In the following terms (the "Authorization"), "we", "us", "our", and "Venn" refer to Venn Software Inc. and its affiliates, successors or assigns, and "you" and "your" refer to each individual authorizing a pre-authorized debit ("PAD") under this Authorization.
All PADs issued under this Authorization are Business PADs as defined in the rules of the Canadian Payments Association (Payments Canada). By entering into this Authorization, you confirm that any PAD issued hereunder relates to a business or commercial activity and is not for personal, family, or household purposes.
1. Authorization. You represent and warrant that you are the person who can authorize withdrawals from the bank account (the "Account") listed on this agreement, and hereby authorize us to issue pre-authorized debits drawn on the Account under any of the following conditions:
Recurring (Interval): On a recurring basis at the frequency and for the amount or amount-determination method as specified by you through the Venn platform (the "Schedule"). Each such PAD is a Business PAD issued at Set Intervals as defined in this Authorization.
Event-Triggered (Threshold): When your Venn account balance falls below a pre-defined threshold as configured by you through the Venn platform (the "Threshold"). Upon the Threshold being triggered, you authorize us to debit the Account for the top-up amount as configured by you through the Venn platform. Each such PAD is a Business PAD occurring upon the occurrence of specified criteria as set out in this Authorization, and no further authorization is required for individual debits issued when the Threshold is triggered.
Negative Balance: In the event your Venn account balance becomes negative, you authorize us to debit the Account for an amount sufficient to return your balance to zero, or such other top-up amount as you have configured in the Venn platform. Each such PAD is a Business PAD occurring upon the occurrence of specified criteria as set out in this Authorization, and no further authorization is required for individual debits triggered by a negative balance.
Sporadic: For variable amounts as initiated by you through the Venn platform. We are required to obtain your authorization for each and every Sporadic PAD prior to that PAD being exchanged and cleared. You authorize each Sporadic PAD by logging into your Venn account and initiating the transaction through the platform interface. Each such initiation constitutes a separate authorization in accordance with the rules of Payments Canada. This per-transaction authorization requirement cannot be waived.
2. PAD Category. You acknowledge and agree that all PADs issued under this Authorization are Business PADs and will be coded accordingly. If you are an individual using this Authorization for personal, family, or household purposes, you must not enter into this Authorization and should contact Venn support.
3. Waiver of Pre-Notification. YOU AUTHORIZE AND AGREE THAT VENN MAY WAIVE THE STANDARD PRE-NOTIFICATION REQUIREMENTS FOR ALL BUSINESS PADS ISSUED UNDER THIS AUTHORIZATION, INCLUDING PRE-NOTIFICATION OF ANY PAYMENT AMOUNT, CHANGE OF PAYMENT AMOUNT, OR CHANGE OF PAYMENT DATE. YOU ACKNOWLEDGE THAT YOU WILL NOT RECEIVE ADVANCE WRITTEN NOTICE OF THE AMOUNT OR DATE OF ANY PAD PRIOR TO THE DEBIT BEING PROCESSED.
4. Waiver of Confirmation Period. YOU AUTHORIZE AND AGREE TO WAIVE THE STANDARD 10 CALENDAR DAY CONFIRMATION PERIOD REQUIRED UNDER RULE H1 OF PAYMENTS CANADA. YOU ACKNOWLEDGE THAT THE COPY OF THIS AUTHORIZATION PROVIDED TO YOU BY EMAIL AT THE TIME OF SIGNING, TOGETHER WITH YOUR ACCOUNT DETAILS AND PAD CONFIGURATION, CONSTITUTES THE CONFIRMATION REQUIRED UNDER RULE H1.
5. Authority and Cancellation. With respect to the Account, you represent and warrant that you have the authority to link such Account and that you have the authority under the terms of your account agreement with your financial institution to authorize the debits contemplated by this Authorization. You may cancel this Authorization at any time by removing the Account by deleting it from your linked Accounts within the Venn application. Upon cancellation, we will use best efforts to cancel the PAD in the next business or processing cycle and will, within not more than 30 calendar days from the date of cancellation, cease to issue any new PADs against you. No further PADs will be issued without a new Authorization from you. You acknowledge that you can obtain a sample cancellation form or further information on your right to cancel this Authorization from your financial institution or by visiting www.payments.ca.
6. Authorization Mechanisms.
Standing Authorization (Interval, Threshold, and Negative Balance): This Authorization constitutes a standing authorization for PADs triggered by the Schedule, the Threshold, or a Negative Balance. No further authorization is required for individual debits issued in accordance with these triggers. You may modify your settings at any time through the Venn platform, and such modifications shall be deemed an amendment to this Authorization.
Per-Transaction Authorization (Sporadic): We are required to obtain authorization from you for each Sporadic PAD. You authorize each Sporadic PAD by logging into your Venn account and initiating the transaction through the platform interface. Each such initiation constitutes a separate authorization in accordance with the rules of Payments Canada. This per-transaction authorization requirement cannot be waived.
7. Validation by Financial Institution. You acknowledge that your financial institution is not required to verify that a PAD has been issued in accordance with the terms of this Authorization.
8. Recourse and Disputes. You have certain recourse rights if any debit does not comply with this Authorization. For example, you have the right to receive reimbursement for any debit that is not authorized or is not consistent with this PAD Agreement. To obtain more information on your recourse rights, you may contact your financial institution or visit www.payments.ca.
You may dispute a PAD if (a) the PAD was not drawn in accordance with this Authorization, (b) this Authorization was revoked prior to the due date of the PAD, or (c) a required Confirmation or Pre-notification was not given in accordance with this Authorization or Rule H1. To be reimbursed, you may need to complete a Reimbursement Claim and present it to your financial institution within 10 Business Days from the date the PAD in dispute was debited from your Account. After such period, any dispute must be resolved solely between you and Venn outside of the rules of Payments Canada.
9. Payment Service Provider. You acknowledge that we may use a third party as our payment processing representative for the transactions contemplated by this Authorization. You agree that the information contained in this Authorization may be disclosed to such third party in accordance with our Privacy Policy and as required to complete any PAD transaction. You acknowledge that this Authorization is provided for the benefit of Venn and is provided in consideration of your financial institution agreeing to process debits against your Account in accordance with the rules of Payments Canada.
10. Contacting Venn. For any questions or concerns regarding this Authorization or any PAD issued hereunder, you may contact Venn support via email at support@venn.ca.