Reap Connect –
Platform Partner Terms

Relationship with Reap. You acknowledge and agree that: (a) while you act as the interface between Reap and each Managed Account, Reap maintains a direct contractual relationship with each Managed Account under the Managed Account Terms; (b) Managed Accounts may access and use the Reap Connect Services in accordance with the Managed Account Terms, and may also use other Reap services outside of their relationship with you with respect to the Reap Connect Services; and (c) you are not an agent, employee, or representative of Reap, and have no authority to bind Reap or act on its behalf. You shall not make any statements or representations via your platform interface or otherwise that suggest Reap endorses, guarantees, or assumes responsibility for your Platform Services or any Payment Transactions facilitated through your platform. You must clearly communicate to each Managed Account that Reap operates independently and is solely responsible for the provision of the Reap Technology and Reap services.

Relationship with Managed Accounts. You are solely responsible for obtaining and maintaining valid and enforceable authorization from each Managed Account to create and manage the Reap accounts on their behalf. Reap may, in its sole discretion, refuse to create a Reap account for a Managed Account or limit the functionality available to a Managed Account without providing a reason. 

Your Platform Agreement. You shall ensure that your Platform Agreement with each Managed Account: 

1. accurately reflects your role and responsibilities in relation to the Reap Connect Services;

2. clearly sets out the Platform Services you provide, how you access and use Managed Account Data, and the Activity that you may conduct on behalf of your Managed Accounts via the Reap Connect Services; 

3. expressly authorizes you to operate the Managed Account, access, use, and share with Reap the Managed Account Data, and perform Activity on behalf of the Managed Account; and

4. acknowledges that Reap is not responsible for any Platform Services you provide to Managed Accounts.

Responsibility for Managed Accounts. You shall ensure that:

1. each End-User is presented with and accepts the Managed Account Terms before such End-User is onboarded as a Managed Account and gains access to the Reap Connect Services. This acceptance may occur through a Reap-powered onboarding flow or your own onboarding flow. Upon Reap’s request, you must provide evidence that the Managed Account Terms have been accepted by the relevant Managed Account. If Reap determines, in its sole discretion, that your existing acceptance flow does not result in a binding agreement between Reap and each Managed Account, you must, upon Reap’s request, modify your process to meet Reap’s requirements; 

2. you facilitate the collection of and provision to Reap the Managed Account Data required by Reap for the purposes of onboarding, processing Payment Transactions, or compliance reviews. Reap shall review and approve each End-User prior to the establishment of a Managed Account and prior to any Payment Transactions being initiated or accepted from such End-User. You must not initiate or submit any Activity in relation to an End-User until Reap has completed its review and approved such End-User to be onboarded as a Managed Account;

3. each of your Managed Accounts uses the Reap Connect Services in compliance with all Applicable Laws, the Managed Account Terms, and these Reap Connect Terms. You are solely responsible for monitoring and managing your Managed Accounts’ use of the Reap Connect Services. If you become aware that a Managed Account is engaging in any activity that is illegal, immoral, fraudulent, unauthorized or otherwise unlawful, or in breach of the Managed Account Terms or these Reap Connect Terms, you must immediately notify Reap and fully cooperate with Reap in any investigative or remedial actions to mitigate or eliminate any risk posed to Reap; and

4. no Managed Account uses the Reap Connect Services to conduct or transact with, or otherwise in connection with, a Restricted Business.

Your Managed Accounts’ Activity. You may perform Activity on behalf of a Managed Account through your integration of the Reap Connect Services into your Platform Services. You are responsible and liable for all Activity initiated by you or your Authorized Users, and for all Activity on or related to your Managed Accounts (whether initiated by you or not). Reap may act on instructions submitted through your Manager Account, and may rely on your representations regarding Managed Account consent and authorization without further verification. 

Manager Account Data. You acknowledge and agree that Reap will collect and process Manager Account Data as necessary to provide the Reap Connect Services, operate your Manager Account, and to comply with its legal and regulatory obligations. You authorize Reap to process your Manager Account Data for such purposes in accordance with these Reap Connect Terms and Reap’s Privacy Policy. You shall ensure that any Manager Account Data you provide to Reap is complete, accurate, truthful, and provided in compliance with Applicable Laws. You represent and warrant at all times that, to the extent you provide Personal Data to Reap, you have provided all notices and obtained all rights and consents necessary to enable Reap to lawfully collect, use, retain and disclose that Personal Data as described in these Reap Connect Terms and Reap’s Privacy Policy.

Transaction Data. You shall ensure that all Transaction Data submitted to Reap is complete, accurate, truthful, and properly authorized by the relevant Managed Account (where applicable). You acknowledge that Reap will process Payment Transactions based solely on the instructions and information provided by you and/or your Managed Account, and may withhold processing or completion of a Payment Transaction, pending satisfactory provision of the required information and supporting documents and completion of any review requests. 

Returns, Refunds and Withdrawals. You acknowledge that refunds, returns and withdrawals of Funds from your Manager Account or any Managed Account are subject to Reap’s standard operating procedures, Applicable Laws, and these Reap Connect Terms. If a Payment Transaction is unsuccessful, rejected, reversed, or refunded for any reason, Reap may credit the relevant Funds back to your Manager Account or the applicable Managed Account. Subject to any verification and compliance requirements, Reap may return Funds to an external wallet or bank account designated by you (which may include a wallet or account owned by the applicable Managed Account), provided that such withdrawal has been properly authorized and instructed through your integration with the Reap Connect Services. Reap may decline to process any refund or withdrawal if it determines, in its sole discretion, that doing so would violate Applicable Laws, pose unacceptable risk, or if required information is incomplete. You are responsible for all fees associated with any such refunds or withdrawals, and must ensure that your Platform Agreement with Managed Accounts clearly communicates any applicable fees or conditions for refunds or withdrawals. You are solely responsible for handling all Managed Accounts inquiries or disputed associated to refunds or withdrawals.

Limitations. You must not use the Reap Connect Services: (a) to access any Managed Account Data or conduct any Activity, or attempt to do either, for which the relevant Managed Account has not authorized, or has withdrawn the authorization; or (b) to circumvent any intended limitations of the Reap Connect Services or in a manner inconsistent with Reap APIs and/or technical documentation.