to this user agreement, you may close your account.

 

Opening a Dropp Account

We offer accounts for two types of purposes: personal accounts and approved business accounts. You may only have one personal account. To create a personal account, you must be a resident of the United States or one of its territories, be at least 18 years old or the age of majority in your state of residence and use a cellular/wireless telephone number that you own. Your Dropp account is a personal account unless you have received our express written approval to open a business account. In addition to this agreement, approved business accounts are also subject to KYC. 

Personal Dropp accounts let you do things like:

  • Buy things through an authorized merchant’s mobile website, app
  • Respond to merchant offers
  • Keep confidential any credentials you use to access your Dropp account and the Dropp services. You must keep your phone number, email address, and other contact information current in your Dropp account profile.

Closing Your Dropp Account

You may close your account and terminate your relationship with us without cost, but you will remain liable for all obligations related to your Dropp account even after the Dropp account is closed. Any incomplete transactions or transfers must be completed or canceled and you must transfer any money from any personal or business profiles of your Dropp account before closing it.

In certain cases, you may not close your Dropp account, including:

  • To evade an investigation.
  • If you have a pending transaction or an open dispute or claim.
  • If you owe amounts to us.
  • If your Dropp account is subject to a hold, limitation, or reserve.

If your Dropp account is closed for any reason your account will be canceled.

Link or Unlink a Payment Method

You can link or unlink certain payment methods such as a debit card, credit card, or a U.S. bank account to your Dropp account. Please keep your payment method information current (e.g. credit card number and expiration date).

Money Sent to You on Dropp

To hold a Dropp balance and use money sent to you for Dropp payments to authorized merchants, we must verify the required identifying information you provide to us. The required identifying information for a personal account is your name, email, and phone number.

We combine your money with the Dropp money of other Dropp users and hold it in a custodial account for the benefit of our account holders. These pooled amounts are held apart from our corporate funds, and we will neither use these amounts for our operating expenses or any other corporate purposes nor will we voluntarily make these amounts available to our creditors in the event of bankruptcy.

Adding Money to and Transferring Money out of Your Dropp Account

Adding Money

If we have verified the email and phone number that you provide to us, Dropp may offer you the ability to add money to your Dropp balance from a credit card or ACH transaction.

Transferring Money out of Dropp

Money in your Dropp account may be transferred out of Dropp by requesting a refund. Manually transferring it to a bank account linked to your Dropp account, or by transferring it via instant transfer to an eligible debit card or bank account linked to your Dropp account, subject to the fees applicable to such transfers.  The fees applicable to transferring money out of Dropp can be found on the fees page. Fees and limits may change from time to time in our sole discretion.

Bank Transfer Reviews

We review account and transaction activity at various times, including when bank transfers are initiated. This review checks for, among other things, suspicious or illegal activity, and whether your account activity and the activity of merchants with whom you’ve transacted comply with this agreement. In connection with our review process, you may be required to provide us with additional information and/or documentation to verify your identity. We may limit your account and your access to money in it or that is sent to you until verification is completed.

Reviews may result in:

  • delayed, blocked, or canceled transfers;
  • money or payments being held by us;
  • money or payments being applied to amounts you owe to us or used to offset the loss incurred by us;
  • account limitation, suspension, or termination;
  • money or payments being seized to comply with a court order, warrant, or other legal processes; and/or
  • money or payments you previously received being reversed (i.e., sent back to the sender or to the card or bank account that was used to fund the payment).

Among other reasons, we may take the above actions if you knowingly or unknowingly were a participant in a payment that was made from a stolen card, compromised bank account, or compromised Dropp account.

Account Transactions

You have the right to view historical records showing your Dropp account activity. You may view your Dropp account activity by logging into your Dropp mobile account.

Making Payments

Payments to a Merchant

Payments for the sale of goods or services may only be sent to qualified merchants.

Taxes and Information Reporting for Business Profiles

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, that may be assessed by any jurisdiction (collectively, “taxes”). It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, including transactions through your business profile, and it is solely your responsibility to assess, collect, report and remit the correct taxes to the appropriate authority. Dropp is not responsible for determining whether any taxes apply to your transaction, or for calculating, collecting, reporting, or remitting taxes arising from any transaction.

You acknowledge that we may make certain reports to state and federal tax authorities regarding transactions that we process.

Fees and Limits

We may, at our discretion, impose limits on the amount and/or the number of payments you can send and receive. Funding limits will be set by Dropp.  If you use your credit card as the payment method when sending money, you may also be charged a cash-advance fee by your card issuer.  In order to manage risk, we may limit the payment methods available when you make a payment.  Fees and limits may change from time to time in our sole discretion.

Buying Something from Authorized Merchants

How to Buy Something

An “authorized merchant” means a merchant that has been authorized by us to accept Dropp as a payment method for purchases of goods and services. This includes, for example, buying something online using your mobile phone through an authorized merchant’s website and selecting Dropp as your payment method at checkout, or buying something from a seller in-person by using a Dropp QR code.

In order to manage risk, we may limit the payment methods available for a transaction when you buy something from an authorized merchant.

If you use your Dropp account to pay for an item and you select your bank account as the funding source for the transaction, remember that your Dropp account is issued to you by Dropp, Inc. and not your bank. The terms, benefits, and protections associated with your Dropp account may vary from those that apply to your bank account. If you use your Dropp account to make a purchase that exceeds the balance in your linked bank account, you could incur overdraft fees, even if you chose not to allow overdrafts with your bank. Similarly, the liability limits applicable to your Dropp account may differ from those applicable to your bank account.

Fees and Limits

We may, at our discretion, impose limits on the amount or the number of payments you can send, including money you send for authorized merchant purchases.   Fees and limits may change from time to time in our sole discretion.

Refunds

When you buy something from an authorized merchant using Dropp and the transaction is ultimately refunded, the money will be sent back to you. Money may not always be refunded to the payment method originally used.

Using Dropp as a Payment Method

If you have access to a Dropp balance and have enough balance to cover the entire payment, Dropp will use your balance to fund your payment.

Bank Account Transfers

When you use your bank account as a payment method, you are allowing us to initiate a transfer from your bank account. For these transactions, we will make electronic transfers from your bank account in the amount you authorize. You authorize us to try this transfer again if the initial transfer is rejected by your bank for any reason.

If you don't have a Dropp balance or it doesn't cover a Dropp payment, you should confirm that your bank account contains funds sufficient to cover the payment before making the payment, if funded by your bank account.  This will help you avoid overdraft fees your financial institution may charge.

Debit Card Processing

Dropp will process your debit or prepaid card funded transactions through either the ATM debit network or the Visa, Mastercard, American Express, or Discover networks.

Dropp Purchase Program Dispute Resolution Process

If you’re unable to resolve a transaction related issue directly with a seller, you can file a Dropp Purchase Program claim using the steps described below. If you do not follow these steps your claim may be denied:

  1. Open a dispute within 180 days of the date you made the purchase using our support channels (by calling an agent at (XXX) XXX-XXXX, email support@Dropp.cc, or chat in the app). Please include information on the disputed transaction and the reason for your claim, including the date and amount of the transaction, the seller’s name, and an explanation of your issue.
  2. Respond to our requests for documentation or other information. We may require you to provide receipts, third-party evaluations, police reports, or other documents that we specify. You must respond to these requests in a timely manner as requested in our correspondence with you.
  3. We will make a decision (including automatically closing any dispute or claim), in our sole discretion, based on the coverage and eligibility requirements set forth above, any additional information provided during the dispute resolution process, or any other information we deem relevant and appropriate under the circumstances.

Refunds, Reversals, and Chargebacks

Payments that are Invalidated and Reversed

Payments may be invalidated and reversed by us if, among other reasons, we sent the payment to you in error, the funding transaction is declined or reversed, the payment was unauthorized or unfunded, or if the payment was for activities that violated this user agreement or any other agreement with us.

As the sender or recipient of a payment that is later invalidated for any reason, you may be liable to us for the full amount of the payment and we may recover the amount of the payment (plus any fees) from you. 

If we invalidate a payment because the card issuer or originating bank declined or reversed the transaction, then you may be liable for the payment even if you disagree with the decision of the card issuer or originating bank to decline or reverse the payment. If you believe that a payment initiated with your Dropp account was not authorized, then you must notify us immediately, even if you (or someone else) dispute the transaction with the card issuer or originating bank.

Restricted Activities

In connection with your use of our websites, your Dropp account, the Dropp services, or in the course of your interactions with us, other customers, or third parties, you must not:

  • Breach this user agreement or any other agreement between you and us;
  • Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination, or false advertising);
  • Infringe our or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
  • If you have a personal account, use your Dropp account to conduct transactions for goods or services with other personal accounts, except as expressly authorized by Dropp 
  • Create or control more than one personal account for yourself without our express authorization, through among other methods, using a name that is not yours, using a temporary email address or phone number, or providing any other falsified personal information;
  • Act in a manner that is defamatory, trade libelous, threatening, or harassing;
  • Provide false, inaccurate, or misleading information;
  • Send or receive what we reasonably believe to be potentially fraudulent money or payments for advertising, marketing, or otherwise on an unsolicited and unauthorized basis;
  • Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
  • Attempt to double dip during the course of a dispute by receiving or attempting to receive money from both us and the recipient of a payment, bank, or card issuer for the same transaction;
  • Control an account that is linked to another Dropp account that has engaged in any of these restricted activities;
  • Use the Dropp services in a manner that results in or may result in: complaints; disputes; claims, reversals, chargebacks, fees, fines, penalties or other liability or losses to Dropp, other customers, third parties, or you;
  • Use your Dropp account or the Dropp services in a manner that we, Visa, Mastercard, American Express, Discover, or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules, or for the purpose of earning rewards, perks, miles, points, etc. with your credit card, debit card, or bank account;
  • Have any amounts owed to us;
  • Provide yourself a cash advance from your credit card (or help others to do so);
  • Access the Dropp services from outside the United States;
  • 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 the Dropp services) operated by us or on our behalf or the Dropp services;
  • 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 Dropp services;
  • Use an anonymizing proxy; use any robot, spider, other automatic devices, 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;
  • Interfere or disrupt or attempt to interfere with or disrupt our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf, any of the Dropp services or other users’ use of any of the Dropp services;
  • Take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers or service providers;
  • Use the Dropp services to test credit card behaviors, or make excessive or unexplainable transactions;
  • Circumvent any of our policies or determinations about your Dropp account such as temporary or indefinite suspensions or other account holds, limitations, or restrictions, including, but not limited to, engaging in the following actions: attempting to open new or additional
  • Dropp account(s) when you have amounts owed to us or when your Dropp account has been restricted, suspended or otherwise limited; opening new or additional Dropp accounts using information that is not your own (e.g. name, address, email address, etc.); or using someone else’s Dropp account, or;
  • Harass and/or threaten our employees, agents, or other users.


Actions We May Take if You Engage in Any Restricted Activities

If we believe that you’ve engaged in any restricted activities, we may take a number of actions to protect ourselves, our customers, and others at any time at our sole discretion. The actions we may take include, but are not limited to, the following:

  • Terminate this user agreement, limit your Dropp account, and/or close or suspend your Dropp account, immediately and without penalty to us;
  • Refuse to provide the Dropp services to you in the future;
  • Limit your access to our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf, your Dropp account or any of the Dropp services, including limiting your ability to pay or send money with any of the payment methods linked to your Dropp account, restricting your ability to send money or make bank transfers;
  • Hold money in your Dropp account for up to 180 days if reasonably needed to protect against the risk of liability or if you have violated our Acceptable Use Policy;
  • Update inaccurate information you provided us;
  • Take legal action against you; or
  • If you’ve violated our Acceptable Use, then you’re also responsible for damages to us caused by your violation of this policy.
  • If we close your Dropp account or terminate your use of the Dropp services for any reason, we’ll provide you with notice of our actions and make any unrestricted money held in your Dropp account or that has been sent to you available for bank transfers.

You are responsible for all reversals, chargebacks, claims, fees, fines, penalties, and other liability incurred by us, any customer, or a third party caused by or arising out of your breach of this agreement, and/or your use of the Dropp services. For example, if you send a payment funded by your bank account and your bank informs us you do not have sufficient funds to cover the payment, you may be liable for the payment. Similarly, if you receive a payment and the payment is disputed, you may be liable for the payment.

Holds and Limitations

What Are Holds and Limitations

Under certain circumstances, in order to protect Dropp and the security and integrity of the network that uses the Dropp services, Dropp may, in its sole discretion, take account-level or transaction-level actions. A hold may be placed on your Dropp account.

Our decision about holds and limitations may be based on confidential criteria that are essential to our management of risk and the protection of Dropp, our customers, and/or service providers. We may use proprietary fraud and risk modeling when assessing the risk associated with your Dropp 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.

Holds

A hold is an action that Dropp may take under certain circumstances either at the transaction level or the account level. When Dropp places a temporary hold on a transaction, the money is not available to either the sender or the recipient. Dropp reviews many factors before placing a hold on a transaction, including account tenure, transaction activity, and past disputes.

Holds Based on Dropp's Risk Decisions

We may place a hold on transactions involving your Dropp account if, in our sole discretion, we believe that there may be a high level of risk associated with you, your Dropp account, or your transactions or that placing such a hold is necessary to comply with state or federal regulatory requirements. We make decisions about whether to place a hold based on a number of factors, including information available to us from both internal sources and third parties.

Risk-based holds may remain in place for up to 180 days from the date the transaction was made. We may release the hold earlier under certain circumstances, but any earlier release is at our sole discretion.

Account Limitations

Limitations may be placed on your account to help protect Dropp and Dropp users when we notice restricted activities or activity that appears to us as unusual or suspicious. Limitations also help us collect information necessary for keeping your Dropp account open.

There are several reasons why your Dropp account could be limited, including:

  • If we suspect someone could be using your Dropp account without your knowledge, we’ll limit it for your protection and look into the unusual activity.
  • If another financial institution alerts us that someone has used one of your linked payment methods without permission.
  • In order to comply with the law.
  • If we reasonably believe you have breached this agreement or violated the Acceptable Use Policy.

You will need to resolve any issues with your account before a limitation can be removed. Normally, this is done after you provide us with the information we request. However, if we reasonably believe a risk still exists after you have provided us that information, we may take action to protect us, our users, a third party, or you from reversals, fees, fines, penalties, legal and/or regulatory risks, and any other liability.

Court Orders, Regulatory Requirements or Other Legal Process

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 holding payments to/from your Dropp account, placing a hold or on your Dropp account, or releasing your funds. 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 Dropp account. When we implement a hold or limitation as a result of a court order, applicable law, regulatory requirement, or other legal processes, the hold or limitation may remain in place longer than 180 days.

Error Resolution

What is an Error

An "error" means the following:

  • When money is either incorrectly taken from your Dropp account or incorrectly placed into your Dropp account, or when a transaction is incorrectly recorded in your Dropp account.
  • You send a payment and the incorrect amount is debited from your Dropp account.
  • An incorrect amount is credited to your Dropp account.
  • A transaction is missing from or not properly identified in your Dropp account statement.
  • We make a computational or mathematical error related to your Dropp account.

What is not Considered an Error

The following are not considered errors:

  • If you give someone access to your Dropp account (by giving them your login information) and they use your Dropp account without your knowledge or permission. You are responsible for transactions made in this situation.
  • Invalidation and reversal of a payment as a result of the actions described under Refunds, Reversals, and Chargebacks.
    You request a receipt or periodic transaction documents that we are required to provide to you.
  • Routine inquiries about money in your Dropp account or the status of a pending transfer to or from your Dropp account, unless you expressly notify us of an error in connection with the transfer.
  • Requests for duplicate documentation or other information for tax or other recordkeeping purposes.

Claims under the Dropp Purchase Program.

In case of errors or questions about your electronic transfers, telephone us at XXX-XXX-XXXX, contact us through the Help Center App at dropp.cc; or write us at Dropp, Inc., Attn: Dropp Error Resolution Department, 128 Lafayette Street, Newark, NJ 07105.

Notify us as soon as you can if you think your statement or receipt is wrong or if you need more information about a transfer listed on the statement or receipt. We must hear from you no later than 60 days after we sent the FIRST transaction on which the problem or error appeared. Filing a chargeback or reversal with your financial institution related to a Dropp payment does not constitute notice of an error to us. You must contact us directly to notify us of errors. When you notify us:

  • Tell us your name and account number (if any).
  • 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.
  • 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 10 business days.

We will determine whether an error occurred within 10 business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 45 days to investigate your complaint or question. 

For errors involving new Dropp accounts or point-of-sale transactions, we may take up to 90 days to investigate your complaint or question. For new Dropp accounts, we may take up to 20 business days to credit your Dropp account for the amount you think is in error.

We will tell you the results within 3 business after completing our investigation.

  • If we determine that there was an error, we will promptly credit the full amount of the error into your account within 1 business day of our determination. 
  • If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

Processing Errors

We will rectify any processing error that we discover. If the error results in:

  • You receiving less than the correct amount to which you were entitled, then we will credit your Dropp account for the difference between what you should have received and what you actually received.
  • You receiving more than the correct amount to which you were entitled, then we will debit your Dropp account for the difference between what you actually received and what you should have received.
  • Our not completing a transaction on time or in the correct amount, then we will be responsible to you for your losses or damages directly caused by this failure, unless:
    • through no fault of ours, you did not have enough available funds to complete the transaction;
    • our system was not working properly and you knew about the breakdown when you started the transaction; or
    • the error was due to extraordinary circumstances outside our control (such as fire, flood or loss of Internet connection), despite our reasonable precautions.

Processing errors are not:

  • Delays that result from us applying holds or limitations.  
  • Delays based on a payment review or bank transfer review.  
  • Your errors in making a transaction (for example, mistyping an amount of money that you are sending).

Communications Between You and Us

If you provide us your mobile phone number, you agree that we, including our affiliates, may contact you at that number using autodialed or prerecorded message calls or text messages to: (i) service your Dropp branded accounts, (ii) investigate or prevent fraud, or (iii) collect a debt. We will not use autodialed or prerecorded message calls or texts to contact you for marketing purposes unless we receive your prior express written consent. We may share your mobile phone number with service providers with whom we contract to assist us with the activities listed above, but we will not share your mobile phone number with third parties for their own purposes without your consent.

We may communicate with you about your Dropp account and the Dropp services electronically. You will be considered to have received a communication from us, if it’s delivered electronically, 24 hours after the time we post it to our website or email it to you. You will be considered to have received a communication from us if it’s delivered by mail, 3 business after we send it.

Written notices must be sent by postal mail to: Dropp, Inc., Attention: Support Department, 142 Lafayette Street, Newark, NJ 07105.

You understand and agree that, to the extent permitted by law, we may, without further notice or warning, monitor or record telephone conversations you or anyone acting on your behalf has with us or our agents for quality control and training purposes or for our own protection. 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 by us, and we do not guarantee that recordings of any particular telephone calls will be retained or retrievable.

 

Our Rights

Our Suspension and Termination Rights

We, in our sole discretion, reserve the right to suspend or terminate this user agreement, access to or use of our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf or some or all of the Dropp services for any reason and at any time upon notice to you and, upon termination of this user agreement, the payment to you of any unrestricted money being held for you.

Security Interest

As security for the performance of your obligations under this user agreement, you grant to us a lien on, and security interest in and to, money in your Dropp account and any other funds held in our possession.

Amounts Owed to Us

We may deduct amounts owed to us, in whole or in part, from the money that is sent to your Dropp account later, either by you or from payments sent to you. While you owe amounts to us, we may:

  • reverse payments you have sent;
  • engage in collection and other efforts to recover such amounts from you, including, but not limited to, making attempts on your linked payment methods to cover the amounts; and
  • place a limitation or take other action on your Dropp account.

If you have more than one Dropp account, even if you have those accounts without our authorization and in breach of this agreement, we may set off amounts owed to us in one Dropp account against money in or money sent to your other Dropp account(s). If you continue using your Dropp account when you have amounts owed to us, you authorize us to combine amounts owed to us with any debit or transaction sent from your account.

In addition to the above, if you have a past due amount owed to us, including our affiliates, we may debit your Dropp account or accounts held at our affiliates or various products to pay any amounts that are past due.

If you have amounts past due, you should confirm that your payment methods contain funds sufficient enough to cover any amounts past due.  This will help you avoid overdraft or other fees your financial institution may charge.

Insolvency Proceedings

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’ll be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this agreement.

Assumption of Rights

If we invalidate and reverse a payment that you made to a recipient (either at your initiative or otherwise), you agree that we assume your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, in our discretion.

No Waiver

Our failure to act with respect to a breach of any of your obligations under this user agreement by you or others does not waive our right to act with respect to subsequent or similar breaches.

 

Indemnification and Limitation of Liability

In this section, we use the term “Dropp” to refer to Dropp, Inc., and our affiliates, and each of their respective directors, officers, employees, agents, joint venturers, service providers, and suppliers. Our affiliates include each entity that we control, we are controlled by or we are under common control with.

Indemnification

You must indemnify Dropp for actions related to your Dropp account and your use of the Dropp services. You agree to defend, indemnify and hold Dropp harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party due to or arising out of your breach of this user agreement, your improper use of the Dropp services, your violation of any law or the rights of a third party and/or the actions or inactions of any third party to whom you grant permissions to use your Dropp account or access our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf, or any of the Dropp services on your behalf.

Limitation of Liability

Dropp’s liability is limited with respect to your Dropp account and your use of the Dropp services. In no event shall Dropp be liable for lost profits or any special, incidental, or consequential damages (including without limitation damages for loss of data or loss of business) arising out of or in connection with our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf, any of the Dropp services, or this user agreement (however arising, including negligence), unless and to the extent prohibited by law.

Our liability to you or any third parties in any circumstance is limited to the actual amount of direct damages. In addition, to the extent permitted by applicable law, Dropp is not liable, and you agree not to hold Dropp responsible, for any damages or losses (including, but not limited to, loss of money, goodwill, or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from: (1) your use of, or your inability to use, our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf, or any of the Dropp services; (2) delays or disruptions in our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf and any of the Dropp services; (3) viruses or other malicious software obtained by accessing our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf or any of the Dropp services or any website or service linked to our websites, software or any of the Dropp services; (4) glitches, bugs, errors, or inaccuracies of any kind in our websites, software, systems (including any networks and servers used to provide any of the Dropp services) operated by us or on our behalf or any of the Dropp services or in the information and graphics obtained from them; (5) the content, actions, or inactions of third parties; (6) a suspension or other action taken with respect to your Dropp account; or (7) your need to modify your practices, content, or behavior, or your loss of or inability to do business, as a result of changes to this user agreement or our policies.

Disclaimer of Warranty and Release

No Warranty

The Dropp services are provided “as-is” and without any representation or warranty, whether express, implied, or statutory. We 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 provided by sellers who accept Dropp as a payment method, and we cannot ensure that a Dropp user or a seller 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 the Dropp services, and operation of our websites, software, or systems (including any networks and servers used to provide any of the Dropp 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, debit cards, credit cards, and check issuances are processed in a timely manner but we make no representations or warranties regarding the amount of time needed to complete processing because the Dropp services are dependent upon many factors outside of our control, such as delays in the banking system or the U.S. or international mail service. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimers may not apply to you.

Your Release of Us

If you have a dispute with any other Dropp account holder, you release us 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.

 

Agreement to Arbitrate

If a dispute arises between you and Dropp regarding the Dropp services or otherwise, our goal is to learn about and address your concerns. If we are unable to do so to your satisfaction, we aim to provide you with a neutral and cost-effective means of resolving the dispute quickly. Disputes between you and Dropp regarding the Dropp services may be reported to customer service online through the Dropp Support App at dropp.cc at any time, or by calling XXX-XXX-XXX from Mon-Fri 10:00 AM to 5:00 PM EST.

Any claims arising out of, relating to, or connected with this user agreement must be asserted individually in binding arbitration conducted by a single arbitrator with experience in consumer online payment services disputes administered by the American Arbitration Association ("AAA") in accordance with its commercial arbitration rules and the AAA Supplementary Procedures for Consumer-Related Disputes.  The forum for arbitration shall be in Newark NJ. The arbitrator shall not conduct any form of class or collective arbitration nor join or consolidate claims by or for individuals. To the extent allowed by applicable law, the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this user agreement including, but not limited to, any claim that all or any part of this user agreement is void or voidable. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. 

This user agreement and each of its parts evidence a transaction involving interstate commerce, and the United States Arbitration Act shall apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings. There are only two exceptions to this agreement to arbitrate. First, if we reasonably believe that you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any court of competent jurisdiction. Second, any claim of $500 or less may, at the option of the claiming party, be resolved in small claims court in Newark, New Jersey, if the claim and the parties are within the jurisdiction of the small claims court. For these two exceptions, you agree to submit to the personal jurisdiction of the courts located within Newark, New Jersey for the purpose of litigating such claims or disputes.

Waiver of Right to Jury; Class Action Waiver

To the extent allowed by law, you agree to irrevocably waive any right you may have to a trial by jury or other court trials (other than small claims court) or to serve as a representative, as a primary attorney general, or in any other representative capacity, or to participate as a member of a class of claimants, in any lawsuit, arbitration, or other proceeding filed against us and/or related third parties.

Intellectual Property

Our Trademarks

"Dropp.cc," "Dropp," and all logos related to the Dropp services are either trademarks or registered trademarks of Dropp or Dropp’s licensors. You may not copy, imitate, modify, or use them without our prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Dropp. You may not copy, imitate, modify, or use them without our prior written consent. You may use HTML logos provided by us for the purpose of directing web traffic to the Dropp services. You may not alter, modify or change these HTML logos in any way, use them in a manner that mischaracterizes Dropp or the Dropp services or display them in any manner that implies Dropp’s or Dropp’s sponsorship or endorsement. All right, title and interest in and to the Dropp websites, any content thereon, the Dropp services, the technology related to the Dropp services, and any and all technology and any content created or derived from any of the foregoing is the exclusive property of Dropp and its licensors.

License Grants, Generally

If you are using our 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 service providers, that you have downloaded or otherwise accessed through a web or mobile platform, then Dropp grants you a revocable, non-exclusive, non-sublicensable, non-transferable, royalty-free limited license to access and/or use our software in accordance with 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 the Dropp services. If you do not comply with implementation, access, and use requirements you will be liable for all resulting damages suffered by you, us, and third parties. We may update or discontinue any software upon notice to you. While we may have (1) integrated certain third party materials and technology into any web or other application, including its software, and/or (2) accessed and used certain third party materials and technology to facilitate providing you with the Dropp services, you have not been granted and do not otherwise retain any rights in or to any such third party materials. You agree not to modify, alter, tamper with, repair, copy, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the software or any third-party materials or technology, or otherwise create any derivative works from any of the software or third party materials or technology. You acknowledge that all rights, title, and interest to our software are owned by Dropp, and any third-party materials integrated therein are owned by our third-party service providers. Any other third-party software application you use on the Dropp websites is subject to the license you agreed to with the third party that provides you with this software. You acknowledge that Dropp does 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, and/or in connection with the Dropp services.

License Grant from You to Dropp; Intellectual Property Warranties

We do not claim ownership of the content that you provide, upload, submit, or send to us. When you provide content to us or post content using Dropp services, you grant us, our affiliates, and our users (including parties that we work with) a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, transferable, sublicensable, and worldwide license to duplicate, copy, display, publish, upload, perform, distribute, modify, create derivative works, delete, post, forward to others and otherwise use your content and associated intellectual property and publicity rights to help us improve, operate, promote, advertise and market our current services and develop new ones, in any form, medium or technology now known or later developed. We will not compensate you for any of your content.

You further represent and warrant that (1) you own or otherwise have all the licenses, rights, consents, and permissions in your content necessary to make the above license and grant, (2) your content is accurate, and (3) your content and our use of your content do not and will not infringe any intellectual property, privacy, proprietary or publicity rights, or otherwise violate confidentiality obligations, these terms or applicable law. Further, you agree to waive your moral rights and promise not to assert any rights in your content against us.

 

Miscellaneous

Assignment

You may not transfer or assign any rights or obligations you have under this user agreement without our prior written consent. We may transfer or assign this user agreement or any right or obligation under this user agreement at any time.

Business Days

“Business Day(s)” means Monday through Friday, excluding holidays when Dropp’s offices are not considered open for business in the 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) and Christmas Day (December 25). If a holiday falls on a Saturday, we observe the holiday on the prior Friday. If the holiday falls on a Sunday, we observe the holiday on the following Monday.

Consumer Fraud Warning

We’re always looking for ways to help keep you even more secure. So stay on the lookout for some of these common scams:

  • Seller Scam: a scammer sends you a fraudulent payment for goods or services you provide outside of Dropp.
  • Accidental Payment: a scammer sends you a fraudulent payment, claims it was accidental, and asks that you return their money.

Always use common sense when sending money. 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 contacting us. 

Dormant Accounts

If you do not log in to your Dropp account for two or more years, we may close your Dropp account and send any of your funds held in our possession to your primary address (if we have verified the requirements that you have provided to us) or, if required, escheat (send) any of your funds held in our possession to your state of residency. We will determine your state of residency based on the information provided for your Dropp account. If your address is unknown, any of your funds held in our possession will be escheated to the State of Delaware. Where required, we will send you a notice prior to escheating any of your funds. If you fail to respond to this notice, your funds held in our possession will be escheated to the applicable state. If you would like to claim any escheated funds from the applicable state, please contact the applicable state’s unclaimed property administrator.

Governing Law

You agree that except to the extent inconsistent with or preempted by federal law and except as otherwise stated in this user agreement, the laws of the State of New Jersey, without regard to principles of conflict of laws, will govern this user agreement and any claim or dispute that has arisen or may arise between you and Dropp regarding your use of the Dropp services.

Identity Authentication

You authorize us, directly or through third parties, to make any inquiries we consider necessary to verify your identity. This may include:

  • asking you for further information, such as your date of birth, social security or Taxpayer Identification Number, your physical address, and other information that will allow us to reasonably identify you;
  • requiring you to take steps to confirm ownership of your email address, phone number, or financial instruments;
  • ordering a credit report from a credit-reporting agency, or verifying your information against third party databases or through other sources; or
  • requiring you to provide your driver’s license or other identifying documents.

Privacy

Protecting your privacy is very important to us. Please review our Privacy Policy to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your information.

Third-Party Providers

The Dropp app works on an application linked to a particular device and operating system, such as Apple’s iOS operating system. Your use of the Dropp services may be subject to separate agreements you may enter into with your mobile device operating system provider (e.g., Apple, Google or Microsoft®), your mobile device manufacturer (e.g., Apple, Samsung®), your mobile service carrier (e.g., AT&T® or Verizon®), and other parties involved in providing your mobile device service, which we collectively refer to as “Covered Third Parties.” You agree to comply with all applicable third-party terms of agreement when using the Dropp Services. We are not a party to those agreements and we have no responsibility for the products and services provided by third parties. You acknowledge and agree that this agreement is between you and Dropp, not with any Covered Third Party. You acknowledge and agree that we are solely responsible for the Dropp services and for providing maintenance and support services for the Dropp services.

Covered Third Parties have no warranty obligations whatsoever with respect to the Dropp Services and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure of the Dropp services to conform to any warranty provided by us, if any, will be our sole responsibility.

We, not any Covered Third Parties, are responsible for addressing any claims relating to the Dropp services, including, but not limited to: (i) product liability claims; (ii) any claim that the Dropp Services fail to conform to any applicable legal or regulatory requirement; (iii) claims arising under consumer protection, privacy, or similar legislation; and (iv) intellectual property claims.

If you are using the Dropp Services on an Apple device, you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement and that Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary. Such rights may also accrue to other handset manufacturers and operating systems that participate in the Dropp services.

Your Use of Information; Data Protection Laws

If you receive information about any Dropp customer, you must keep the information confidential and only use it in connection with the Dropp services. You may not disclose or distribute any information about Dropp users to a third party or use the information for marketing purposes unless you receive that user’s express consent to do so. You may not send unsolicited emails to a Dropp customer or use the Dropp services to collect payments for sending, or assist in sending, unsolicited emails to third parties.

The privacy and data protection laws that may apply include any associated regulations, regulatory requirements, and codes of practice applicable to the provision of the services described in this agreement.

In complying with such laws, you will:

  • implement and maintain all appropriate security measures for the processing of personal data; and
  • not knowingly do anything or permit anything to be done which might lead to a breach of any privacy data protection laws by us.
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