MGTD Online Bank
of Account Terms of Use

MGTD Online Bank of Account Terms of Use

Last Revised: June 13th, 2022

PLEASE READ THE TERMS OF USE CAREFULLY BEFORE YOU SEND ANY FUNDS TO OR MAKE USE OF MGTD’S ONLINE BANK ACCOUNT.

These Terms of Use are entered into by and between you, in either an individual capacity or on behalf of an entity to which you are employee or representative (“you”, “your”) and MGTD UNITED, LLC (“MGTD”, “we”, “us”, “our”). The following terms and conditions, together with any other documents and forms that are expressly incorporated by reference (collectively, “Terms of Use” or “these Terms”), govern your use of our online bank account (“MGTD’s Online Bank Account”).

IMPORTANT: THESE TERMS OF USE REQUIRE YOU TO RESOLVE DISPUTES WITH MGTD THROUGH FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS, RATHER THAN THROUGH JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL THE TERMS OF THESE TERMS OF USE.

BY ACCEPTING THESE TERMS OF USE, SIGNING UP FOR, CREATING AN ACCOUNT FOR, OR OTHERWISE USING MGTD’S ONLINE BANK ACCOUNT, YOU AFFIRM THAT (1) YOU ARE OF LEGAL AGE TO BE BOUND BY THESE TERMS; (2) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE LEGALLY BOUND BY THESE TERMS, INCLUDING POLICIES AND NOTICES INCORPORATED OR REFERRED TO IN THESE TERMS; AND (3) YOUR ACTION OF CLICKING "I ACCEPT" WHEN MAKING USE OF MGTD’S ONLINE BANK ACCOUNT SHALL HAVE THE SAME FORCE AND EFFECT AS THE USE OF A MANUAL SIGNATURE. IF YOU DO NOT WANT TO AGREE TO THESE TERMS, YOU MUST NOT USE OR FUND MGTD’S ONLINE BANK ACCOUNT.

  1. Changes to These Terms

We reserve the right to modify these terms at any time and notify you by presenting these terms when you log in. We may choose to supplement such notice by email or other means where the changes are material. Your continued use of the MGTD’s Online Bank Account following any changes to these Terms will constitute your acceptance of such changes. If you do not wish to continue using MGTD’s Online Bank Account under the updated Terms of Use, you shall immediately cease all use and funding of MGTD’s Online Bank Account.

  1. MGTD’s Online Bank Account

MGTD’s Online Bank Account is an online bank account for end users who wish to:

  • fund a bank account that can be used by the end user to create virtual payment cards using Limited Liability Company Jigsaw’s (“Jigsaw”) proprietary software tool (“Jigsaw Software”); and

  • use the virtual payment cards to fund marketing campaigns exclusively through the end user’s respective Facebook and Google advertising accounts.

  1. Your Use of MGTD’s Online Bank Account

Your Account. You will need to create an account through the Jigsaw Software to fund and use MGTD’s Online Bank Account. You must keep your username and password strictly confidential and must not share it with any other person. You acknowledge that you are solely responsible for all use of such details, including any unauthorized use. If you believe your username or password is lost or stolen or that there has been unauthorized access to your account or any other suspected breach of security or misuse of your account, please contact us and Jigsaw immediately.

Your use of MGTD’s Online Bank Account. Your use of MGTD’s Online Bank Account is limited. Subject to your compliance with these Terms, we grant to you a non-exclusive, revocable, non-transferable, non-assignable right to direct funds to MGTD’s Online Bank Account with the Jigsaw Software and to use your funds in MGTD’s Online Bank Account solely to fund and create virtual payment cards with the Jigsaw Software. You have no other right to MGTD’s Online Bank Account, and if we suspect that you are using MGTD’s Online Bank Account for any other purpose, we may immediately terminate your account. If you fail to comply with these Terms, you must immediately cease using MGTD’s Online Bank Account and we may immediately terminate your account. You acknowledge and agree that you do not acquire any title, ownership, proprietary rights, interests, or intellectual property rights, or any part thereof, in or to MGTD’s Online Bank Account, or any portion of MGTD’s Online Bank Account other than your own funds therein. RIGHTS NOT EXPRESSLY GRANTED HEREIN ARE RESERVED BY MGTD.

In your use of MGTD’s Online Bank Account, you shall not and shall not permit any third party to:

  • Attempt to gain access to any component of MGTD’s Online Bank Account for which you are not specifically authorized by these Terms.

  • Sell, rent, assign, transfer, sublicense, publish, distribute, disclose, display or otherwise commercially exploit or make available any component of MGTD’s Online Bank Account (or copies thereof) to others.

  • Use MGTD’s Online Bank Account in a way that abuses, disables, interferes with, or disrupts MGTD’s Online Bank Account or any other person’s use thereof.

  • Block or prevent any other user’s or MGTD’s use of MGTD’s Online Bank Account.

  • Engage in activity that is illegal, tortious, fraudulent, false, or misleading.

  • Post, transmit or distribute through MGTD’s Online Bank Account any material, trademarks or other proprietary information for which you have not obtained all necessary rights and consents and/or that may infringe the intellectual property or other rights of third parties.

  • Distribute viruses, worms, Trojan horses, corrupted files, hoaxes or other items of a malicious, destructive or deceptive nature.

  • Use MGTD’s Online Bank Account on any device you do not own or control.

  • Use MGTD’s Online Bank Account or any other data or information available in connection with the MGTD’s Online Bank Account in violation of any law, rule or regulation or these Terms of Use.

  • Use MGTD’s Online Bank Account to impersonate or misrepresent your identity or affiliation with any other person or entity.

  • Upload, download, email, transmit, store, or otherwise make available any data that is unlawful, harmful, invasive of another’s privacy, otherwise objectionable or any material that contains any software virus or any other computer code, file, or program designed to interrupt, destroy, limit, or prevent access to or of any software, data, hardware, or telecommunications equipment.

 

You represent and warrant that (i) you have and will maintain an active account through the Jigsaw Software; (ii) you have been vetted and approved by Jigsaw to create an account through the Jigsaw Software; (iii) you are not located in any country to which the United States has embargoed goods or has otherwise applied any economic sanctions; and (iv) that you are not a denied party as specified in any applicable export laws or are otherwise listed on any US government list of prohibited or restricted parties. You certify that (a) any payment you make to MGTD’s Online Bank Account will debit an account that you own or are legally authorized to use and (b) you have sufficient available funds in your account to cover your payment to MGTD’s Online Bank Account.

  1. Your License to Us

You grant us all rights necessary or convenient for us to use the credentials, funds, and other information necessary for us to allow the Jigsaw Software to properly function for your purposes, including your payment of any fees due thereunder.

  1. Disclaimers and Warranties

We do not guarantee that MGTD’s Online Bank Account will always be available, uninterrupted, or error-free. Your ability to fund or use MGTD’s Online Bank Account may be suspended, withdrawn or restricted at any time for any business and operational reasons. You are responsible for configuring your devices as necessary to fund and use MGTD’s Online Bank Account. MGTD cannot guarantee the timely delivery of funds as result of the failure of another financial institution to act in a timely manner.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MGTD, ITS AFFILIATES, ITS OWNERS, ITS LICENSORS, AND ITS SERVICE PROVIDERS PROVIDE MGTD’S ONLINE BANK ACCOUNT TO YOU ON AN “AS IS” BASIS ONLY DISCLAIM ANY AND ALL LIABILITY AND RESPONSIBILITY FOR THE AVAILABILITY AND USE OF MGTD’S ONLINE BANK ACCOUNT. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF MGTD’S ONLINE BANK ACCOUNT IS AT YOUR SOLE RISK AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT LIES WITH YOU. MGTD, ITS AFFILIATES, ITS OWNERS, ITS LICENSORS, AND ITS SERVICE PROVIDERS MAKE NO REPRESENTATION, WARRANTY, OR COVENANT, WHETHER EXPRESSED, IMPLIED, OR STATUTORY, REGARDING MGTD’S ONLINE BANK ACCOUNT OR YOUR USE THEREOF, AND WE HEREBY EXPRESSLY DISCLAIM ALL SUCH REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY MGTD OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY. TO THE EXTENT THAT APPLICABLE LAW REQUIRES MGTD, ITS AFFILIATES, ITS LICENSORS, OR ITS SERVICE PROVIDERS TO PROVIDE WARRANTIES, YOU AGREE THAT THE SCOPE AND DURATION OF SUCH A WARRANTY SHALL BE TO THE MINIMUM EXTENT REQUIRED TO BE PROVIDED UNDER SUCH APPLICABLE LAW.

  1. Limitation of Liability

NOTWITHSTANDING THE FOREGOING, ANY LOSSES THAT YOU MAY INCUR AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE LIABILITY OF MGTD, ITS AFFILIATES, and their respective OWNERS, officers, directors, employees, agents, successors, assignees and licensors, UNDER THIS AGREEMENT OR OTHERWISE RELATED TO THIS AGREEMENT IN ANY MANNER, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING, SHALL BE LIMITED TO USD $100.00. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MGTD, ITS AFFILIATES, OR THEIR RESPECTIVE OWNERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, ASSIGNEES AND LICENSORS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, DIRECT, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL COSTS, LOSSES, DAMAGES, PENALTIES, CHARGES, OR EXPENSES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF FUNDS, BUSINESS INTERRUPTION, OR LOSS OF PRIVACY) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE MGTD’S ONLINE BANK ACCOUNT, ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY MGTD’S ONLINE BANK ACCOUNT OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, EVEN IF MGTD HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF THE REMEDY FAILS ITS ESSENTIAL PURPOSE.

  1. Indemnity

To the fullest extent permitted under applicable law, you agree to indemnify, defend, and hold harmless MGTD, its affiliates, and their respective owners, officers, directors, employees, agents, successors, assigns, and licensors from and against any and all claims, damages, demands, liabilities, judgment, awards, losses, costs, and expenses due to or arising out of, or related to (a) your use of, or activities in connection with, MGTD’s Online Bank Account or the Jigsaw Software; and (b) any violation or alleged violation of these Terms, or laws, regulations or third party rights, including any infringement of their intellectual property rights, in each case, in connection with your use of MGTD’s Online Bank Account including negligent acts, omissions, and willful misconduct.

  1. Changes, Suspension and Termination of the MGTD’s Online Bank Account

Changes to the MGTD’s Online Bank Account. MGTD reserves the right to modify, suspend, or discontinue, temporarily or permanently, MGTD’s Online Bank Account or any service or software to which it connects, with or without notice and without liability to you.

Suspension and Termination. We reserve the right to limit, suspend or terminate your use of MGTD’s Online Bank Account if we believe you have breached these Terms or applicable law. If you or we terminate or suspend your use of MGTD’s Online Bank Account, we will have no liability or responsibility to you to the maximum extent permitted by applicable law. Upon termination of your use, all rights granted under these Terms, including, without limitation, any licenses, shall cease, you must immediately cease all activities authorized by the Terms and you will no longer be able to use or fund the MGTD’s Online Bank Account. The return to you of any balance you may have in MGTD’s Online Bank Account upon termination or expiration of these Terms shall be provided solely by and through the Jigsaw Software, not us, and you agree to indemnify and hold us harmless against any failure or delay in your receipt of such amounts.

  1. Export Control and Sanctions

You acknowledge that MGTD’s Online Bank Account is subject to United States export controls restrictions, including any United States embargoes and other federal rules and regulations restricting exports and sanctions. Unless in compliance with applicable law and specifically authorized in writing by us prior to any use, you shall not use MGTD’s Online Bank Account under any circumstances whatsoever in violation of these restrictions.

  1. Miscellaneous

Language. English language will be the official language of the Terms of Use and all documents contemplated by such terms. If there is any conflict, apparent conflict or ambiguity between any of the provisions of this Terms of Use in the English language and the translated language, the wording of the English language shall prevail.

Governing Law. These Terms of Use, their subject matter and their formation (and any non-contractual disputes or claims) are subject to the laws of the State of Texas, without regard to choice or conflicts of law principles. You further agree to the jurisdiction of the federal and state courts of competent jurisdiction located in Dallas County, Texas to resolve any dispute, claim, or controversy that arises in connection with these Terms (and any non-contractual disputes/claims arising out of or in connection with them), except where under applicable mandatory laws, you can choose to bring legal proceedings in your Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms will remain in full force and effect.

BINDING ARBITRATION. The following applies to all disputes between you and MGTD arising out of, under, or related to these Terms of Use (including any action MGTD may take or authorize with respect to information about or provided by you):

    1. All disputes will be settled exclusively through binding arbitration. Arbitration will be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”) and will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively “Rules and Procedures”).

    2. You are GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under these Terms of Use EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.

    3. You and MGTD must abide by the following rules: (i) for any claim that could otherwise be brought in small claims court, the arbitration will be conducted solely based on written submissions and, if the arbitrator deems it appropriate, a telephonic hearing; (ii) if the claim exceeds what can be recovered in a small claims court, the arbitration shall be conducted solely based on written submissions or a telephonic hearing, unless the arbitrator deems a face-to-face hearing is appropriate, in which case one will be held in Dallas, Texas; (iii) the arbitrator’s ruling is binding and not merely advisory; (iv) ANY CLAIMS BROUGHT BY YOU OR MGTD MUST BE BROUGHT IN THE PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (v) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING; (vi) if you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, MGTD shall pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (vii) a decision by the arbitrator (including any finding of fact or conclusion of law) against either you or MGTD will be confidential unless otherwise required to be disclosed by law or by any administrative body and may not be collaterally used against either of you or MGTD in existing or subsequent litigation or arbitration involving any other person (including a MGTD user); and (viii) each side pays his, her or its own attorneys’ fees and expenses.

    4. Claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret are not subject to this arbitration provision. Such claims shall be exclusively brought in the state courts located in Dallas, Texas or the federal courts located in Dallas, Texas and each party hereby consents to the jurisdiction of those courts.

    5. As an exception to this arbitration provision, either party may seek emergency equitable relief before such courts in order to maintain the status quo pending the arbitrator’s ruling, and hereby agree to submit to the personal jurisdiction of such courts. A request for interim measures will not be deemed a waiver of the right to arbitrate.

    6. With the exception of subparts (iv) and (v) in subsection (c) of this arbitration provision (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subparts (iv) or (v) in subsection (c) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision will be null and void, and neither you nor MGTD shall be entitled to arbitration. If this arbitration provision is held unenforceable by a court, or AAA refuses to arbitrate the dispute, all controversies, disputes, demands, counts, claims, or causes of action between you and MGTD shall be exclusively brought in the state or federal courts specified in subsection (d) above.

    7. For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org.

Either party may enforce any provision of these Terms by seeking to obtain equitable relief in addition to all other remedies at law or under these Terms.

Class Action Waiver. YOU HEREBY WAIVE ANY RIGHT YOU MIGHT HAVE TO RESOLVE ANY DISPUTE ON ANY BASIS (INCLUDING, BUT NOT LIMITED TO A CLASS ACTION BASIS) INVOLVING CLAIMS BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR OTHER PERSONS SIMILARLY SITUATED.

Entire agreement. These Terms and the documents referred to in it constitute the entire agreement between you and us with respect to the MGTD’s Online Bank Account and supersedes all prior agreements and understandings between us, whether written or oral.

Force Majeure. We are not liable for failure of delay in performing obligations set forth in these Terms nor shall be deemed in breach of our obligations, if such failure or delay is due to natural disasters or any other causes reasonably beyond the control of MGTD.

Assignment. This Agreement may not be assigned by you without the prior written consent of MGTD. Any purported assignment in violation of this section shall be void.

No waiver. Any failure to act with respect to a breach of these Terms of Use by you or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches. If any provision of these Terms of Use is held unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms of Use and will not affect the validity and enforceability of any remaining provisions.

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