Employer Terms of Service
Thank you for choosing Xiggit, Inc. (“Company”) for your business. The Company provides an automatic payroll deduction service including IRAs and Savings and a financial wellness program called Xiggit Boost that builds long term loyalty. The Company refers to the foregoing products, mobile application, website, and/or services herein collectively as “Services.”
This Agreement is effective (“Effective Date”) on the date you first access or use the Services.
Upon notice to you, the Company may increase any fees specified in connection with its payroll deduction Services. Upon notice to you, the Company may increase any Xiggit Boost fees specified in connection with its Services. Fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). You are responsible for paying all Taxes associated with purchases and transactions under this Agreement.
You may pay by way of the Company’s third-party payment processor. You agree not to file a credit or debit card chargeback with regard to any amount of fees charged in connection with the Services. Instead, you agree to abide by the and instead abide by the dispute resolution procedures outlined herein, below.
Our Account registration process will ask you to register your employees in the voluntary payroll deduction service. This is including but not limited to their name, their social security number or other tax identification number, their address, their email address, their phone number, their salary or hourly wage, estimated hours worked weekly, payroll information, ACH information including your bank account number and routing number.
Automatic payroll deduction service. By registering for the automatic payroll deduction service, you agree to provide true, accurate, current and complete information about you and your employees as prompted by the registration process. You further agree that you will not knowingly omit or misrepresent any material facts or information, and that you will promptly enter corrected or updated information in your Account, or notify us in writing regarding your corrected or updated information. Details of the payroll deduction service are outlined in Attachment A.
We may verify your provided information, as required for your use of and access to the Services. You agree to maintain your Account solely for your own use. We reserve the right to suspend or terminate the Account of any User who provides inaccurate, untrue, or incomplete information, or who fails to comply with the account registration requirements.
You are solely and entirely responsible for maintaining the confidentiality of your Account, and for any charges, damages, liabilities or losses incurred or suffered as a result of you failure to do so. Furthermore, you are solely and entirely responsible for any and all activities that occur under your Account, including any charges incurred relating to the Services.
The Company is not liable for any harm caused by or related to the theft of your Account, your disclosure of your Account, or your authorization to allow another person to access or use the Services using your Account. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Services and/or the Website cannot be guaranteed in the event of breach.
By making these Services available to your employees you may encourage your employees to save for retirement by providing general information about the automatic payroll deduction service and offer other educational support materials through Xiggit Boost that explain the advisability of retirement savings, including the advantages of contributing to an IRA. You can have no role in selecting the custodian, broker-dealer or Xiggit Financial, the investment adviser.
However, you must make clear that your involvement in the automatic payroll deduction services is limited to collecting the deducted amounts and using Xiggit to transmit them promptly to Embed. The employer has no role in selecting the custodian or Xiggit Financial. You can not provide any endorsement or promise any particular investment return on the employee’s savings. You can provide information about the mechanics of the service. You can inform employees that there are other IRA providers and the tax consequences of contributing to an IRA through a payroll deduction program are generally the same as the consequences of contributing to an IRA outside of any employer service.
Employers will clearly communicate that the service is voluntary to all employees, and the employer is not recommending or endorsing Xiggit or Xiggit Financial and its investment advice.
Each employee will receive informational materials about the investments from the employer and/or Xiggit at employer registration, at enrollment confirmation and when they are agree to the robo advisor agreement.
The Company reserves the right, in its sole discretion, to terminate your Account if you violate these Terms of Service or for any reason or no reason at any time. We may also suspend your access to the Services and/or Website, and your Account if you: (a) have violated the terms of these Terms of Service, any other agreement you have with the Company; (b) pose an unacceptable credit or fraud risk to us or Users; (c) provide any false, incomplete, inaccurate, or misleading information or otherwise engage in fraudulent or illegal conduct; or (d) for any other reason in the Company's sole discretion.
However, we will not be liable to you for compensation, reimbursement, or damages in connection with your use of the Services, or in connection with any termination or suspension of the Services. Any termination of these Terms of Service does not relieve you of any obligations to pay any Fees or costs accrued prior to the termination and any other amounts owed by you to us, as provided in these Terms of Service.
You may cancel the Services with 30 days notice by contacting us at email@example.com. Notwithstanding the foregoing, if there are any pending transactions relating to your Account, we will close your Account promptly after such transactions are completed or 30 days which ever is lesser. Your employees accounts will continue to exist with Xiggit, Xiggit will continue to have a relationship with them and the accounts will be converted into individual accounts.
Users of the Services will be required to provide their bank account details to the Company to process payment(s). The Company collects, analyzes and relays information to allow the service provider to process these payment(s).
You authorize us to process payment(s) for the Services, using the payment information you have supplied. Specifically, you will be required to provide your bank account details to the Company and/or the third-party service provider, and/or register with the third-party service provider to process payment(s) for the Services. You agree to provide the Company and/or the third-party service provider with accurate and complete information about you and/or your business; and you authorize the Company to share it and any transaction information related to your use of the Services and/or Website with the third-party service provider for the purpose of processing payment(s), including but not limited to the service fees owed to Company for the use of the Service.
The Company reserves the right, in its sole discretion (but not the obligation), to: (i) place on hold any payment and out of pocket expenses; and/or (ii) refund, provide credits or arrange for the third-party service provider to do so, as necessary.
If you believe a payment has been processed in error, you must provide written notice to the Company within thirty (30) days after the date of payment specifying the nature of the error and the amount in dispute. If notice is not received by the Company within such thirty (30) day period, the payment will be deemed final and valid.
The Company is not liable for any losses relating to chargebacks, fraudulent charges, or other actions by any User that are deceptive, fraudulent or otherwise invalid. By using the Services, you hereby release the Company from any liability arising from fraudulent actions. You will also use best efforts to promptly notify the Company of any fraudulent actions which may affect the Services. The Company reserves the right, in its sole discretion, to terminate the account of any User that engages in, or enables any other User to engage in fraudulent actions.
While the Company takes what it believes to be reasonable efforts to ensure secure transmission of your information to the third-party service provider that assesses and processes payment(s), the Company is not responsible for any fees or charges assessed by third party service providers, or any errors in the processing of payment(s) by third party service providers, including any errors that result from third-party negligence, improper transmission of payment information, your mistaken submission of payment information, or your submission of erroneous payment information. Your sole recourse is with the third-party service provider which processed the payment(s).
Links to Other Websites
Intellectual Property Rights
In addition, any trademarks, service marks and logos associated with a Third Party Offering may be the property of the third party provider, and you should consult with their trademark guidelines before using any of their marks.
Any information and data that you submit to the Website or in connection with the Services must not violate the intellectual property rights of third parties.
No Submission of Unsolicited Ideas and/or Materials
In your communications with the Company, please keep in mind that we do not seek any unsolicited ideas or materials for products or services, or even suggested improvements to products or services, including, without limitation, ideas, concepts, inventions, or designs for websites, apps, software or otherwise (collectively, "Unsolicited Ideas and Materials"). Any Unsolicited Ideas and Materials you post on or send to us are deemed User Content and licensed to us as set forth below. In addition, the Company retains all of the rights held by members of the general public with regard to your Unsolicited Ideas and Materials. The Company’s receipt of your Unsolicited Ideas and Materials is not an admission by the Company of their novelty, priority, or originality, and it does not impair the Company’s right to contest existing or future intellectual property rights relating to your Unsolicited Ideas and Materials.
Data Ownership and Usage
You are solely responsible for resolving disputes regarding ownership or access to your data, including those involving any current or former owners, co-owners, employees or contractors of your business. You acknowledge and agree that the Company has no obligation whatsoever to resolve or intervene in such disputes.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES AND/OR THIS WEBSITE.
THE COMPANY DOES NOT WARRANT THAT YOUR USE OF THE SERVICES AND/OR THIS WEBSITE WILL BE SECURE, TIMELY, ERROR-FREE OR UNINTERRUPTED, OR THAT THE SERVICES ARE OR WILL REMAIN UPDATED, COMPLETE OR CORRECT, OR THAT THE SERVICES AND/OR WEBSITE WILL MEET YOUR REQUIREMENTS OR THAT THE SYSTEMS THAT MAKE THE SERVICES AVAILABLE (INCLUDING WITHOUT LIMITATION THE INTERNET, OTHER TRANSMISSION NETWORKS, AND YOUR LOCAL NETWORK AND EQUIPMENT) WILL BE UNINTERRUPTED OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.
THE SERVICES AND ANY PRODUCTS AND THIRD PARTY MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND SOLELY FOR YOUR USE IN ACCORDANCE WITH THIS AGREEMENT.
ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH THE COMPANY AND ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, CONTRACTORS, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “THE COMPANY PARTIES”).
You agree to indemnify, defend, and hold harmless the Company and its Parties from and against any and all third party claims alleged or asserted against any of them, and all related charges, damages and expenses (including, but not limited to, reasonable attorneys' fees and costs) arising from or relating to: (a) any actual or alleged breach of any provisions of this Agreement; (b) any access to or use of the Services and/or Website; (c) any actual or alleged violation by you, an affiliate, or end User of the intellectual property, privacy or other rights of a third party; and (d) any dispute between you and another party and/or User regarding ownership of or access to your data.
THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY AND WILL NOT BE RESPONSIBLE FOR ANY DAMAGES OR LOSS CAUSED, OR ALLEGED TO BE CAUSED, BY THE TRANSMISSION OF BANK ACCOUNT PRIOR TO ITS ENCRYPTION AND RECEIPT BY SERVER(S) OWNED OR CONTROLLED BY THE COMPANY. THE EXCLUDED DAMAGES WILL INCLUDE, WITHOUT LIMITATION, DAMAGES RESULTING FROM FRAUD, EMBEZZLEMENT, THEFT, IDENTITY THEFT, OR INVASION OF PRIVACY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY PARTIES’ AGGREGATE LIABILITY, COLLECTIVELY, FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE FEES PAID PRECEDING THE DATE OF THE INCIDENT. ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) APPLY WITH RESPECT TO BOTH THE COMPANY AND THE COMPANY PARTIES.
IN NO EVENT WILL THE COMPANY HAVE ANY LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, HOWEVER CAUSED, OR FOR ANY LOST PROFITS, LOSS OF USE, DATA OR OPPORTUNITIES, COST OF DATA RECONSTRUCTION, COST OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES OR THIRD PARTY OFFERINGS, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF THE COMPANY, ITS LICENSORS OR SUBCONTRACTORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.
THE COMPANY EXPRESSLY DISCLAIMS ANY LIABILITY THAT MAY ARISE BETWEEN USERS RELATED TO OR ARISING FROM USE OF THE SERVICES. YOU HEREBY RELEASE AND FOREVER DISCHARGE THE COMPANY AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS FROM ANY AND ALL CLAIMS, DEMANDS, DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, WHETHER KNOWN OR UNKNOWN, CONTINGENT OR LIQUIDATED, ARISING FROM OR RELATED TO ANY DISPUTE OR INTERACTIONS WITH ANY OTHER USER, WHETHER ONLINE OR IN PERSON, WHETHER RELATED TO THE PROVISION OF SERVICES OR OTHERWISE.
THE FOREGOING EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
Choice of Law
These Terms of Service and the relationship between you and the Company shall be governed by the laws of the State of California without regard to its conflict of law provisions.
- Informal Dispute Resolution. We want to address your concerns without needing a formal legal case. Before filing a claim against the Company, you agree to try to resolve the Dispute informally by contacting firstname.lastname@example.org. We'll try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or the Company may bring a formal proceeding.
- We Both Agree To Arbitrate. You and the Company agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
- Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by contacting email@example.com within 30 days of first accepting these Terms of Service and stating that you (include your first and last name) decline this arbitration agreement.
- Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in San Francisco, California, or any other location we agree to.
- Arbitration Fees. The AAA rules will govern payment of all arbitration fees. The Company will pay all arbitration fees for claims less than $75,000. The Company will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
- Exceptions to Agreement to Arbitrate. Either you or the Company may assert claims, if they qualify, in small claims court in any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Company’s products or the Company Service, or infringement of intellectual property rights (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
- No Class Actions. You may only resolve Disputes with the Company on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed under this Agreement.
- Judicial Forum for Disputes. In the event that the agreement to arbitrate is found not to apply to you or your claim, you and the Company agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of San Francisco County, California. Both you and the Company consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
- Limitation on Claims. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Company’s products or Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.
- Relationship of the Parties. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and the Company.
- Severability. Should any provision of these Terms of Service be found invalid or unenforceable, the remaining terms shall still apply.
- Force Majeure. Neither Party will be liable for any failure or delay in performance under this Agreement (other than for delay in the payment of money due and payable hereunder) for causes beyond that Party’s reasonable control and occurring without that Party’s fault or negligence, including, but not limited to, acts of God, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving the Company’s or your employees, respectively), computer attacks (by government/nation entities or otherwise) or malicious acts, such as attacks on or through the Internet, any Internet service provider, telecommunications or hosting facility. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.
- Electronic Communications and Signatures. You agree to the use of electronic communication in order to enter into agreements and place orders, and to the electronic delivery of notices, policies and records of transactions initiated or completed through the Services. Furthermore, you hereby waive any rights or requirements under any laws or regulations in any jurisdiction that require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable law.
Company Payroll Deduction Service (including Company IRA and Savings)
1.0 Employer Service Registration
All employees over the age of 18 and under the age of 70 ½, who receives taxable income from the employer are eligible for Services.
Contributions include monies contributed to an Individual’s Retirement Account (IRA) and monies put into Savings held within the Company’s payroll deduction service.
Employees' default contribution rate is 2% of their income to their Roth IRA and 3% to their Emergency Savings Account. Employees can change the rate at any time in the app.
Contributions are automatically increased annually by small amounts determined automatically within the app until the replacement income goal has been reached.
Employees can designate a beneficiary, meaning the individual(s) or entity(ies) entitled to receive the proceeds of an individual's IRA Account and Savings upon their death.
Participants include employees, individuals or beneficiaries.
Employers are for profit or not for profit businesses, including the federal government, any state, any county, any municipal corporation, or any of a state’s units. Employers may participate in Services consistent with the Internal Revenue Service (IRS) guidelines for payroll deduction IRAs and Savings.
In order to register, an employer shall provide the following information to Company:
Employer company name, and “doing business as” name, if applicable;
Federal Employer Identification Number
Employer mailing address; and
Employer owner or CEO legal name, title, phone number and email address
Name, title, phone number, and email address of an individual designated by the employer as the primary contact for the service, if applicable.
An eligible employer may register with the service using the website employer.xiggit.com.
Employers shall notify Company through email with 30 days notice to cease operation of the service.
2.0 Participating Employer Duties
Within 30 days of registration, the participating employer shall provide the following information to Company for each eligible employee:
Employee's full legal name;
Employee's Social Security Number or Individual Taxpayer Identification Number;
Employee's date of birth;
Employee's mailing address;
Employee's mobile phone number; and
Employee's email address(es).
For each eligible employee hired by the employer using the Services shall provide the same information within 30 days of the employee's hire date.
Employers shall remit each employee's contribution each payroll period to Company at the current rate.
The contribution rate is updated by the employee in the app and reported to the employer by Company through the website (employer.xiggit.com) or through an official integration with the employers payroll system.
Company will move the agreed upon payroll compensation withheld from the employee to the IRA custodial account and Savings as soon as administratively possible, not to exceed seven business days from the date of deduction.
Employers shall not:
Require, endorse, encourage, prohibit, restrict, or discourage employee participation in the payroll deduction service.
Provide participants advice or direction regarding investment choices, contribution rates or any other employee decision about the payroll deduction service.
Remit any contributions for any employee who opted out of the payroll deduction service.
Exercise any authority, control, or responsibility regarding the payroll deduction service other than as set forth in this Section.
3.0 Employee Enrollment
All eligible employees shall be enrolled into the payroll deduction service if they do not opt out within 30 days after the date the Company communicates to the employees.
An employee who does not opt out of the payroll deduction service is deemed to have read and understood the content if the employee has received the communication and has has had an opportunity to opt out of the payroll deduction service.
An employee may opt out in the Company app.
Those who opt out of the Program may re-enroll at any time.
If Company is unable to enroll an employee for any reason, the Company shall notify the employer with instructions not to include the contributions for the employee within 30 days. The Company shall subsequently notify the employee by email or text within 30 days of the attempted enrollment.
4.0 Default Service Options and Alternative Elections for Contributions, Automatic Escalation, and Investment Options for Participants
The default IRA contribution rate is 5% but can be changed at anytime within the Company app.
Contributions are made to the appropriate IRA (Roth, Traditional), which the Company will establish on behalf of employees
All contributions in the IRA shall be invested in a default target date portfolio based on enrollment information until the employee enters the app.
The employee can enter the app at any point and take a risk assessment to determine the most appropriate portfolio offer by the Company IRA.
Other Contribution and Investment Election Rules for the Company IRA
Employers are prohibited from contributing to a participating employee's Company IRA Account.
An individual who is both an employer and a participating employee may make Contributions to their own IRA Company Account.
Amounts withheld by the employer shall not exceed the amount of the employee's remaining income after any payroll deductions required by law to have higher precedence, including a court order.
- The default Savings contribution rate is 0% but can be changed at anytime within the Company app.
- Contributions are made to the Savings, which the Company will establish on behalf of employees.
- Other Contribution and Investment Election Rules for the Savings
- Employers can contribute the employee's Savings through Boosts to be moved separately from the payroll deduction.
- Amounts withheld by the employer shall not exceed the amount of the employee's remaining income after any payroll deductions required by law to have higher precedence, including a court order.
5.0 Individual Participation
An individual who is at least eighteen years of age and no older than 79 ½ years old may elect to participate in the Company IRA and Savings as a participating Individual outside of an employment relationship with a participating employer.
Any recurring contribution made by the individual will be governed by settings within Company app.
Contributions by participating individuals shall be invested in the same manner as participating employees.
6.0 Contributions and Distributions
It shall be the responsibility of the participant to determine whether they are eligible to make contributions to a Roth IRA or Traditional IRA and whether the amount of their Contributions to a Roth IRA or Traditional IRA complies with the Internal Revenue Code limits.
A participant may choose to rollover or transfer funds into their IRA Account and their Company Savings.
A participant may choose to rollover or transfer funds out of their IRA Account.