Trustly Remember Me Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING OUR SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT ACCESS OR USE OUR SERVICE.‍

These Terms of Service ("Terms") govern your access to and use of the Trustly data wallet service (the "Service," “Trustly Remember Me” or “Trustly Remember Me”), offered by Trustly, Inc. and its subsidiaries and affiliated entities (“Trustly,” "we," "us," or "our"). The Service allows you to securely store, manage, and share your banking information, including ACH numbers, and personal identifying information through your personal data wallet.
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When using the Service you may also need to accept the Trustly Terms of Use in order to share your banking data with the Trustly Remember Me.  These Terms are meant to supplement any other terms, authorizations or policies you may agree to or accept from Trustly.  In the event of conflict between these Terms and any other agreements between you and Trustly, these Terms shall control the issues related to the Trustly Remember Me.

1. Acceptance of Terms

By creating an account, and each time you use the Service, you represent that you have read, understood, and agree to be bound by these Terms, including our ACH Authorization, which is incorporated herein by reference.  By creating an account, or by using the Service, you also agree you have received our Privacy Policy and GLBA Notice.  If you are using the Service on behalf of an entity, you represent and warrant that you are authorized to accept these Terms on such entity's behalf and that such entity agrees to be responsible to us if you violate these Terms.
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You must be at least 18 years old and capable of forming a binding contract to use the Service.

2. Description of the Service

The Service is designed to provide you with greater control and transparency over your personal data when shopping with a merchant that works with Trustly (“Merchant”).  You may load your data into Trustly Remember Me from a variety of sources including, but not limited to, sharing the data from your bank or other financial institution, sharing the data from vendors and typing your data in or uploading it directly to the Service.

Trustly Remember Me provides a secure digital data wallet that allows you to:

- Voluntarily input and store your financial information, including account and routing numbers, and other financial details (“Financial Data”).  To help keep your payment numbers secure and current, you agree that Trustly may help you populate your Financial Data from past payment and data transactions with Trustly Merchants, including where you may have keyed in your payment number.
- Voluntarily input and store personal identifying information, such as your name, address, date of birth, and other identifiers (“Identity Data”).
- Store and share transaction history from purchases made with Merchants in the Trustly network (“Purchase Data,” and collectively with Identity Data and Financial Data, your “Wallet Data”).
- Use your Wallet Data to make a transactions with Merchants.  Each time you use your Wallet Data to transact with a Merchant, you are authorizing the Merchant to debit the bank account via the account and routing numbers you have saved in your Wallet Data.  If your bank rejects the original ACH debit or similar transaction, you authorize the Merchant and its service providers such as Trustly to retry debits in accordance with applicable law and industry rules.  If the Merchant and its service providers such as Trustly are unable to collect payment by debiting the bank account you have saved in your Wallet, you agree that we and the Merchant may collect via other means.  This includes debiting other accounts you may have linked to your Wallet during your use of the Service.

When you connect your Trustly Remember Me to a Merchant, you are electing to share Wallet Data with the Merchant for purposes of obtaining your requested goods or service from the Merchant.  In some of these transactions, the Merchant will have contracted with Trustly for payment processing services. As part of these services, Trustly will use the data you store with the Service to process a payment transaction for the Merchant.  The Service is not a payment method and does not receive, hold or transmit funds.

The Merchant’s privacy policy will control what happens with this data after you have shared the data from the Service with them.  We and the Merchant may use cookies or similar technologies to identify your web browser, app, or device and recognize you when you visit a Trustly Merchant.  Trustly may also provide you an option to sign into the Service and share your Wallet Data using passkeys or other one-time codes.

3. Account Creation and Security

- Account Registration: To use the Service, you must create an account by providing accurate, current, and complete information as prompted by the registration form. You agree to keep your account information accurate, current, and complete.
- Account Security: Trustly will generally use Remember Mekeys to allow you to log in to the Service.  You are responsible for safeguarding any account credentials and passkeys and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. To the extent permitted by applicable law, we will not be liable for any loss or damage arising from your failure to comply with these security obligations.
- Identity Verification: You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate your identity and account information. This may include asking you for further information, requiring you to provide your date of birth, a taxpayer identification number, and other information that will allow us to reasonably identify you. We may also require you to take steps to confirm ownership of your email address or financial instruments. We reserve the right to close, suspend, or limit access to your account and/or the Service in the event we are unable to obtain or verify this information.

4. User Responsibilities and Conduct

You agree that you will not:
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- Use the Service for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates these Terms or any applicable law.
- Misrepresent your identity or provide false or misleading information.
- Attempt to gain unauthorized access to our systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service.
- Store or transmit any material that is infringing, libelous, or otherwise unlawful or tortious, or that infringes on third-party privacy rights.
- Use the Service to store or transmit malicious code.

5. Communications Related to the Service

To the extent allowed by applicable law, by providing us with a phone number, you consent to receiving text (SMS) messages, phone calls and push notifications related to the Service. These communications may include, but are not limited to, Remember Mekeys to allow you to access the Service, requests for authentication, notifications regarding updates to your account, and marketing or promotional communications. You acknowledge you are not required to consent to receive promotional texts or calls as a condition of using the Service. Call and text message communications may be generated by automatic telephone dialing systems. Standard message and data rates your cell phone carrier applies may apply to the text messages you receive about the Service.

6. Third-Party Services and Links

The Service may allow you to connect with or share your data with third-party services or websites. Your use of any third-party service is subject to that third party's terms and conditions and privacy policies. We are not responsible for the practices of any third-party service, and we make no warranties regarding such services. You are responsible for reviewing and understanding the terms and policies of any third-party service before sharing your data.

7. Intellectual Property Rights

The Service and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Trustly, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
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You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your use, subject to these Terms.

8. Term and Termination

(a) Term: These Terms will remain in full force and effect while you use the Service.
(b) Termination by You: You may terminate your account at any time by contacting Trustly’s customer support function. Upon termination, your right to use the Service will cease.
(c) Termination by Us: We may suspend or terminate your access to the Service, in our sole discretion, at any time and without notice or liability to you, for any reason, including but not limited to your breach of these Terms.
(d) Effect of Termination: Upon termination of your account, we will retain data in accordance with our Privacy Policy, the GLBA Notice and applicable law.  Please note that our payment processing business may be required to retain your data beyond the termination of your account.  We also reserve the right to retain your data, as allowed by our Privacy Policy and applicable law, to protect Trustly and our merchants from fraud and financial risk.  Certain provisions of these Terms will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

9. No Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
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Trustly does not warrant that the Services or any part thereof, or any materials or content offered through the Services, or any website, mobile, tablet, console, kiosk, point of sale or other device applications, or within any SMS, instant message, email or other notification sent to you on or by which the Services are made available or accessible, will be uninterrupted, secure, or free of errors, viruses, or other harmful components, and do not warrant that any of the foregoing will be corrected.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ANY TRUSTLY ENTITIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
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YOU AGREE THAT THE TRUSTLY ENTITIES AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO ONE HUNDRED U.S. DOLLARS ($100).

11. Indemnification

You agree that you will be responsible for your use of the Trustly Service, and you agree to defend, indemnify, and hold harmless Trustly and its officers, directors, employees, consultants, affiliates, parents, subsidiaries and agents, the Merchants, the Merchant service providers, and other third parties who offer the Trustly Services to you or make the Trustly Service available to or accessible by you, and your financial institution (collectively, the “Trustly Entities”) from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with (i) your access to, use of, or alleged use of the Service; (ii) your violation of these Terms or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party.  We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with our defense of such claim.

12. Governing Law and Dispute Resolution

Governing Law: These Terms shall be governed by the laws of the state of California without regard to conflict of law principles.  To the extent that any lawsuit or court proceeding is permitted hereunder, you and Trustly agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Santa Clara County or San Mateo County, California for the purpose of litigating all such disputes.
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Third Party Disputes: Any dispute you have with any third party, including without limitation your financial institution, any Merchant, or other third party involved in or related to any information, payment or other transaction made or attempted to be made through the Services, or otherwise in connection with the Trustly Services, is directly and solely between you and such third party, and you irrevocably release Trustly (and our officers, directors, agents, parents, subsidiaries, joint ventures and employees) from 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.
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Class Action Waiver: YOU AND TRUSTLY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
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Dispute Resolution: It is our goal to learn about and address your concerns.  If we are unable to do so, then you and Trustly agree to resolve our disputes via binding arbitration.

(a) Arbitration.  You and Trustly each agree that any and all disputes that have arisen or may arise between you and Trustly, including without limitation federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation or any other legal theory, shall be resolved exclusively through final and binding arbitration, rather than in court; except as set forth below.  Arbitration is more informal 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.

(b) Exceptions.  You and Trustly both agree that nothing in this arbitration provision will be deemed to waive, preclude, or otherwise limit your and Trustly’s right to bring an individual action in small claims court, pursue equitable relief through applicable federal, state, or local agencies where such relief is available, seek any interim or preliminary relief from a court of law to protect the rights or property of either you or Trustly pending completion of arbitration, or file suit in a court of law to address intellectual property infringement claims.

(c) Arbitrator; Awards.  Any arbitration between you and Trustly will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA.  The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Trustly.  The arbitration award shall be in writing and shall include findings of fact and conclusions of law.  Judgment on the arbitration award may be entered into any state or federal court having jurisdiction thereof.

(d) Notice; Demand for Arbitration.  A party who intends to seek arbitration must first send a written notice of the dispute to the other by certified mail or Federal Express (signature required), or in the event that we do not have a physical address on file for you, by electronic mail (“Notice”).  Trustly’s address for Notice is located at the end of these Terms of Use.  It is your responsibility to keep your address up to date with Trustly.  The Notice must
(i) describe the nature and basis of the claim or dispute; and
(ii) set forth the specific relief sought (“Demand“).

You and Trustly agree to use good faith efforts to resolve the claim directly, but if you and Trustly are unable to do so within 30 days after the Notice is received, you or Trustly may commence an arbitration proceeding by submitting a demand for arbitration to AAA (“Demand for Arbitration”).  A form for initiating arbitration is available on AAA’s website at www.adr.org.

(e) Fees; Process.  In the event that you commence arbitration in accordance with these Terms, Trustly will, at your request, reimburse you for your payment of the filing fee for such arbitration, unless your claim is for greater than $10,000, in which case the payment of any fees shall be decided by the AAA Rules.  Any request for payment of fees by Trustly must be submitted by mail to AAA along with your Demand for Arbitration.  Any arbitration hearings will take place at a location to be agreed upon in Santa Clara County or San Mateo County, California; provided that if the claim is for $10,000 or less, you or Trustly may choose to have the arbitration conducted by telephone or based solely on written submissions, which election will be binding on you and Trustly subject to the discretion of the arbitrators to require an in-person hearing.  If an in-person hearing is held, you and/or Trustly may attend by telephone, unless the arbitrator requires otherwise.  If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules.  In such case, you agree to reimburse Trustly for all monies previously disbursed by Trustly that are otherwise your obligation to pay under the AAA Rules.  Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.  The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

(f) No Class Actions.  Unless you and Trustly mutually agree otherwise, 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.

(g) Modifications.  Notwithstanding any provision in these Terms to the contrary, you and Trustly agree that if Trustly makes any amendment to this arbitration provision (other than an amendment to any notice address or website link provided herein), that amendment shall not apply to any claim that was filed prior to the effective date of the amendment.  The amendment shall otherwise apply to all other disputes or claims governed by this arbitration provision that have arisen or may arise between you and Trustly.  We will notify you of amendments to this arbitration provision by posting a notice of changes to these Terms on.  You may reject any amended arbitration provision by sending us written notice to Trustly’s address located at the end of these Terms of Use within 30 days of the posting of the amended Terms of Use.  If you make a timely objection to an amended arbitration provision, then the arbitration provision in effect immediately prior to the amended arbitration provision shall remain in effect.

(h) Enforceability.  Except for the “No Class Action” section, if a court decides that any part of this arbitration provision is invalid or unenforceable, the other parts of this arbitration provision shall still apply.  If a court decides that any of the provisions in the “No Class Action” section is invalid or unenforceable because it would prevent the exercise of a non-waivable right to pursue public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) shall be severed from arbitration and may be litigated in court.  All other disputes subject to arbitration under the terms of this arbitration provision shall be arbitrated as set forth in this section.

13. Modifications to the Service and Terms

We reserve the right, in our sole discretion, to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service.
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We may also revise these Terms from time to time. If we make material changes to these Terms, we will notify you by email or by posting a notice prior to the effective date of the changes. By continuing to access or use the Service after those changes become effective, you agree to be bound by the revised Terms.

14. General Provisions

- Entire Agreement: These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and Trustly regarding your use of the Service.
- Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
- No Waiver: Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
- Assignment: You may not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this section is null and void. We may assign our rights and obligations under these Terms without your consent.
- Notices: We may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on the Service.
- Contact Information: If you have any questions about these Terms or the Service, please contact us at: amer-support@trustly.com or by writing to us at Trustly, Inc., 555 El Camino Real, Suite 200, San Carlos, CA 94070.