Terms and Conditions

Lite Fintech LLC.

Terms and Conditions

Last updated: April 2021

 

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE (THE “WEBSITE”) OR ANY OTHER SERVICE. BY USING THIS WEB SITE IN ANY MANNER, INCLUDING USE OF ANY SERVICE, YOU AGREE TO THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PLEASE DO NOT USE THIS WEBSITE FOR ANY PURPOSE.

These terms and conditions (“Agreement“) are a legal agreement between you and Lite Fintech LLC (“Lite Fintech”), a corporation, duly incorporated, validly existing and in good standing under the laws of the State of Florida.

 

GENERAL

On the website, the terms “we, us” and “our” refer to Lite Fintech. Lite Fintech operates this Site and the mobile applications, including all available information, tools and services.

Lite Fintech has the exclusive and authorized use of the technology, software, domains, brand and any other related on the MeDo platform (hereinafter MeDo) a duly registered and validly existing brand, therefore when mentioning the Platform, MeDo Platform or MeDo, it will be understood that we are referring to the rights of which Lite Fintech is holder under a license agreement granted by MercaDolar, Inc.

By visiting the Website, accessing or using the services or software (each of which is individually, a “Service” and collectively, the “Services”), you agree to be bound by the following terms and conditions (“Terms”), including any additional terms and conditions and policies referred to herein and/or available via a hyperlink. These Terms apply to all users of the Website, including without limitation users who are browsers, users, customers, merchants and/or content contributors. In the event of an inconsistency between this Agreement and any additional terms or policies referred to herein, the provisions of the additional terms or policies shall prevail.

Please read these Terms and Conditions carefully before accessing or using the Website. By accessing or using any part of the Website, you agree to be bound by these Terms. If you do not agree to all of the Terms of this Agreement, then you may not access the Website or use any Services.

Any new features or tools added to the current Website will also be subject to the Terms. You may review the most current version of the Terms at any time on this page. We reserve the right to update, change or replace any part of these Terms by posting updates and/or changes on the Website. It is your responsibility to check this page periodically for changes. Your continued use or access to the Website following the posting of any changes constitutes acceptance of those changes.

 

SECTION 1 – AGE, USAGE, CONFLICTING TERMS AND LANGUAGE

By accepting these Terms, you declare that you are of legal age in your state or province of residence, and that you have given us your consent to allow any of your minor dependents to use this Website.

You may not use the Website or Services for any illegal or unauthorized purpose, nor may you, in using our products or Website, violate any laws in your jurisdiction.

You must not transmit any viruses or code of a destructive nature.

Failure to comply with or violation of any of the Terms will result in immediate termination of your account and the right to use our Services.

In the event of a conflict between these terms and the terms set forth in other agreements governing your use of certain Services offered by Lite Fintech, the Additional Terms, (“Additional Terms”), shall prevail in connection with your use of that particular Service.

To the extent permitted by law, the controlling language of this Agreement is English, and any translation provided by Lite Fintech is for your convenience only.

SECTION 2 – PERSONAL INFORMATION

 

The submission of personal information through our Website or Services is governed by our Privacy Policy found at: http://www.medopay.com/privacypolicy. You acknowledge that you have reviewed Lite Fintech’s Privacy Policy.

With respect to personal information, you agree: (i) to refrain from sharing information with anyone, under any pretext; (ii) to keep the information only on devices and media under your exclusive control; and (iii) to immediately and permanently remove the information from your computer and electronic devices once the Services have been provided or cancelled.

The account created on the MeDo portal is personal and non-transferable. The user agrees to make responsible use of the account, understanding that the information provided is secret, personal and non-transferable and that you as a user are solely responsible for maintaining its confidentiality. Lite Fintech recommends that you pay special attention and care when entering your personal data into the MeDo platform, especially your banking data, and that you do not share your registration keys and passwords with third parties. Any damage or loss that occurs directly or indirectly to Lite Fintech or to third parties through the use of your password and user registration will be your sole responsibility.

 

SECTION 3 – GENERAL CONDITIONS

 

We reserve the right to refuse service to anyone for any reason at any time.

We have the right, but not the obligation, to take any of the following actions in our sole discretion at any time and for any reason without notice:

  1. Restrict, suspend or terminate your access to all or part of the Website or Services;
  2. Change, suspend or discontinue all or part of the Website or Services;
  3. Reject, move or delete any content that is available on all or part of the Website or Services;
  4. Deactivate or delete accounts;
  5. Establish general practices and limits regarding the use of the Website or Services.

You agree that we will not be liable to you or any third party for taking any of these actions.

You understand and agree that the Website or services may include communications such as service announcements and administrative or legal notices from us.

You understand that the information you provide (not including financial information) may be transferred unencrypted and involves (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices. Financial information is always encrypted during transfer through the networks.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Website or the Services, use of the Website or the Services, or access to the Website or the Services, or any contact on the Website or the Services, without our express written permission.

You may not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Website or the Services.

The content of the MeDo platform is not for sale. Use of the Website or Services does not entitle Users to make unauthorized use of any protected content and, in particular, you will not delete or alter any proprietary rights or attribution notices in any content. You will use the protected content only for your personal use, and you will not make any other use of the content without the express written consent of Lite Fintech. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any license, express or implied, to Lite Fintech’s intellectual property except as expressly authorized in these Terms.

The headings used in this Agreement are for convenience only and shall not limit or otherwise affect these Terms.

SECTION 4 – FINANCIAL TRANSACTIONS

4.1 Lite Fintech executes all its financial operations through the system owned by Prime Trust, LLC (‘Prime Trust’). By using the Services, you agree to be bound by Prime Trust’s terms of service and privacy policy found at: https://primetrust.com/privacy; both are incorporated herein by reference and constitute Additional Terms and Conditions.

Through integration with Prime Trust, we offer the following services:

  • Transfers of funds through the National Automated Clearing House Network (‘ACH Transactions’) for transactions made by you;
  • Custodian of all securities, assets deposited or collected by Lite Fintech from you, for safekeeping, care and maintenance; When you register on the Platform, you must accept the Terms and Conditions set out in the ‘Custody Agreement’, with our Financial Partner Prime Trust;
  • Transfers of funds made electronically (wire transfer).

You specifically authorize Lite Fintech to forward your name and other personal information to any local, state or federal authority within the United States of America, as necessary or appropriate, in Lite Fintech’s opinion, in order to comply with the laws and regulations that apply to Lite Fintech and these Services. Such laws and regulations include, but are not limited to: the Bank Secrecy Act, the Patriot Act, and the Venezuelan Civil Society and Human Rights Act of 2014. Further, you understand and agree that Lite Fintech may contact you to confirm that the information you have provided is accurate or to request additional information and that Lite Fintech may take additional steps to verify any information you have provided.

In addition, for the process of registering US bank accounts on the platform, Lite Fintech interoperates with the application programming interface (API) provided by Plaid Inc. (‘Plaid’), a financial technology company (fintech) located in San Francisco, California. By using our Services, you agree to be bound by Plaid’s terms of service and privacy policy available at: https://plaid.com/legal/. Both are incorporated herein by reference and constitute Additional Terms and Conditions.

When you enter your online banking credentials, Plaid establishes an encrypted connection with the bank you registered on the MeDo platform. Once this connection is established, through the use of security parameters, we obtain the data we need to provide our service, without having direct access to your bank account or credentials. These flows were designed to provide you with security and as an easy alternative to entering static account numbers and routing.

These integrations require Lite Fintech to have strong security controls, and it is understood that the Platform can be audited and tested regularly to ensure that its controls meet industry standards.

 

4.2 International bank accounts: Lite Fintech may make integrations with international banks, which will allow the registration of bank accounts via micro deposit. In this way, Lite Fintech will be able to verify and authenticate the ownership and validity of the bank accounts registered on the platform.

It is understood that all integrations with international banks will be previously notified by your banking institution, being this a complementary and independent service of the products offered by your bank.

 

When you enter your credentials, we establish an encrypted connection with the bank you registered on the MeDo platform. Once this connection is established, through the use of security parameters, we obtain the data we need to provide our service, without having direct access to your bank account or credentials.

You will be responsible for the veracity of the information provided at the time of registration of the bank account under this modality.

By using our Services, you agree to be bound by the terms of service and privacy policy of your banking institution, as well as those set forth herein.

 

SECTION 5 – LICENSE

 You are granted a worldwide, non-exclusive, non-transferable, revocable license to access and use the Website and the Services strictly in accordance with these Terms. As a condition of your use of the Website and the Services, you warrant to Lite Fintech that you will not use the Website and the Services for any purpose that is unlawful or prohibited by these Terms. You may not use the Web Site and the Services in any manner which could damage, disable, overburden, or impair the Web Site and the Services or interfere with any other member’s use and enjoyment of the Web Site and the Services. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Website and the Services.

 

SECTION 6 – ACCURACY, COMPLETENESS AND CURRENTNESS OF INFORMATION

 

We are not responsible if the information available on the Website or Services is not accurate, complete or current. The material on the Website or Services is provided for general information only and should not be used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on material on the Website or Services is at your own risk.

The Website or Services may contain certain historical information. Historical information is not necessarily current and is provided for your reference only. We reserve the right to modify the content of the Website or Services at any time, but we have no obligation to update the information on the Website or Services. You agree that it is your responsibility to monitor changes to the Website or Services.

 

SECTION 7- MODIFICATIONS TO SERVICE AND PRICES

 

The rates associated with our Services are subject to change without notice.

We reserve the right to modify or discontinue any Service (or any part or content thereof) at any time without notice.

We will not be liable to you or to any third party for any modification, price change, suspension or interruption of the service.

 

SECTION 8 – OUR SERVICES

 

We reserve the right to limit access to our Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the number of Services we offer. All price descriptions of the Services are subject to change at any time without notice, in our sole discretion. We reserve the right to discontinue any Services at any time. Any offer to provide Services made on this Website is void where prohibited.

We do not guarantee that the quality of any Service or information used or obtained by you will meet your expectations, or that any errors in the Services will be corrected.

 

SECTION 9 – PROHIBITED USES

 

You agree that you access and use the Website or Services in a manner consistent with these Terms. In addition to other prohibitions set forth in the Terms, you are prohibited from using the Website or Services or their content: (i) for any unlawful purpose; (ii) to solicit others to perform or participate in any unlawful act; (iii) to violate any international, federal, provincial or state regulation, rule, law or ordinance; (iv) to infringe or violate our intellectual property rights or the intellectual property rights of others; (v) to harass, abuse, insult, harm, defame, libel, disparage, intimidate or discriminate on the basis of gender, sexual orientation, religion, ethnicity, race, age, national origin or disability; (vi) submit false or misleading information; (vii) upload or transmit viruses or any other malicious code that is used or may be used in any way that affects the functionality or operation of the Website or the Services or any related site, other sites or the Internet; (viii) collect or track personal information of others; (ix) spam, phish, pharm, pretext, spider, crawl, or scrape (x) for any obscene or immoral purpose; (xi) to interfere with or circumvent the security features of the Website or Services or any related site, other sites, or the Internet; (xii) to interrupt or attempt to interrupt the operation of the Website or Services in any way; (xiii) to attempt to gain unauthorized access to the Website or Services, any portion thereof, or any related site, or any other site, or the Internet through the Website or Services (xiv) in any manner that could damage, disable, overburden, or impair the Web Site or the Services or interfere with any other party’s use and enjoyment of the Web Site or the Services; and (xv) obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Web Site or the Services.

Unauthorized access to or use of the Website or the Services, including, but not limited to, unauthorized entry or attempted entry into any system, misuse of passwords, misuse of any information transmitted on the Website or the Services, or unlawful conduct, is strictly prohibited. We reserve the right to terminate your use of the Website or the Services or any related site for incurring any of the prohibited uses.

 

SECTION 10 – CREATING AN ACCOUNT, SECURITY

 We offer accounts for two types of use: personal accounts and approved business accounts.

Once you have created an account with us, you will be registered on the MeDo platform. The terms “member“, “membership” and “account” refer to this registration as a member on the MeDo site.

Your personal account is not valid for business purposes within the Website unless you have received our express authorization to open a business account. When you create a personal account on the MeDo platform, you will be asked to provide information about yourself, including, but not limited to: personal identification, contact information such as: your name, address, email address, phone number; or your banking details, among other requirements depending on the type of User you are. We will also ask you to create a password. Because any activity that occurs under your account or password is your responsibility, it is important that you keep your password secure.

When creating a business account on the MeDo platform, you will be asked to provide: documentation proving the legal status of the company, the company’s address, as well as any additional requirements Lite Fintech may require for review and validation. This process of creating a business profile should be initiated by expressing your willingness to do so by writing to: servicio@medopay.com

With a business profile, you will be able to perform all permitted operations within the MeDo platform, provided that these uses do not violate the Acceptable Use Policy or any other terms between you and us. For a business profile, any and all terms relating to your MeDo account apply, unless specifically stated otherwise.

We may restrict the use of your business profile on the MeDo platform if the activity through this profile reaches certain limits, involves certain activities or violates any terms between you and us. In addition, if your business profile meets certain transaction limits, we may ask you to provide us with additional information and documentation for tax reporting or other banking compliance purposes and may suspend or limit your account until we receive the requested information and documentation.

If you are simply browsing through the Website and have not yet created an account, your use of the Website or the Services remains subject to this Agreement; if you do not agree with the content of this Agreement, do not use the Website or the Services.

You may not assign or transfer your account to any other person or entity. You acknowledge that Lite Fintech is not responsible for third party access for reasons resulting from theft or misappropriation of your account. Accordingly, you agree that you will be liable to Lite Fintech for any and all activities and use of the Site or Services that occur under your Account. Please notify us through any of the support or customer service channels immediately if you believe that someone has used your username, email or password without your authorization.

Any information about you required by Lite Fintech is considered part of the registration process for the Services, or part of your continued use of the Services. You agree that any information you provide to Lite Fintech, whether during registration or while using the Services, will always be accurate, complete and current.

SECTION 11 – OPTIONAL TOOLS

 

We may provide you with access to third party products or tools over which we have no control or input.

 

You acknowledge and agree that we provide access to such products or tools “as is” and as available” without any warranty, representation or condition of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to the use of any third party products or optional tools.

 

Any use you make of the optional products or tools offered through the Website or the Services is at your own risk and discretion, and you should ensure that you are familiar with and approve of the terms on which the products or tools are provided by the relevant third party provider(s).

 

We may also, in the future, offer new products, services and/or features through the Website or Services (including, the launch of new products, tools and resources). Such new products, features and/or services will also be subject to these Terms.

SECTION 12: REFERRAL PROGRAM

12.1 Referral program: Lite Fintech makes available to the Users of the platform and also to third parties not registered on the platform, the possibility of inviting and recommending the use of the platform to potential users who have not registered. For performing this action they will receive a reward, the value and details of which will be set out on the website.

Users of the platform will be able to apply, taking into consideration that they must go through the registration process as a natural person.

12.2 Member of the Referral Program: Any person who wants to be part of this Program must register on the platform established for this purpose and comply with the Terms and Conditions of the services offered by this tool, which are available at: https://referralrock.com/tos/. In addition, you must comply with the requirements agreed upon in the MeDo Platform Referral Program. Once registered, you will have access to a unique link with the code that identifies you, which can be shared according to the modalities indicated on the website. Through this link, Lite Fintech will be able to verify all the activity you perform and determine the number of referred users.

12.3 Referrals: Users who are natural or legal persons and who meet the following requirements will be considered as referrals:

If you are a natural person you must:

  • Register on the MeDo platform through the link sent by the Referral Program member;
  • Make your first purchase or sale transaction through the MeDo platform.

If it is a legal entity, it must:

  • Fill out the corresponding form.
  • You will be contacted by a MeDo platform Sales Executive to validate if the business profile received is considered a Qualified User.
  • Process the registration of the Legal User in the MeDo platform and mobilize the amount established in the Website.

12.4 Rewards: Lite Fintech will pay the members of the Referral Program, for each user who is a natural or legal person, provided that they comply with the conditions set forth and previously accepted. The amount to be paid will be stated on the Website and will be processed only once per referral.

Method of payment of rewards for members: The amount of the reward that has been accumulated during the month will be paid directly to the MeDo Wallet on the 28th of the following month, according to the outstanding balance that the User has in his/her account as a Member of the Program. If the stipulated day coincides with a non-business day, payments will be made on the immediately following business day.

 

12.5 Penalty: Any attempt of abuse or suspicious behavior in the transactions to fulfill the objectives of the Program, may be penalized with the disqualification of the program for both parties, or with the disqualification or permanent closure of the accounts involved in both the platform and the tool of the Referral Program and the payments originated under these circumstances will be considered as not generated.

 

SECTION 13 – THIRD PARTY LINKS

 

Certain content available through the Website or Services may include third party materials.

Third party links on the Website or Services may direct you to third party sites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and do not warrant and will not have any liability for any third party materials or sites, or for any other materials, products or services of third parties.

We are not responsible for any damage or harm related to the purchase or use of goods, services, resources, content or any other transactions conducted in connection with third party sites. Please review the policies and practices of third parties carefully and make sure you understand them before entering into any transaction. Complaints, claims, concerns or questions regarding third party products should be directed to the third party.

 

SECTION 14 – USER COMMENTS, FEEDBACK AND OTHER PRESENTATIONS

 

If, at our request, you make certain specific submissions or without our request, submit creative ideas, suggestions, proposals, plans or other materials, whether online, by e-mail, by mail or otherwise (collectively, “Comments”), you agree that we may, at any time and without restriction, edit, copy, publish, distribute, translate and otherwise use in any media any Comments you submit. We do not and will not have any obligation (i) to hold any comment in confidence; (ii) to pay compensation for any comment; or (iii) to respond to any comment.

We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion is illegal, offensive, threatening, defamatory, pornographic, obscene or otherwise objectionable or that violates any party’s intellectual property or these Terms.

You agree that your comments will not violate any rights of any third party, including copyright, trademark, privacy, personality or other personal or proprietary rights. Further, you agree that your comments will not contain libelous or illegal, abusive or obscene material, or contain any computer virus or other malware that may affect in any way the operation of the Website or the Services. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or others as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third party.

 

SECTION 15 – ERRORS, INACCURACIES AND OMISSIONS

 

Occasionally there may be information on the Website or Services that contains typographical errors, inaccuracies or omissions that may be related to descriptions, prices, promotions, offers, availability, etc. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any information on the Website or Services is inaccurate at any time without notice.

We assume no obligation to update, modify or clarify information on the Website or the Services, including, without limitation, pricing information, except to the extent required by law. No specified update or date of update applied to the Website or the Services should be taken to indicate that all information on the Website or the Services has been modified or updated. 

 

SECTION 16 – REPRESENTATIONS, OBLIGATIONS AND RESPONSIBILITIES

 

You declare, warrant and certify to Lite Fintech that your use of the Site or the Services shall not in any manner, directly or indirectly, (i) violate any law, statute, ordinance, contract or regulation including, but not limited to, any law, statute, ordinance, contract or regulation relating to money laundering, illegal gambling activities, support of drug trafficking or terrorist activities, or fraud or theft; or (ii) violate any of these Additional Terms or Conditions. Where required by applicable law, Lite Fintech will disclose details about you and information regarding your transaction to federal, state, local or foreign authorities; by using the Site or the Services, you hereby consent to such disclosures. In addition, Lite Fintech will cooperate with law enforcement authorities in prosecuting illegal activities to the extent permitted by applicable law. You may be required to provide Lite Fintech with certain information to enable Lite Fintech, among other things, to verify your identity and complete any transaction. You understand and agree that Lite Fintech is an escrow service provider and you agree that you may use the Services for these purposes.

 

In addition, by using the Website or any of the Services, you agree: (i) that the information you provide is not false, inaccurate or misleading; (ii) that you do not access, or attempt to access, any of the Websites or Services by any means other than through the user interface that is explicitly provided by the MeDo platform; (iii) that you use the Websites or Services only for purposes that are permitted by the Terms and any Additional Terms and are not prohibited by any applicable law; (iv) and you hereby certify that the funds (money, credit or otherwise) used by you in connection with the Website or the Services are not of unlawful origin; (v) you will not use any of the Website or the Services in connection with money laundering or other illegal activities; and (vi) you will not engage in any activity that interferes with or disrupts the Website or the Services, or any server or network that is connected to the Website or the Services.

You acknowledge that your access to or use of the Website or the Services may require you to agree to Additional Terms, pursuant to which you must take specific actions at certain times in order for the Service to be successfully provided. In addition, you also acknowledge that your use of the Web Site or the Services may require you to provide Lite Fintech with personal information for the successful performance of the Services. These steps constitute your obligations and responsibilities, which will be expressly stated in the applicable Additional Terms.

You also acknowledge that your access to or use of the Website or the Services may require your consent to allow you to access “personal information” provided by other users or customers of the Website or the Services. Therefore, you acknowledge that such information is provided to you solely for the purpose of fulfilling your obligations and responsibilities, and may not be used for any other purpose.

In the event of death, interested parties should contact us to ensure that your account information is only shared with authorized individuals. For these cases, interested parties should email us and explain the case in detail and attach a copy of the death certificate to: servicio@medopay.com.

SECTION 17 – COMMUNICATIONS

You expressly understand that Lite Fintech may, as part of your use of the Site or the Services, provide you with e-mail and other forms of electronic communications. Such notices will be provided solely as a courtesy to you, and in no event will failure to provide such notices constitute a waiver of any rights retained by Lite Fintech, nor will failure to provide such notices relieve you of your obligations and liabilities with respect to the Website or the Services. Further, you understand and agree that Lite Fintech, its employees and principals, its affiliates and licensors shall not be liable to you for the consequences arising from notifications that are classified as spam by your e-mail provider or that are deleted, filtered, blocked or obscured by a server path, by your e-mail client or by your e-mail provider, or are otherwise not received by you or your e-mail servers.

 

SECTION 18 – REFUSAL OF SERVICE AND CANCELLATION

 

Lite Fintech reserves the right to deny access to or use of any or all of the Services or the Website to anyone, at any time and for any reason, in Lite Fintech’s sole discretion. Any transaction initiated through the Website or the Services is subject to acceptance or rejection by Lite Fintech, and any transaction may be cancelled by Lite Fintech, at any time before or after receipt of payment for such Service. Each specific Service for which a payment may be made to Lite Fintech will explicitly explain the refund procedure to be followed in the event of cancellation, reversal or termination of such Service. You acknowledge and agree that Lite Fintech may stop providing any and all Services to you in its sole discretion, without notice to you. In addition, you may stop using the Site or the Services at any time. In the event of a refusal by Lite Fintech to provide the Services or termination by you, Lite Fintech will refund any money paid by you to Lite Fintech for which the Services were not provided, less any applicable fees, bank charges or transmittal fees, in accordance with the terms of that specific Service.

 

SECTION 19 – COPYRIGHT AND TRADEMARK NOTICE

 

The Website, the Services and their contents are Copyright © 2020 MercaDolar Inc. all rights reserved, and Lite Fintech has the exclusive and authorized use of the trademark, domains, technology, software and everything related to the services provided through the Platform. Also, the domain name, https://www.medopay.com, all trademarks on the Websites and Services provided by Lite Fintech, are trademarks or registered trademarks of MercaDolar Inc. and Lite Fintech LLC.  Other trademarks mentioned within our content belong to their respective owners.

 

You understand that all information, such as written text, software, images, videos, and other data that you may access as part of your use of the Websites or Services, are operated by Lite Fintech. You further acknowledge that your access to or use of the Websites or Services may contain information designated as “confidential” or proprietary by Lite Fintech and that you may not disclose such information without Lite Fintech’s prior written consent.

 

Unless you have received such prior written consent from Lite Fintech, nothing in these Terms and Conditions gives you the right to use any of the trademarks, trade names, logos, slogans, domain names or any other feature of Lite Fintech, MercaDolar, and/or MeDo. The Site, the Services, the content, and all intellectual property related to and contained in the Site are the exclusive and authorized use of Lite Fintech; therefore, all right, title, and interest in and to the Site shall remain the property of Lite Fintech at all times.

 

The Website and the Services may only be used for the purposes permitted by these Terms and any Additional Terms. You are only authorised to view and retain a copy of the pages of the Website for your personal, non-commercial use. You agree that you may not duplicate, publish, modify, create derivative works from, participate in the transfer of, post on the World Wide Web, or in any way distribute or exploit the Website, the Services or any part thereof for any public or commercial use without the express written consent of Lite Fintech.

 

SECTION 20 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

 

We do not warrant, represent or guarantee that your use of our Website or Services will be uninterrupted, timely, secure or error-free.

We do not warrant that the results that may be obtained from the use of the Website or Services will be accurate or reliable.

You expressly agree that your use of, or inability to use, the Website or our services is at your own risk. All Services delivered to you through the Website or the Services are (except as expressly stated by us) provided “as is” and “as available” for your use, without any representation, warranty or condition of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title and non-infringement.

In no event shall Lite Fintech, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any direct, indirect, incidental, punitive, special or consequential injury, loss, claim or damage of any kind, including, without limitation, loss of profits, loss of revenue, loss of savings, loss of data, replacement costs or any other similar damage, whether in contract, tort (including negligence), strict liability or otherwise, arising out of your use of the Website or the Services, or any other claim related in any way to your use of the Website or the Services, including, without limitation, any errors or omissions in the content, or any loss or damage of any kind incurred as a result of your use of the Website or the Services or any content posted, transmitted or otherwise made available through the Website or the Services, even if advised of the possibility of such loss or damage. Because some states or jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

You expressly understand that some of the Services rely on information not originated by Lite Fintech and that omissions and errors may occur that could result in a Service being aborted, voided or terminated for you. You expressly understand and agree that Lite Fintech, its assigns, successors, employees, directors, affiliates and licensees shall not be liable to you for any loss arising from any error of fact or law or any error of judgment, or for any act or omission, except as a result of your bad faith, willful misconduct or gross negligence. In no event shall Lite Fintech, its assigns, successors, employees, directors, affiliates and licensees be liable to you or any third party for any indirect, incidental, special, consequential or exemplary damages that may be incurred by you or any third party, however caused, and under any theory of liability. Such damages shall include, but not be limited to (i) any loss of profit, whether direct or indirect, or (ii) any loss of goodwill or business reputation, or (iii) any loss of data suffered, cost of acquisition of goods or services, and any other tangible or intangible loss; or (iv) any loss or damage which may be incurred by You or any third party, including but not limited to, loss or damage as a result of any reliance placed by You on the availability of funds; Your inability to provide Lite Fintech with accurate information; the inability of another user or customer to provide Lite Fintech with accurate information; or Your inability to keep Your Account details secure and confidential.

 

SECTION 21 – INDEMNIFICATION

 

You shall indemnify Lite Fintech and its assigns, successors, officers, directors, owners, agents, employees, affiliates, licensees and third party service providers (collectively, the “Indemnified Parties”) from and against any and all losses, damages, liabilities, claims and all fees, costs, expenses of any kind related thereto (including, without limitation, reasonable attorneys’ fees at all levels of arbitration, trial or appeal) incurred by the Indemnified Parties in connection with any claim arising out of, based upon, or resulting from (i) your access to and/or use of the Website, Software or Services on the MeDo platform; and/or (ii) your breach or any representations or warranties made by you under these Terms and Conditions; and/or (iii) your breach or violation of the terms and conditions of this Agreement.

SECTION 22 – NOTICES

Unless otherwise stated in these Terms, any “Notice” or other communication required or permitted hereunder shall be sent in writing to Lite Fintech at the following email address: servicio@medopay.com and to you at the address specified in Your Account. Such notice will be effective: (i) when delivered in person or sent via an e-mail address; (ii) on the next business day after delivery to a nationally recognized overnight delivery service (e.g., FedEx) with all charges prepaid; or (iii) 3 days after mailing if sent by certified U.S. Postal Service mail, return receipt requested and postage prepaid.

 

SECTION 23 – CHANGES TO TERMS OF SERVICE

 

You may review the most current version of the Terms at any time at https://www.medopay.com/terms.

We reserve the right, in our sole discretion, to update, change or replace any part of these Terms by posting updates and changes on the Website. It is your responsibility to check the Website periodically for changes. Your continued use or access to the Website following the posting of any changes to these Terms constitutes acceptance of those changes.

 

SECTION 24 – APPLICABLE LAW

 

To the extent not precluded by federal law, the provisions of this Agreement shall be interpreted and enforced in accordance with the laws of the State of Florida, notwithstanding any choice of law or conflict of law rules to the contrary.

The Parties agree that any non-arbitral legal action relating to this Agreement shall be commenced and maintained exclusively before any appropriate state or federal court in the State of Florida.

 

SECTION 25 – DISPUTE RESOLUTION

 

*** THE FOLLOWING IS A MANDATORY ARBITRATION PROVISION

In the event of a breach of these Terms and Conditions and/or the applicable Additional Terms by either party, the non-breaching party shall be entitled to all appropriate legal and equitable remedies, including, but not limited to, such remedies: (i) a court order to enforce or prevent conduct that violates these Terms and/or any applicable Additional Terms; (ii) damages incurred by the non-defaulting party as a result of the breach; and (iii) attorneys’ fees and costs (at all levels of arbitration, trial and appeal) incurred by the non-defaulting party in enforcing the terms of these Terms and/or any applicable Additional Terms.

Any issue, question, dispute, claim or controversy arising out of or relating to these Terms and/or any applicable Additional Terms, or any provision thereof, or the breach, termination, application, interpretation or validity thereof, including the determination of the scope or applicability of these Terms and/or any Additional Terms applicable to the arbitration, shall be determined by arbitration in the City of Miami, Florida before a single arbitrator (the “Arbitrator”). The arbitration shall be administered by JAMS in accordance with its General Rules of Arbitration and pursuant to the Expedited Procedures of such Rules. Judgment on the Award may be entered by any court having jurisdiction. This dispute resolution provision shall include emergency or expedited arbitration measures and shall not prevent any party from seeking interim relief in aid of such emergency or expedited arbitration measures from an arbitrator pursuant to this document.

You understand that, by agreeing to arbitration in the manner required by these Terms, you waive any right you may have to bring before a court (for any reason other than an injunction, as set forth below) any claim that may have arisen from, or for any violation of, any federal, state, local or other law, rule or ordinance, or any other right protected or arising under any such law, rule or regulation. However, both you and Lite Fintech agree to waive all rights that you and we may have and agree to submit all disputes to binding arbitration in accordance with the terms of these Terms and Conditions.

*** THE FOLLOWING IS A WAIVER OF CLASS ACTION RIGHTS.

All arbitrations under these Terms and/or the Additional Terms must be individual. This means that neither Lite Fintech nor you, individually, may consolidate your claims in arbitration by or against any other party, or litigate in court, or arbitrate any dispute, claim or controversy as a representative or member of a class or in a private attorney general capacity. To the extent a dispute arises regarding this waiver of a party’s right to a class action, only a court in the State of Florida, and not an arbitrator, shall determine the validity and effect of this class action waiver.

The Arbitrator shall have the authority to award the same damages and other relief that a court might award. The Arbitrator shall issue a reasoned award explaining the decision and the damages awarded. The decision of the Arbitrator shall be final and binding on the parties. The parties shall fully abide by and comply with any award rendered by the arbitrator. In making the award, the Arbitrator shall state the reasons, including (without limitation) any calculation of actual damages or compensation, if applicable.

The arbitration proceedings and any arbitration award(s) (including any arbitration award) will be maintained by you and Lite Fintech as “Confidential Information”, and will not be disclosed publicly or to any third party, in any medium (including social media), except as otherwise required by court order or as necessary to confirm, vacate or enforce the award and for confidential disclosure to the parties’ respective counsel, tax advisors, senior management and other parties with a strict need-to-know.

In the event of arbitration under the terms of these Terms, the fees charged by JAMS or another arbitration administrator and the Arbitrator shall be borne by the parties as determined by the Arbitrator, except for any initial registration fee, which shall be paid equally by you and Lite Fintech. Otherwise, each party shall bear its own costs, expenses and attorneys’ fees incurred in the arbitration, unless otherwise decided by the Arbitrator.

SECTION 26 – ELECTRONIC FUND TRANSFER DISCLOSURE STATEMENT

 

The following disclosures are made in accordance with federal law regarding electronic payments, deposits, fund transfers and other electronic transfers to and from your account(s). There may be limitations on account activity that restrict your ability to make electronic fund transfers. Such limits are disclosed in the appropriate agreements governing your account.

Electronic Fund Transfer” means any transfer of funds, other than a transaction originated by check, draft or similar paper instrument, that is initiated through an electronic device or computer to instruct us to debit or credit an account. Electronic Fund Transfers include electronic transactions such as direct deposits or withdrawals, transfers initiated by telephone, website or mobile application.

Pre-authorized Electronic Fund Transfer” means an Electronic Fund Transfer that you have authorized in advance to be repeated at substantially regular intervals; for example, direct deposits or withdrawals from your account.

“Authorized Electronic Funds Transfers” You are responsible for all Electronic Fund Transfers that you authorize, either directly or indirectly.

“Unauthorized transfers”. Tell us immediately if you believe your account or PIN or access information has been lost or stolen or may be subject to unauthorized Electronic Fund Transfers. Send us a message of support immediately to minimize your possible losses. You could lose all the money in your account(s). If you tell us within two (2) business days after you learn of the loss or theft of your account access device, or after you learn of any other unauthorized transfer from your account involving your account access device, you cannot lose more than $50 if the Electronic Funds Transfers are made without your permission. For these transactions, if you do NOT tell us within two (2) business days after you learn of the loss, theft, or unauthorized use, and we can establish that we could have prevented the unauthorized transfer(s) if you had told us in time, you could lose up to $500. In addition, if your periodic statement shows unauthorized transfers and you do NOT tell us within sixty (60) days after the statement is mailed, we may not give you back the money you lost after the sixty (60) day period if we can prove that we could have stopped the unauthorized transfer(s) if you had told us in time. If a mitigating circumstance (such as extended travel or hospitalization) prevents you from immediately notifying us of an alleged lost or stolen access device or any other alleged unauthorized transfer, the time periods specified in this Section B may be extended for a reasonable period of time.

 

SECTION 27 – W-9 ELECTRONIC CERTIFICATIONS

 

You certify, under penalty of perjury, that

  1. The Taxpayer Identification Number or Social Security Number you provided is correct;
  2. You are not subject to backup withholding because (i) you are exempt from backup withholding, or (ii) you have not been notified by the Internal Revenue Service (IRS) that you are subject to backup withholding as a result of a failure to report all interest or dividends, or (iii) the IRS has notified you that you are no longer subject to backup withholding; and you are a United States citizen or other U.S. person;
  3. The Internal Revenue Service does not require your consent to any provision of this document other than the certifications required to avoid backup withholding.

SECTION 28 – SEPARABILITY

In the event that any provision of these Terms is determined to be illegal, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable part shall be deemed to be separate from these Terms, such determination shall not affect the validity and enforceability of any remaining provisions.

 

SECTION 29 – WAIVER

No right, power, privilege or remedy shall be deemed to have been waived by Lite Fintech unless such waiver is in writing and duly executed by Lite Fintech. No failure to exercise, delay in exercising or course of dealing with any right, power, privilege or remedy shall operate as a waiver thereof by Lite Fintech or of any other right, power, privilege or remedy. No exercise or partial exercise of any right, power, privilege or remedy shall prevent Lite Fintech from exercising any other right, power, privilege or remedy on the part of Lite Fintech.

 

SECTION 30 – COMPLETE AGREEMENT

These Terms, together with the Additional Terms incorporated herein by reference, constitute the entire Agreement between the parties with respect to its subject matter; control the terms and conditions of the Services provided by Lite Fintech through the MeDo platform, as provided herein; and supersede all prior agreements, course of dealing and understandings between the parties, including, but not limited to, any acknowledgments, invoices or other similar forms issued by either party to the other; and may not be modified except by an instrument in writing signed by Lite Fintech.

 

SECTION 31 – GOVERNMENT REQUESTS

In order to cooperate with government requests, subpoenas or court orders, to protect systems, or to ensure the integrity and functioning of our business and systems, we may access and disclose any information we deem necessary or appropriate, including, without limitation, your information, IP address, and usage history. Our right to disclose such information is governed by the terms of our Privacy Policy.

SECTION 32 – ACCESS TO THE SITE FROM ABROAD

The Site and the Services are controlled, operated and administered by Lite Fintech from our offices in the United States. If you access the Site or the Services from a location outside of the United States, you are responsible for compliance with all local laws. You agree that you will not use Lite Fintech content accessed through the Site or the Services in any country or in any manner prohibited by applicable laws, restrictions or regulations.

 

SECTION 33 – CONTACT INFORMATION

Questions regarding the Terms and Conditions should be sent to the following email address: servicio@medopay.com.

 

Lite Fintech LLC.

Electronic Wallet Use Agreement

Last updated: April 2021

 

This Electronic Wallet User Agreement (“Agreement“) is established between you or the entity on whose behalf you are signing this Agreement (“You” or “User“) and Lite Fintech LLC, a Florida corporation, located at 117 NE, 1st Ave, Security Building, Miami, Fl 33132 (hereinafter “Company” orwe” or “our” orLite Fintech“). Lite Fintech and User may be referred to individually as the “Party,” or collectively, the “Parties.

 

CONSIDERATIONS

 

WHEREAS, Lite Fintech has the exclusive and authorized use of the technology, software, domains, brand and any other related on the MeDo platform, so when we mention the Platform, MeDo Platform or MeDo, it will be understood that we are referring to the rights of which Lite Fintech is holder under a license agreement granted by MercaDolar, Inc.

 

WHEREAS, Lite Fintech operates the MeDo platform, through which online currency exchanges can be made (the “Website” or “Platform“);

 

WHEREAS, that the User wishes to use the Platform and services offered on the Platform, including but not limited to electronic purse services (” Services”);

 

WHEREAS, the purpose of this Agreement is to regulate User’s use of the Services.

 

THEREFORE, in consideration of the premises and the mutual covenants and agreements set forth herein and other good and valuable considerations, the receipt and sufficiency of which are acknowledged, the Parties agree as follows:

 

SECTION 1: DEFINITIONS AND INTERPRETATIONS

 

1.01 Singular words shall include the plural and vice versa.

1.02 A reference to one gender should include a reference to the other genders.

1.03 A reference to writing or writing includes e-mail.

1.04 Any obligation in this Agreement on a Party not to do something includes an obligation not to agree or allow something to be done.

1.05 Any phrase introduced by the terms ‘including’, ‘included’, ‘include, ‘in particularor any similar expression shall be construed as illustrative and shall not limit the meaning of the words preceding those terms.

1.06 References to sections or clauses are to the sections or clauses of this Agreement.

1.07 ‘Account Identification Information’ refers to any information that you use to access your MeDo account, your security identification number, security questions and answers and other MeDo account credentials, as well as information specific to your MeDo account.

1.08 ‘Business day’ means any day other than a Saturday or Sunday or a day on which banking institutions in the United States are authorized or required by law, regulation or executive order to close.

1.09 ‘Upload‘ or ‘Add Funds‘ means crediting funds to the User’s wallet, through a bank account linked to the Platform, buying offers, receiving funds from another Platform user or transferring from and to own accounts on other platforms not managed by Lite Fintech.

1.10 ‘Issuer Account‘ refers to the selection made by a user of the Platform, from the MeDo wallet, a linked bank account or by transferring from and to own accounts on other platforms not managed by Lite Fintech.

1.11 ‘Issuing User’: Is the person who uses the MeDo peer to peer service to transfer money, make payment requests and withdraw cash (foreign currency/USD) within the Venezuelan territory through the modalities established in these Terms of use.

1.12 ‘Premium User’ is the user who uses the Services and has fulfilled the necessary requirements demanded by Lite Fintech to perform daily, monthly and annual transactions for amounts greater than those handled by regular clients. These amounts are set forth on the Website.

1.13 ‘MeDo Peer to Peer Service’ means the money transfer and request service that allows immediate transfer of funds.

1.14 ‘Money Transfer or Money Sending’ means the transfer of funds from a MeDo Wallet to any: (1) own bank account registered on the platform (2) other MeDo wallet (3) to own accounts on other platforms not managed by Lite Fintech.

1.15 ‘MeDo Wallet’ or ‘Wallet’ means the application, used by registered Users of the MeDo platform, which contains electronic currency and allows Users to make financial transactions.

1.16 ‘Offer’ means offers associated with transactions on the Platform.

1.17 ‘Receiving User’ is the natural or legal person who receives money or to whom a payment request is made through MeDo’s Peer to Peer Service.

1.18 ‘Recurring Offer’ means the service through which a user of the Platform can configure the system to make recurring offers from their MeDo Wallet or from a linked bank account.

1.19 ‘Special Services’ means all activities that Lite Fintech is required to perform due to a breach of the terms of this Agreement.

1.20 ‘Transaction’ means any financial transaction or other activity directly related to a financial transaction, which occurs on the Platform.

1.21 ‘Transaction completed’ means a successful transaction that is qualified as final and irreversible.

1.22 “Instantaneous ACH Transaction“: refers to transactions that are executed immediately on the Website, without having to wait for the time period established by the corresponding banks for this type of operation to elapse.

1.23 “Wire Transfer“: refers to a transfer of funds made electronically through different methods, to financial institutions locally or around the world. The duration of the transfer will be set out on the Website.

1.24 ‘Virtual Account’ or ‘MeDo Account’ means the account that is maintained and managed through the platform and through which the user can access the services.

1.25 ‘Authorized Third Party’: Means the authorized intermediary company or banking institution selected by Lite Fintech to constitute the way through which the withdrawal of the currency in cash (foreign exchange) can be made. This third party must comply with the proper licenses to develop this type of operation.

 

1.26 “Referral“: Refers to Users who are natural or legal persons and who meet the requirements set out below:

If you are a natural person you must:

  1. Register on the MeDo platform with the link of the Referral Program member.
  2. Make your first purchase or sale transaction through the MeDo platform.

If it is a legal entity, it must:

  1. Fill out the form and be contacted by a Sales Executive of the MeDo platform and then you are considered a Qualified User.
  2. Be a MeDo platform user and mobilize the amount established in the Website.

 

SECTION 2: INCORPORATION OF AGREEMENTS

 

2.01 Terms and Conditions. The agreement entitled “Terms and Conditions”, found at: http://www.medopay.com/termsandconditions, is incorporated into and constitutes part of this Agreement;

 

2.02 Buyer’s Contract. The agreement entitled “Buyer Agreement”, found at: http://www.medopay.com/termsandcondition, is incorporated into and forms part of this Agreement;

 

2.03 Seller’s Agreement. The agreement entitled “Seller Agreement”, found at: http://www.medopay.com/termsandcondition, is incorporated into and constitutes part of this Agreement;

 

2.04 Definition of incorporated agreements. The agreements set forth in this Section 2 shall be collectively referred to as “Additional Agreements;

 

2.05 Conflict with Additional Agreements. To the extent that the language of this Agreement conflicts with the language of the Supplemental Agreements, the language of this Agreement shall prevail.

 

SECTION 3: ACCEPTANCE

 

  • By using the Services, the User:

1.You acknowledge that you have read this Agreement in its entirety;

  1. You agree that this Agreement is the same as any written negotiated agreement signed by You;
  1. You understand and agree that if you: i) click on a box indicating your acceptance of this Agreement or ii) use the Website or Service offered by Lite Fintech through the MeDo Platform, you are agreeing to the terms of this Agreement;
  1. You understand and agree that this Agreement applies against you and, if applicable, any legal entity on whose behalf you are entering into this Agreement;
  1. You understand and agree that Lite Fintech may change, add or remove any part of this Agreement, or any part of any Service, at any time. If any future changes to this Agreement are unacceptable to you, you must refuse to accept Lite Fintech’s proposed updated terms and must cease all use of the Website and all Services.
SECTION 4: ACCOUNT

4.01 MeDo Wallet Service. By using the Services, you acknowledge that: (i) if you associate a bank account with the MeDo platform, you must be the owner of that account (ii) we are not a bank and your MeDo Wallet is not a bank account; (iii) we do not act as trustees or fiduciaries with respect to the balances of your MeDo Wallet; and (iv) we do not pay interest on the balance of your MeDo Wallet.

4.02 Virtual Account Creation. Once you have created a MeDo account, the Platform will automatically offer you the MeDo Wallet service so you can start trading.

4.03 Business accounts. These accounts can only be registered by authorized persons representing the companies that wish to use the platform. In order to process the registration of a business account, you must provide documentation proving the legal status of the company, its address, as well as any additional requirements Lite Fintech may require for its review and validation.

4.04 Identification Information. The User agrees to provide true, accurate and complete information about his or her identity. The information submitted on the Platform will be reviewed and validated. The User may not use the Services before receiving notification of approval.

4.05 Information request. Lite Fintech reserves the right to request any information from the User that Lite Fintech deems necessary and the User shall respond to the request within ten (10) business days. User understands and agrees that failure to comply with this requirement constitutes a breach of this Agreement and may result in termination of the User’s account and access to the Services.

4.06 Unauthorized Account Access. You are responsible for maintaining the security of your account information, including your password and all transactions on your account. You also agree to notify Lite Fintech immediately of any unauthorized access to and use of your password, account, or MeDo Wallet.

As for your account:

  1. You will not authorize others to use your account or MeDo Wallet.
  2. You are solely responsible for all acts performed through the Platform using your account, whether authorized or not.
  3. You may not create or use an account other than your own.

4.07 Transactions. Users can use MeDo to access the following services:

  1. The User may use the Wallet to make purchases and sales.
  2. The User may transfer and receive money from other users of the platform.

3.The User will be able to load and transfer money from their Wallet to and from their linked bank accounts.

  1. The user may use funds from his international debit or credit card previously verified and registered on the platform, to withdraw cash in foreign currency within Venezuelan territory.

5.The User may use the Wire Transfer service to move funds to and from the Wallet, either to receive or make external transfers.

  1. The User may authorize Lite Fintech to carry out wire transfers through the instruments provided for this purpose.
  2. The User may authorize Lite Fintech to carry out transactions for amounts exceeding the limits set forth on the Web Site through the instruments provided for this purpose.
  3. The User may transfer from and to own accounts on other platforms not managed by Lite Fintech. You will be responsible for the veracity of the information provided at the time of registration of the bank account under this modality and will be supported by the provisions of our Privacy Policy.
  4. The User may use funds from the Wallet as an issuing account to withdraw cash in foreign currency within Venezuelan territory without having to be account holders in the banking institution that acts as “Authorized Third Party”.

 

4.08 Electronic Money Loads. You can acquire electronic money through the purchase of offers available on the Platform or through the receipt of funds by a Lite Fintech User and through other platforms not managed by Lite Fintech. You authorize us to obtain or receive funds on your behalf from the payment source of your choice, less any applicable fees, and then issue electronic money to your account.

However, you can also add money to your Wallet from a bank account linked to your MeDo account. Transfers from your linked bank account may take up to seventy-two (72) business hours.

Also, you can select the option to add money instantly, via “Instant ACH transaction”, which will generate additional charges set forth on the Website, according to the amount selected. These transactions are subject to limits set by Lite Fintech and you agree and undertake to ensure that once the ACH debit is processed the funds will be available.

In the event that your linked bank account has insufficient funds for the transfer, you agree that we may attempt to transfer the funds from your financial institution up to two (2) more times. In addition, we may charge a fee for cancelled or incomplete transfers. For unsettled payments, you agree that we may obtain payment from any financial institution that is linked to your account.

Transfers to and from own accounts on other platforms not managed by Lite Fintech may be executed up to a maximum period of six (6) hours following the confirmation of the transaction. Fees for these transfers will be posted on the Website.

4.09 Restrictions on E-money Charges. You must not initiate any transaction involving a payment instrument or bank account if you are not the account holder. In the event of a breach of this clause, we are entitled to damages, if we are obliged to do so: (i) return funds from a payment instrument or bank account not in your name; or (ii) investigate a transaction involving a payment instrument or bank account not in your name. In the event that 4.10(iii) occurs, we will charge a fee for Special Services and will consider suspending or cancelling your account.

4.10 Peer to Peer Service Lite Fintech offers all its users the possibility of initiating Transactions between themselves, authenticating the data of the Users and providing trust ratings that govern the Transactions that the Users have previously made. Exchanges between Users are private transactions and Lite Fintech only provides tools and monitoring to ensure the fairness, accuracy and security of the Transactions, however, the terms of this Agreement do not govern such relationship.

In connection with the MeDo Peer to Peer Service.

  1. Money transfer. You can make immediate transfers directly from your MeDo Wallet to another User of the Platform by entering the requested data in the section ‘Transfer money’ of your account. If the person to whom you are transferring does not have a MeDo account, you can claim it by registering an account on the Platform. (a) When you make a transfer from your MeDo Wallet, you may not transfer an amount that exceeds the balance (plus applicable fees) of your wallet at the time the request is made. (b) The amount of any transfer will be deducted from the balance of your MeDo Wallet plus any applicable fees.
  2. Results of the transfer. When transferring money to a MeDo User, the receiving user can either (1) accept the transfer, or (2) reject the transfer. Transfers that are rejected or not claimed within ten (10) days of the date of submission will be returned to your MeDo wallet less fees.
  3. Execution authorization. You must give your consent to the execution of all Transactions. You consent by clicking the ‘I agree’ button or by entering your account identification information (or any other button or equivalent process by which you submit the information required for the transaction); by doing so, you confirm that you consent to the processing of the transaction and to the deduction of any applicable fees from your account. All transactions made using your password, account identification information or any other security procedure we require must be authorized by you. You also agree that once you have given your consent, the authorization for the transaction can no longer be revoked.

SINGLE PARAGRAPH: When a transfer is made from a wallet to a registered bank account, the User will receive an email, through which he must approve the operation made, until you confirm the transaction, the operation will not advance in the system.

  1. Payment information. You must ensure that the payment information you enter when initiating a transfer is correct and complete. We are not responsible for transfers of funds that are sent to an incorrect account. When transferring to a bank account, you must ensure that the account number and email address are correct. If you have sent funds to the wrong account, you can request our assistance in recovering the funds. However, we will charge you a Special Services fee and we cannot guarantee that our efforts will be successful.
  2. Person responsible. You are fully responsible for the information you submit and understand that it is unlikely that we will detect errors in the information submitted in connection with your transactions. It is important that you ensure that all details you provide for any transaction are accurate. Transactions will be considered properly executed when they are completed using the information submitted. In some circumstances we may help you recover funds and will charge you a fee for doing so. We will not help you recover funds that have been incorrectly sent to another user, unless you have a police report reference number or the consent of the other user involved.
  3. Security. You acknowledge that certain Transactions may require different types and levels of identity and security validation and verification, including the use of external validation and verification systems and you consent to us using and sharing your personal information in a reasonably discretionary manner that is relevant to performing these identity verifications and validations, in line with the Privacy Policy.
  4. Receive money. If a MeDo User transfers money to you, it will be reflected in your Wallet balance, less any related fees. Additionally, you will have ten (10) days to reject the money received and it will be refunded to the Issuer User.
  5. a) You are fully responsible for the transfers made and received through your Wallet. Any problems arising from the transfers will be between you and the MeDo User involved in the transaction. You agree that Lite Fintech will not be a party to any such dispute and understand that we make no warranty or representation regarding such transfers.
  6. b) If you receive funds in your account that were not intended to be transferred to you, we will be entitled to withdraw those funds from your Wallet.
  7. Payment order. You can make requests for money directly from your wallet to another user of the platform by entering the requested information in the section ‘Payment Request’ of your MeDo account. The amount of any transfer received will be applied immediately to your Wallet balance, less any applicable fees.
  8. Bank Account Transfers: You may make transfers from your Wallet to your linked and verified bank account, and the time to view available funds may take up to seventy-two (72) business hours
  9. Intermediary function. Lite Fintech acts only as an intermediary for the transfer of funds, whereby Lite Fintech is not, and will not be, considered part of the relationship between Users.

4.11 Multiple transfers can be made from the MeDo wallet and through the methods offered by the Website, either by directly placing the email of each registered User or by filling out a file in excel format (.xls). These transfers may be individually identified in the “Transaction History” with a locator number.

 

4.12 Right to Reject the Transaction. Lite Fintech may reject any transaction for the following reasons:

  1. We reasonably believe that the Transaction was submitted in error;
  2. We reasonably suspect fraudulent activity;
  3. The information submitted is unclear, incomplete, or does not have the required form;
  4. We suspect a violation of this Agreement; and
  5. Where we are required to do so by law or by the requirements of any relevant regulatory body. We will notify you of such a denial, our reasons for the denial and, where appropriate, how to rectify the matter that led to the denial, unless such notification (or any part thereof) is prohibited by law.

4.13 Cancellation of Transactions. Transfers and requests for monetary transactions will not be subject to requests for cancellation or refund, in whole or in part. Fees will be applied and are not subject to cancellation or refund.

Money transfer requests will be valid for ten (10) continuous days from the time of submission. During this period, the Receiving User may reject the funds, in which case the amount of the transaction will be returned to the Wallet of the Sending User, minus the fees.

4.14 Restrictions on Wallet Services. You are prohibited from participating in any of the following activities:

  1. Any act or attempted act that we consider to be a conspiracy or abuse of bonuses or other promotions in connection with the Services;
  2. Any false and/or artificial activity;
  3. Any non-personal purpose and not as a means of marketing or exploiting a commercial activity, unless, in certain circumstances determined by us, we give our prior written consent.

4.15 Limits. You acknowledge that for security reasons, some of the options available for Transactions impose maximum and minimum limits on the amounts of money that can be transferred and the frequency with which you can use a particular Transaction option. As such:

  1. You understand and agree that Lite Fintech may impose limits or restrictions on the number of transactions to be made, the management of your account, or any other limits or restrictions Lite Fintech deems reasonable. Lite Fintech will notify you of such transaction limits or restrictions relating to our Services and your account.
  2. Lite Fintech reserves the right to set quantity and amount limits for all of its Services. In addition, Lite Fintech reserves the right to request additional authentication factors for any of its Services when it deems it necessary.

SECTION 5: CONFIDENTIALITY AND NON-DISCLOSURE

 

5.01 Confidential Information Defined. For purposes of this Agreement, “confidential information” shall include any information or material that has or may have commercial value or other utility in the business in which each Party is engaged. Confidential Information includes all non-public information relating to either Party’s business or the terms of this Agreement.

5.02 Exclusions from Confidential Information. Confidential Information does not include information that:

  1. The recipient of the Confidential Information already knew, but only if it is tangibly documented;
  1. It is made public through no fault of the recipient;
  1. Was independently developed by the recipient without reference to the Disclosing Party’s documented formulations, including, without limitation, designs, processes, formulas, statistics provided by third parties collected by the Disclosing Party, products, algorithms, source code, firmware and middleware; or
  1. It was legitimately given to the recipient by another party.

5.03 Strict Trust. The Parties shall keep and maintain Confidential Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party. The Parties shall carefully restrict access to the Confidential Information to themselves and to third parties to the extent reasonably necessary and shall require such persons to sign non-disclosure restrictions at least as protective as those in this Agreement. The Parties shall not, without the prior written approval of the other Party, use for their own benefit, publish, copy, or otherwise disclose to others, or permit use by others for their benefit or to the detriment of the disclosing Party, any Confidential Information. Each Party shall return to the other Party any and all records, notes, and other written, printed, or tangible materials in its possession relating to Confidential Information immediately upon written request.

 

SECTION 6: FEES AND COSTS

 

6.01 Fees. For each transaction we will charge you the fees set forth on the Website and in this Agreement. You authorize us to deduct from your wallet any applicable fees at the time you submit a Transaction.

6.02 Maintenance Fee or Fee: In case you are a Premium Member, Lite Fintech will charge you a monthly maintenance fee (hereinafter referred to as “Maintenance Fee“) set forth on the website. This amount will be automatically deducted from your Wallet, within the first three days of the month, if you do not have any funds available in your Wallet, it will be deducted from the US bank account registered on the Platform. This process will be attempted until Lite Fintech obtains the funds for the respective fee.

If there are no funds available in either the Wallet or the bank account, the month following the default, the amount of the debt will be charged an additional fee set forth in the Special Services of the Website until the customer can cover the amount owed to Lite Fintech for being a Premium User.

SINGLE PARAGRAPH: The customer may at any time cancel the subscription as a Premium User, through the Platform. Such request must be reviewed and approved by Lite Fintech.

6.03 Rate Changes. We reserve the right to change our rates, which will be implemented according to the commission section of the Website. Updates will be indicated in the commission section of the Website. Changes will be implemented immediately and without notice. In certain circumstances, we may apply additional fees as set forth in the fees section of the Website or this Agreement.

6.04 Inactivity Charge. If you have funds in your MeDo Wallet and have not made any transactions for a period of twelve (12) months, we will treat your MeDo account as inactive (hereinafter “Inactive Account”). You will be notified of this potential change one (1) month in advance by email.

  1. After your Account has been inactive for twelve (12) months, we will assess a management fee (“Inactivity Fee”). You will still have access to your account if you wish to initiate a transaction in the future.
  2. After twenty-four (24) months of account inactivity, we will apply a second Inactivity Charge. You will still have access to your account if you wish to initiate a transaction in the future.
  3. After thirty-six (36) months of account inactivity, we will apply a third and final Inactivity Charge and close your Account. You will not be able to log in to your account after this period, but you can claim your funds by contacting customer service.
  4. Details of the amount of the inactivity fee can be found on the fees page of the website. The inactivity fee will be charged until one of the following occurs: a) you make a transaction; b) the account balance reaches zero; or c) the account is an inactive account for a total of thirty-six (36) months, after which we will close the account.

6.05 Other charges. In addition to the fees described above, you understand and agree that you are responsible for the charges, costs and expenses incurred by Lite Fintech as a result of Transactions that you initiated and that were cancelled or that resulted in errors during processing.

6.06 Special Services. Lite Fintech reserves the right to charge variable fees for Special Services required due to a breach of this Agreement that directly affect the execution of the Transactions, for which Lite Fintech will be required to perform additional review, verification, investigation and/or any action Lite Fintech must take in order to continue its operations.

6.07 Negative Balances and Refunds If a negative balance occurs in your Wallet, you will be required to pay the negative balance by adding sufficient funds to your Wallet to return it to at least a zero balance. Failure to do so will be a breach of this Agreement. You agree to pay us the outstanding amount immediately upon request. We reserve the right to charge this outstanding amount automatically to your linked bank account or from subsequent amounts added to your Wallet. We shall be entitled to charge you for any reasonable expenses we incur as a result of a negative balance in your Wallet.

 

We reserve the right, at any time, to send reminders or take other steps to collect the debt, including, but not limited to, hiring a debt collection agency or legal counsel. We reserve the right to charge you for reasonable expenses incurred in connection with any debt collection or enforcement activity. This provision shall survive termination of this Agreement.

6.08 Balance and Statement. Money you receive from other MeDo users, as well as amounts from the purchase of offers and any other transactions, will be added to your wallet balance.

Transactions are displayed in your online history along with the date received or transmitted (the credit or debit value date) and the fees charged. Each transaction is assigned a transaction number or locator and is displayed in the transaction history. We will not alter or change the information in your online transaction history. You must provide this transaction number or locator each time you contact us regarding a particular transaction. You should periodically review your Wallet balance and transaction history. You should report any irregularities or clarify any questions you may have as soon as possible by contacting customer service.

 

6.09 Closing Your Account and Transferring Your Funds. If you wish to close your account, you may do so by notifying us in writing. During the closing process, you may transfer the entire balance of your Wallet (excluding amounts not paid by your financial institution). We will process the transfer request provided that all identity checks, security validation and verification are completed properly.

You will not be able to close your account for the following reasons

  1. To evade an investigation;
  1. If you have a pending transaction or an open dispute or claim; or
  1. If your account has a negative balance.

 

SECTION 7: MISCELLANEOUS

 

7.01 Warranties, Responsibilities and Disclaimers. The Parties provide the following guarantees and endorsements:

  1. Lite Fintech will validate and verify with third parties, any information you provide to us and at any time.
  1. Lite Fintech will make all reasonable efforts to ensure that debit and credit transactions on your account are processed in a timely manner. However, a number of factors, several of which are beyond our control, will contribute to the completeness of the processing time. We do not represent or warrant continuous, uninterrupted or secure access to the Services, which may be affected by factors beyond our control, or which may be subject to periodic testing, repairs, improvements, interruptions or maintenance.
  1. That you have determined that opening and maintaining your MeDo wallet does not violate any laws or regulations in your country of residence and jurisdiction. You guarantee that you are not violating any law or regulation for your use of the Service and you agree to pay us, our affiliates, holding companies, subsidiaries, agents and subcontractors the amount of all claims, losses, damages, expenses and liabilities that we, our affiliates, holding companies, subsidiaries, agents and subcontractors have suffered as a result of your use of the Service in violation of any law or regulation. This provision shall survive termination of this Agreement.
  1. In the event of an unauthorized payment or an improperly executed payment due to an error on our part, we will refund the payment as soon as possible, including all charges deducted. This clause will not apply:
  1. In the event that the unauthorized payment is due to your failure to keep your Account Identification Information secure in accordance with the requirements of this Agreement, in which case you will be responsible for the applicable charges.
  2. If you do not promptly notify us of any loss of your password or any other event that could reasonably have compromised the security of your account once you have gained knowledge of such event, in which case you will be liable for losses incurred up to the time we notify you.
  3. In the event the Transaction is unauthorized and you have acted fraudulently or have negligently compromised the security of your account, in which case you will be liable for all losses.
  4. If you do not dispute and report the unauthorized or improperly executed transaction within a period of one (1) month from the date of the transaction.
  1. Subject to the foregoing, we shall not be liable for any interruption or impediment to our Services, or for interruptions or impediments to the services of intermediaries that we use to perform our obligations under this Agreement, provided that such interruption or impediment is due to abnormal or unforeseeable circumstances beyond our control or the control of the intermediary affected.
  1. We will not be liable for any indirect or consequential loss, including, but not limited to, loss of profit, loss of business or loss of reputation. We shall not be liable for any loss arising from our compliance with legal and regulatory requirements.
  1. No provision of this Agreement may be applied to exclude liability for death or injury due to negligence, fraud or fraudulent misrepresentation, or for any legal liability that cannot be excluded or modified by an agreement between the Parties.
  1. Our obligation under this Agreement is limited to providing you with an electronic money account and related payment services, and does not imply any representation or warranty regarding the quality, safety or legality of any product or service provided by any intermediary.
  1. We will not be responsible for the valuation or payment of taxes, liens or other charges that may arise from the use of the Wallet, account or Services provided by Lite Fintech through the MeDo Platform.
  1. You agree to defend, reimburse or compensate and hold Lite Fintech and our affiliates harmless from any claims, demands, expenses or costs (including legal fees, fines or penalties) we incur or may incur that arise from your breach of this Agreement, any applicable law or regulation, or your use of the Services. This provision shall survive termination of this Agreement.

 

7.02 Intellectual Property Rights. You agree that Lite Fintech shall retain all right, title, and interest in and to all trademarks, trade names, logos, website designs, text, content and graphics, and other intellectual property rights used by us in connection with the Service, and any use, reproduction, modification or distribution by you of such trademarks, trade names, logos, website designs, text, content and graphics, and other intellectual property rights, is prohibited.

Lite Fintech has exclusive and authorized use of all the content of the Site, the Platform, the domains, as well as the software that allows users to access and use their account, which are protected by the laws and international treaties on copyright, trademarks, patents, industrial designs and models. Abuse and reproduction of all or part of these contents is prohibited without the express written consent of Lite Fintech.

 

7.03 Rights of Lite Fintech, reserves the right to

  1. Block all access to your account and Services in the event that illegalities, fraud, embezzlement and/or any other act that violates and/or is contrary to this Agreement are found or suspected. Lite Fintech reserves the irrevocable right to: i) not process and/or credit payments; ii) suspend for an indefinite period of time the availability of funds in User’s Wallet; iii) block any transfer of funds requested by User to User’s bank account; or iv) suspend User’s account for an indefinite period of time. Lite Fintech shall not be liable for the execution of any of the foregoing.
  1. Verify the information by requesting the User to submit any information that Lite Fintech deems necessary, in its sole discretion, to confirm the registration data provided by the User. If Lite Fintech is unable to confirm such User data, Lite Fintech may suspend the User’s access to its account and Services.
  1. Suspend the User’s access to their account and Services if it is determined that any information provided by the User is incorrect.

 

7.04 Limitation of Liability.

  1. Errors. You are responsible for the information provided when you use the Services, and you are responsible for any errors in the information provided.
  1. Notwithstanding the foregoing, Lite Fintech’s legal liability to the User and/or to third parties, except in case of fraud, shall be up to the value of the Transaction in question.
  1. Under no circumstances shall Lite Fintech be liable for any loss of profit, loss of opportunity, loss of use, loss of production, loss of contracts, loss of savings and, in general, any other indirect or consequential damage or loss that the User may suffer and which is related to the use of the Platform or the Services.

 

7.05 Amendment. This Agreement may be amended or supplemented only by a written amendment, signed by authorized representatives of each Party

 

7.06 Assignment. We have the right, in our sole discretion, to assign any or all of your rights or obligations under this Agreement. You do not have the right to assign any of your rights or obligations under this Agreement and any such attempt will be void.

 

7.07 Notifications. For purposes of this Agreement, notices, demands and other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given at the time of delivery (i) in person or by an internationally recognized express delivery service (e.g., FedEx), (ii) when sent by facsimile (with electronic acknowledgement of receipt), or (iii) on the day of transmission if sent by e-mail (“e-mail”), and written acknowledgement is obtained immediately upon completion of the transmission, or (iv) when sent by certified or registered U.S. mail, return receipt requested, postage prepaid, addressed to Lite Fintech at the address listed in the preamble to this Agreement or at the address listed in your account

 

7.08 Applicable law. To the extent not precluded by federal law, the provisions of this Agreement shall be construed and enforced in accordance with the laws of the State of Florida, notwithstanding any choice of law or conflict of law rules to the contrary.

 

The Parties agree that any non-arbitral legal action relating to this Agreement shall be commenced and maintained exclusively before any appropriate state or federal court in the State of Florida.

 

7.09 Effect of Title and Titles The title of the Agreement and section headings are included for convenience and shall not affect the meaning of the Agreement or the section.

 

7.10 Full Agreement. This Agreement constitutes the entire Agreement between the Parties, superseding all other written and/or prior agreements, except those referred to herein, which shall become part of this Agreement.

 

7.11 Validity of existence. If either Party is a corporation, a limited liability company, or a limited partnership, such Party warrants, represents, covenants, and agrees that it is duly organized, validly exists, is in good standing under the laws of the state of its incorporation or organization, is duly authorized and in good standing to conduct its business, has all necessary power and has received all necessary approvals to execute and deliver this Agreement, and that the individual executing this Agreement on behalf of the Party has been duly authorized to act on behalf of and to bind the Party.

 

7.12 Severability. The Parties acknowledge that this Agreement is reasonable, valid and enforceable. However, if any term, agreement, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the parties intend that such provision shall be modified in scope by the court only to the extent the court deems necessary to make the provision reasonable and enforceable, and the remaining provisions of this Agreement shall not be affected, impaired or invalidated in any way as a result.

 

7.13 Arbitration, Consent to Personal Jurisdiction Any dispute, controversy or claim arising out of, in connection with, or relating to this Agreement, or any breach or alleged breach of this Agreement, except allegations of violations of federal or state securities laws, shall, at the request of either Party involved, be submitted to any private arbitration service in the State of Florida and a single arbitrator shall be selected to conduct the proceeding. The dispute, once submitted, shall be resolved by binding arbitration conducted in the State of Florida (or elsewhere or under any other form of arbitration mutually acceptable to the Parties involved), provided, however, that in the case of any such dispute or claim: (i) neither party shall commence the arbitration within the first thirty (30) days after the aggrieved party first notifies the other party of the dispute or claim and (ii) during such thirty (30) day period, both parties meet at least once at a mutually agreed upon location to make a good faith effort to resolve the dispute or claim amicably. Any award rendered shall be final, binding, and conclusive on the Parties and shall be final, and judgment thereon may be entered in the highest state or federal court of the forum having jurisdiction. The costs of the arbitration shall be borne equally by the Parties to the arbitration, provided that each Party shall pay and bear the cost of its own experts, evidence and attorneys’ fees, except that, at the discretion of the arbitrator, any award may include the costs, fees and expenses of a Party’s attorneys.

 

7.14 Attorney Fees. If any arbitration or legal proceeding is brought to enforce this Agreement, or because of an alleged violation, breach or misrepresentation regarding any provision of this Agreement or other dispute relating to this Agreement, the prevailing or winning party shall be entitled to recover reasonable attorneys’ fees incurred in connection with such arbitration or legal proceeding. Winning party” means the party entitled to recover its costs in the proceeding under applicable law, or the party designated as such by the court or arbitrator.

 

7.15 Waiver. The waiver of any breach or violation of any term or condition herein shall not affect the validity or enforceability of any other term or condition, nor shall it be deemed a waiver of any subsequent breach or violation of the same term or condition. No waiver of any right or remedy under this Agreement shall be effective unless in writing and executed by the Party complained of. The rights and remedies of the Parties to this Agreement are cumulative and not alternative.

 

7.16 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties, their respective successors and assigns.

 

7.17 Compliance. Each Party expressly agrees that it shall not violate any law, statute, ordinance, rule, regulation, judgment, decree, order, injunction, or warrant of any federal, state, or local authority, court, agency, office, board of directors, commission, department, or agency of government of any country in which business is being conducted.

 

7.18 Relationship. Nothing contained in this Agreement shall be deemed to constitute either Party as a partner, joint venture, contractor, or employee of the other Party for any purpose.

 

7.19 Interpretation. The terms of this Agreement shall be interpreted in accordance with the meaning of the language used and shall not be construed to favor or disfavor either Party by reason of the authorship of this Agreement or any other construction rule that might otherwise apply.

Lite Fintech, LLC

Lite Fintech Seller Agreement

Last updated: April 2021

 

This Seller Agreement (this “Agreement“), is between you or the entity on whose behalf you are entering into this Agreement (“you” or “Seller“) and Lite Fintech, a Florida corporation, located at 117 NE, 1 st Ave, Security Building, Miami, Fl 33132 (hereinafter “Company” or “we” or “our” orLite Fintech”). Lite Fintech and the Seller may be referred to individually as the “Party,” or collectively, the “Parties.

CONSIDERATIONS

 

WHEREAS, Lite Fintech owns the exclusive and authorized use of the technology, software, domains, brand and any other related on the MeDo platform, so by mentioning the Platform, MeDo Platform or MeDo, it will be understood that marketing refers to the rights that Lite Fintech owns under a license agreement granted by MercaDolar, Inc. the company that owns the platform.

WHEREAS, Lite Fintech operates the MeDo online currency exchange platform (the “Web Site” or “Platform”); and

WHEREAS, the Seller wishes to use the Platform and the services offered on the Platform (the “Services”) for a possible currency exchange transaction.

THEREFORE, in consideration of the premises and the mutual covenants and agreements set forth herein and other good and valuable considerations, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows

 

SECTION 1: DEFINITIONS AND INTERPRETATIONS

 

1.01 Singular words shall include the plural and vice versa.

1.02 A reference to one gender will include a reference to the other genders.

1.03 A reference to writing or writing includes e-mail.

1.04 Any obligation in this Agreement on a Party not to do something includes an obligation not to agree or allow something to be done.

1.05 Any phrase introduced by the terms ‘including’, ‘included’, ‘include, ‘in particular or any similar expression shall be construed as illustrative and shall not limit the meaning of the words preceding those terms.

1.06 References to sections or clauses are to the sections or clauses of this Agreement.

1.07 “Business Day” means any day, other than a Saturday or Sunday or a day on which banking institutions in the United States are authorized or required by law, regulation or executive order to close.

1.08 “Buyer” means the person who accepts an offer made by a seller and agrees to make payment in the manner set forth in this Agreement.

1.09 “Buyer’s Disbursement” means the disbursement of the initial deposit, less applicable fees, to a Buyer upon the occurrence of a satisfactory transaction.

1.10 “Dispute” means any dispute relating to a transaction initiated through the MeDo platform within the permissible dispute period.

1.11 “Dispute Period” means the period of time available to a seller to inform Lite Fintech of any dispute, such as underpayment or non-payment in connection with a transaction before it is deemed a satisfactory transaction.

1.12 “Exchange Rate” means the value of each USD in the legal currency of the selected market, as specified by the seller at the time of the offer.

1.13 “Initial Deposit” means a monetary deposit made by the seller to Lite Fintech, which will be held by Lite Fintech until a transaction between the seller and a Buyer is deemed satisfactory.

1.14 “Marketplace” refers to the area of the MeDo platform where you can find lists of offers published by a seller

1.15 “MeDo Wallet” or “Wallet” means the application, used by registered Users in the MeDo platform, which contains electronic currency and allows Users to make financial transactions.

1.16 “Offer” means a payment proposal initiated by a seller.

1.17 “Payment” means funds transmitted to a recipient pursuant to a legal currency exchange made by a Buyer under an Offer.

1.18 “Payment Instruments” means all payment methods allowed by Lite Fintech through the Me Do platform.

1.19 “Quotation” means the financial details of an Offer, including the amount of USD to be transmitted to a recipient and applicable fees.

1.20 “Recipient” is the person or company designated by the Seller and specified in the Offer, who will receive the Payment from the Buyer.

1.21 “Satisfactory Transaction” means a transaction completed in accordance with the terms of this Agreement, considered final and irreversible.

1.22 “Seller” is the person who creates an Offer using the Services provided on the MeDo platform.

1.23 “Special Services” means all activities that Lite Fintech, through the MeDo platform, is required to perform due to a breach of the terms of this Agreement.

1.24 “Transaction” means the process by which an Offer has been accepted by a Buyer and Payment is made to a designated Recipient.

1.25 “Premium User” is a user who uses the Services and has met Lite Fintech’s requirements for daily, monthly and annual transactions for amounts greater than those handled by regular clients. These amounts are set forth on the website.

 

SECTION 2: INCORPORATION OF AGREEMENTS

 

2.01 Terms and Conditions. The agreement entitled “Terms and Conditions”, found at: http://www.medopay.com/terms, is incorporated into and constitutes part of this Agreement;

 

2.02 Electronic Wallet User Agreement. The agreement entitled “Electronic Wallet User Agreement”, found at: http://www.medopay.com/terms, is incorporated into and constitutes part of this Agreement;

 

2.03 Buyer’s Agreement. The agreement entitled “Buyer Agreement”, found at: http://www.medopay.com/terms, is incorporated into and forms part of this Agreement;

 

2.04 Definition of incorporated agreements. The agreements set forth in this Section 2 shall be collectively referred to as “Additional Agreements.

 

2.05 Conflict with Additional Agreements. To the extent that the language of this Agreement conflicts with the language of the Supplemental Agreements, the language of this Agreement shall prevail.

SECTION 3: ACCEPTANCE

 3.01 Acceptance. By using the Services, you:

  1. You acknowledge that you have read this Agreement in its entirety;
  1. You understand and agree that this Agreement is the same as any other written agreement negotiated and signed by you;
  1. You understand and agree that if you i) click on a box indicating your acceptance of this Agreement, or ii) use the Web Site or Service offered by Lite Fintech through the MeDo platform, you are agreeing to the terms of this Agreement;
  1. You understand and agree that this Agreement applies against you and, if applicable, any legal entity on whose behalf you are entering into this Agreement;
  2. You understand and agree that Lite Fintech may change, add or remove any part of this Agreement, or any part of any Service, at any time. If any future changes to this Agreement are unacceptable to you, you must refuse to accept Lite Fintech’s proposed updated terms and must cease all use of the Website and all Services.

 

 SECTION 4: BUYER SERVICES

 

4.01 Buyer Disbursement Information. You understand that acceptance of an Offer must include the following Buyer Disbursement Information, which is necessary for Lite Fintech to process the Buyer Disbursement:

  1. Buyer’s full name;
  2. Name of the Buyer’s financial institution;
  3. The buyer’s account number at that financial institution;
  4. ABA and SWIFT numbers of the Buyer’s financial institution;
  5. The address of the Buyer’s financial institution;
  6. Buyer’s current phone number (including country code and city code);
  7. Buyer’s current postal address;
  8. Buyer’s current email address;
  9. Scanned identification document of the buyer, issued by a national or state authority; for example, passport, national government identification, identification card, voting card, driver’s license. When it comes to the identification number, it will be used for identification or tax purposes; Y
  10. Buyer’s US Social Security Number (if available).

4.02 Other required information. In addition, you agree to promptly provide any other information or documentation required by Lite Fintech or any of its affiliates or partners to comply with applicable laws or regulations and with any internal compliance activities.

4.03 Information verification duty. It is your responsibility to verify all the information provided. You agree that under no circumstances will Lite Fintech be liable for any data entry errors or omissions regarding Buyer’s disbursement information or any other delay caused by third parties, such as financial institutions or ACH providers (other than Lite Fintech) involved in the Transaction.

 

4.04 Purchase quotes. Before accepting an Offer, you will be given the opportunity to review the financial details of your Quote, which must include, as a minimum: (i) the amount of the Offer, (ii) the Exchange Rate, (iii) the total calculated of the Payment, (iv) the complete data of the bank account selected as the recipient of funds (v) the Lite Fintech commissions, and (vi) any other applicable commission, such as transfer fees. Therefore, you understand and agree that it is your responsibility to verify the accuracy of the calculations and the accuracy of the information. Once the Offer has been accepted, its terms and conditions cannot be modified.

4.05 Payment instruments. Currently, only bank transfers and the MeDo Wallet are allowed as Payment Instruments for Operations. Such wire transfers include, but are not limited to, ACH payments or wire transfers.

4.06 The transaction. Upon acceptance of the Offer by the Buyer, the Buyer will transmit the Payment to the Seller using the information of the Seller provided in the Offer. The Buyer will immediately notify the payment through the Platform in the “Notification of payment completed” section of the MeDo Website, available the option “Transaction History” of the My Profile module or by accessing the link available in the email received when making the purchase called “Purchase details” that will lead you to the platform or mobile application and will provide you with the name of the financial institution used to complete the payment, as well as the reference number provided by said financial institution that demonstrates the transmission of the payment in accordance with the terms of the Offer. The Buyer will transmit the Payment and provide said reference number within two (2) hours after acceptance of the Offer. Payment must be in local currency and with funds from trade, transactions or businesses of legal origin. Failure to comply with this requirement is considered cause for cancellation of the contract. Under no circumstances will Lite Fintech be responsible for mistakes made by the Seller or Buyer.

4.07 Dispute Period. Once the Seller receives the reference number provided by the Buyer, the Seller will have a limited time to initiate a Dispute (the “Dispute Period”), if the Seller finds any irregularity with respect to the Payment. Such irregularities include, but are not limited to: Payments that are not received by the Recipient, or Payments for an amount other than that specified in the Offer. Once Lite Fintech resolves a Dispute, or if no Dispute is initiated during the Dispute Period, or once the Dispute Period has expired, the Transaction will be considered a Satisfactory Transaction, and Lite Fintech will make the Buyer Disbursement.

Depending on the type of Transaction and Payment established by the seller at the time of creating the offer, the Seller will have the following time to initiate a Dispute:

  1. For payments not received and that accept payments from different banks, the Seller has a period of twenty-four (24) banking hours from the notification of the Payment by the Buyer, to initiate a Dispute and a maximum of forty-eight (48) hours, after this period, the system will automatically pay the buyer.
  2. For payments not received and that only accept payments from the same bank, the Seller has a period of six (6) banking hours from the notification of the Payment by the Buyer, to initiate a Dispute and a maximum of twenty-four (24) hours, after this period, the system will automatically pay the buyer.

4.08 Buyer’s Disbursements. Buyer Disbursements will be released by Lite Fintech to the linked bank account or MeDo Wallet designated by the Buyer. If for any reason the transfer from Lite Fintech to the Buyer is canceled or rejected by the receiving bank, then Lite Fintech will contact the Buyer using the most up-to-date contact information from the Buyer’s account. In the event that a transfer is canceled or rejected by the receiving bank, you may be responsible for additional administrative charges and such charges will be deducted from the Buyer’s Disbursement.

 

SECTION 5: CONFIDENTIALITY AND NON-DISCLOSURE

5.01 Confidential Information Defined. For purposes of this Agreement, “confidential information” shall include any information or material that has or may have commercial value or other utility in the business in which each Party is engaged. Confidential Information includes all non-public information relating to either Party’s business or the terms of this Agreement.

5.02 Exclusions from Confidential Information. Confidential Information does not include information that:

  1. The recipient of the Confidential Information already knew, but only if it is documented in a tangible way;
  2. It is made public, without the recipient being at fault;
  3. Was independently developed by the recipient without reference to the Disclosing Party’s documented formulations, including, without limitation, designs, processes, formulas, statistics provided by third parties collected by the Disclosing Party, products, algorithms, source code, firmware and middleware; or
  4. It was legitimately delivered to the recipient by another party.

5.03 Strict confidentiality. The Parties shall keep and maintain Confidential Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party. The Parties shall carefully restrict access to the Confidential Information to themselves and to third parties to the extent reasonably necessary and shall require such persons to sign non-disclosure restrictions at least as protective as those in this Agreement. The Parties shall not use any Confidential Information, without the prior written approval of the other Party, for their own benefit, publish, copy, or otherwise disclose to others such information, or permit its use by others for their benefit or to the detriment of the disclosing Party. Each Party shall return to the other Party any and all records, notes, and other written, printed, or tangible materials in its possession relating to Confidential Information immediately upon written request

5.04 Disclosure of Personal and Confidential Information Lite Fintech will not make this information available to any other party, except as set forth in this Agreement and where such information is requested by official federal, state or local authorities (e.g., the U.S. Internal Revenue Service, the Federal Bureau of Investigation, the U.S. Drug Enforcement Administration and any other federal court); however, Lite Fintech will not share any information with Venezuelan Government authorities.

SECTION 6: FEES AND EXPENSES

 

6.01 Rates. You acknowledge and agree that the fees charged by Lite Fintech to Buyer and Seller for the provision of the Services in support of the Transaction (the “Fees”) shall be paid by such parties as set forth herein and may be changed by Lite Fintech at any time, without notice to Buyer or Seller. Lite Fintech reserves the right to charge variable fees to Buyer and Seller in accordance with the terms and conditions of any Transaction. The current fees will be specified in Lite Fintech’s fee and cost table available on the MeDo website and will be automatically deducted from the Buyer and Seller as follows

  1. From the Seller. Commissions will be added to the amount of the Offer and will include the Initial Deposit required for the posting of the Offer. In the event Seller withdraws an Offer before it has been accepted by a Buyer, Lite Fintech reserves the right to withhold the Commissions charged to Seller for such Offer
  2. From the Buyer. Commissions will be deducted from the Buyer’s Disbursement.

6.02 Transaction Fees. The cost of ordinary debits and deposits (made within two (2) Business Days) through ACH to U.S. domiciled banks, under the conditions specified by Lite Fintech, shall be the sole responsibility of Lite Fintech. Costs for expedited withdrawals or deposits, or wire or rapid transfers (other than ACH transfers), shall be the responsibility of the Buyer or Seller, as applicable, unless otherwise specified in a separate written agreement. In addition, all payment transaction fees, such as transfer fees imposed by Venezuelan financial institutions, will be Buyer’s responsibility and will be paid by Buyer.

Lite Fintech reserves the right to offset any amount owed to Lite Fintech by Buyer against any Buyer Disbursement, and Buyer agrees that Lite Fintech may debit from Buyer Disbursement any amount owed by Buyer to Lite Fintech. We will always notify the Buyer prior to debiting such amount from a Buyer Disbursement. Buyer’s authorization under this agreement will remain in effect for the life of his MeDo account and for ninety (90) days after the termination of this Agreement.

.

6.05 Special Services. Lite Fintech reserves the right to charge variable fees for Special Services required due to a breach of this Agreement that directly affect the execution of Transactions, for which Lite Fintech shall undertake additional review, verification, investigation and/or any action that Lite Fintech must take in order to continue its operations. Additional activities include but are not limited to

  1. Modification of the Banking Data of the Parties. From time to time it may be necessary for Lite to make changes to banking information, provided by a Buyer or Seller, because the Buyer or Seller has not provided the correct information.
  2. For non-compliance related to the execution of payments. When the Buyer does not make a Payment within the allotted time; as long as the Buyer does not prove that such breach was generated by causes beyond its control that prevented the execution of the Payment. In such event, Lite Fintech shall take action to verify the causes of such failure and to safeguard the interests of the Parties, which will result in the application of Special Services.
  3. Failure to Meet Seller’s Payment Terms. Once Seller establishes the terms of purchase of the published Offer, Buyer must agree to comply with those terms. If Buyer fails to comply with the terms of the Offer, Lite Fintech may have to intervene directly in the Transaction to resolve the problem, which will result in the application of the Special Services.
  4. Breach of Terms – In general. Any breach that directly affects a Transaction may result in Lite Fintech becoming directly involved in the Transaction to resolve the problem, resulting in the application of Special Services.
  5. For failure to pay the maintenance fee for Premium Customers.

6.06 Maintenance fee. If you are a Premium User, Lite Fintech will charge you a monthly maintenance fee (hereinafter referred to as the “Maintenance Fee”) set forth on the website. This amount will be automatically deducted from the Wallet, within the first three days of the month, if no funds are available in the Wallet, it will be deducted from the US bank account registered on the Platform. This process will be attempted until Lite Fintech obtains the funds for the respective fee.

If there are no funds available in either the Wallet or the bank account, the month following the default, the amount of the debt will be charged an additional fee set forth in the Special Services of the Website until the customer can cover the amount owed to Lite Fintech for being a Premium User.

SINGLE PARAGRAPH: The customer may at any time cancel the subscription as a Premium User, through the Platform. Such request must be reviewed and approved by Lite Fintech.

SECTION 7: CANCELLATION AND TERMINATION

7.01 Lite Fintech reserves the right to cancel any Transaction for any reason and without prior notice to the Buyer or the Seller. In addition, this Agreement may be terminated at any time and without notice for any of the following reasons

  1. If Lite Fintech believes that any party to this Agreement has taken any action that may prejudice compliance with applicable laws and regulations.
  2. If Lite Fintech suspects the illicit use of money, including, but not limited to, money laundering.
  3. If the Seller and/or Buyer provides false, illegitimate, expired or forged documentation.
  4. If for any reason, Seller and/or Buyer is explicitly prohibited from participating in the United States financial system, engaging in a transaction in or through the United States, or if for any reason, Seller and/or Buyer becomes subject to a formal investigation by any local, state, federal or supranational authority or law enforcement agency (other than the authorities and agencies of the Government of Venezuela) for financial irregularities or alleged criminal activity.

SECTION 8: MISCELLANEOUS

8.01 Lite Fintech executes all its financial operations through the system owned by Prime Trust, LLC (“Prime Trust“). By using the Services, you agree to be bound by Prime Trust’s terms of service and privacy policy found at: https://primetrust.com/privacy; both of which are incorporated herein by reference and constitute Additional Terms and Conditions.

8.02 Amendment. This Agreement may be amended or supplemented only by a written amendment, signed by authorized representatives of each Party.

8.03 Assignment. We have the right, in our sole discretion, to assign any or all of your rights or obligations under this Agreement. You do not have the right to assign any of your rights or obligations under this Agreement and any such attempt will be void.

8.04 Notifications. For purposes of this Agreement, notices, demands and other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given at the time of delivery (i) in person or by an internationally recognized express delivery service (e.g., FedEx), (ii) when sent by facsimile (with electronic acknowledgement of receipt), or (iii) on the day of transmission if sent by e-mail (“e-mail”), and written acknowledgement is obtained immediately upon completion of transmission, or (iv) when sent by certified or registered U.S. mail, return receipt requested, postage prepaid, addressed to Lite Fintech at the address listed in the preamble to this Agreement or at the address listed in your account.

8.05 Applicable Law: To the extent not precluded by federal law, the provisions of this Agreement shall be construed and enforced in accordance with the laws of the State of Florida, notwithstanding any choice of law or conflict of law rules to the contrary.

The Parties agree that any non-arbitral legal action relating to this Agreement shall be commenced and maintained exclusively before any appropriate state or federal court in the State of Florida.

8.06 Intellectual Property Rights. Intellectual Property Rights. You agree that Lite Fintech shall retain all right, title and interest in and to all trademarks, trade names, logos, website designs, text, content and graphics, and other intellectual property rights used by us in connection with the Service, and any use, reproduction, modification or distribution by you of such trademarks, trade names, logos, website designs, text, content and graphics, and other intellectual property rights, is prohibited.

 

Lite Fintech has exclusive and authorized use of all the content of the Site, the Platform, the domains, as well as the software that allows users to access and use their account, which are protected by the laws and international treaties on copyright, trademarks, patents, industrial designs and models. Abuse and reproduction of all or part of these contents is prohibited without the express written consent of Lite Fintech.

 

8.07 Effect of Title and Titles The title of the Agreement and section headings are included for convenience and shall not affect the meaning of the Agreement or the section.

8.08 Full Agreement. This Agreement constitutes the entire Agreement between the Parties, superseding all other written and/or prior agreements, except those referred to herein, which shall become part of this Agreement.

8.09 Validly existing. If either Party is a corporation, a limited liability company, or a limited liability partnership, such Party warrants, represents, covenants, and agrees that it is duly organized, validly exists, and in good standing under the laws of the state of its incorporation or organization and is duly authorized and in good standing to carry out its activities, that it has all necessary power and has received all necessary approvals to execute and deliver this Agreement, and that the individual executing this Agreement on behalf of the Party has been duly authorized to act on behalf of and to bind the Party.

8.10 Divisibility. The Parties acknowledge that this Agreement is reasonable, valid and enforceable. However, if any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the parties intend that such provision shall be modified in scope by the court only to the extent the court deems necessary to make the provision reasonable and enforceable, and the remaining provisions of this Agreement shall not be affected, impaired or invalidated in any way as a result

8.11 Arbitration; Consent to Personal Jurisdiction. Any dispute, controversy or claim arising out of, in connection with, or relating to this Agreement, or any breach or alleged breach of this Agreement, except allegations of violations of federal or state securities laws, shall, at the request of either Party involved, be submitted to any private arbitration service in the State of Florida and a single arbitrator shall be selected to conduct the proceeding. The dispute, once submitted, shall be resolved by binding arbitration conducted in the State of Florida (or elsewhere or under any other form of arbitration mutually acceptable to the Parties involved), however, in the case of any such dispute or claim:(i) neither party shall commence the arbitration within thirty (30) days after the aggrieved party first notifies the other party of the dispute or claim and (ii) during such thirty (30) day period, both parties shall meet at least once at a mutually agreed place to make a good faith effort to resolve the dispute or claim amicably. Any judgment rendered shall be final, binding, and conclusive on the Parties and shall be final, and judgment thereon may be entered in the highest state or federal court of the forum having jurisdiction. The costs of the arbitration shall be borne equally by the Parties to the arbitration, provided that each Party shall pay and bear the cost of its own experts, evidence and attorneys’ fees, except that, in the discretion of the arbitrator, any award may include the costs, fees and expenses of a Party’s attorneys.

8.12 Attorney Fees. If any arbitration or legal proceeding is brought to enforce this Agreement, or because of an alleged violation, breach or misrepresentation regarding any provision of this Agreement or other dispute relating to this Agreement, the prevailing or winning party shall be entitled to recover reasonable attorneys’ fees incurred in connection with such arbitration or legal proceeding. Winning partymeans the party entitled to recover its costs in the proceeding under applicable law, or the party designated as such by the court or arbitrator.

8.13 Waiver. The waiver of any breach or violation of any term or condition herein shall not affect the validity or enforceability of any other term or condition, nor shall it be deemed a waiver of any subsequent breach or violation of the same term or condition. No waiver of any right or remedy under this Agreement shall be effective unless in writing and executed by the Party complained of. The rights and remedies of the Parties to this Agreement are cumulative and not alternative

8.14 Successors and Assignees. This Agreement shall be binding upon and inure to the benefit of the Parties, their respective successors and assigns.

8.15 Compliance. Each Party expressly agrees that it shall not violate any law, statute, ordinance, rule, regulation, judgment, decree, order, injunction, or warrant of any federal, state, or local authority, court, agency, office, board of directors, commission, department, or agency of government of any country in which business is being conducted.

8.16 Relationship. Nothing contained in this Agreement shall be deemed to constitute either Party as a partner, joint venture, contractor or employee of the other Party for any purpose.

8.17 Interpretation. The terms of this Agreement shall be interpreted in accordance with the meaning of the language used and shall not be construed to favor or disfavor either Party by reason of the authorship of this Agreement or any other construction rule that might otherwise apply.

Lite Fintech LLC.

Lite Fintech Buyer’s Agreement

Last updated: April 2021

 

This Buyer Agreement (this “Agreement”), is between you or the entity on whose behalf you are entering into this Agreement (“you” or “Buyer“) and Lite Fintech, a Florida corporation, located at 117 NE, 1 st Ave, Security Building, Miami, Fl 33132 (hereinafter “Company” or “we” or “our” or Lite Fintech“). Lite Fintech and Buyer may be referred to individually as the “Party,” or collectively, the “Parties.

 

CONSIDERATIONS

WHEREAS, Lite Fintech has the exclusive and authorized use of the technology, software, domains, brand and any other related on the MeDo platform, so that when we mention the Platform, MeDo Platform or MeDo, it will be understood that we are referring to the rights of which Lite Fintech is holder under a license agreement granted by MercaDolar, Inc. the company that owns the platform

 

WHEREAS, Lite Fintech operates the MeDo online currency exchange platform (the “Web Site” or “Platform”); and

WHEREAS, the Buyer wishes to use the Platform and the services offered on the Platform (the “Services”) for a possible foreign exchange transaction.

THEREFORE, in consideration of the premises and the mutual covenants and agreements set forth herein and other good and valuable considerations, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows

SECTION 1: DEFINITIONS AND INTERPRETATIONS

1.01 Singular words shall include the plural and vice versa.

1.02 A reference to one gender will include a reference to the other genders.

1.03 A reference to writing or writing includes e-mail.

1.04 Any obligation in this Agreement on a Party not to do something includes an obligation not to agree or allow something to be done.

1.05 Any phrase introduced by the terms ‘including’, ‘included’, ‘include, ‘in particular or any similar expression shall be construed as illustrative and shall not limit the meaning of the words preceding those terms.

1.06 References to sections or clauses are to the sections or clauses of this Agreement.

1.07 “Business Daymeans any day, other than a Saturday or Sunday or a day on which banking institutions in the United States are authorized or required by law, regulation or executive order to close.

1.08 “Buyer” means the person who accepts an offer made by a seller and agrees to make payment in the manner set forth in this Agreement.

1.09 “Buyer’s Disbursementmeans the disbursement of the initial deposit, less applicable fees, to a Buyer upon the occurrence of a satisfactory transaction.

1.10 “Dispute” means any dispute relating to a transaction initiated through the MeDo platform within the permissible dispute period.

1.11 “Dispute Period” means the period of time available to a seller to inform Lite Fintech of any dispute, such as underpayment or non-payment, regarding a transaction before it is considered a satisfactory transaction.

1.12″ Exchange Rate” means the value of each USD in the legal currency of the selected market, as specified by the seller at the time of the offer.

1.13 “Initial Deposit” means a monetary deposit made by the seller to Lite Fintech, which will be held by Lite Fintech until a transaction between the seller and a Buyer is deemed satisfactory.

1.14 “Marketplace” refers to the area of the MeDo platform where lists of offers published by a seller can be found.

1.15 ” MeDo Wallet” or “Wallet” means the application, used by registered users of the MeDo platform, which contains electronic currency and allows users to perform financial transactions.

1.16 “Offer” means a payment proposal initiated by a seller.

1.17 “Payment” means funds transmitted to a recipient pursuant to a legal currency exchange made by a Buyer under an Offer.

1.18 “Payment Instruments” means all payment methods allowed by Lite Fintech through the MeDo platform.

1.19 “Offer” means the financial details of an Offer, including the amount of USD to be transmitted to a recipient and applicable fees.

1.20 “Recipient” is the person or company designated by the Seller and specified in the Offer, who will receive the Payment from the Buyer.

1.21 “Satisfactory Transaction” means a transaction completed in accordance with the terms of this Agreement, considered final and irreversible.

1.22 “Seller” is the person who creates an Offer using the Services provided on the MeDo platform.

1.23“Premium User” is a user who uses the Services and has met Lite Fintech’s requirements for daily, monthly and annual transactions in excess of those handled by regular clients. These amounts are set forth on the Website.

1.24″Special Services” means all the activities that Lite Fintech, through the Platform, must carry out due to the breach of the terms of this Agreement.

1.25 “Transaction” means the process by which an Offer has been accepted by a Buyer and Payment is made to a designated Recipient.

1.26 “Instant ACH transaction”: refers to the transactions that are executed immediately on the Website, without having to wait for the period established by the corresponding banks for this type of operation to elapse.

1.27 “Virtual Account” or “MeDo Account” means the account that is maintained and managed through the Platform and through which the User can access the Services.

1.28 “Authorized Buyer“: Refers to the company selected by Lite Fintech to execute the payment of direct sales, who complies with the proper licenses to carry out this type of operation.

1.29 “Direct sale”: Refers to the type of offer selected by the seller on the condition that it be acquired by the Authorized Buyer immediately, guaranteeing that the transaction is executed within the periods established in this Agreement.

It is classified in instant sale and next day sale.

“Instant sale”: Refers to the operation whose payment is executed in a maximum period of 6 banking hours and commissions will be applied for this service.

“Next day sale”: Refers to the operation whose publication is carried out within a period of 24 banking hours counted from the moment of its creation and whose payment is executed within a period of no more than 6 banking hours after its publication.

1.30 “Indirect sale“: Refers to the type of offer that is published in the market according to the terms established herein.

 

SECTION 2: INCORPORATION OF AGREEMENTS

2.01 Terms and Conditions. The agreement entitled “Terms and Conditions”, found at: http://www.medopay.com/terms, is incorporated into and constitutes part of this Agreement;

2.02 Electronic Wallet User Agreement. The agreement entitled “Electronic Wallet User Agreement”, found at: http://www.medopay.com/terms, is incorporated into and constitutes part of this Agreement;

2.03 Seller’s Agreement. The agreement entitled “Seller Agreement”, found at: http://www.medopay.com/terms, is incorporated into and constitutes part of this Agreement;

2.04 Definition of incorporated agreements. The agreements set forth in this Section 2 shall be collectively referred to as “Additional Agreements.

2.05 Conflict with Additional Agreements. To the extent that the language of this Agreement conflicts with the language of the Supplemental Agreements, the language of this Agreement shall prevail.

SECTION 3: ACCEPTANCE

 3.01 Acceptance. By using the Services, you:

You acknowledge that you have read this Agreement in its entirety;

  1. You agree that this Agreement is the same as any other written agreement negotiated and signed by you;
  2. You understand and agree that if you i) click on a box indicating your acceptance of this Agreement, or ii) use the Website or Service offered by Lite Fintech through the MeDo platform, you are agreeing to the terms of this Agreement;
  3. You understand and agree that this Agreement applies against you and, if applicable, any legal entity on whose behalf you are entering into this Agreement;
  4. You understand and agree that Lite Fintech may change, add or remove any part of this Agreement, or any part of any Service, at any time. If any future changes to this Agreement are unacceptable to you, you must refuse to accept Lite Fintech’s proposed updated terms and must cease all use of the Website and all Services.

SECTION 4: VENDOR SERVICES

4.01 “Creation of Offers”. The Platform allows the Seller to create two types of Offers: direct and indirect defined in Section 1 of this Agreement and specify the terms of the same. All offers must comply with the terms of this Agreement. You understand that no Offer will be published on the Platform until your Initial Deposit has been successfully withdrawn from your linked bank account or MeDo Wallet and processed by the recipient financial institution designated by Lite Fintech.

 

However, you can select the option to create an offer instantly, via “instant ACH transaction”, which will generate additional charges established on the Website, according to the amount selected. These transactions are subject to the limits established by Lite Fintech and the client accepts and agrees to guarantee that once the ACH debit is processed, the funds will be available.

 

4.02 Account Authorization. By creating an Offer using the Services, you acknowledge and agree that you are authorizing Lite Fintech to debit an amount equal to the Initial Deposit from your linked bank account through an “ACH Payment” or from your MeDo Wallet. The Initial Deposit, including all applicable fees, are due and payable before your Offer is posted, and will be immediately deducted from available funds in your bank account or MeDo Wallet. If there are insufficient funds in your bank account or in your Wallet, your Offer will not be published. You agree not to create an Offer with a resulting Initial Deposit that exceeds your transfer limits or the balance of your bank account or your Wallet. In the event of a Dispute or for any other reason, you also agree not to initiate a chargeback for the ACH Payment without first allowing Lite Fintech the opportunity to resolve the matter within a reasonable time or reverse the debit transaction.

 

When you create an offer you will receive an email, through which you must approve the operation carried out, until you confirm the transaction, the operation will not advance in the system.

 

4.03 Recurring Offers. When creating an offer on the Platform, you will have the option to configure the system to make recurring offers (the “Recurring Offers”) from your MeDo Wallet, which will be made according to the options selected by the Seller, indicating the amount, the rate and the percentages of variation thereof.

  1. If you wish to modify or cancel any Recurring Offer, you can do so by entering your profile, selecting the Offer you wish to adjust in your transaction history and proceeding to make the required changes. Lite Fintech is not responsible for the Recurring Offer (s) deducted from your account prior to the Offer adjustment and / or cancellation process.
  2. It is your responsibility to ensure that your Wallet has sufficient funds to carry out the Recurring Offers that you have established. Lite Fintech is not responsible for the fees and / or charges imposed as a result of insufficient funds. If the account enters a negative balance, you may incur additional charges.
  3. Lite Fintech may cancel the publication of a Recurring Offer, provided that it affects the operation of the Platform, or in case of suspicion or doubt about the request for recurring publication.

 

4.04 Funds Withholding Terms. Lite Fintech is legally committed to protecting the funds deposited for payment (the “Payment Funds”) pursuant to the creation of an Offer. Payment funds will be held at a financial institution designated by Lite Fintech and located in the United States of America. You expressly acknowledge and understand that the Payment Funds are insured by the Federal Deposit Insurance Corporation (FDIC), by Lite Fintech through a third party. In no case will Lite Fintech be required to use Payment Funds for investment. You hereby understand and agree that once an Initial Deposit has been processed, the funds constituting the Payment will be held by Lite Fintech until (i) the Offer results in a successful Transaction, or (ii) you are entitled to a refund.

4.05 Sale of Offers. Before submitting your Offer, you will be given the opportunity to review the details of your Quote, which must include, as a minimum: (i) the amount of your Offer, (ii) the Exchange Rate, (iii) commissions and / or Lite Fintech fees (iv) the recipient’s bank details, (v) any other applicable fees, such as transfer fees, and (vi) the total Payment calculated. You understand and agree that it is your responsibility to verify the accuracy of the calculations and the accuracy of the information. Once an Offer is created and accepted by a Buyer, it cannot be modified.

 

If it is a direct sale, the same aspects indicated above will be considered, except for the exchange rate, which will be assigned by the Authorized Buyer and visible at the time of creation of the transaction. You understand and accept that it is your responsibility to verify the accuracy of the calculations and the veracity of the information. Once an Offer is created and accepted by the Authorized Buyer, it cannot be modified.

 

4.06 Publication of the Offer. Once the Offer is created and the Initial Deposit processed, there will be a clearing period before the funds are processed by the financial entity designated by Lite Fintech. During this period, the Offer will be inactive. Once the processing is finished and once the funds are available in the Lite Fintech account, we will immediately proceed to publish the Offer on the Market (hereinafter ‘Publication’), and it will be available for acceptance by the Buyers. If the Offer is created using the Seller’s Wallet, the posting process will be automatic, but the validation process will take some time.

In the case of a direct sale, it will be automatically assigned to the Authorized Buyer.

You understand that, once the Offer is published, it will be valid for ten (10) continuous days in the Market, during which time you may make modifications to the Offer until a Buyer purchases said Offer or Lite Fintech withdraws it from the Market due to its expiration. Lite Fintech will notify you by email of the validity of your Offer in the Market and once canceled, the corresponding funds will be returned to you, minus the applicable fees.

The previous paragraph does not apply to direct sales, understanding that the periods that govern it are different and will be detailed in this Agreement.

4.07 Recipient Information. You understand that a direct or indirect Offer must include, at a minimum, the following information required from the Recipient:

  1. Full name of the recipient;
  1. Identification number of the recipient (Valid document issued by a competent authority); Tax Information Registry (RIF) or Passport. This number will be used for identification or tax purposes;
  1. Name of the Recipient’s financial institution;
  1. Recipient’s account number at the recipient’s financial institution;
  1. ABA and SWIFT numbers of the Recipient’s financial institution;
  1. The address of the Recipient’s financial institution;
  1. Beneficiary’s social security number in the United States (if available).

 

4.08 Other required information. In addition, you agree to promptly provide any other information or documentation required by Lite Fintech or any of its affiliates or partners to comply with applicable laws or regulations and with any internal compliance activities.

4.09 Information Made Public. The Seller understands that the name of the Recipient’s financial institution will be made available to the public to other users in the Market. Once the Buyer accepts an Offer, the remaining details comprising the Recipient Information will be provided to the Buyer.

4.10 Duty to verify the information. It is your responsibility to verify all the information provided. You agree that, under no circumstances, Lite Fintech will be liable for data entry errors or omissions with respect to Recipient information or for any delay caused by third parties, such as financial institutions or ACH providers, other than Lite Fintech , involved in the Transaction.

4.11 Payment instruments. Currently, only bank transfers and the MeDo Wallet are allowed as Payment Instruments for Transactions. Wire transfers include, but are not limited to, ACH payments or wire transfers.

4.12 The transaction. Once the Offer is accepted by the Buyer, the Buyer will transmit the Payment to the Seller using the information indicated as the receiving account provided at the time of creating the Offer. The Buyer will immediately notify through the Platform the payment in the section ‘Notification of payment completed’ of the MeDo Website available in the option “Transaction History” of the My Profile module or by accessing the link available in the email received when making the purchase called “Purchase details” that will lead you to the platform or mobile app and will provide you with the name of the financial institution used to complete the payment, as well as the reference number provided by said financial institution that demonstrates the transmission of the payment of compliance with the terms of the Offer. The Buyer will transmit the Payment and provide said reference number within two (2) hours after acceptance of the Offer. In the event that an Offer is not accepted, the Seller may modify the Offer (i) by modifying the Exchange Rate, or (ii) by withdrawing the Offer from the Market.

 

In the case of direct sales, once the Offer is assigned to the Authorized Buyer, the latter will transmit the Payment to the Seller using the information indicated as the receiving account provided at the time the Offer was created. The Authorized Buyer must immediately notify Lite Fintech of the payment in the ‘Notification of payment completed’ section of the MeDo Website available in the ‘Transaction History’ option. The Authorized Buyer will transmit the Payment and provide said reference number within a maximum period of six (6) hours after the acceptance of the Offer. The seller may withdraw the offer from the market if payment is not received within the period indicated above and Lite Fintech will proceed to make the refund in accordance with the terms of this Agreement.

4.13 Dispute period. Once the Seller receives the reference number provided by the Buyer, the Seller will have a limited time to initiate a Dispute (the ‘Dispute Period’), if the Seller finds any irregularity with respect to the Payment. Such irregularities include, but are not limited to: Payments that are not received by the Recipient or Payments for an amount other than that specified in the Offer. Once the dispute is resolved, or if no Dispute is initiated during the Dispute Period, or once the Dispute Period has expired, the Transaction will be considered a Satisfactory Transaction, and Lite Fintech will make the Buyer’s disbursement.

Depending on the type of Transaction and the payment conditions established by the seller at the time of creating the indirect sale, the Seller will have the following period to initiate a Dispute:

  1. a) For payments not received and that accept payments from different banks, the Seller has a period of twenty-four (24) banking hours from the notification of the Payment by the Buyer, to initiate a Dispute and for a maximum of forty-eight (48) hours, after that period the system will automatically pay the buyer.
  2. For payments not received and that only accept payments from the same bank, the Seller has a period of six (6) banking hours from the notification of the Payment by the Buyer, to initiate a Dispute and a maximum of twenty-four (24) hours, after this period, the system will automatically pay the buyer.

SINGLE SECTION: The dispute period for direct sales will begin once the Seller receives the payment confirmation, the latter will have a limited time to initiate a Dispute (the ‘Dispute Period’), if the Seller finds any irregularity regarding to Payment. Such irregularities include, but are not limited to: Payments that are not received by the Recipient or Payments for an amount other than that specified in the Offer. Once a Dispute is resolved, or if no Dispute is initiated during the Dispute Period, or once the Dispute Period has expired, the Transaction will be considered a Successful Transaction, and Lite Fintech will proceed to disburse in accordance with the terms of this Agreement.

 

The Seller has a period of six (6) banking hours from the confirmation of the Payment by the Authorized Buyer, to initiate a Dispute and a maximum of twelve (12) banking hours, after that period the system will automatically pay the Authorized Buyer

 

SECTION 5: CONFIDENTIALITY AND NON-DISCLOSURE

5.01 Confidential Information Defined. For purposes of this Agreement, “Confidential Information” shall include any information or material that has or may have commercial value or other utility in the business in which each Party is engaged. Confidential Information includes all non-public information relating to either Party’s business or the terms of this Agreement.

5.02 Exclusions from Confidential Information. Confidential Information does not include information that:

  1. The recipient of the Confidential Information already knew, but only if it is documented in a tangible way;
  2. It is made public through no fault of the recipient;
  3. Was independently developed by the recipient without reference to the Disclosing Party’s documented formulations, including, without limitation, designs, processes, formulas, statistics provided by third parties collected by the Disclosing Party, products, algorithms, source code, firmware and middleware; or
  4. It was legitimately delivered to the recipient by another party.

5.03 Strict confidentiality. The Parties shall keep and maintain Confidential Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party. The Parties shall carefully restrict access to the Confidential Information to themselves and to third parties to the extent reasonably necessary and shall require such persons to sign non-disclosure restrictions at least as protective as those in this Agreement. The Parties shall not use Confidential Information without the prior written approval of the other Party, for their own benefit, publish, copy or otherwise disclose to others, or allow use by others for their benefit or to the detriment of the Party disclosing the information. Each Party shall return to the other Party any and all records, notes, and other written, printed, or tangible materials in its possession relating to Confidential Information immediately upon written request.

5.04 Disclosure of Personal and Confidential Information. Lite Fintech will not make this information available to any other party, except as set forth in this Agreement and where such information is requested by official federal, state or local authorities (e.g., the U.S. Internal Revenue Service, the Federal Bureau of Investigation, the U.S. Drug Enforcement Administration and any other federal court); however, Lite Fintech will not share any information with Venezuelan Government authorities.

SECTION 6: FEES AND EXPENSES

6.01 Rates. You acknowledge and agree that the fees charged by Lite Fintech to Buyer and Seller for the provision of the Services in support of the Transaction (the ‘Fees’) shall be paid by such parties as set forth herein and may be changed by Lite Fintech at any time, without notice to Buyer or Seller. Lite Fintech reserves the right to charge variable Fees to Buyer and Seller in accordance with the terms and conditions of any Transaction. Current fees will be specified in Lite Fintech’s fee and cost table available on the MeDo platform and will be automatically deducted from the Buyer and Seller as follows:

  1. From the Seller. Commissions will be added to the amount of the Offer and will include the Initial Deposit required for the posting of the Offer. In the event Seller withdraws an Offer before it has been accepted by a Buyer, Lite Fintech reserves the right to withhold the Commissions charged to Seller for such Offer. Unless it is a direct sale in which case Lite Fintech will not withhold the commissions charged to Seller for the Offer.
  2. From the Buyer. Commissions will be deducted from the Buyer’s Disbursement.

6.02 Insufficient Funds; Charges or Additional Charges. Seller understands and agrees that Seller may be liable to Lite Fintech for additional charges or fees in the event that (i) there are insufficient funds in your bank account or MeDo Wallet to cover an Offer, (ii) you initiate a chargeback of the ACH Payment, or (iii) if Lite Fintech rejects an Offer for any other reason

6.03 Transaction fees. The cost of ordinary debits and deposits (made within two (2) Business Days) through ACH to U.S. domiciled banks, under the conditions specified by Lite Fintech, shall be the sole responsibility of Lite Fintech. Costs for expedited withdrawals or deposits, or wire or rapid transfers (other than ACH transfers), shall be the responsibility of the Buyer or Seller, as applicable, unless otherwise specified in a separate written agreement. In addition, all payment transaction fees, such as transfer fees imposed by Venezuelan financial institutions, will be Buyer’s responsibility and will be paid by Buyer.

In the case of international bank accounts, the cost of ordinary debits and deposits will be established by each banking institution.

6.04 Refunds. In the event that a Transaction is canceled, a refund of the Payment funds less applicable charges will be made within the next seven (7) Business Days. In addition, any additional charges that may be incurred as a result of such cancellation will be deducted from any refund of payment funds. Seller will be notified prior to debiting such amount from funds from a Payment. Seller’s authorization under this Section will remain in effect for the life of your account with MeDo and for ninety (90) days after the termination of this Agreement.

6.05 Special Services. Lite Fintech reserves the right to charge variable fees for Special Services required due to a breach of this Agreement that directly affect the execution of Transactions, for which Lite Fintech shall perform additional review, verification, investigation and/or any action Lite Fintech must take in order to continue its operations. Additional activities include but are not limited to

  1. Modification of the Banking Data of the Parties. From time to time, it may be necessary for Lite Fintech to make changes to the banking information, provided by a Buyer or Seller, because the Buyer or Seller has not provided the correct information.
  2. For non-compliance related to the execution of payments. When the Buyer does not make a Payment within the assigned period of time; as long as the Buyer does not prove that such breach was generated by causes beyond its control that prevented the execution of the Payment. In such event, Lite Fintech shall take action to verify the causes of such failure and to safeguard the interests of the Parties, which will result in the application of Special Services.
  3. Failure to Meet Seller’s Payment Terms. Once Seller establishes the terms of purchase of the published Offer, Buyer must agree to comply with those terms. If Buyer fails to comply with the terms of the Offer, Lite Fintech may have to intervene directly in the Transaction to resolve the problem, which will result in the application of the Special Services.
  4. Failure to comply with Terms. In general, any breach that directly affects a Transaction may result in Lite Fintech becoming directly involved in the Transaction to resolve the problem, resulting in the application of Special Services.
  5. For failure to pay the maintenance fee for Premium Customers.

6.04 Maintenance fee. If you are a Premium User, Lite Fintech will charge you a monthly maintenance fee (hereinafter referred to as the “Maintenance Fee“) set forth on the website. This amount will be automatically deducted from the Wallet, within the first three days of the month, if there are no funds available in the Wallet, it will be deducted from the bank account linked to the MeDo platform. This process will be attempted until Lite Fintech obtains the funds corresponding to the respective fee.

If there are no funds available in either the Wallet or the bank account, the month following the default, the amount of the debt will be charged an additional fee set forth in the Special Services of the Website until the customer can cover the amount owed to Lite Fintech for being a Premium User.

SINGLE PARAGRAPH: The customer may at any time cancel the subscription as a Premium User, through the Platform. Such request must be reviewed and approved by Lite Fintech.

SECTION 7: CANCELLATION AND TERMINATION

7.01 Lite Fintech reserves the right to cancel any Transaction for any reason and without prior notice to Buyer or Seller. In addition, this Agreement may be terminated at any time without notice for any of the following reasons:

  1. If Lite Fintech believes that any party to this Agreement has taken any action that may prejudice compliance with applicable laws and regulations.
  2. If Lite Fintech suspects the illicit use of money, including, but not limited to, money laundering.
  3. If the Seller and/or Buyer provides false, illegitimate, expired or forged documentation.
  4. If for any reason, Seller and/or Buyer is explicitly prohibited from participating in the United States financial system, engaging in a transaction in or through the United States, or if for any reason, Seller and/or Buyer becomes subject to a formal investigation by any local, state, federal or supranational authority or law enforcement agency (other than the authorities and agencies of the Government of Venezuela) for financial irregularities or alleged criminal activity.

SECTION 8: MISCELLANEOUS

8.01 Lite Fintech executes all its financial operations through the proprietary system of Prime Trust, LLC (“Prime Trust“). By using the Services, you agree to be bound by Prime Trust’s terms of service and privacy policy found at: https://primetrust.com/privacy; both of which are incorporated herein by reference and constitute Additional Terms and Conditions.

8.02 Amendment. This Agreement may be amended or supplemented only by a written amendment, signed by authorized representatives of each Party.

8.03 Assignment. We have the right, in our sole discretion, to assign any or all of your rights or obligations under this Agreement. You do not have the right to assign any of your rights or obligations under this Agreement and any such attempt will be void.

8.04 Notifications. For purposes of this Agreement, notices, demands and other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given at the time of delivery (i) in person or by an internationally recognized express delivery service (e.g., FedEx), (ii) when sent by facsimile (with electronic acknowledgement of receipt), or (iii) on the day of transmission if sent by e-mail (“e-mail”), and written acknowledgement is obtained immediately upon completion of transmission, or (iv) when sent by certified or registered U.S. mail, return receipt requested, postage prepaid, addressed to Lite Fintech at the address listed in the preamble to this Agreement or at the address listed in your account.

8.05 Applicable law. To the extent not precluded by federal law, the provisions of this Agreement shall be construed and enforced in accordance with the laws of the State of Florida, notwithstanding any choice of law or conflict of law rules to the contrary.

The Parties agree that any non-arbitral legal action relating to this Agreement shall be commenced and maintained exclusively before any appropriate state or federal court in the State of Florida.

8.06 Intellectual Property Rights. Intellectual Property Rights. You agree that Lite Fintech shall retain all right, title and interest in and to all trademarks, trade names, logos, website designs, text, content and graphics, and other intellectual property rights used by us in connection with the Service, and any use, reproduction, modification or distribution by you of such trademarks, trade names, logos, website designs, text, content and graphics, and other intellectual property rights, is prohibited.

 

Lite Fintech has exclusive and authorized use of all the content of the Site, the Platform, the domains, as well as the software that allows users to access and use their account, which are protected by the laws and international treaties on copyright, trademarks, patents, industrial designs and models. Abuse and reproduction of all or part of these contents is prohibited without the express written consent of Lite Fintech.

 

8.07 Effect of Title and Titles The title of the Agreement and section headings are included for convenience and shall not affect the meaning of the Agreement or the section.

8.08 Full Agreement. This Agreement constitutes the entire Agreement between the Parties, superseding all other written and/or prior agreements, except those referred to herein, which shall become part of this Agreement.

8.09 Validly existing. If either Party is a corporation, a limited liability company, or a limited liability partnership, such Party warrants, represents, covenants, and agrees that it is duly organized, validly exists, and in good standing under the laws of the state of its incorporation or organization and is duly authorized and in good standing to carry out its activities, that it has all necessary power and has received all necessary approvals to execute and deliver this Agreement, and that the individual executing this Agreement on behalf of the Party has been duly authorized to act on behalf of and to bind the Party.

8.10 Divisibility. The Parties acknowledge that this Agreement is reasonable, valid and enforceable. However, if any term, agreement, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the parties intend that such provision shall be modified in scope by the court only to the extent the court deems necessary to make the provision reasonable and enforceable, and the remaining provisions of this Agreement shall not be affected, impaired or invalidated in any way as a result.

8.11 Arbitration. Consent to Personal Jurisdiction. Any dispute, controversy or claim arising out of, in connection with, or relating to this Agreement, or any breach or alleged breach of this Agreement, except allegations of violations of federal or state securities laws, shall, at the request of either Party involved, be submitted to any private arbitration service in the State of Florida and a single arbitrator shall be selected to conduct the proceeding. The dispute, once submitted, shall be resolved by binding arbitration conducted in the State of Florida (or elsewhere or under any other form of arbitration mutually acceptable to the Parties involved), however, in the case of any such dispute or claim, (i) neither party shall commence the arbitration within thirty (30) days after the aggrieved party first notifies the other party of the dispute or claim and (ii) during such thirty (30) day period, both parties shall meet at least once at a mutually agreed place to strive in good faith to resolve the dispute or claim amicably. Any judgment rendered shall be final, binding, and conclusive on the Parties and shall be final, and judgment thereon may be entered in the highest state or federal court of the forum having jurisdiction. The costs of the arbitration shall be borne equally by the Parties to the arbitration, provided that each Party shall pay and bear the cost of its own experts, evidence and attorneys’ fees, except that, in the discretion of the arbitrator, any award may include the costs, fees and expenses of a Party’s attorneys.

8.12 Attorney Fees. If any arbitration or legal proceeding is brought to enforce this Agreement, or because of an alleged violation, breach or misrepresentation regarding any provision of this Agreement or other dispute relating to this Agreement, the prevailing or winning party shall be entitled to recover reasonable attorneys’ fees incurred in connection with such arbitration or legal proceeding. Winning party” means the party entitled to recover its costs in the proceeding under applicable law, or the party designated as such by the court or arbitrator.

8.13 Waiver. The waiver of any breach or violation of any term or condition herein shall not affect the validity or enforceability of any other term or condition, nor shall it be deemed a waiver of any subsequent breach or violation of the same term or condition. No waiver of any right or remedy under this Agreement shall be effective unless in writing and executed by the Party complained of. The rights and remedies of the Parties to this Agreement are cumulative and not alternative.

8.14 Successors and Assignees. This Agreement shall be binding upon and inure to the benefit of the Parties, their respective successors and assigns.

8.15 Compliance. Each Party expressly agrees that it shall not violate any law, statute, ordinance, rule, regulation, judgment, decree, order, injunction, or warrant of any federal, state, or local authority, court, agency, office, board of directors, commission, department, or agency of government of any country in which business is being conducted.

8.16 Relationship. Nothing contained in this Agreement shall be deemed to constitute either Party as a partner, joint venture, contractor or employee of the other Party for any purpose.

8.17 Interpretation. The terms of this Agreement shall be interpreted in accordance with the meaning of the language used and shall not be construed to favor or disfavor either Party by reason of the authorship of this Agreement or any other construction rule that might otherwise apply.