Ramp

Severity 5 · egregious

“Without prior written consent from Ramp, Company shall not use the Services or any other Ramp Property to develop or train machine learning models or other types of artificial intelligence (AI).”

Ramp prohibits you from using their services to train AI models without their written permission.

You cannot use Ramp's tools to build your own AI, which could be a core part of your business strategy.

Matches The New York Times Co. v. OpenAI & Microsoft (2023)

Severity 3 · notable

“Notwithstanding anything to the contrary set forth herein, if Company purchased Subscription Services, Company’s Subscription Term will automatically renew at the end of each billing period until a party gives the other advance notice of cancellation.”

Ramp automatically renews your subscription at the end of each billing period unless you cancel.

You will be charged for another term if you forget to cancel, even if you no longer need the service.

Matches FTC v. Amazon (Iliad Flow / Prime Enrollment) (2023)

Severity 4 · material

“Different Subscription Services will include access to different features and functionality. Ramp reserves the right to make changes to Ramp’s plans and adjust pricing. Ramp will provide reasonable advance Notice of any increases to Subscription Fees before they take effect for Company.”

Ramp can change its plans and pricing, and will notify you beforehand.

You may face unexpected price increases for the services you rely on.

Matches FTC v. MoviePass / Helios and Matheson Analytics (2021)

Severity 4 · material

“If a change in Subscription Fees is not acceptable, Company’s sole and exclusive remedy will be to terminate the Subscription Services through Company’s Ramp Account before the Subscription Term renews and the new pricing takes effect. By continuing to use the Subscription Services after a change in Subscription Fees takes effect, Company accepts the change.”

If you don't like Ramp's new prices, your only option is to cancel before your renewal date.

Continuing to use Ramp after a price change means you've agreed to the new, potentially higher, cost.

Matches FTC v. MoviePass / Helios and Matheson Analytics (2021)

Severity 3 · notable

“Following cancellation, Company will not receive a refund or cancellation of any Subscription Fees for the final billing period but will continue to have access to the Subscription Services through the end of Company’s Subscription Term.”

If you cancel, you won't get a refund for the current billing period and will still have access until it ends.

You will pay for a full billing cycle even if you decide to stop using the service mid-cycle.

Matches FTC v. Match Group (Match.com) (2019)

Severity 3 · notable

“In addition to the termination rights provided elsewhere in the Agreement, Ramp may terminate the Agreement without cause at any time by providing Company thirty (30) days Notice. Upon termination, any related Cards will immediately expire.”

Ramp can end your service for any reason with 30 days' notice.

Your access to essential financial tools could be cut off with little warning.

Matches PayPal Account Hold / Freeze Class Action — settled for $4M (2021)

Severity 3 · notable

“Company may terminate the Agreement by paying all amounts owed and providing notice to Ramp, but shall remain responsible for all Charges, Fees, Fines, and other amounts owed. Company’s payment and Ramp's acceptance of any amounts does not extinguish or waive any of Ramp's rights hereunder.”

You can cancel the agreement by paying everything you owe, but Ramp still keeps all its rights.

Even after you pay up and leave, Ramp can still pursue you for other claims or issues.

Matches Adobe Early Termination Fee Class Action (2024)

Severity 3 · notable

“Spending limits may be reduced (including to zero), and Company’s Ramp Account may be terminated or otherwise limited, if Company withdraws debit authorization.”

Ramp can reduce your spending limits or terminate your account if you cancel your linked account's debit authorization.

Canceling a payment method could lead to your core services being shut down.

Severity 3 · notable

“To cancel the debit authorization from a Linked Account, Company must provide Ramp thirty (30) days advanced written notice. Such withdrawal of a debit authorization does not terminate the Agreement or Company’s obligation to pay all amounts owed under the Agreement.”

You must give Ramp 30 days' notice to cancel debit authorization from a linked account, but this doesn't end your payment obligations.

You can't stop owing Ramp money just by revoking their access to your bank account.

Severity 5 · egregious

“IN NO EVENT WILL RAMP BE LIABLE TO COMPANY OR ANY OTHER PARTY FOR DAMAGES OF ANY KIND ARISING OUT OF EARLY ACCESS SERVICES, WHETHER RESULTING FROM A TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, WARRANTY, OR OTHER FORM OF ACTION, AND INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, AND EVEN IF COMPANY HAS ADVISED RAMP OF THE POSSIBILITY OF SUCH DAMAGES.”

Ramp is not liable for any damages arising from early access services, even if they were advised of the possibility.

You cannot claim damages from Ramp if their experimental features cause harm, regardless of prior warnings.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 5 · egregious

“COMPANY ACKNOWLEDGES THAT THE SERVICES USE ARTIFICIAL INTELLIGENCE AND MAY GENERATE INACCURATE, INCOMPLETE, OR MISLEADING OUTPUTS; COMPANY IS RESPONSIBLE FOR APPROPRIATELY CONFIGURING AUTOMATED FEATURES AND FOR ALL DECISIONS COMPANY MAKES BASED ON USE OF THE SERVICES.”

You are responsible for any inaccurate or misleading AI outputs from Ramp and for all decisions made based on them.

You bear all the risk if Ramp's AI makes a mistake that leads to financial or operational problems.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 5 · egregious

“WITHOUT LIMITING ANY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH ELSEWHERE IN THE AGREEMENT, COMPANY AGREES THAT EARLY ACCESS SERVICES: (I) ARE NOT COMPLETE IN DEVELOPMENT AND HAVE NOT BEEN GENERALLY RELEASED FOR SALE BY RAMP; (II) MAY NOT BE FULLY FUNCTIONAL AND MAY CONTAIN BUGS, ERRORS, DESIGN FLAWS, OR OTHER PROBLEMS, INCLUDING PROBLEMS THAT MAY ADVERSELY IMPACT THE OPERATION OF COMPANY’S INFRASTRUCTURE OR SERVICES PROVIDED BY RAMP OR ANOTHER PARTY; (III) MAY NOT HAVE BEEN FULLY EVALUATED FOR REGULATORY COMPLIANCE AND MAY NOT MEET ALL REQUIREMENTS FOR TRANSMITTING, STORING, CREATING, OR OTHERWISE PROCESSING FINANCIAL OR PERSONAL DATA; (IV) WHEN USED, MAY RESULT IN UNEXPECTED RESULTS, LOSS OF COMPANY DATA, OR OTHER UNPREDICTABLE DAMAGE OR LOSS; AND (V) ARE PROVIDED ENTIRELY "AS IS" AND AS AVAILABLE, EXCLUSIVE OF ANY WARRANTY WHATSOEVER.”

Ramp provides early access services 'as is' and is not liable for any resulting data loss, system issues, or unexpected problems.

Using beta features means you accept all risks, including data loss and system failures, with no recourse against Ramp.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 4 · material

“RAMP’S AGGREGATE LIABILITY TO COMPANY UNDER THE AGREEMENT FOR ALL CLAIMS IS LIMITED TO THE GREATER OF THE GREATER OF THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY COMPANY TO RAMP IN THE THREE MONTHS PRECEDING THE EVENT THAT IS THE BASIS OF COMPANY’S CLAIM OR $10,000.”

Ramp's total liability to you is capped at the greater of $10,000 or fees paid in the last three months.

If Ramp causes a major issue, your compensation is severely limited, potentially leaving you to absorb most of the losses.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 4 · material

“EXCEPT FOR INTENTIONAL MISCONDUCT, GROSS NEGLIGENCE, AND A PARTY’S INDEMNIFICATION OBLIGATIONS, NEITHER PARTY IS LIABLE FOR CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUE, REPUTATIONAL HARM, PHYSICAL INJURY, OR PROPERTY DAMAGE, WHETHER OR NOT THE PARTY WAS ADVISED OF THE POSSIBILITY BY THE OTHER PARTY OR THIRD PARTIES.”

Neither party is liable for consequential, indirect, or punitive damages, except for intentional misconduct or gross negligence.

You cannot recover lost profits or other indirect financial losses if the other party makes a mistake.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 4 · material

“EXCEPT AS SET FORTH IN SECTION 6.1(B) BELOW, THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY UNDER THE AGREEMENT FOR ALL CLAIMS AND RAMP’S INDEMNIFICATION OBLIGATIONS IS LIMITED TO THE GREATER OF (I) THE TOTAL AMOUNT OF SUBSCRIPTION FEES ACTUALLY PAID BY COMPANY TO RAMP IN THE THREE MONTHS PRECEDING THE EVENT THAT IS THE BASIS OF THE CLAIM, OR (II) $50,000.”

Either party's total liability is capped at the greater of $50,000 or fees paid in the last three months.

If a significant problem arises, your potential recovery is capped, meaning you might not be fully compensated for damages.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 4 · material

“RAMP IS NOT LIABLE TO COMPANY FOR CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS, DAMAGE ATTRIBUTABLE TO REPUTATIONAL HARM, PHYSICAL INJURY OR PROPERTY DAMAGE, OR LOST REVENUE ARISING FROM OR RELATED TO THE AGREEMENT OR TO THE SERVICES OR CARDS, INCLUDING COMPANY OR A COMPANY AFFILIATE’S USE OF OR INABILITY TO USE SERVICES OR CARDS, WHETHER OR NOT RAMP WAS ADVISED OF THEIR POSSIBILITY BY COMPANY OR THIRD PARTIES.”

Ramp is not liable for indirect damages like lost profits, reputational harm, or lost revenue.

If Ramp's service causes you significant financial loss, they won't cover damages beyond a small, capped amount.

Matches Capital One Data Breach Class Action — settled for $190M (2022)

Severity 3 · notable

“Company agrees to indemnify, defend, and hold harmless Ramp, Financial Institution Partners, and Third-Party Service Providers (including each such entity’s affiliates, directors, employees, contractors, and agents) from and against any losses, liabilities, damages, claims, costs, or expenses (including reasonable attorneys' fees) arising out of or relating to third-party claims, proceedings, suits, or actions arising from, related to or involving (i) a Company Affiliate’s, an Administrator’s, or a User’s actual or alleged breach of any legal obligation owed to Ramp or others, including obligations arising out of the Agreement; (ii) amounts owed by Company to third parties; (iii) acts or omissions of Administrators, Users, or other Company or Company Affiliate employees or agents in connection with use of the Services, the Cards, or any Third-Party Services; and (iv) disputes over Charges or other payments between Company or a Company Affiliate and payees.”

You must defend Ramp against third-party claims arising from your misuse of the services or your employees' actions.

You could be forced to pay legal fees and damages for claims against Ramp caused by your company's actions.

Matches T-Mobile Data Breach Settlement — settled for $350M (2022)

Severity 4 · material

“Ramp may modify the Agreement, including by deleting, modifying, or adding provisions to this Platform Agreement or the Ramp Terms, by posting an amended version. The amended version will be effective at the time Ramp posts it, unless otherwise noted.”

Ramp can change the agreement by posting an updated version, which becomes effective immediately unless otherwise noted.

The terms governing your use of Ramp can change without your explicit consent, potentially impacting your obligations.

Severity 4 · material

“If such modifications constitute a material change to the Agreement, Ramp will provide Company with reasonable prior Notice before the modifications become effective as to Company; provided, however, the modified Agreement may take effect immediately in exigent circumstances, including where required to comply with applicable law, regulation, or Payment Network rules or to avoid or mitigate any material risk, loss, or damage.”

Ramp will notify you of material changes, but they can take effect immediately in urgent situations.

You might be subject to significant new terms with very little notice, especially in emergencies.

Severity 4 · material

“Ramp may present Company with additional in-product disclosures or requests for confirmation related to an Integration, and Company’s continued use or re-authorization of the Integration constitutes its agreement to such updates to the Integration.”

Using or re-authorizing integrations after Ramp presents new disclosures means you agree to the updates.

Continuing to use integrated tools after Ramp updates them means you accept any new terms or conditions associated with those integrations.

Severity 4 · material

“If Company does not accept any such modification, Company must cancel its Ramp Account. If Company provides electronic acceptance of the modifications or continues to use the Services or Cards after any modification takes effect, Company will be deemed to have consented to the revised Agreement.”

If you don't agree to Ramp's changes, you must cancel your account; otherwise, continued use means you accept them.

Simply continuing to use Ramp's services after a change implies your agreement, even if you disagree with the new terms.

Matches Italian DPA (Garante) v. WhatsApp — settled for $6M (2022)