These Rain Card Terms (the “Card Terms”) are a binding agreement between Company (“Company” or “you”) and Signify Holdings, Inc., including its affiliates, successors, and assigns (“Rain,” “we”, or “us”) that govern your use of Rain Cards, including the process for obtaining and managing Rain Cards. These Card Terms are part of, and incorporated by reference into, the Platform Agreement entered into between you and Rain.
We reserve the right to amend these Card Terms or impose additional obligations or restrictions on you at any time with or without notice to you. By continuing to use the Services, you agree to be bound by such amendments or additional obligations or restrictions. The date on the top of this page shows when the Card Terms were last updated. Capitalized terms that are not defined here have the definitions provided in the Platform Agreement.
Card Networks means the payment card networks including Visa or Mastercard.
Charge means a payment for goods or services made to a merchant that accepts payments on the applicable Card Network.
Chargeback means a dispute that you initiate against a merchant for an unresolved dispute with the merchant or where a Charge is unauthorized.
Fee means charges we impose on you for use of Services or your use of a Rain Card.
Digital Asset means any digital asset (including a virtual currency or virtual commodity) which is a digital representation of value based on (or built on top of) a cryptographic protocol of a computer network.
Periodic Statement means the periodic statements that reflect activity for all Cards issued to Company identifying charges, fees, refunds, or other amounts owed or credited to your Rain Account during the time covered by that statement.
Cards are issued either by the issuer identified on the back of the Rain Card issued to you, as identified in these Card Terms, or any other agreements or materials provided to you (in each case, the “Issuer”). Issuer is the creditor responsible for funding your payments for goods and services you purchase at a merchant through your Rain Card. Please note that the Issuer may require you to accept additional terms in addition to the agreements you have with Rain, and your use of the Rain Cards will then also be subject to such additional terms.
Your primary Linked Wallet may provide the collateral that will secure the Charges made by Company Users on any Rain Card (the “Collateral”). The Collateral will be in the form of a Digital Asset. Rain reserves the right to designate which forms of Digital Assets may be used as Collateral and reserves the right to decline a form of Collateral if it does not meet its updated policies, guidelines, or the Issuer’s requirements.
You, through your Linked Wallet, will be required to post Collateral that has Market Value in United States Dollars (“USD”) equal to each dollar that is charged to all of your Rain Cards. For example, if you provide Digital Assets with a Market Value equal to $100 of value in USD, and that Market Value does not change, your spending limit will be equal to $100 USD across all your Rain Cards. Once $100 USD has been charged to your Rain Cards, you will be required to provide additional Collateral for any incremental Charges.
The Collateral will be held in a smart contract on the Ethereum blockchain. Neither you nor Company will have access to the Collateral until and unless a Liquidation Event occurs. Once a Liquidation Event occurs, the Collateral will be liquidated by the smart contract in order to repay the outstanding balance on your Rain Cards. You authorize Rain and its designees to liquidate the Collateral upon a Liquidation Event and use the amounts to satisfy your payment obligations owed to Rain or the Issuer. You agree that Rain will not be required to notify you prior to such liquidation and you acknowledge and agree that, because of the nature of the smart contract, Rain may not be in a position to stop a liquidation from occurring.
To withdraw your Collateral, you must provide Rain at least (3) business days prior notice. You agree that any Collateral that has been provided within the (3) business days of your notice to us may be subject to liquidation. Your withdrawal of any Collateral will not terminate any outstanding payment obligations you may have on your Rain Cards.
Rain will not, in any circumstance, be holding custody of your Collateral. Rain is not a custodian or owner of your Collateral. If a Liquidation Event occurs, the Collateral will only be used to repay your outstanding financial obligations to Rain. You authorize and consent to Rain liquidating the Collateral upon a Liquidation Event through a third party or by other means in order to satisfy payment obligations owed by you to Rain or the Issuer, as applicable.
A “Liquidation Event” will occur if you have an outstanding payment obligation to Rain or the Issuer, as applicable, and such payment obligation has not been paid in full by you within (7) seven calendar days of the due date on the Periodic Statement provided to you.
“Market Value” of the Collateral will be determined by Rain using the real time price posted on a reputable and recognized exchange or price aggregator.
Rain may set spending limits on each Rain Card or an aggregate spending limit across all Rain Cards, at its sole discretion. In general, however, the spending limit will be determined, in part, by the Market Value of the Collateral that has been provided through your Rain Account. Spending limits are dynamic and may be modified at any time with or without notice to you, including temporarily increases or decreases or reducing spending limits to $0. Any authorized Charge or fee on a Rain Card may reduce your spending limit by a corresponding amount. You will be able to view your aggregate or card specific spending limit on your Rain Account dashboard.
When you use Rain Card to initiate a transaction at certain merchants where the amount of the final transaction is unknown at the time of authorization, Rain may assess a value to such a Charge for an amount higher or lower than the final Charges. The initial “hold” Charge will reduce your spending limit until the final Charge is determined.
Company Administrators may set Company User-specific limits or controls through your Rain Account, but the aggregate spending limit for all Company Users may not exceed the total spending limit established for Company as determined by the total Market Value of the Collateral.
You are responsible for payment in full of all Charges and fees. Your Rain Account will include Periodic Statements identifying Charges, fees, refunds, any other Card transactions, or other amounts owed or credited to your Rain Account. Periodic Statements may be made accessible to you on your Rain Account daily, monthly, or as otherwise prescribed by Rain. You must notify us promptly if you believe that there are any errors on your Periodic Statement and submit any disputes or Chargebacks in accordance with these Card Terms.
You may make a repayment for a balance on one or more of your Rain Cards by any means that are permitted by Rain and as provided in your Rain Account. If you do not make a payment when such payment is due, Rain may rely on your Collateral to satisfy your payment obligation. As described above, your non-payment will result in a Liquidation Event in the amount of your outstanding payment obligations to Rain or the Issuer.
A Liquidation Event will not be a waiver of our rights to collect future payments from you. Rather, a Liquidation Event will only satisfy the payment obligations outstanding and due at any given time. There may be additional Collateral underlying your Rain Card, and such additional Collateral may be used to satisfy further payment obligations to Rain
Any failure to pay the full amount owed to Rain or the Issuer, as applicable, when required is a breach of this Agreement. You are responsible for all costs or expenses that we may incur in collecting amounts owed but not timely paid, including legal or collections fees and any interest at the maximum rate permitted under law.
5.Managing Your Rain Cards
5.1.Requesting and Replacing Cards
Company Administrators may request Rain Cards for Company Users through your Rain Account. Company Administrators are prohibited from requesting more than one Rain Card for any individual Company User or a Rain Card for an individual who is not a Company User. We or the Issuer may decide not to grant requests for Rain Cards or limit the number of physical or virtual Ran Cards provided to any Company User.
In order to request a Rain Card for any Company User, Company Administrators must provide the Company User’s full legal name and certain identifying and contact information. Rain Cards may be denied or canceled due to changes in our policies and procedures, the Issuer’s policies, as required by law, or for any other reasons we determine are appropriate in our sole discretion.
Company Administrators may request that Company Users be issued Rain Cards with specific restrictions made available by Rain. For example, we may allow Company Users to be issued vendor cards, which can only be used at specific merchants, or we may allow Company Users to be issued cards with expiration dates set by Company Administrator.
You are responsible for securing Rain Cards, account numbers, and Rain Card security features. You will promptly notify us and take appropriate measures to prevent unauthorized transactions when a Rain Card is lost, stolen, breached, or needs to be replaced. In such cases, Company Administrators may request the issuance of replacement Rain Cards through your Rain Account. Replacement Cards may have new account numbers that could require you to update the Rain Card on file for any scheduled or recurring payments. You are solely responsible for updating Rain Card information stored with merchants where account numbers have been changed.
5.2.Permitted and Unauthorized Use
Company Users may only use Rain Cards for bona fide business-related Charges and transactions, and not for personal, family, or household purposes. Company Users may not use the Rain Cards for cash advances, withdrawing cash, or purchasing any cash-like items. You understand that your Rain Account is commercial in nature and that certain consumer protection laws, such as the Credit Card Consumer Accountability, Responsibility, and Disclosure Act of 2009, do not apply to your Rain Account or the Rain Cards. You agree that all Charges and other transactions in your account will be treated as business transactions made solely for business purposes.
You are responsible for selecting the individuals in your organization who are authorized to use Rain Cards, and you are responsible for all Rain Card transactions and activities. You agree to establish and maintain controls designed to ensure that the Rain Cards are only used by authorized Company Users for bona fide Company business purposes and in compliance with the Platform Agreement, these Card Terms, any Issuer terms, and applicable law. You are responsible for Charges and transactions made by any person given access to Rain Cards even if they are not the person associated with or named on the Rain Card.
Rain, Issuers, Card Networks, or other intermediary third-party service providers (including merchant acquirers) may deny or reverse Charges for any reason. Rain is not responsible for any losses, damages, or harm caused by any Charges that are denied or reversed.
All Company Users are subject to the Platform Agreement and all terms, agreements, and policies incorporated by reference, including these Card Terms, the User Terms, any Issuer terms, the Card Network rules, and any other agreements which we or the Issuer may require as a condition for the user of a Rain Card. Company is responsible for ensuring that Company Users read, understand and comply with their obligations with respect to use of the Rain Cards and the Services. Company is also responsible for notifying Company Users of any applicable updates to the Platform Agreement and all terms, agreements, and policies incorporated by reference, including these Card Terms, the User Terms, any Issuer terms, the Card Network rules, and any other agreements which we or the Issuer may require as a condition for the user of a Rain Card. We may or may not provide notice of updates directly to Company Users.
You must notify us immediately by contacting us at firstname.lastname@example.org and assist us in our investigation if your Rain Card is lost or stolen or you believe someone is using your Rain Card or your Rain Account without your permission.
You are responsible for reviewing your Periodic Statements promptly and identifying any Charges that you believe are unauthorized or that you dispute.
If you and a merchant have a dispute regarding a Charge identified on your Periodic Statement, such as delivery of incorrect goods or services or being charged the wrong amount, you should first attempt to resolve the dispute with the merchant. If the dispute is not resolved to your satisfaction or if you believe the Charge is unauthorized, you may initiate a Chargeback through your Rain Account. You must report any disputed Charge or error no more than 60 days after the disputed Charge is posted on your Periodic Statement. We may require additional details on the transaction and our review of your disputed Charge will be conditioned on you providing all of the information we may require to review the disputed Charge.
You understand that the Rain Card may be subject to Card Network rules regarding chargebacks. The Card Networks have additional established procedures for resolving chargebacks that may require you to provide further details of the disputed Charge or associated documentation.
Charges relating to disputed Charges and Chargebacks that are pending resolution may still be due and owing as of the date that payment is due as provided in the applicable Periodic Statement. Chargebacks resolved in your favor will be credited to your Rain Account on either the current or a future Periodic Statement. We may impose Fees, reduce your spending limits, or suspend access to your Rain Account or the Services if you fail to pay Charges relating to Chargebacks that are pending resolution on the payment date.
We will disclose any fees to you when you are approved for a Rain Card through your Rain Account, by updating these Card Terms, or through our website. We may update, add, or change fees upon 30 days’ notice to you. Fees we assess may include interest or other finance related charges, periodic fees, fees for Card issuance or replacement, fees applicable to certain transactions, foreign transaction fees, usage fees, service fees, cash advance fees, fees for late payments, fees for failed payments or returned payments, fees for misuse of the Services, or other fees we disclose to you. You are responsible for fees in addition to Charges.