Welcome to the Virtual Agent Program (VAP), a platform that allows Virtual Agents to load float and earn commissions by enabling transactions on ZendRemit. These terms and conditions (the "Agreement") constitute a legal agreement between you ("you", "your", or "Virtual Agent") and ZendRemit ("we", "us", or "ZendRemit").

Please read this document ("Terms & Conditions") carefully before continuing to use our products and services. By signing up for, accessing or using the products, services, content, features, technologies or functions offered through our website (www.zendremit.com) ("Website"), subdomains, , iOS and Android applications ("Mobile Applications"), and our network of third-party partners (the"Network") (collectively, our "Services"), you agree to our Terms & Conditions and our Privacy Policy. Do not use the Services if you do not agree to be bound by these terms. In that case, you must exit the Website, erase the Mobile Application from your device and not access our services through any other platform or mechanism.

Supplemental terms may apply to certain services, such as policies for a particular event, activity or promotion, and such supplemental terms may be disclosed to you in connection with the applicable Service. Supplemental terms are in addition to, and shall be deemed a part of, the Terms & Conditions for the purposes of the applicable Services. Supplemental terms shall prevail over these Terms & Conditions in the event of a conflict with respect to the applicable Services.

By using the VAP platform, you agree to be bound by this Agreement. If you do not agree to the terms of this Agreement, you may not use the VAP platform.

Definitions

You, Customer, Agent, Virtual Agent, and User- refers to the individual that has registered to use ZendRemit Services and is giving consent to the terms outlined in this document.

Us, we, and Company and "ZendRemit” refers to ZendRemit Inc. or any of its subsidiaries, as applicable.

User

In order to access and use this web-site and avail of any facility provided, you must be an individual of at-least 18 years of age who can enter into legally binding contracts under applicable law. You must have an e-mail address and a mobile phone. You acknowledge that by initiating any transaction on the VAP platform, you are requesting ZendRemit to process your transaction, an offer which the service provider may accept or reject at its sole discretion.

Platform Description

The VAP platform allows Virtual Agents to load float, which can be used to facilitate transactions on ZendRemit. When a transaction occurs on ZendRemit, ZendRemit may request float from the VAP platform. The VAP platform's algorithms will select participating Virtual Agent accounts, and the participating funds will be issued from the agent's "Float" account to be used in the payout transaction finalization process. The Virtual Agent earns commissions when their float funds are used in transaction completion.

Participation and Commission

By participating in the VAP platform, the Virtual Agent agrees to provide float funds, which will be held for the duration assigned by ZendRemit for the specified time period ("Y"). The Virtual Agent earns commissions on the float funds provided, which will be credited to the "Outstanding Commissions" account until they are simultaneously (as with outstanding float) credited into the main "Commissions" account in approximately T + X business days after payout participation. The percentage commissions shown are estimates and may be subject to change.

Purchase of Participating Credits

Loading of agent float is deemed as the purchase of participating credits. Virtual Agents can load float through the VAP platform using the available payment options provided.

Outstanding Float and Commissions

The used-up funds remain outstanding ("Outstanding Float") until they are returned back into the agent's float account in approximately T + X business days after the payout process. The Virtual Agent's commissions also remain outstanding ("Outstanding Commissions") until they are credited into the main "Commissions" account in approximately T + X business days after payout participation.

Virtual Agent's Obligations

Virtual Agents must comply with all applicable laws, rules, and regulations. Virtual Agents must provide accurate and up-to-date information to the VAP platform. Virtual Agents are responsible for maintaining the security of their account, including their login credentials. Virtual Agents are responsible for all activity that occurs on their account.

ZendRemit's Obligations

ZendRemit reserves the right to modify the VAP platform and the terms of this Agreement at any time. ZendRemit will provide Virtual Agents with notice of any changes to this Agreement. ZendRemit will use commercially reasonable efforts to ensure the VAP platform is available, but does not guarantee that the platform will be uninterrupted or error-free.

Termination

ZendRemit may terminate this Agreement at any time, with or without cause. Virtual Agents may terminate this Agreement by notifying ZendRemit in writing. Upon termination, the Virtual Agent's outstanding commissions and float will be returned in accordance with the terms of this Agreement.

Limitation of Liability

ZendRemit will not be liable for any damages arising out of or in connection with the VAP platform, including but not limited to indirect, incidental, consequential, special, or punitive damages. ZendRemit's total liability under this Agreement will not exceed the commissions paid to the Virtual Agent under this Agreement.

Governing Law and Dispute Resolution

This Agreement will be governed by and construed in accordance with the laws of the jurisdiction in which ZendRemit is incorporated, without giving effect to its principles of conflicts of law. Any disputes arising out of or relating to this Agreement will be resolved exclusively through arbitration in accordance with the rules of the arbitration organization selected by ZendRemit. The arbitration will be held in the jurisdiction in which ZendRemit is incorporated.

Entire Agreement

This Agreement constitutes the entire agreement between the parties regarding the VAP platform and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement.

Assignment

The Virtual Agent may not assign this Agreement or any of its rights or obligations under this Agreement without the prior written consent of ZendRemit. ZendRemit may assign this Agreement or any of its rights or obligations under this Agreement without the prior written consent of the Virtual Agent.

Waiver

Any waiver by either party of any default or breach of this Agreement will not constitute a waiver of any other or subsequent default or breach.

Notices

All notices required or permitted under this Agreement must be in writing and will be deemed given when delivered personally or by a recognized courier service, or when sent by email or facsimile to the addresses provided by the parties.

Survival

Any provisions of this Agreement that by their nature should survive termination or expiration will survive, including but not limited to the provisions regarding limitation of liability, governing law and dispute resolution, and confidentiality.

Modification

ZendRemit reserves the right to modify this Agreement at any time by posting the modified terms on the VAP platform website or by notifying the Virtual Agent in writing. The Virtual Agent's continued use of the VAP platform after any such modification will constitute acceptance of the modified terms.

Force Majeure

Neither party will be liable for any delay or failure to perform its obligations under this Agreement due to circumstances beyond its reasonable control, including but not limited to acts of God, acts of government, acts of terrorism, natural disasters, or other events beyond its control.

Severability

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

Relationship of Parties

The Virtual Agent is an independent contractor and nothing in this Agreement will be construed to create a partnership, joint venture, agency, or employment relationship between the parties.

Headings

The headings in this Agreement are for convenience only and will not affect its interpretation.

Counterparts

This Agreement may be executed in counterparts, each of which will be deemed an original, and all of which together will constitute one and the same instrument.

Language

This Agreement is drafted in the English language, which language will be controlling in all respects, and all versions hereof in any other language will be for accommodation only and will not be binding on the parties.

It is a condition of your use of the Service that all the information you provide to us is correct, current and complete at all times. We will protect the privacy of your information as detailed in ZendRemit Privacy Policy. Note that by agreeing to these Terms & Conditions you acknowledge and consent to our Privacy Policy and also authorize us to contact you or other individuals, through any means, to make any inquiries and request additional information to validate any information we have on our records. Such inquiries may include, without limitation, the following: mobile phone number verification, account verification, and requests for additional personal information.
“ZendRemit” ZendRemit is an online portal providing registered users an online money transfer platform & records remittance requests. ZendRemit will disburse the amount to the provided recipients’ mobile phone numbers or bank accounts as instructed by the registered user using Mobile money transfer services and correspondent banking network.

Our Obligations

1. Subject to these Terms and Conditions, we agree to provide the Service to you using reasonable care. The Service may not be available in whole or in part in certain regions, countries, or jurisdictions.
2. We may decline to create a Profile for you or provide the Service(s) to you, or may discontinue providing such Service(s) to you at any time, in our sole discretion. We may, without notice (except as required by law) and without liability to you, immediately terminate or suspend your access to our services at any time, including without limitation, if;
o you attempt to transfer or charge funds from an account that does not belong to you or from an account which does not have sufficient available funds or has expired, or if you are paying by credit card, there is an insufficient available line of credit;
o you attempt to tamper, hack, modify or otherwise corrupt the security or functionality of our system;
o we receive conflicting claims regarding ownership of, or the right to withdraw funds from a debit or credit card account;
o We notice any kind of suspicious activity;
o You have breached a term or condition of these terms and conditions, or any representation or warranty that you make under these terms and conditions are false;
3. We may obtain, verify and record information that identifies each person who registers on our website and initiates a transfer this is all in line with curbing money laundering activities and funding terrorism which is required from any money transfer unit by the law.
4. We may record your calls for quality assurance purposes.
5. We may without liability to you, terminate or suspend your access to our services at any time and for any reason by giving you 30 days prior notice.

Your Obligations

1. As a condition of your use of the Services, you consent to register with us. We can only complete your registration if you provide us with all the details we require from you, including (without limitation) details relating to your identity and proof of address and any other information we may require from you.
2. You consent to having your bank account debited (or credited), your debit card account debited (or credited) and/or your credit card account charged against electronically to pay for any transfers you initiate, as well as any applicable fees, including transfer Fees, and other charges.
3. You agree that if you initiate any transfers through our Website, you are representing that all of the information provided by you in your Profile or on our Website is accurate.
4. You consent to electronically signing by use of an electronic signature such as a password that evidences your identity required documents and agreements; and receiving all required disclosures, notices, statements and other communications from us electronically.
5. You must use your User ID and a private security code created by you that permits access to your Profile (your "Password"), to initiate a transfer. You agree that your Password has the same effect as your written signature and can be used to authorize transfers.
6. You agree not to divulge your Password to any other person, and you agree not to use another person's User ID or Password. If, notwithstanding the foregoing prohibition, you give your Password to another person, you will be deemed to have authorized such person to use that Password for any and all purposes, without limitation.
7. You agree to assume the entire responsibility at all times for the supervision, management, control and confidentiality of your Password or user credentials.
8. You agree that, to the extent permitted by law, you will assume the entire risk for fraudulent or unintentional use of your Password and that neither ZendRemit nor any Service Provider shall have any responsibility or liability to you or any other person for any losses or damages which you or anyone else may suffer if you disclose your Password to any other person, including any losses or damages arising out of the disclosure of your Password by the recipient to another person.

COMPLAINTS

We value all our customers and take our obligations seriously. We have established internal procedures for investigating any complaint that may be made against us in relation to any Services we provide. In accordance with our complaints procedure, any complaint you may make must be made or confirmed to us in writing to agents@zendremit.com. We shall investigate your concerns and respond to you promptly.

EVENTS OUTSIDE OUR CONTROL

We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event).
A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
o Strikes, lock-outs or other industrial action;
o civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
o Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
o Impossibility of the use of public or private telecommunications networks;
o The acts, decrees, legislation, regulations or restrictions of any government; and
o Pandemic or epidemic.

Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.

We do not, in any event, accept responsibility for:

Malfunctions in communications facilities which cannot reasonably be considered to be under our control and that may affect the accuracy or timeliness of messages you send to us;
Any losses or delays in transmission of messages arising out of the use of any internet service provider or caused by any browser or other software which is not under our control;
Any illegal activity that is performed by you or a third party on our platform;
Errors on the website or with the Service caused by incomplete or incorrect information (such as wrong recipient mobile phone number, amount and country) provided to us by you or a third party.

CONFIDENTIALITY

We respect the privacy of the affairs of all our customers and always aim to treat customer information as confidential and to use customer information in confidence.
We will not treat customer information as confidential where it is already public knowledge or where it becomes public knowledge through no fault of our own.
We may disclose customer information if we are required to do so by law, by a court, by court order, to meet any statutory, legal or regulatory requirement on us, or by the police or any other law enforcement agency in connection with the prevention or detection of crime or to help combat fraud or money laundering. We may also report suspicious activity to appropriate law enforcement organizations’ or other government agencies.

OUR RIGHT TO VARY THESE TERMS AND CONDITIONS

We have the right to revise and amend these terms and conditions from time to time without your consent.

General

Termination of our agreement under these Terms and Conditions does not affect your or our accrued rights and obligations at the date of termination.
A failure to exercise or delay in exercising a right or remedy provided by these Terms and Conditions or by law does not constitute a waiver of the right or remedy or a waiver of other rights or remedies. No single or partial exercise of a right or remedy provided by these Terms and Conditions or by law prevents further exercise of the right or remedy or the exercise of another right or remedy.
In case any provision in or obligation under these Terms and Conditions shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other jurisdiction, shall not in any way be affected or impaired thereby.
You may not assign, transfer or create any trust in respect of, or purport to assign, transfer or create any trust in respect of, a right or obligation under these Terms and Conditions.
Neither these Terms and Conditions nor any transaction carried out under them shall confer contractual or other rights on, or be enforceable against us by, any party other than you.

Help and information;

If you have any queries or require a copy of these Terms and Conditions (or any document comprised in them), please contact us using the contact details given.
We aim to provide the highest level of customer service possible. If you do experience a problem, we will always seek to resolve this as quickly and efficiently as possible. However, if you are unhappy and would like to make a complaint, please send an email to complaints@zendremit.com for dealing with complaints promptly and fairly.