Harvv Financing - Factor Now, Pay Later
Harvv Financing - Factor Now, Pay Later
Terms & Conditions
Terms of Service Agreement for Harvv, Inc.
We were formerly known as QisstPay, Inc. Our name has been changed to Harvv, Inc. with the state of Delaware (pending IRS confirmation). Any references to "QisstPay, Inc." within this document are to be understood as references to "Harvv, Inc."
1. Acceptance of Terms
By creating an account, accessing, or using Harvv's services, products, website, or platform (collectively, the "Services"), you ("Client," "you," or "your") agree to be bound by these Terms of Service ("TOS"), our Privacy Policy, and any additional terms specific to the services you use. If you do not agree with any part of these terms, you must not use our services. These Terms constitute a legally binding agreement between you and Harvv, Inc. ("Harvv," "we," "us," or "our").
2. Description of Services
Harvv provides accounts receivable automation by facilitating payment methods through our partners and offering net terms, where we front the "Seller" the cash, and the "Buyer" can pay us back over time. Our services include:
- Accounts receivable management
- Payment processing services
- Financing solutions
- Platform tools for B2B transaction management
3. Recourse and Non-Recourse Factoring
Harvv offers both recourse and non-recourse factoring options:
- In recourse factoring, the Client remains responsible for any unpaid invoices, and Harvv reserves the right to seek payment from the Client if the debtor fails to pay.
- In non-recourse factoring, Harvv assumes the risk of non-payment by the debtor, subject to certain conditions and limitations.
- All factoring arrangements must be for legitimate business purposes.
4. Platform Exclusivity and Compliance
By accepting these Terms, Client agrees that Harvv shall be the exclusive provider of accounts receivable management, payment processing, and financing services for all B2B transactions during the term of this Agreement. This exclusivity requirement is a material term of this Agreement.
4.1 Prohibited Activities
Clients shall not:
- Process B2B financing or payment transactions outside the platform
- Use alternative financing or payment providers without written consent
- Offer direct payment terms to Buyers
- Circumvent or attempt to circumvent the Harvv platform
5. Fees and Payment Terms
5.1 Platform Usage Requirement and B2B Transaction Fees
For Clients with a paid subscription transacting business through the Harvv platform, any B2B volume or terms processed outside of our platform (including Card, ACH, or Financing) without written authorization from Harvv will incur a 0.5% fee on the transaction volume within 60 days. Harvv reserves the right to charge or autodraft payment methods on file for the Client in such instances.
5.2 Unauthorized Terms or Financing
Any attempt by Clients to offer terms or financing options to their Buyers outside of the Harvv platform without express written consent will incur a fee of up to 2% of the transaction amount. Harvv reserves the right to collect these fees through any payment method provided by the Client.
5.3 Seller Financing Fee
Harvv reserves the right to assess a "Seller's Financing Fee" of up to 5% for financing services, with rates subject to change at Harvv's discretion. This pricing is dynamic and may be adjusted based on Harvv's internal evaluation.
5.4 Liquidated Damages
For platform circumvention:
- First violation: 5% of total transaction value
- Subsequent violations: 10% of total transaction value
These amounts represent reasonable damage estimates, not penalties.
6. Security Interest and Collateral
6.1 Grant of Security Interest
To secure payment and performance of all obligations under this Agreement, Client grants Harvv a continuing security interest in:
- All accounts receivable processed through or intended to be processed through the platform
- All proceeds of such accounts receivable
- All bank accounts used for processing B2B payments
6.2 UCC Filing Authorization
Client authorizes Harvv to file UCC financing statements to perfect its security interest without Client's signature.
7. Audit Rights and Information
Client grants Harvv the right to audit all business records, bank statements, and financial documents relating to B2B transactions to verify compliance with these Terms. Client shall provide such records within 5 business days of request.
8. Volume Requirements
8.1 Initial Eligibility
Clients are required to route 100% of their GMV through Harvv's platform to qualify for net terms invoicing.
8.2 Ongoing Compliance
Clients must maintain a minimum threshold of 80% GMV routed through Harvv to retain eligibility. Reductions below this threshold may result in increased fees, modified terms, or termination of financing eligibility at Harvv's discretion.
9. Confidentiality
Both Harvv and its Clients agree to maintain confidentiality for any sensitive information exchanged between parties, in compliance with GDPR and CCPA.
10. Intellectual Property
All intellectual property rights related to Harvv are the property of Harvv, Inc. You agree not to use, copy, or distribute any of our intellectual property without prior written consent.
11. User Responsibilities
You are responsible for maintaining the accuracy of information provided to Harvv and for keeping your account credentials secure.
12. Data Security
Harvv takes reasonable measures to protect user data, though no method of electronic storage is 100% secure.
13. Third-Party Services
Harvv integrates with third-party services, and your use of these is subject to their respective terms and privacy policies.
14. Disclaimers and Limitation of Liability
Harvv provides its services on an "as-is" basis, without warranties, express or implied. Harvv is not liable for indirect, incidental, or consequential damages arising from your use of our services.
15. Indemnification
You agree to indemnify and hold Harvv harmless from any claims, damages, liabilities, and costs arising from your use of our services or violation of these TOS.
16. Termination
Harvv reserves the right to suspend or terminate your account at any time. Upon termination, you remain responsible for outstanding fees.
17. Governing Law and Dispute Resolution
These TOS shall be governed by Texas law. Any disputes shall first attempt resolution through mediation before proceeding to arbitration in Denton County, Texas.
18. Modifications to Terms
Harvv reserves the right to modify these TOS at any time, with changes effective 30 days from notification.
19. Electronic Execution
This Agreement may be executed electronically, and such execution shall constitute a valid and binding agreement.
