Terms and
conditions
Last updated: September 24, 2024
Part 1: User Terms for the Mimo Platform
When you use Mimo's integrated invoice management platform (the "Mimo Platform"), these terms (the "Agreement") will apply. The Agreement constitutes a legally binding contract between Omim Technology Ltd ("Mimo", "we", "us" or "our") and you, with regards to the services set out Section 1 below (the "Services").
This Agreement is made up of two parts:
Part 1: User Terms for the Mimo Platform; and
Part 2: Financing Terms for the provision of credit ("Financing Terms").
You should read Part 1 of the Agreement carefully before using the Services. If you are using the Mimo Flex credit line ("Mimo Flex") you should also read the Financing Terms in Part 2.
You will receive this Agreement when you are onboarded to the Mimo Platform but a copy of this Agreement will always be available for reference on the Mimo Platform.
What Services are available on the Mimo Platform
The Mimo Platform enables you to identify and manage third party supplier invoices, in order to improve operational efficiency.
The Mimo Platform is a cloud-based software which is made available to you, in accordance with this Agreement, to enable you to access the Services. The Mimo Platform will be made available to you via website, download or any other method as provided by us from time to time.
The following Services are made available on the Mimo Platform in order to help you with your invoice management:
(a) Modulr E-Money Account: Through the Mimo Platform you are able to access an E-Money Wallet held with, issued and operated by Modulr Finance Ltd as agent for Modulr FS Limited ("Modulr E-Money Account"). You can add money to this account and pay your supplier invoices using the funds in this account.
(b) Mimo Flex: Where you meet certain eligibility criteria, you will be offered the Mimo Flex option to pay your suppliers. If you select the "Mimo Flex" option for payment of your supplier invoices, we will give you the option to defer payment for either 30 or 60 days. We will then send funds to cover the value of your supplier invoice to your Modulr E-Money Account. These funds will be provided to you by us under an unsecured credit line (subject to your eligibility). Provision of the Mimo Flex service requires that you satisfy our onboarding criteria for this product, and you agree to comply with the Financing Terms.
(c) Plaid Payment Plug-In: You can also pay your suppliers through your 'house bank account' by using the Plaid Payment Plug-In on the Mimo Platform. You can select the 'Bank Account' option on the Mimo Platform either to add funds to your Modulr E-Money Account or to pay a supplier invoice, and you will be redirected to the Plaid Financial Ltd ("Plaid") platform. Plaid will connect with your existing bank accounts and allow you to use the funds from your existing bank accounts to add money to your Modulr E-Money Account. If you select this option to pay a supplier invoice, money will be added to your Modulr E-Money Account, and the invoice will be settled immediately using these funds.
(together, the "Services").
Who is providing the Services
Omim Technology Ltd provides the Mimo Platform and Mimo Flex. You can access your Modulr E-Money Account and Plaid Payment Plug-In services through the Mimo Platform. These services are provided to you by the following third party service providers:
(a) Your Modulr E-Money Account is provided, issued, held and operated by Modulr Finance Ltd, a company registered in England and Wales with company number 09897957, whose registered office is at Scale Space, 58 Wood Lane, London W12 7RZ.
Modulr is authorised and regulated by the Financial Conduct Authority (Firm Reference Number: 900573).(b) The Plaid Payment Plug-In is provided by Plaid Financial Ltd, a company registered in England and Wales with company number 11103959, whose registered office is at New Pendrel House, 4th Floor, 283-288 High Holborn, London WC1V 7HP ("Plaid").
Plaid is authorised and regulated by the Financial Conduct Authority (Firm Reference Number: 804718).We reserve the right to change the third party service providers listed in paragraph 2.1 at any time, and will notify you in writing if we do. You acknowledge that your use of the Services may be subject to the terms of the third-party providers we use in respect of the Services, which we will notify to you as part of your onboarding to the Mimo Platform.
You acknowledge that your use of the Services may be subject to the terms of the third-party providers we use in respect of the Services, which we will notify to you as part of your onboarding to the Mimo Platform.
Who can use the Mimo Platform
To access and use the Mimo platform, you must:
(a) have read and understood and agree to be bound by this Agreement and our Privacy Policy (which can be found here);
(b) ensure you are a registered limited company incorporated or formed under the laws of England and Wales, are validly existing and have full power and authority to carry out your business and use the Services on the Mimo Platform;
(c) register and set up a user account with a username and password;
(d) successfully complete the know your customer ("KYC") process set out in paragraph 4.2;
(e) nominate a director of the company to act as the administrator of your Mimo Platform; and
(f) agree to pay the relevant fees as set out on the Pricing page (which can be found here).
How do you create an account on the Mimo Platform
When you create an account on the Mimo Platform, your use of the Mimo Platform and the Services will be subject to:
(a) completion our online application form; and
(b) successful completion of our KYC processes and Modulr's KYC processes.
To create an account on the Mimo Platform, you will need to complete our online application form and provide us with the information that we request. This information will be help us to identify your business, verify the business' identity and the identity of any beneficial owners, and conduct fraud checks, sanction checks, anti-money and counter terrorism checks and any other checks required by Applicable Law.
The information we collect when opening your account on the Mimo Platform will be passed on to Modulr for the completion of their KYC and other due diligence checks.
How you can access Mimo Flex
If you wish to use the Mimo Flex credit line to facilitate deferred payment of your supplier invoices, you must notify us of this by applying for it during your onboarding to the Mimo Platform or by accessing it through the 'Mimo Flex' section of the Mimo Platform.
We will then conduct internal due diligence checks in relation to your credit risk, and the provision of the credit line is subject to you successfully passing those internal checks.
Once you have been approved for Mimo Flex we will notify you of this on the Mimo Platform and via email to the email address associated with your account on the Mimo Platform. If you are successful, the Mimo Flex will be available to you on the Mimo Platform.
Your Modulr E-Money Account
When you open an account on the Mimo Platform, you will be requested to submit KYC information to Modulr. Once Modulr approves the information provided, you will be provided with access to a Modulr E-Money Account. The details of your Modulr E-Money Account (including sort code, account number and balance) will be visible to you on the Mimo Platform. Your Modulr E-Money Account is provided by Modulr subject to their terms and conditions which can be found here. Those terms govern the operation, obligations and responsibilities of you and Modulr with respect to your Modulr E-Money Account.
Your responsibilities to us
Your information
You warrant that all information you provide to us during application and subsequent registration to use the Services on the Mimo Platform, and that is otherwise provided or uploaded by you (or on your behalf) via the Mimo Platform, is true and accurate at all times.
You agree that you will provide us with any additional information that we may reasonably require to verify your identity or details you provided during registration.
Authority
You warrant that any individual entering into this Agreement on behalf of your business, has the authority to enter into agreements, including this Agreement, on behalf of the business.
Responsible use
You are responsible for complying with the law. You are responsible for ensuring that you comply with all applicable legislation.
You warrant you will not create fraudulent accounts or commit any fraudulent, dishonest or illegal activities in relation to the Services.
You will not misuse the Mimo Platform, and will use it only for the intended purpose as set out in this Agreement.
You will not publish or disseminate material that brings or may bring Mimo, Modulr, Plaid or any other third party providers that provide services through the Mimo Platform into disrepute or in any way damages the standing or reputation of Mimo or the Services.
You will not knowingly introduce viruses or other material on to the Mimo Platform which is malicious or otherwise harmful,
You will not attempt to gain unauthorised access to the Mimo Platform, the servers on which the Mimo Platform is hosted or any other server, computer or database which is connected with the Mimo Platform.
Marketing Collateral
You agree as a condition to your use of the Mimo Platform and the Services:
(a) to participate in case studies and other similar marketing efforts reasonably requested by Mimo;
(b) that Mimo may disclose that you are a Mimo customer to third parties; and
(c) Mimo may include on and in Mimo’s website, case studies, marketing materials, and conference presentations and other speaking opportunities, Client’s testimonials and other feedback regarding the Services, name, website URL, use case, and logo and other marks. Any Intellectual Property Rights in any of your logos, trademarks or other identifiers, including as contained in marketing material shall be owned by you.
Our operation of the Mimo Platform
The Mimo Platform and the Services will be unavailable during (i) time ranges notified to you in advance by Mimo, to allow Mimo (or any other third party provider of the Services available through the Mimo Platform) to carry out planned maintenance, upgrades or repair; and (ii) any period outside of the agreed maintenance window where unscheduled maintenance, upgrades or repair are performed.
From time to time we may (without notice) introduce updates to the Mimo Platform. For example, these may introduce a new or improved functionality or introduce new Services to the Mimo Platform.
We are not obliged to customise any part of the Mimo Platform to ensure compatibility with you or any third party software.
We will use reasonable endeavours to ensure that the Mimo Platform is secure and does not contain or disseminate any viruses or material which is malicious or technologically harmful.
Security
Login details
It is your responsibility to keep your login details to the Mimo Platform secure and confidential. You must maintain adequate security and control of any and all devices and other credentials, passwords and personal identification numbers or codes that you use to access the Mimo Platform. You are not permitted to share your login credentials with any other person or make them available to multiple users.
If you are concerned that your log-in details may have been misused, please contact us at hello@mimohq.com to let us know.
Fees
Any fees that we may charge you are set out on our Pricing page. Any recurring payments may be either taken from your Modulr E-Money Account or using the card details provided to us by you.
All fees invoiced are inclusive of taxes, and you shall also pay applicable taxes and duties (including withholding taxes, value added tax, or other taxes but excluding income taxes imposed on us) at the same time as you pay the fees. If required by local law, we will provide a tax invoice that satisfies local law requirements.
An annual statement of the fees you have paid in respect of your Modulr E-Money Account will be available to you on request.
Changes to the Services and Terms
We may change this Agreement, including changes to any Pricing, by giving you not less than two (2) months' notice by email. We will also add the most recent version of this Agreement to the Mimo Platform for your reference.
If you don't agree with a change we plan to make to this Agreement, including any Pricing, you can tell us within two (2) months before we make the change that you'd like to close your Mimo Account and terminate the Agreement. Otherwise, we will assume you agree with the change.
Where any amendment to this Agreement is required by law, regulation or is in your best interests or to introduce new Services or vary existing Services to the Mimo Platform, we may amend this Agreement without notice. We may also from time to time (and without notice) make minor (non-material) amendments to correct typographical, punctuation and grammatical errors or other similar errors in this Agreement.
Suspension
Mimo may temporarily suspend your login credentials if we suspect or detect (in our sole opinion) any suspicious or illicit activity (e.g. unusual login attempts).
Duration and Termination
This Agreement shall continue indefinitely unless terminated by you or Mimo.
You may terminate this Agreement by giving thirty (30) days' written notice to Mimo. This written notice shall be provided to: hello@mimohq.com.
We may terminate this Agreement at any time by providing thirty (30) days' written notice. This written notice shall be delivered to the email you used when signing up to the Mimo Platform.
We may also terminate this Agreement at any time if you do not comply with this Agreement, or if we consider it reasonably necessary in order to comply with our legal obligations.
Examples of this include:(a) to protect us against legal or regulatory risks;
(b) for the prevention of money laundering and/or fraud; and
(c) where required as a result of technical reasons (including for reasons related to the security of the Mimo Platform).
Where possible, we will provide you with written notice of such termination to the email you used when signing up to the Mimo Platform.
However, we may not be permitted to tell you under law or as a result of a regulatory, court or public order.
If Mimo cannot provide the Mimo Platform under this Agreement, we may terminate the Agreement at any time by providing no less than thirty (30) days' written notice to the email associated with your account on the Mimo Platform.
Following termination of this Agreement for any reason:
(a) you shall immediately pay to Mimo any fees due to Mimo under this Agreement or any other applicable terms at the date of termination;
(b) you shall (at your cost) return (or at our option, destroy) all copies of any confidential information specified by Mimo which are in your possession; and
(c) the rights granted in clauses 19 shall persist post termination.
The termination for any reason of this Agreement shall not affect any right and/or liability of any party which has accrued before expiry or termination, or the continuance in force any provision of this Agreement which expressly or by implication is intended to survive termination.
To the extent that you have an ongoing Service at the point of termination of this Agreement, such termination of this Agreement shall automatically terminate such other Services, save that this Agreement shall and the terms relating to the relevant Service shall remain in force to the extent and for the duration reasonably necessary to enforce any unpaid sums or fees due by you to Mimo, Modulr or any other provider of the Services in connection with the Services.
Limitation of Liability
Subject to paragraph (i) below, Mimo and its employees, agents or associates will not be liable for any:
(a) action or inaction we take in accordance with our rights under this Agreement;
(b) event due to circumstances beyond our control, including any exceptional event occurring as described in paragraph 15 below;
(c) action taken by any government or regulatory body, legal authority, technical delays, technological malfunction, loss of data and records, destruction of hardware;
(d) action taken by us as a result of a breach of this Agreement by you;
(e) action or omission of a third party (including a third party who provides any of the Services to you);
(f) action taken by us as a result of Applicable Law;
(g) damage, costs, loss, liability, claims for compensation or expense incurred or suffered by you, directly or indirectly under or in connection with this Agreement;
(h) losses, damages or costs arising as a result of your failure to maintain the security of your log-in credentials; or
(i) damage, costs, loss, liability, claims for compensation or expense incurred or suffered by you, directly or indirectly, under or in connection with any planned or essential maintenance to the Mimo Platform, or the platform of any third-party who provides the Services to you.
Notwithstanding paragraph 14.1 above:
(a) Mimo will be liable for your losses only to the extent that your loss is due to our gross negligence, wilful default, and/or fraud; and
(b) nothing in this Agreement shall exclude or limit our liability or responsibility to you for any liability that cannot be excluded or limited under Applicable Law.
The Mimo Platform and the Services are provided "as is" and "as available" without any representation or warranty of any kind, including that it will be without interruption, error free or will meet your individual requirements, or be compatible with your hardware or software (except as set out otherwise in this Agreement).
Our total aggregate liability arising under or in connection with this Agreement in relation to all events occurring in any year shall not exceed the higher of:
(a) the fees paid by you under this Agreement in that year; or
(b) twenty-five thousand pounds sterling (£25,000).
For the purposes of this paragraph 'year' will mean the 12 month period commencing on the commencement date of you entering into this Agreement (or an anniversary of this date).
You will indemnify us from and against any losses we incur which arise out of any claim made or threatened against us as a result of any breach by you of any third party terms associated with the Mimo Platform or any of the Services which we have provided to you.
Exceptional Events
Neither you, Mimo, Modulr nor Plaid shall be liable to the other party for any delay or non-performance of its obligations under this Agreement to the extent that its performance is interrupted or prevented by anything beyond the reasonable control of either you, Mimo, Modulr or Plaid.
Such delay or failure shall not constitute a breach of this Agreement and the time for performance shall be extended by a period equivalent to that during which performance is so prevented subject to clause 15.3.
We will use reasonable endeavours to mitigate the extent of the delay or failure as described in clause 15.1 and its adverse consequences and to recommence performance of the affected obligations as soon as reasonably practicable.
If we cannot provide the Mimo Platform and any Services provided by Mimo due to circumstances beyond our control or as a result of any delay or failure to provide such Services which arises directly from such circumstances, we will not be liable for any losses suffered or incurred by you as a result.
Customer Complaints
If you have a complaint or are dissatisfied with any element of the Services or the Mimo Platform, you can contact us using the details provided in clause 17.2.
Complaints relating to your Modulr E-Money Account may be sent to or passed on by us to Modulr Finance.
If you have a complaint in relation to the operation of the Plaid Plug-In you can send this to us and we will notify Plaid of your complaint.
We will let you know the outcome of any complaints dealt with by Modulr and/or Plaid in relation to the Services. If Modulr and/or Plaid fail to resolve your complaint to your satisfaction you may refer your complaint to the Financial Ombudsman Service (Exchange Tower, London E14 9SR, phone 0800 023 4567). Details of the service offered by the Financial Ombudsman Service are available at: www.financial-ombudsman.org.uk.
For the avoidance of doubt, complaints relating to Mimo or regarding the Mimo Platform cannot be referred to the Financial Ombudsman Service.
Contact Details
How we will contact you
Unless you otherwise notify us in writing, we will use the contact details you provided upon registration with the Mimo Platform.
How you can contact us
You can contact us using: hello@mimohq.com.
Privacy and Personal Data
We are committed to handling your personal data responsibly.
By entering into this Agreement you agree that you have been provided a copy of our Privacy Policy – which can be found on the Mimo Platform here. We will use your personal data in accordance with our privacy policy.
If you have any questions about how your personal data is being used, you can contact us at hello@mimohq.com.
Where we use a third-party to provide the Services, they will process your personal data in line with their own privacy policy. Please ensure that you read these privacy policies.
Intellectual Property Rights
Your Content
You confirm that any images, text, documents and/or data you share, upload or otherwise provide Mimo in relation to this Agreement or your use of the Mimo Platform or the Services ("Your Content") will not breach the terms of this Agreement.
You grant us a licence to use your data. We do not claim ownership in Your Content and ownership will remain with you (or the relevant third party owner). You grant Mimo (and where necessary, any Third Party Providers) a perpetual, worldwide, non-exclusive, royalty-free, transferable licence to use your data for the purpose of providing the Mimo-Connected Services, including but not limited to displaying, distributing, adapting, publishing, copying, editing, exploiting and creating derivative data relating to all such data.
You warrant that you are the owner of Your Content or you are otherwise authorised to grant us the above licence for any of content owned by a third party that you include in Your Content.
Our Content
We own or license all intellectual property in the Mimo-Connected Services. Mimo (or our licensors, as applicable) owns all intellectual property rights in the Mimo-Connected Services, all content displayed on the Mimo Platform, including but not limited to all trademarks, patents, copyrights, database rights and other intellectual property rights of any nature and all underlying software code ("Mimo Content"). Those works are protected by copyright laws and treaties around the world. No right, title, or interest in or to the Mimo Content is transferred to you, and you are only granted the limited use rights set out in this Agreement.
As long as you comply with this Agreement, Mimo grants you a limited, non-exclusive, non-transferable, revocable licence for the term of this Agreement to access and use the Mimo Platform.
You must not copy, scrape, extract, reproduce, modify, license to any third party, or sell or offer to sell to any third party any data from the Mimo Platform including the Mimo Platform itself. You agree not to use, or cause to be used, any manual or automated program, tool, or process, (including any scraper or spider robot), to extract, scrape, data mine, transmit, or publish, any part of the Mimo Platform.
You will not interfere with or attempt to remove any trademark or copyright notices from any content on the Mimo Platform.
Mimo shall own all intellectual property rights in any derivative works created by Mimo from any data you share with Mimo or submit or upload as a result of using the Mimo Platform and you waive any moral rights that you may have in any such data.
Your "Transactional Information" is information about the way you use the Mimo Platform, any transactions you make or are involved in and any suggestion, enhancement request, recommendation, correction or other feedback. We shall have the right to collect and retain such Transactional Information in order to provide the Mimo-Connected Services and any other ancillary services, as further detailed in the Privacy Policy. As such, you grant to us a worldwide, perpetual, irrevocable, royalty-free licence (with a right to grant sub-licences) to use and create derived data from the Transactional Information.
Modulr's Content
You acknowledge all Intellectual Property Rights in Modulr's products accessed via the Mimo Platform are owned by or provided under licence to Modulr. Modulr grants you a non-exclusive, royalty-free licence for the duration of this Agreement to access and use its products only for the purpose contemplated by this Agreement.
Nothing in this Agreement shall operate to create or transfer any Intellectual Property Right to you in relation to Modulr's products.
General
This Agreement constitutes the entire agreement between you and us in relation to our relationship with you, and supersedes all prior oral and written communications, understandings, representations or warranties (except those made fraudulently) relating to the subject matter hereof. Each of us warrants to the other that it has not relied on any such communications, understandings, representations or warranties entering into this Agreement. Your agreement with Modulr, as referred to in clause 6.1, constitutes the entire agreement between you and Modulr in relation to your Modulr E-Money Account.
In the event of a conflict between this Agreement and the terms of any third party agreement referred to in clause 2.1, the terms of this Agreement shall prevail in relation to your relationship with us.
If any provision of this Agreement is found to be invalid, illegal, or unenforceable, it shall apply with the minimum modification necessary to make it legal, valid, or enforceable and the remainder of this Agreement shall not be affected. You and we agree to attempt to substitute for any invalid, illegal, or unenforceable provision for a valid, legal, or enforceable provision which achieves to the greatest extent possible the same effect as would have been achieved by the invalid, illegal, or unenforceable provision. Both your and our obligations under the invalid, illegal, or unenforceable provision shall be suspended, to the relevant extent, whilst an attempt at such a substitution is made.
We may transfer our rights and obligations under this Agreement to another organisation. We will always tell you in writing if this happens. You must not transfer your rights or your obligations under this Agreement to another person or entity unless we give you prior written consent.
No failure or delay by either us or you to exercise any power or right under this Agreement shall operate as a waiver of it, nor shall any single or partial exercise of such rights or powers preclude any other or further exercise of the right or power. Any of the rights or remedies of us or you under this Agreement may at any time be enforced separately or concurrently with any other rights and remedies whether under this Agreement or arising by operation of law with the effect that the rights and remedies are cumulative and not exclusive of each other.
This Agreement does not give rise to any rights for a third party to enforce any of this Agreement, except as expressly set out in this Agreement.
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the laws of England and the Parties hereby submit to the exclusive jurisdiction of the English Courts.