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The Card Platform

Terms of Service

Learn About Our Terms

Platform Terms

 

1. Acceptance of Terms


By accessing or using the mobile wallet creation services, APIs, websites, or related software (collectively, the “Product”) provided by The Wallet Group, Inc. (“The Wallet Group,” “we,” or “us”), you (“Customer” or “you”) agree to be bound by these Terms of Service (“Terms”). If you are entering into these Terms on behalf of an organization, you represent that you are authorized to do so. If you do not agree to these Terms, do not access or use the Product.


2. Definitions


These Terms represent a legal agreement between you and The Wallet Group and govern your use of the Product, including: i. any related website(s) or application(s) operated by The Wallet Group; ii. any information, data, or materials accessible through the Product; and iii. any documentation or content provided in connection therewith. A “License” means the limited right to use the Product as provided herein. All licensing is at the discretion of The Wallet Group and may be revoked at any time for any reason and without notice. By accessing or using the Product, the Customer acknowledges having read, understood, and agreed to comply with these Terms.


3. Use License


The Wallet Group grants the Customer a non-exclusive, non-transferable, revocable license to access and use the Product during the term of the executed agreement. The License may be revoked at the discretion of The Wallet Group at any time, without reason or notice. The Customer may use the Product solely for business purposes, subject to these Terms and all applicable laws.


4. Customer Conduct


In using the Product, the Customer shall not: a. Violate any applicable international, federal, or state laws, regulations, or rules or any securities exchange requirements (collectively, “Laws”), including by using any information in a manner that violates the U.S. CAN-SPAM Act of 2003 or the Canadian Anti-Spam Legislation; b. Violate any applicable Laws, industry or professional codes or standards, contractual or fiduciary obligations, confidentiality obligations, or employer policies; c. Transmit any information, data, images, or other materials that are unlawful, harmful, threatening, harassing, libelous, defamatory, vulgar, obscene, or otherwise objectionable, or that may invade another’s right of privacy or infringe any intellectual property right; d. Impersonate any person or entity or falsely state or otherwise misrepresent the Customer’s affiliation; e. Violate or attempt to violate the security of the Product, including unauthorized access, probing, or interfering with functionality; or f. Reverse engineer, decompile, or disassemble any portion of the Product.


5. Proprietary Rights


The Wallet Group owns and retains all right, title, and interest in and to the Product and all related software, source code, algorithms, user interfaces, documentation, design, layout, trademarks, trade secrets, and any derivative works or improvements thereof (“TWG IP”). Except for the limited license expressly granted in these Terms, no rights are transferred to the Customer. All goodwill arising from the use of TWG’s trademarks shall inure solely to The Wallet Group. Any feedback, suggestions, or ideas submitted by the Customer relating to the Product shall automatically become the property of The Wallet Group without compensation or restriction. The Customer shall not claim ownership of, or any rights in, the Product or any portion thereof, including any data models, software components, or analytics generated through its use. Any feedback, suggestions, or ideas submitted by the Customer relating to the Product shall automatically become the property of The Wallet Group without compensation or restriction.


6. Provision of Service


The Wallet Group may make improvements, modifications, or temporary suspensions for maintenance at any time without notice. The Wallet Group shall not be responsible for any failure to remove, or delay in removing, harmful, inaccurate, unlawful, or otherwise objectionable content originating with or transmitted through the Product. While reasonable efforts will be made to protect data integrity, The Wallet Group is not liable for any loss or corruption of data. Customers are encouraged to back up their data independently.


7. Compliance and Export Control


Customer agrees to comply with all applicable export control laws and regulations of the United States and other jurisdictions. Customer shall not export, re-export, or use the Product in violation of any applicable law, including to embargoed or sanctioned countries or individuals.


8. Account Security and Responsibility


Customer is responsible for maintaining the confidentiality of all login credentials and for all activity under its account. Customer agrees to promptly notify The Wallet Group of any unauthorized access or use of the Product.


9. Data Privacy and Processing


The Wallet Group implements commercially reasonable safeguards to protect Customer Data. Customer acknowledges that The Wallet Group acts as a data processor or service provider and that Customer is the data controller. Customer must ensure compliance with all applicable privacy laws, including GDPR and CCPA.


10. Ownership and Use of Data


By submitting, uploading, or transmitting any information, content, or data (“Customer Data”) through the Product, the Customer hereby grants The Wallet Group a worldwide, perpetual, irrevocable, royalty-free, sublicensable license to collect, use, host, store, reproduce, modify, analyze, aggregate, create derivative works from, and otherwise exploit such Customer Data:

  1. to operate, improve, and enhance the Product and related services;
  2. to develop and improve algorithms, analytics, and data models;
  3. to generate aggregated or anonymized data for business, research, and marketing purposes; and
  4. to comply with applicable legal obligations.

To the extent that Customer Data contains personally identifiable information, TWG will use such data in accordance with its Privacy Policy and applicable law. The Customer represents and warrants that it has obtained all necessary consents and rights to grant the foregoing license.


11. Termination


Misconduct, breach of these Terms, or violation of applicable law are grounds for immediate termination. Customers wishing to terminate must email cancellations@thewalletgroup.com within thirty (30) days of their renewal date. Provisions intended to survive termination, including indemnity, intellectual property, warranties, limitations of liability, and arbitration, shall remain in effect. The Wallet Group has the right terminate the Customer at will for any reason. There are no refunds for the service.


12. Indemnification


The Customer shall indemnify, defend, and hold harmless The Wallet Group, its affiliates, officers, directors, employees, agents, licensors, successors, and assigns (collectively, the “Indemnified Parties”) from and against any and all claims, damages, liabilities, losses, judgments, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

  1. The Customer’s access to or use of the Product;
  2. The Customer’s breach of these Terms or of any applicable law;
  3. Any materials, data, or content uploaded, transmitted, or distributed by the Customer through the Product;
  4. Any representations, offers, or communications made by the Customer to its own customers, including false or misleading promotions, discounts, or advertisements made using the Product;
  5. Any third-party claim alleging infringement, misappropriation, or violation of rights arising from the Customer’s content or conduct; or
  6. Any negligence, misconduct, or violation of consumer protection or privacy laws by the Customer or its affiliates.

The Wallet Group reserves the right, at its sole expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the Customer. The Customer shall cooperate fully with TWG in defending such claims.


13. Disclaimers


THE CUSTOMER ASSUMES ALL RESPONSIBILITY AND RISK FOR USE OF THE PRODUCT. THE PRODUCT IS PROVIDED ‘AS IS’ AND ‘AS AVAILABLE,’ WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. THE WALLET GROUP DOES NOT WARRANT THAT THE PRODUCT WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED. THE WALLET GROUP DOES NOT ASSUME ANY LEGAL LIABILITY OR RESPONSIBILITY FOR THE ACCURACY OR USEFULNESS OF ANY INFORMATION MADE AVAILABLE THROUGH THE PRODUCT.


14. Limitation of Liability


IN NO EVENT SHALL THE WALLET GROUP BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS OR DATA. THE WALLET GROUP’S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY THE CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.


15. Confidentiality


The Customer agrees to maintain as strictly confidential all non-public, proprietary, or confidential information disclosed by The Wallet Group, whether oral, written, or electronic, including but not limited to technical data, source code, system architecture, pricing, business strategies, customer information, product roadmaps, and trade secrets (“Confidential Information”).

The Customer shall use the Confidential Information solely for the purpose of using the Product in accordance with these Terms and shall not disclose such information to any third party without The Wallet Group’s prior written consent. The Customer shall take reasonable measures to protect the confidentiality of such information, at least equivalent to those it uses to protect its own confidential materials.

The obligations in this section shall not apply to information that:
(a) is or becomes publicly available through no fault of the Customer;
(b) was lawfully known to the Customer prior to disclosure by The Wallet Group;
(c) is independently developed by the Customer without use of or reference to the Confidential Information; or
(d) is required to be disclosed by law or court order, provided that the Customer gives prompt notice to The Wallet Group to allow it to seek a protective order or other remedy.

The Wallet Group has no obligation to maintain as confidential any information provided by the Customer unless expressly agreed in writing. These confidentiality obligations shall survive termination of these Terms for a period of two (2) years.

Customer agrees to maintain as confidential all non-public information disclosed by The Wallet Group, including technical data, pricing, and business strategies. The Wallet Group has no obligation to maintain as confidential any information provided by the Customer unless expressly agreed in writing.


16. Suspension and Termination for Convenience


The Wallet Group may suspend or terminate access to the Product at any time, for any reason or no reason, including maintenance, security, or business discretion, without liability to the Customer. Suspension or termination shall not relieve the Customer of its payment obligations accrued prior to the effective date.


17. Taxes and Fees


All fees are exclusive of taxes. The Customer shall be solely responsible for all applicable taxes, duties, and governmental charges associated with its use of the Product.


18. No Reliance or Guarantee


The Customer acknowledges that it has not relied on any representation, warranty, or statement not expressly set forth in these Terms. The Wallet Group does not guarantee any specific business results, customer conversions, or engagement outcomes arising from the use of the Product.


19. Feedback and Suggestions


Any feedback, ideas, or suggestions submitted by the Customer regarding the Product shall be deemed non-confidential and the sole property of The Wallet Group. The Wallet Group shall have unrestricted rights to use, reproduce, modify, and commercialize such feedback without acknowledgment or compensation.


20. Publicity Rights


The Wallet Group may reference the Customer’s name, trademarks, and logos in marketing, case studies, and promotional materials unless the Customer provides written notice opting out.


21. Modification of Terms


The Wallet Group reserves the right, at its sole discretion, to modify, amend, or update these Terms at any time, with or without prior notice. Any such changes become effective immediately upon posting on The Wallet Group’s website or within the Product. It is the Customer’s responsibility to review the Terms periodically for updates. Continued use of the Product after modifications constitutes acceptance of the revised Terms.


22. No Assignment by Customer


The Customer may not assign, delegate, or transfer these Terms or any rights or obligations hereunder without The Wallet Group’s prior written consent. Any attempted assignment in violation of this provision shall be null and void.


23. Notices


All notices to The Wallet Group must be sent to legal@thewalletgroup.com. Notices to the Customer may be sent to the email address associated with its account and shall be deemed delivered upon transmission.


24. Governing Law and Arbitration


These Terms and any dispute, claim, or controversy arising out of or relating to the Product, these Terms, or any related transaction shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of law rules.

Exclusive Remedy: The parties expressly agree that binding arbitration shall be the sole and exclusive means of resolving any and all disputes, claims, or controversies of any kind arising out of or relating to these Terms, the Product, or any relationship between the parties. Neither party shall have the right to bring or participate in any court action, class action, or representative proceeding, whether in law or equity, except to enforce an arbitration award as provided herein.

Arbitration Procedure: All disputes shall be resolved exclusively by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted before a single arbitrator in New Brunswick, New Jersey, and the decision of the arbitrator shall be final and binding on both parties. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Waiver of Court Proceedings: Each party irrevocably waives any right to trial by jury or to participate in any class, collective, or representative proceeding. No claim may be brought as a class or collective action, and the arbitrator shall have no authority to consolidate claims or award relief to anyone other than the individual parties to the arbitration.

Enforcement: Any court action solely for the purpose of enforcing an arbitration award or compelling arbitration shall be brought exclusively in the state or federal courts located in New Jersey, and each party consents to such jurisdiction and venue for those limited purposes.

Terms shall be governed by the laws of the State of New Jersey. Any dispute shall be resolved by binding arbitration in New Brunswick, New Jersey, under the rules of the American Arbitration Association. Each party waives the right to a jury trial or to participate in a class action. Any court action to enforce an arbitration award shall be brought exclusively in the courts of New Jersey.


25. Miscellaneous


If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in effect. These Terms constitute the entire agreement between the parties and supersede all prior agreements.