Philip Newton (pne) wrote,
Philip Newton


Someone pointed to Dwolla as a way to let users pay.

I had a brief look at their Terms of Service and I must say, a place that has TOS with such weird punctuation issues as the following is not particularly trust-inspiring. They couldn’t even afford to get a lawyer that can spell?

Item the first:

The following capitalized terms shall have the indicated meanings:
(a) “Account” means a holding account at Veridian Credit Union. Partners” means natural persons or
(b) “Dwolla entities that Dwolla does business with in order to bring the Dwolla System to the marketplace.
(c) “Dwolla System” means the software owned by Dwolla. “Dwolla User”, “You”, or “Your” means a natural
(d) person or entity using the Dwolla System via an account at a Financial Institution. Iowa state
(e) “Veridian Credit Union” is an chartered, NCUSIF federally insured credit union headquartered in Waterloo, Iowa.

Notice the weird quotation marks in Partners” means natural persons or (b) “Dwolla entities that Dwolla does business with. Was this supposed to be “Partners” means natural persons or entities that Dwolla does business with? And was “Dwolla” supposed to be defined somewhere?

Notice also the weird line break in “Dwolla User”, “You”, or “Your” means a natural (d) person or entity. Was item (d) supposed to start before “Dwolla User”? We may never know.

Notice also the fact that Veridian Credit Union is called “an chartered […] credit union”. “An chartered”? Was this thing drawn up by someone with English as their second language?

Item the second:

You agree under no circumstance shall the Dwolla System be used to transmit funds in association or for payment of illegal goods or services. This includes, but is not limited to, illegal substances, pyramid schemes, or any type of money laundering. In the event Dwolla finds your Account is being used (or has at any time) for such activity, it will result in the suspension of your Account. Dwolla will not be a party to the transfer of funds in association with illegal goods and services.

I think the first sentence needs a “that” in there—and a bit of rewording would help, too: “You agree that the Dwolla System shall under no circumstance be used…”.

Also, “your Account is being used (or has at any time been used)” needs the inserted text.

Later on, they say that Dwolla may “hold your funds for up to 90 Days”, but capitalised-Days is not defined further up, making me wonder what the significance of the initial capital letter is. Later on, they go on about Fees and Claims and Chargebacks, also all capitalised, also all without definitions. I wonder whether they think that capital letters are somehow magical, and sprinkling them on key terms throughout lends a bit more gravitas to the document or something.

Then there’s a bit where

You agree Dwolla, for security and performance purposes, shall record information and transaction information privately. This includes, but is not limited to, operating system, IP address, usage statistics, and transaction frequency. This information can be vital for not only security, but insuring our products are fulfilling their intended purposes.

Note that you agree (no “that” for ease of reading) Dwolla shall record this information (my emphasis). This sounds like a promise. Which means that you should be able to subpoena them for the information and they won’t be able to claim that they don’t have it—after all, they are contractually obligated to collect it. I’m not a lawyer, but don’t most similar contracts have a “may” here instead? That would grant them permission but not an obligation to collect data.

But perhaps the most egregious bit is this:

In the event a dispute shall arise between the parties to this [contract, lease, etc.], it is hereby agreed that the dispute shall be referred to USAM Minneapolis, Minnesota St. Paul, MN for arbitration in accordance with the applicable United States Arbitration and Mediation Rules of Arbitration. The arbitrator's decision shall be final and legally binding and judgment may be entered thereon.

“this [contract, lease, etc.]”? Are you kidding me? This looks as if they took a template from somewhere and fiddled with it a little bit but didn’t replace this template variable.

And you’re expected to do business with people that have TOS that look like those? The mind boggles.

Looks to me like something drawn up by a bunch of non-legal amateurs, not something a business uses.

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