Terms & Conditions

Last Updated: April 5, 2024

These Terms of Use (“Terms”) are between you and Cleo AI Inc and its subsidiaries (“Cleo”, “we”, “us”, and “our”).  We are a limited company, registered in England.  Our registered company number is 09864205, and our registered office is 3rd Floor, 1 Ashley Road, Altrincham, Cheshire, WA14 2DT.  In the U.S. we are incorporated as Cleo AI Inc., under registration number 6915360. These Terms govern your use of the website available at meetcleo.com (“Site”), and certain products or services offered by Cleo as detailed below (collectively, the “Services”). As used in these Terms, the term “Site” or “Sites” includes all websites, technology platforms, and/or mobile applications (“Applications”) we operate that link to these Terms, pages within each such website, or Application, any equivalent, mirror, replacement, substitute or backup website, device, or Application, and pages that are associated with each such website, device, or Application.

Your use of the Services is subject to these Terms.  By accessing or using the Site or any Service you agree to be bound by these Terms. You should print a copy of these Terms for future reference. Use of your personal information submitted to us as part of the provision of the Services is governed by our Privacy and Cookies Policy, which are incorporated as part of these Terms by reference.

As part of the Services, we may through the Platform offer you access to products and services offered by us or others.  These products and services may be subject to other agreements or authorizations. In the event of a conflict between these Terms and other agreements or authorizations concerning products or services offered through the Platform, such other agreements or authorizations shall prevail.

THIS AGREEMENT ALSO INCLUDES, AMONG OTHER THINGS, A BINDING ARBITRATION PROVISION THAT CONTAINS A CLASS ACTION WAIVER.  IT WILL HAVE A SUBSTANTIAL EFFECT ON YOUR RIGHTS IN THE EVENT OF A DISPUTE UNLESS YOU OPT OUT IN ACCORDANCE WITH SECTION 21. PLEASE REFER TO SECTION 21 BELOW ENTITLED “DISPUTE RESOLUTION BY BINDING ARBITRATION” FOR MORE INFORMATION.

1. REGISTERING FOR THE SERVICES

1.1 REGISTRATION

To use the Services, you must first register to set up a Cleo account with us by completing the account registration form available on the Site. You only need to register once. Registration is subject to approval by us in all cases, and we reserve the right, in our sole and absolute discretion, to decline any registration request, without giving a reason. If we approve your registration, you will receive a notification from us.

1.2 ELIGIBILITY

To be eligible to use the Services, and set up a Cleo account you must be (1) a legal resident of the United States (2) of legal age to form a binding contract (18+), and (3) not prohibited by law from using any of the Services.

Please note that additional eligibility criteria may apply to certain Services offered through the Site. It is your responsibility to ensure you satisfy all of the minimum eligibility criteria set out above before choosing to register with us. By doing so, you confirm to us that you do meet all of the minimum eligibility criteria.

1.3 ACCURACY OF INFORMATION

You agree to provide us with accurate, complete, and up-to-date contact information, which may include email address and mobile telephone number. You are responsible for the information you provide to us and keeping such information up to date. You must promptly update your Cleo account in the event of any changes to information you have provided.

1.4 VERIFICATION OF INFORMATION

You authorize Cleo, directly, or through third parties, to make any inquiries we consider necessary to verify your identity and information you provide. This may include (i) screening you against third-party databases or other sources, (ii) requesting reports from service providers, (iii) asking you to provide a form of government identification (e.g., driver’s license or passport) to check your name, place and date of birth, your address, nationality and/or other information which we deem necessary under applicable laws; or (iv) requiring you to take steps to confirm ownership of your email address. Cleo reserves the right to terminate, suspend, or limit access to the Services in the event we are unable to obtain or verify any of this information.

2. YOUR USE OF THE SERVICES.

You may only use the Sites and the Services for your own personal, non-commercial use, and not on behalf of, or for, any third party. Any use of the Sites or the Services in violation of law is strictly prohibited. Some Services may not be available in all U.S. states and we reserve the right to limit the availability of the Sites and the Services at any time.

3. CHANGES TO THE SERVICES AND TERMS

Cleo reserves the right to amend the Services or these Terms at any time and will notify you of any such changes by posting the revised Terms on the Site. If we make material changes to these Terms, we will provide you notice of such changes before they become effective. You should check these Terms on the Site periodically for changes. All changes shall be effective upon posting. We will date the Terms with the last day of revision. Your continued use of the Services after any change to these Terms constitutes your agreement to be bound by any such changes. Cleo may terminate, suspend, change, or restrict access to all or any part of the Services without notice or liability.

4. SECURITY

You must take all reasonable precautions to keep your Cleo account username and personalized security credentials confidential and secure at all times, and use it only to access and use your Cleo account and not for any other purpose.  You must contact us immediately if you discover or suspect any unauthorized use of your Cleo account, or error in the operation of your username and/or personalized security credentials. If you discover or suspect any unauthorized use of a payment or financial account linked to your Cleo account, you should immediately notify the provider of that account. We may, from time to time, with or without prior notice, temporarily suspend the operation or access to any aspect of the Services if we believe there has been unauthorized access to your Cleo account or we suspect it is being used for illicit or improper purposes.

5. OVERVIEW OF THE SERVICES

Cleo offers a variety of services and features (“Services”). These Services include the following free services:

• Cleo Personal Financial Management Services: A suite of services and features enabling you to get insight into your spending data and trends, help you budget and save.  See relevant Sections below for terms and details.
• Cleo Wallet Services
• Budget Management
• Savings goals
• Spendr 

In addition, the following Services are available within paid subscription tiers, offered by Cleo or our partners:

• Savings Hacks/Challenges
• Credit Score Service
• Cash Back Service
• Advance Service
• Credit Building Services
• VIP Customer Service

The Services and products from Third Party Providers are described more fully on the Site and in relevant sections below

6. CLEO SUBSCRIPTION SERVICES

6.1 OVERVIEW OF CLEO SUBSCRIPTION SERVICES

Cleo has three subscription tiers, Cleo Grow (“Cleo Grow”), Cleo Plus (“Cleo Plus”) and Cleo Builder (“Cleo Builder”) (collectively the “Subscriptions”) that provide services and features in addition to the Cleo Personal Financial Management Services that are generally available if you register for a Cleo account.

CLEO GROW

If you subscribe to Cleo Grow, you will have access to the Cleo Personal Financial Management Services described above and may choose to open a Demand Deposit Account (“DDA”) at Thread Bank. For clarity, Cleo is not a bank. All banking services related to the DDA are provided by Thread Bank, Member FDIC.  Any such DDA is subject to the Cleo Consumer Savings Account Agreement between you and Thread Bank.  Applicants also agree to other authorizations in the process of submitting their application for the DDA.  Eligible users may also link direct deposits to their DDAs. A Cleo Grow subscription will allow you to access additional Cleo “Habits” features, where Cleo is able to provide you with customized insights based upon your spending history and other information that you provide, as well as Cleo “Savings Hacks.” 

CLEO PLUS

‍If you subscribe to Cleo Plus, you will have access to all of the functionality available in Cleo Grow.  In addition, you will have access to additional set of services and features including, “Cashback“, where you’ll earn back a percentage on what you spend at a select group of stores & merchants using your Linked Account, your Payment Method (defined below), or any other card linked to the Application. Cleo Plus will also enable you to view your credit score through our partnership with Equifax, subject to terms and conditions between you and Equifax. Cleo may help you track your credit score over time and provide resources and information on how to improve your credit score. Additionally, you’ll have the ability to request a Cash Advance, which is defined fully below.

CLEO BUILDER

‍If you subscribe to Cleo Builder, you will have access to all of the functionality available in Cleo Plus.  In addition, you will have access to additional services and products such as VIP customer service. You will also have the opportunity to apply for the Cleo Credit Builder Card, issued by WebBank, Member FDIC (“Card”). Use of the Card will be subject to a Cardholder Agreement between you and WebBank, available at meetcleo.com.

6.2 SUBSCRIPTION FEES FOR CLEO GROW, CLEO PLUS & CLEO BUILDER

There is no fee for using or accessing the Cleo Personal Financial Management Services.  In addition, you may always obtain a Cash Advance without purchasing a Subscription as set forth in Section 7 below. Cleo Grow is subject to a $2.99 per month subscription fee, Cleo Plus is subject to a $5.99 per month subscription fee, and Cleo Builder is subject to a $14.99 per month subscription fee (each of these fees, a “Subscription Fee”). From time to time, we may test other subscription tiers and pricing models which will be disclosed to you at the time enrollment as applicable. We require a connected bank account or debit/credit card (a “Payment Method”) for payment of the Subscription Fee. You will be billed for your Subscription Fee on a monthly basis, starting on the date on which you request a Subscription, and repeating monthly until such time that you choose to cancel your Subscription.

You must cancel your subscription through the Applications if you do not want to renew your monthly subscription to Cleo Plus. Your access to Cleo Plus or Cleo Builder will then be withdrawn at the end of the period for which the last Subscription Fee payment was received.

6.2.1 AUTOMATICALLY RENEWING SUBSCRIPTIONS

When you enroll in a subscription plan, you expressly acknowledge and agree that (a) Cleo (or our third-party payment processor) is authorized to charge your Payment Method on a monthly basis on or about the same date for the relevant Subscription Fee until you cancel your subscription; and (b) your monthly Subscription plan will automatically renew until you cancel it or we suspend or stop providing access to the Services in accordance with these Terms.

6.2.2 UPDATE TO PAYMENT METHOD; CANCELLATION; COLLECTION

You agree to immediately update your Payment Method details in the event of any change in your payment information. If we cannot charge your Payment Method for any reason (such as expiration or insufficient funds) on the renewal date, and you have not canceled your Subscription plan, you remain responsible for any outstanding or unpaid amounts. We reserve the right to cancel your Subscription if we are unable to successfully charge your Payment Method to renew your Subscription, or if your Payment Method cannot be verified, is invalid, or is otherwise not acceptable.  

6.2.3 CANCELLATION AND REFUND POLICY

Subscription Fees are monthly recurring charges. If you wish to cancel your Subscription, you may do so by typing “cancel” in the mobile app. You must cancel before your Subscription Fee is charged in order to avoid billing for the subsequent month.  You may also cancel your Subscription at any time by emailing us at team@meetcleo.com. If you cancel your Subscription within a set period from the moment you initially sign up for a particular Subscription tier (“Grace Period”), you will automatically be refunded the Subscription Fee to your Payment Method within four (4) working days. The length of your Grace Period will be communicated to you during the subscription process; provided that, generating a Credit Builder Card or taking a cash advance will automatically end any applicable Grace Period. After the Grace Period ends, Subscription Fees are non-refundable. Cleo will attempt to avoid charging you the Subscription Fee for any Subscription if we detect that your Payment Method does not contain sufficient funds to cover the Subscription Fee. If we do not charge you because your Payment Method does not contain sufficient funds, or if our attempt to charge you is declined, Cleo reserves the right to terminate your access to the Services offered within your Subscription. Cleo also reserves the right to collect unpaid Subscription Fees from prior months along with the Subscription Fee due for the current month.

6.3 ADDITIONAL FEES

For the avoidance of doubt, Cleo may charge additional fees for certain products or services. Any such additional fees or charges will be disclosed to you in advance of using any such product or service.

7. CASH ADVANCE SERVICE

The Cash Advance Service enables you to access advances on your anticipated income (each, a “Cash Advance”). Cash Advances are designed to help users cover unexpected expenses. We may limit the number of Cash Advances that you can request at any given time or over a period of time, or decline to extend a Cash Advance to you if we reasonably believe such refusal is necessary or advisable for legal or security reasons or to protect you, Cleo, a third-party, or the Cash Advance Service. Cash Advances are non-recourse. This means that you have no obligation to repay a Cash Advance. However, we may refuse to extend a Cash Advance to you if you have previously received a Cash Advance but have not repaid it.  Additional terms governing your use of the Cash Advance Service are set forth in the Cash Advance Agreement that will be presented to you when you request a Cash Advance through the Services.Cleo may alert you in the Applications if we detect that you are likely to have insufficient funds for upcoming transactions in your Linked Accounts. Users can then request a Cash Advance in response to such a notification, or at any other time, directly in the chat with Cleo or via email to customer service (team@meetcleo.com) to request an advance without a subscription. Cleo reserves the right to adjust our Cash Advance amounts and eligibility criteria at any time.

Your eligibility and the amount you are eligible for is defined via an analysis of your transaction and deposit history and patterns. The maximum advance amount is $250. If you are a Direct Deposit Customer, the maximum advance amount is $500. You may request a Cash Advance without subscribing to a Cleo Subscription. To do so, please email team@meetcleo.com and state that you would like to receive Cash Advance without subscribing. 

The Cash Advance is provided at no cost to you. You can generally receive an Advance within four (4) business days depending on processing times and your card provider, however, you may request that Cleo expedite the disbursement of your advance by paying an optional fee (the “Express Fee”). If you choose to pay the Express Fee, Cleo will use a faster delivery method to ensure that your funds reach you within 24 hours. The Express Fee is an optional fee that ranges from $3.99 to $9.99 and it is payable at the time of repayment. The Express Fee is non-refundable.

REPAYMENT

Cleo does not waive any rights related to fraudulent activity and will pursue instances of fraud. Although Cleo is helping users avoid overdraft fees, Cleo is not responsible for any overdraft fees, over-the-limit fees, insufficient fund charges, or any other bank fees that result from your failure to maintain a sufficient balance in your Linked account. Cleo monitors your balance and will attempt to ensure you have sufficient funds before debiting your account, but Cleo makes no warranties that an overdraft will not occur. Authorization for Crediting and Debiting Accounts. When you apply for and are approved for a Cash Advance, prior to disbursement you authorize Cleo to disburse the amount of the advance into your Linked Account. If any credit was made wholly or partially in error, you authorize Cleo to correct the error by making a corrective credit or debit transaction. You may revoke authorization to withdraw payment at any time by emailing us at team@meetcleo.com.

8. THIRD-PARTY ACCOUNT INFORMATION

To use the Services, you may direct Cleo to retrieve your account transaction history, balance information, and/or other information maintained by third-parties with which you have relationships, maintain accounts or engage in financial transactions (“Third-Party Account Information”). This includes information maintained by or on behalf of WebBank for the Cleo Credit Builder Card.Cleo works with one or more third-party service providers to access this Third-Party Account Information.  We will use this information to provide you with the Services you request, for our own internal business purposes and to offer you other Cleo products and services that may be of interest to you. By using the Services, you authorize Cleo to access this information maintained by identified third parties, on your behalf as your agent, and you expressly authorize such third parties to disclose your information to us. By agreeing to this Agreement, you are also agreeing that you are responsible for keeping any passwords and usernames you provide to us so we can retrieve this Third-Party Account Information, and for keeping those passwords and usernames up to date in the Applications. With the exception of information related to your Cleo Credit Builder Card and information related to your DDA, Cleo does not review the Third-Party Account Information for accuracy, legality or non-infringement, and Cleo is not responsible for your Third-Party Account Information or products and services offered by or on third-party sites. You acknowledge that any Third-Party Account Information that is displayed through the Services will be the information we most recently accessed, and that this information may not reflect pending transactions or other recent activity.

9. PRODUCTS AND SERVICES OFFERED BY OTHERS THROUGH THE SITE

CLEO WALLET

‍In order to use the Cleo Wallet functionality, you must open a DDA at Thread Bank.  You authorize Cleo to share your identity and account data with Thread Bank and Unit, the processor for your DDA, for the purposes of opening and supporting your account, and you are responsible for the accuracy and completeness of that data.  You understand that you will access and manage your DDA through the use of your Cleo account and the Site, and that   account notifications will be sent by Cleo, rather than Thread or Unit.  Cleo will provide customer support for your DDA; like any other customer inquiry you can reach us at: meetcleo.com/intercom.

CLEO CREDIT BUILDER CARD

The Cleo Credit Builder Card is issued by WebBank, Member FDIC. By using the Cleo Credit Builder Card, you agree to the Cleo Credit Builder Card Agreement.  Applicants also agree to other authorizations in the process of submitting their application for a Cleo Credit Builder Card. Applicants also agree to other authorizations in the process of submitting their application for a Cleo Credit Builder Card.

DIRECT DEPOSIT

Cleo is not a bank. Banking services provided by Thread Bank (“Thread”), member FDIC. The Direct Deposit feature (”Direct Deposit”) is made available to eligible consumers by Cleo in partnership with Thread Bank. By using Direct Deposit you agree to the Cleo Consumer Deposit Agreement, provided by Thread. Applicants also agree to other authorizations in the process of submitting their application for Direct Deposit.

CREDIT SCORE FEATURE

As part of Cleo Plus, you have the ability to see your Credit Score. As part of Cleo Builder Cleo can help you track your credit score over time and provide resources and information on how to improve your Credit Score. This feature is made possible by our partner, Equifax. To learn more about Equifax’s terms and conditions see here. Stripe Payment ServicesStripe allows you to make your subscription payment. By using Stripe to pay for any Cleo Services, you are subject to Stripe’s terms and conditions.

10. PROHIBITED ACTIVITIES

Except to the extent expressly set out in these Terms, in connection with your use of our Site, Services, or in the course of your interactions with Cleo, other Cleo users, or third parties, you must not:

• violate any law, statute, ordinance or regulation;
• Infringe Cleo’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
• Provide false, inaccurate or misleading information;
• ‘scrape’ content or store content of the Site on a server or other storage device connected to a network or create an electronic database by systematically downloading and storing all of the content of the Site;
• remove or change any content of the Site or attempt to circumvent security or interfere with the proper working of the Site or the servers on which it is hosted; or
• create links to the Site from any other Site, without our prior written consent, although you may link from a Site that is operated by you provided the link is not misleading or deceptive and fairly indicates its destination, you do not imply that we endorse you, your Site, or any products or services you offer, you link to (and do not frame or replicate) the home page of the Site, and the linked Site does not contain any content that is unlawful, threatening, abusive, defamatory, pornographic, obscene, vulgar, indecent, offensive or which infringes on the intellectual property rights or other rights of any third-party;
• Take any action that imposes an unreasonable or disproportionately large load on our websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf or the Services;
• Facilitate any viruses, trojan horses, malware, worms or other computer programming routines that attempts to or may damage, disrupt, corrupt, misuse, detrimentally interfere with, surreptitiously intercept or expropriate, or gain unauthorized access to any system, data, information or the Services;
• Use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our websites without our prior written permission; or use any device, software or routine to bypass our robot exclusion headers;
• Interfere or disrupt or attempt to interfere with or disrupt our websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf, any of the Services or other users’ use of any of the Services; or
• Harass and/or threaten our employees, agents, or other users.

You must only use the Services and anything available from the Site for lawful purposes (complying with all applicable laws and regulations), in a responsible manner, and not in a way that might damage our name or reputation or that of any of our affiliates. All rights granted to you under these terms will terminate immediately in the event that you are in breach of any of them.

11. EFFECT OF BREACH

If you have breached these Terms, we may take such action as we deem appropriate.  Such a breach by you may result in our taking, with or without notice, all or any of the following actions:

• terminating this Agreement and/or closing or suspending your Cleo account;

• issuing of a warning to you;
• immediate suspension or permanent withdrawal of your right to use any Service;
• taking legal action against you;
• updating inaccurate information you provided us;;
• refusing to provide Services to you in the future;
• disclosing all relevant information to law enforcement authorities as we reasonably believe is necessary; and/or
• any other action we deem appropriate in accordance with applicable laws.

You are responsible for any liability incurred by Cleo or any third party caused by or arising out of your breach of these Terms.

12. SUSPENSION AND TERMINATION

12.1 CLEO'S SUSPENSION AND TERMINATION RIGHTS

Cleo may terminate these Terms at any time without notice, or suspend or terminate your access and use of the Applications, Site, or the Services at any time, with or without cause, at Cleo’s absolute discretion and without notice.  

12.2 EFFECT OF TERMINATION

Upon termination of these Terms:

• all rights granted to you under these Terms will immediately cease, except for those surviving termination as set forth in these Terms;
• Cleo will delete any personally identifiable information upon request
• We will keep any data and information that is required of us by law;
• you must promptly discontinue all use of the relevant Service(s).

12.3 YOUR TERMINATION RIGHTS

You may terminate your Cleo account at any time by emailing us at team@meetcleo.com.

13. INTELLECTUAL PROPERTY RIGHTS

All intellectual property rights in any content of the Services (including text, data, graphics, software, photographs and other images, videos, sound, trademarks, service marks, layouts, designs, icons, interfaces, logos, and other intellectual property rights that may exist now or come into existence in the future) (collectively, the “Content”) are owned by us or our licensors, as applicable. Except as expressly set out here, nothing in these Terms gives you any rights in respect of any Content owned by us or our licensors and you acknowledge that you do not acquire any ownership rights by downloading Content from the Site.  In the event you print off, copy, or store pages from the Site (only as permitted by these terms), you must ensure that any copyright, trademark or other intellectual property right notices contained in the original Content are reproduced. The Content is protected by United States and international intellectual property laws and Cleo reserves all rights, title, and interest in and to the Content.  You may not copy, reproduce, imitate, modify, publish, or use the Content without our prior written consent, and you may not use the Content in a manner that mischaracterizes Cleo or display the Content in a manner that implies Cleo’s sponsorship or endorsement.

14. DISCLAIMER OF WARRANTIES

We do not guarantee the continuous, uninterrupted, or error-free operability of the Services. There may be times when certain features, parts, or content of the Site, or the entire Site, become unavailable (whether on a scheduled or unscheduled basis) or are modified, suspended or withdrawn by us, in our sole discretion, without notice to you.. You agree that we will not be liable to you or to any third-party for any unavailability, modification, suspension, or withdrawal of the Services, or any features, parts, or Content of the Services.

THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  TO THE FULLEST EXTENT PERMITTED BY LAW, CLEO AND ALL OF ITS SUCCESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, STOCKHOLDERS, INVESTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND ATTORNEYS AND THEIR RESPECTIVE HEIRS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “CLEO PARTIES”) MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY, OR IMPLIED AS TO THE CONTENT OR OPERATION OF THE SITE OR THE SERVICES.  YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE AND THE SERVICES IS AT YOUR SOLE RISK.  IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

THE CLEO PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE INFORMATION OR CONTENT ON THE SITE OR THE SERVICES, AND EXPRESSLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE.  THE CLEO PARTIES MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THE SITE OR SERVICES ARE FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER COMPUTING ROUTINES THAT CONTAIN DAMAGING OR OTHERWISE CONTAMINATING PROPERTIES, OR PROGRAMS INTENDED TO INTERCEPT OR STEAL PERSONAL OR SYSTEM DATA.

Please note, the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.

15. ELECTRONIC FUND TRANSFER DISCLOSURE STATEMENT

The following disclosures are made in accordance with the federal law regarding electronic payments, deposits, transfers of funds and other electronic transfers.  There may be limitations on your Linked Account or debit card that restrict your ability to make electronic fund transfers. Any such limits are disclosed in the appropriate agreements governing your Linked Account or debit card.  This consent does not cover any Electronic Funds Transfers concerning the Cleo Credit Builder Card, issued by WebBank, Member FDIC.

15.1 DEFINITIONS

Electronic Fund Transfer: Any transfer of funds that is initiated through an electronic device or computer to instruct us to debit or credit a Linked Account or debit card.  Electronic Fund Transfers include such electronic transactions transfers initiated via telephone or the Applications or Site.Preauthorized Electronic Fund Transfer: An Electronic Fund Transfer that you have authorized in advance to recur at substantially regular intervals; for example, withdrawal of funds out of your Linked Account to pay the Subscription Fee.

15.2 TYPES OF TRANSFERS; LIMITATIONS

If you are a Cleo Plus or Cleo Builder subscriber, you may request and receive Advances to your Linked Account or debit card, to repay such Advances in the amounts and on the days you request, and to pay the monthly Subscription Fee.  Any limitations regarding Advance amount or Subscription Fee amount will be displayed to you through the Applications.  Through the Applications, you may also authorize recurring Preauthorized Electronic Fund Transfers from your Linked Account or debit card to pay for the Subscription Fee.Where you choose to pay Subscription Fees via ACH, you authorize Cleo or our bank to debit your payment method in increments or as a lump sum and remit funds in accordance with your  payment instructions through the ACH.  You also give Cleo or our bank the right to resubmit any ACH debit that is returned for insufficient or uncollected funds, or any other reason.  You agree that payment  transactions will be governed as applicable by the rules established by NACHA, the  Electronic Payments Association, and Electronic Fund Transfer Act as in effect from time-to-time.You are responsible for all claims, demands, losses, liabilities and expenses (including attorneys’ fees and costs) that result directly or indirectly from your failure to perform your obligations under the NACHA rules and you indemnify Cleo and our bank for the same.

15.3 OUR LIABILITY

See Sections “Disclaimer of warranty” and “Limitation of liability” below.  We will not be liable, for instance:If, through no fault of ours, you do not have enough money in your Linked Account or debit card to make a payment.If the Linked Account or debit card you specify as the payment source is closed or does not contain sufficient funds to complete the payment or the charge is rejected or returned by your bank or financial institution.If the Services were not working properly and you knew about the problems when you started your payment.If we cannot complete a payment due to fraud or attacks on our systems or the Services.If circumstances beyond our control (such as fire or flood) prevent a payment, despite reasonable precautions we have taken.There may be other exceptions stated in our Agreement with you.

15.4 CONFIDENTIALITY RELATED TO ELECTRONIC FUND TRANSFERS

We will disclose information to third parties about the Electronic Fund Transfers you make through the Services:Where it is necessary for completing the Electronic Fund Transfers; or,In order to comply with government agency or court orders; or,If you give us written permission; or,As otherwise provided in our Privacy Policy.

15.5 ERROR RESOLUTION

In case of errors or questions about your Electronic Fund Transfers, email us at team@meetcleo.com.  If you think your Linked Account statement, receipt, or payment history within the Applications are wrong, or if you need more information about a transfer listed on the statement, receipt, or within the Applications, contact us as soon as you can. We must hear from you no later than sixty (60) days after the statement or receipt was delivered to you. In your notification to us, you must:

Tell us your name, email, and phone number associated with your Applications user account.

Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.

Tell us the dollar amount of the suspected error.

If you tell us orally, we may require that you send us your complaint or question in writing within ten (10) business days.We will determine whether an error occurred within ten (10) business days after we hear from you, and will correct any error promptly or refer the error to the relevant third party for correction as appropriate. Cleo does not take any responsibility for the duration of an error resolution process with a third party.

We will tell you the results within three (3) business days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

We will not send you a periodic statement listing transactions that you make through the Services.  The transactions will appear only on the statement issued by your bank or other financial institution.  SAVE THE RECEIPTS YOU ARE PROVIDED WHEN YOU USE THE SERVICES, AND CHECK THEM AGAINST THE ACCOUNT STATEMENT YOU RECEIVE FROM YOUR BANK OR OTHER FINANCIAL INSTITUTION. If you have any questions about one of these transactions, contact us at team@meetcleo.com.

IF YOUR MOBILE APP LOGIN ID OR PASSWORD IS LOST OR STOLEN, NOTIFY US AT ONCE by writing to us at team@meetcleo.com.

16. COMMUNICATIONS TO BE PROVIDED IN ELECTRONIC FORM

By choosing to use the Applications and the Services, you will receive from time to time disclosures, notices, agreements, statements, and any other communications about our Services, the Applications, or Cleo from Cleo electronically (“Communications”). You consent to receive these Communications electronically.   This consent does not apply to disclosures, notices, agreements, Statements and other communications concerning the Cleo Credit Builder Card, issued by WebBank, Member FDIC. If you apply for the Cleo Credit Builder Card you will be asked to separately provide your consent to receive such communications electronically.We can only give you the benefits of our Services by conducting business through the Internet, and therefore we need you to consent to receiving Communications electronically. This Section informs you of your rights when receiving electronic Communications from us. We may discontinue electronic provision of Communications at any time in our sole discretion.

16.1 COMMUNICATIONS IN WRITING

By accepting this Agreement, you agree that electronic Communications shall be considered “in writing” and have the same meaning and effect as if provided in paper form, unless you have withdrawn your consent to receive Communications electronically as stated below. You agree that we have no obligation to provide you Communications in paper format, although we reserve the right to do so at any time. You also have the right to request that specific electronic records be provided in writing by contacting team@meetcleo.com.

16.2 HARDWARE, SOFTWARE AND OPERATING SYSTEM MINIMUM REQUIREMENTS

You understand that, in order to view and/or retain copies of the electronic Communications, you will need:

• A mobile device that meets the requirements [iOS 10 or later, or android 6] of the Cleo Application (Cleo’s proprietary Applications);
• You will also need a valid email address, sufficient storage space to save Communications on your device or the capability to print the Communications from the device on which you view them.

16.3 WITHDRAWING CONSENT

You may withdraw your consent to receive Communications electronically by contacting us at team@meetcleo.com. If you withdraw your consent, we reserve the right to limit or close your Cleo account. If you withdraw your consent, the legal validity and enforceability of prior Communications delivered in electronic form will not be affected.  You agree to pay any amount owed to Cleo such as Subscription Fees or Express Fees even if you withdraw your consent to receive Communications electronically and we close or limit access to the Application and/or the Services.‍

16.4 UPDATING RECORDS

As noted above, you can update your user information in the Applications or by emailing us at team@meetcleo.com.

17. EXTERNAL LINKS

The Site may, from time to time, include links to external sites, which may include links to third-party offers and promotions.  We include these to provide you with access to information, products, or services that you may find useful or interesting. We are not responsible for the content of these sites or for anything provided by them and do not guarantee that they will be continuously available. The fact that we include links to such external sites does not imply any endorsement of, or association with, their operators or promoters.

18. NO LEGAL, TAX, OR FINANCIAL ADVICE; ALERTS

CLEO DOES NOT INTEND TO PROVIDE YOU WITH ANY LEGAL, TAX, OR FINANCIAL ADVICE THROUGH THE APPLICATIONS, SITE, OR SERVICES.  CLEO IS NOT A LAWYER, TAX ADVISOR, BROKER, OR FINANCIAL PLANNER.  CLEO ENCOURAGES YOU TO CONSIDER CONSULTING AN ACCOUNTANT OR OTHER FINANCIAL ADVISOR AWARE OF YOUR INDIVIDUAL CIRCUMSTANCES BEFORE IMPLEMENTING ANY FINANCIAL STRATEGY OR MAKING OTHER FINANCIAL DECISION. CLEO WILL MAKE REASONABLE EFFORTS TO PROVIDE TIMELY AND ACCURATE ALERTS TO YOU, BUT YOU ACKNOWLEDGE AND UNDERSTAND THAT ALERTS MAY BE DELAYED OR PREVENTED FOR VARIOUS REASONS.  CLEO DOES NOT GUARANTEE THE DELIVERY, ACCURACY, OR TIMELINESS OF ALERTS.  FURTHER, CLEO IS NOT LIABLE FOR ANY ERRORS IN THE DELIVERY OR CONTENT OF AN ALERT, AND CLEO IS NOT LIABLE FOR ACTIONS YOU TAKE, OR DO NOT TAKE, IN RELIANCE ON ALERTS.  CLEO IS NOT LIABLE FOR ANY THIRD PARTY RELIANCE ON ALERTS.

19. LIMITATION OF LIABILITY

THE CLEO PARTIES WILL NOT BE RESPONSIBLE, UNDER ANY CIRCUMSTANCES, TO YOU OR ANY THIRD PARTY FOR ANY DIRECT,INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED, OR PUNITIVE DAMAGES, INCLUDING DAMAGES UNDER WARRANTY, CONTRACT, TORT, NEGLIGENCE,OR ANY OTHER CLAIMS, ARISING OUT OF OR RELATING TO YOUR USE OF THE APPLICATIONS, SITE, OR THE SERVICES, THE CONTENT OR OTHER MATERIALS ON OR ACCESSED THROUGH THE APPLICATIONS, SITE, OR THE SERVICES,EVEN IF CLEO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE CLEO PARTIES WILL ALSO NOT BE LIABLE TO YOU FOR ANY USE OF INFORMATION, DATA, OR OTHER MATERIAL TRANSMITTED VIA THE APPLICATIONS, SITE, OR THE SERVICES, OR FOR ANY ERRORS, DEFECTS, INTERRUPTIONS, DELETIONS, OR LOSSES RESULTING FROM, INCLUDING LOSS OF PROFIT, REVENUE, OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO, OR USE OF, THE APPLICATIONS, SITE, OR THE SERVICES.  IN NO EVENT WILL THE CLEO PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED USD $1,000 (ONE THOUSAND UNITED STATES DOLLARS). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.  IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE APPLICATIONS, SITE, OR THE SERVICES, OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF OUR SERVICES.

20. INDEMNIFICATION

To the fullest extent permitted bylaw, you agree to indemnify, defend and hold harmless the Cleo Parties from and against any and all claims, losses, expenses, demands or liabilities, including reasonable attorneys’ fees arising out of or relating to

A) your access to, use of or alleged use of the Applications, Site, or Services;

B) your violation of this Agreement or any representation, warranty, or agreements referenced herein, or any applicable law or regulation;

C) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or

any disputes or issues between you and any third party.

The Cleo Parties reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. You shall cooperate as fully as reasonably required in the defense of any such claim. The Cleo Parties reserve the right, at their own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.  You agree not to settle any matter without the prior written consent of the applicable Cleo Parties.

21. DISPUTE RESOLUTION BY BINDING ARBITRATIONsome text

21.1

YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO REJECT THIS PROVISION AS PROVIDED BELOW UNDER “OPT-OUT ARBITRATION PROVISION”.

21.2 Election to Arbitrate 

You and the Cleo Parties (“we,” “us,” and “our” for purposes of this Section 21) agree that the sole and exclusive forum and remedy for resolution of a Dispute, after informal Dispute resolution has been exhausted, shall be final and binding arbitration pursuant to this Section 21 (the “Arbitration Provision”), unless you opt out as provided below. As used in this Arbitration Provision, “Dispute” shall include any past, present, or future dispute or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including (except to the extent provided otherwise below in the last sentence of Section 21.9 “NO CLASS ACTIONS” below) the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Disputes must be non-fraudulent and made in good faith. Disputes are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity, or otherwise. Please note that you may continue to assert Disputes in small claims court, if your Disputes qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.

21.3 Informal Dispute Resolution 

If a Dispute arises, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to engage in a neutral and cost effective means of resolving the Dispute quickly. You agree that before filing any Dispute in arbitration, you will try to resolve the Dispute informally by contacting compliance@meetcleo.com. Similarly, Cleo will undertake reasonable efforts to email you (if we have contact information for you) to resolve any Dispute we may possess informally before taking any formal action. If a Dispute is not resolved within thirty (30) days after the email noting the Dispute is sent, you or Cleo may initiate an arbitration proceeding as described below.  

21.4 Applicability of the Federal Arbitration Act; Arbitrator’s Powers

This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be governed by and enforceable under the Federal Arbitration Act (the “FAA”). The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator shall take steps to reasonably protect confidential information.

21.5 Opt-out of Arbitration Provision

You may opt out of this Arbitration Provision by sending an arbitration opt out notice to compliance@meetcleo.com, within 60 days of the date of your electronic acceptance of this Agreement. The opt-out notice must clearly state that you are rejecting arbitration; identify this Agreement as the subject of the opt-out; provide your name, address, and be signed by you.

21.6 Arbitration Procedures

Any arbitration will be administered by the American Arbitration Association (the “AAA.”) The arbitration shall be conducted according to, the AAA’s rules, including, as applicable, the AAA’s Consumer Arbitration Rules, as modified by this Arbitration Provision. If you have any questions concerning the AAA or would like to obtain a copy of the AAA arbitration rules, you may call +1(800) 778-7879 or visit the AAA’s web site at: adr.org. In the case of a conflict between the rules and policies of the administrator and this Arbitration Provision, this Arbitration Provision shall control, subject to countervailing law, unless all parties to the arbitration consent to have the rules and policies of the administrator apply. The arbitrator shall be authorized to award any remedies, including injunctive relief, that would be available to you in an individual lawsuit and that are not waivable under applicable law. Any arbitration hearings shall be held in the county in which you reside or at another mutually agreed location.  If the value of the relief sought is $25,000 or less, the arbitration will be conducted based solely on written submissions, unless any party requests an in-person, telephonic, or videoconference hearing or the arbitrator decides that a hearing is necessary. In cases where an in-person hearing is held, you and/or Cleo may attend by telephone or videoconference, unless the arbitrator requires otherwise.

21.7 Arbitration Fees

If we elect arbitration, we shall pay all the administrator’s filing costs and administrative fees (other than hearing fees).  If you elect arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator’s rules. We shall pay the administrator’s hearing fees for one full day of arbitration hearings. Fees for hearings that exceed one day will be paid by the party requesting the hearing, unless the administrator’s rules or applicable law require otherwise, or you request that we pay them and we agree to do so. Each party shall bear the expense of its own attorneys’ fees, except as otherwise provided by law.  If a statute gives you the right to recover any of these fees, these statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein. If the substance of a party’s Dispute or the relief sought is found to be frivolous or brought for an improper purpose, then the other party will not pay fees as described above and instead the party bringing the Dispute will be required to pay for filing, administrative, arbitration, legal and any other fees associated with the arbitration.  

27.8 Appeals

Within 30 days of a final award by the arbitrator, any party may appeal the award for reconsideration by a three-arbitrator panel selected according to AAA rules. In the event of such an appeal, any opposing party may cross-appeal within 30 days after notice of the appeal. The panel will reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal shall be governed by this Arbitration Provision and the AAA rules, in the same way as the initial arbitration proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, shall be final and binding, except for any appeal right under the Federal Arbitration Act (“FAA”), and may be entered as a judgment in any court of competent jurisdiction.

27.9 NO CLASS ACTIONS 

NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, OR ARBITRATE OR LITIGATE ANY DISPUTE IN A REPRESENTATIVE CAPACITY, INCLUDING AS A REPRESENTATIVE MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY EVEN IF THE DISPUTE OR DISPUTES THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT.  Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring Disputes for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction.  No administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this Section 21.9, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable.  Any challenge to the validity of this Section 21.9 shall be determined exclusively by a court and not by the administrator or any arbitrator.

21.10 SEVERABILITY OF ARBITRATION PROVISION

If any portion of this Arbitration Provision other than Section 21.9 “NO CLASS ACTIONS”is deemed invalid or unenforceable, the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force.  If there is a final judicial determination that applicable law precludes enforcement of this Arbitration Provision’s limitations as to a particular Dispute for relief or particular term, then that Dispute (and only that Dispute) or that term (and only that term) must be severed from the Arbitration Provision and may be brought in court.  If an arbitration is brought on a class, representative, or collective basis, and the limitations on such proceedings in Section 21.9 “NO CLASS ACTIONS” are finally adjudicated pursuant to the last sentence of Section 21.9 “NO CLASS ACTIONS” to be unenforceable, then no arbitration shall be had.  In no event shall any invalidation be deemed to authorize an arbitrator to determine Disputes or make awards beyond those authorized in this Arbitration Provision.

21.11 JUDICIAL FORUM FOR DISPUTES

Except as otherwise required by applicable law, in the event that this Arbitration Provision is found not to apply to you, Cleo or your Dispute, you and Cleo agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Wilmington, Delaware. Both you and Cleo consent to venue and personal jurisdiction there.   We both agree to waive our right to a jury trial.

21.12 AMENDMENT

Section 3 “Changes to the Services and Terms” above does not apply to this Arbitration Provision.  Instead, the following terms apply to the amendment of this Arbitration Provision. You and we agree that we have the right to amend this Arbitration Provision, and if we make any amendment to this Arbitration Provision (other than an amendment to any notice address or website link provided herein), that amendment shall be effective upon our provision of written notice to you.  We will notify you of amendments to this Arbitration Provision by providing notice via email to your registered email address. You agree to notify Cleo if your registered email address changes. Any amendment shall not apply to any Dispute that accrued prior to the effective date of the amendment. Instead, the amendment shall apply to all other Disputes governed by this Arbitration Provision that have arisen or may arise between you and us.  If you do not agree to these amended terms, you may reject the amended Arbitration Provision and you will not be bound by it. To reject the amended terms, you must send us written notice of your rejection within 60 days after the date Cleo provided notice of the amendment. You must include your name, address, and social security number. The notice of rejection must be emailed to compliance@meetcleo.com. This is the only way that you can reject amendments to this Arbitration Provision.

22. GOVERNING LAW

This Agreement will be governed by, and any Dispute resolved in accordance with, the FAA, as set forth above, and by Delaware law without regard to its choice of law or conflicts of law principles.

23. THIRD-PARTY BENEFICIARY

You agree that WebBank and our third-party services providers are third-party beneficiaries of the applicable provisions of these Terms, with all rights to enforce such provisions as if such parties were a party to these Terms.

24. SEVERABILITY

Except as otherwise set forth in the Arbitration Provision, if any provision of this Agreement is found to be invalid, unlawful, void, or unenforceable by either an arbitrator or a court of competent jurisdiction, this Agreement’s remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of the Agreement shall remain in full force and effect.

25. SURVIVAL

The following provisions of these Terms shall survive termination of these Terms or your use or access to the Applications, Site, or the Services: Section 12.2 (Effect of Breach), Section 13 (Intellectual Property Rights), Section 14 (Disclaimer of Warranties), Section 19 (Limitation of Liability), Section 20 (Indemnification), Section 21 (Dispute Resolution by Binding Arbitration), Section 22 (Governing Law and Venue), Section 24 (Severability), Section 26 (General), and any other provision that by its terms survives termination of your use or access to the Applications, Site, or the Services.

26. GENERAL

These Terms are the entire understanding and agreement between you and Cleo related to the Site and Services. These Terms supersede any previous agreement related to the Site and Services to which you and Cleo may have been bound.  These Terms will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. The failure to require performance of any provision shall not affect our right to require performance at any time thereafter, nor shall a waiver of any breach or default of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself. You may not assign or transfer these Terms or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms or any of our rights or obligations under these Terms at any time without notice. All rights not expressly granted herein are hereby reserved.  Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

27. CONTACTING US AND COMPLAINTS

Please submit any questions you have about these Terms, or any complaint or concern in relation to any Service by email to team@meetcleo.com.