Terms of Service
These Terms of Service ("Terms") govern your access to and use of the website located at www.outerrails.com (the "Website") and, upon launch, Ryve, the business software product provided by Outer Rails Financial Technologies Inc. ("Outer Rails," "we," "us," or "our"), including any related applications, features, or content (collectively, the "Services"). By accessing or using the Website or Services, you agree to be bound by these Terms. If you do not agree, do not access or use the Website or Services.
Note: As of the effective date, the Services are in a pre-launch phase, and interactive product features are not yet available. These Terms anticipate future enhancements and will apply fully upon launch.
1. Eligibility
You must be at least 18 years old (or the age of majority in your jurisdiction) and capable of forming a binding contract to use the Services. If you use the Services on behalf of a business or organization, you represent that you have authority to bind that organization to these Terms. The Services are intended for business users in Canada, and we make no representations that they comply with laws outside Canada.
2. Account Registration
When Services launch, you may need to create an account ("Account") to access certain features. You agree to provide accurate, current, and complete information during registration and onboarding, including business verification information where required. You are responsible for maintaining the confidentiality of your Account credentials and for all activities under your Account. Notify us immediately of any unauthorized use.
3. Description of Services
The Services are intended to include business software tools for accounts receivable workflows, invoice creation, payment requests, payment reminders, payment status tracking, reporting, and related business operations. Future versions may include approval workflows, accounting integrations, reconciliation tools, accounts payable workflows, and vendor payment operations. We may update or modify the Services at any time without notice.
4. User Conduct
You agree not to:
- Use the Services for any illegal or unauthorized purpose.
- Interfere with or disrupt the Services or servers.
- Transmit viruses, malware, or harmful code.
- Impersonate others or provide false information.
- Engage in fraudulent transactions, money laundering, sanctions evasion, or other prohibited financial activity.
We may suspend or terminate your access for violations.
5. Payments and Transactions
Upon launch:
- Payment Processing: Payment activity may be processed through secure third-party payment rails. Additional payment rail provider terms may apply.
- No Wallet or Custody: Ryve is not a pre-funded wallet. Outer Rails does not intend to hold, pool, or safeguard customer funds.
- Payment Credentials: Outer Rails does not intend to store full card numbers, card verification codes, bank account credentials, or other sensitive payment credentials on its servers.
- Business Accuracy: You are responsible for invoice details, customer information, payment request settings, tax treatment, bank account details, and accounting classifications entered into the Services.
- Fees: We may charge subscription, transaction, processing, or other fees disclosed at the time of use or in an order form.
- Disputes and Errors: Report errors promptly. We may investigate but are not liable for user-entered errors, customer disputes, returned payments, chargebacks, or payment rail provider decisions except where required by law.
Transactions are processed through third-party payment rail providers and may be subject to their terms, risk reviews, verification requirements, limits, reversals, holds, or settlement timelines.
6. Intellectual Property
The Website and Services, including all content, trademarks, and software, are owned by us or our licensors and protected by intellectual property laws. You are granted a limited, non-exclusive, revocable license to access and use the Services for your internal business purposes. Do not reproduce, modify, or distribute any part without our written consent.
7. Privacy
Your use of the Services is subject to our Privacy Policy, incorporated herein by reference, which explains our data practices.
8. Disclaimers
The Services are provided "as is" and "as available" without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, or non-infringement. We do not guarantee the Services will be error-free, secure, or uninterrupted. Use at your own risk.
9. Limitation of Liability
To the fullest extent permitted by law, we shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from your use of the Services, even if advised of the possibility. Our total liability shall not exceed the amount you paid us in the preceding 12 months.
10. Indemnification
You agree to indemnify and hold us harmless from any claims, losses, or damages arising from your use of the Services, violation of these Terms, or infringement of third-party rights.
11. Termination
We may terminate or suspend your access at any time, with or without cause. Upon termination, your right to use the Services ceases, but Sections 6-12 survive.
12. Governing Law and Dispute Resolution
These Terms are governed by the laws of the Province of Ontario, Canada, without regard to conflict of laws principles. Any disputes shall be resolved exclusively in the courts of Ontario. For U.S. users, certain provisions may be subject to U.S. federal or state laws.
13. Changes to Terms
We may update these Terms from time to time. We will post the updated version on the Website and notify users via email (if provided) for material changes. Continued use constitutes acceptance.
14. Contact Us
For questions:
Outer Rails Financial Technologies Inc.
Email: support@outerrails.com
Summary
These Terms outline the rules for using Outer Rails' pre-launch website and forthcoming Ryve business software services, including accounts receivable workflows, payment processing through third-party providers, user obligations, acceptable use, and liability limitations.