Aesthetics Card Terms & Conditions

Aesthetics Card Terms of Service

Last Revised: April 15, 2022

 

Welcome to AestheticsCard.com  (the “Site”), a website of Aesthetics Card, Inc., a Delaware corporation (“Aesthetics Card” “we,” or “us”). This page explains the terms by which you may use the financial services we make available to you on our Site or on our mobile application (collectively the “Services”).

By submitting your application to obtain an account with us (“Account”) and to use the Services, you signify that you have read, understood, and agree to be bound by these Aesthetics Card Terms of Service (“Agreement”), Aesthetics Card Account Agreement, Aesthetics Card Card Agreement, the Deposit Account Agreements of the banking service provider for your account, other applicable terms and conditions referenced and incorporated in this Agreement, and to the collection and use of your information as set forth in the Aesthetics Card Privacy Policy. You also agree to receive all notices and other communications from us electronically. Aesthetics Card reserves the right to make unilateral modifications to these terms and will provide notice of these changes by posting an updated version to our legal page.

“Company” or “You” means the legal entity that is applying for or that has opened an Account to use the Services and the individual applying for the Account. If you are the individual applying for the Account for a business, you represent and warrant that you are an authorized representative of Company with the authority to bind Company to this Agreement, and that you agree to this Agreement on Company’s behalf.

 

PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

 

1. Scope of the Services; Use of the Services; Eligibility

A. Eligibility. This is a contract between you and Aesthetics Card. You must read and agree to these terms before using the Services. If you do not agree, you may not apply for an Account or use the Services. You may only apply for an Account or use the Services for business purposes, if you are a legal entity formed and registered in the United States and can form a binding contract with Aesthetics Card and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use of or access to the Services for consumer or non-commercial purposes, by anyone under 18 is strictly prohibited and in violation of this Agreement. There may be other eligibility requirements applicable to specific Services.

B. Scope of the Services. Your Account gives you access to various Services, including the demand deposit account (“Deposit Account”), the Aesthetics Card Card, and other services as made available from time-to-time by Aesthetics Card and by Evolve Bank & Trust (our “Banking Services Provider”), and any other functionality that we may establish and maintain from time to time and in our sole discretion.

C. Applying for an Account. You will need to provide Company information and certain personal information (collectively, “Company Information”), when you apply for an Account for business purposes. Company Information may include your registered business name and state of incorporation, the business address, ownership details, the nature of the business, and other business information we may request from time to time; the name, contact information, and date of birth of beneficial owners and certain other personnel, and other personal information; and a corporate registration certificate, proof of address, personal identification, and any other documentary information used to verify business and personal information. We provide Company Information to our Banking Services Provider and other third-party service providers to determine your eligibility for the Services. We rely on the accuracy of the Company Information you provide us when opening and maintaining your Account. We may deny your applications, suspend provision of the Services to you, or close your Account if Company Information is out of date, incomplete, or inaccurate. At any time during the term of this Agreement and as part of your use of the Services, we may require additional Company Information from you to verify your identity and the identity of your business, to obtain other information about your business, to open and maintain accounts and aspects of the Services, to assess your financial condition, and to evaluate the risks associated with your business. You expressly consent and authorize us to retrieve additional Company Information about Company and its owners or directors from our vendors and other third parties to solely to assess the history and risks of the business and to prevent fraud, including by obtaining information from credit reporting agencies and information bureaus, and you authorize and direct such third parties to compile and provide such information to us. You acknowledge that this may include names, addresses, credit history, and other data. You acknowledge that we may use Company Information to verify any other information you provide to us, and that any information we collect may affect our assessment of your overall risk to our business.

D. Account Management and Security. You are solely responsible for the activity that occurs on your Account, and you must keep your Account password secure. We encourage you to use “strong” passwords (for recommendations on what constitutes a strong password, check NIST SP 800-63B) with your Account. You must notify Aesthetics Card immediately of any breach of security or unauthorized use of your Account. Aesthetics Card will not be liable for any losses caused by any unauthorized use of your Account. We may suspend access to your Account if we believe that your Account has been compromised.

E. Prohibitions. You may not use the Account or the Services (a) for any purpose that is unlawful or prohibited by this Agreement; (b) for any personal, family, household, or other use that is not related to Company’s business purpose in case of a business Account; (c) for the benefit of an individual, organization, or country identified on the United States Office of Foreign Assets Control’s Specially Designated Nationals List, or (d) for any third parties unaffiliated with Company.

 

E. Acceptable Use. By registering for and using the Services, you are confirming that you will not use the Services (i) to accept payments in connection with any illegal, unauthorized, or not bona fide transactions; (ii) to handle, process, or transmit funds for any third party; or (iii) to conduct any of the restricted business activities or practices listed here:

  • Any illegal activity, goods, or services

  • Money and legal services (including financial institutions, money transmission, prepaid cards, check cashing, wire transfers, money orders, currency exchanges or dealers, credit counseling services, bill pay services, crowdfunding, insurance, bail bonds, or collections agencies or collections attorneys)

  • Buyer or membership clubs, including dues associated with such clubs

  • Credit protection or identity theft protection services

  • Direct marketing or subscription offers or services or unauthorized multi-level marketing businesses

  • Infomercial sales

  • Internet/mail order/telephone order pharmacies or pharmacy referral services (where fulfillment of medication is performed with an Internet or telephone consultation, absent a physical visit with a physician including re-importation of pharmaceuticals from foreign countries)

  • Inbound or outbound telemarketers

  • Rebate based businesses

  • Up-sell merchants

  • Betting, including lottery tickets, casino gaming chips, Fantasy Football, off-track betting, and wagers at races

  • Virtual currency

  • High-risk products and services, including telemarketing sales

  • Service station merchants

  • Automated fuel dispensers

  • Adult entertainment-oriented products or services (in any medium, including Internet, telephone or printed material)

  • Sales of (i) firearms, firearm parts or hardware, and ammunition; or (ii) weapons and other devices designed to cause physical injury

  • Drug paraphernalia

  • Occult materials

  • Hate or harmful products

  • Escort services

  • Internet/mail order/telephone order of age restricted products (e.g., tobacco)

We may, at any time and without notice, suspend or terminate your Account or your access to any of the Services if you engage in activities that violate the letter or spirit of this section. Our determination of whether a violation of this section has occurred will be final and binding, and any action taken with respect to enforcing this section will be at our sole discretion. We may, at our discretion, permit businesses that conduct any of the activities above to use the Services with restrictions as determined by us. Aesthetics Card may modify this section at any time by posting a revised version in this Agreement.

 

2. The Aesthetics Card Services

A. Deposit Account. Your Deposit Account is a demand deposit account held with our Banking Services Provider and is subject to the terms of this Agreement and the additional terms of our Banking Services Provider. Your funds are fully insured by the Federal Deposit Insurance Corporation up to $250,000. Your Deposit Account will be used in connection with the provision of the other Services under this Agreement. You may also use your Deposit Account to the extent provided in the terms of our Banking Services Provider.

 

B. Aesthetics Card Virtual and Physical Cards.

Your Aesthetics Card Account gives you access to virtual and physical cards (the “Aesthetics Card Card” or “Aesthetics Card Cards”) that you can use to make purchases for your business using funds in your Aesthetics Card Deposit Account. You may not use the Aesthetics Card Cards for any non-business purpose, such as for personal or household purchases, when issued in conjunction with your business Account.

(i) Requesting and Receiving Aesthetics Card Cards. When you sign up for a Aesthetics Card Deposit Account for your business, you will be issued one physical Aesthetics Card Card. You may request additional virtual and physical Aesthetics Card Cards for your employees, contractors, or other people affiliated with your business.

(ii) Spending Limits, Payments, and Refunds. Spending on your Aesthetics Card Card(s) is limited by the available funds in your Deposit Account. Your Aesthetics Card  Card transactions will be settled as they occur by debiting your Aesthetics Card Deposit Account an amount equal to each Aesthetics Card Card transaction. Refunds to your Aesthetics Card Card will be applied to your Aesthetics Card Deposit Account. If you use your Aesthetics Card Card for preauthorized, recurring, or subscription payments, you should regularly monitor the available funds in your Deposit Account to ensure that funds are available to make those payments. If funds are not available at the time a preauthorized, recurring or subscription payment is attempted on your Aesthetics Card Card, the transaction will ordinarily be declined. We will generally decline transactions attempted on your Aesthetics Card Card that would overdraw your Deposit Account. If, however, we do not decline a transaction and that transaction does overdraw your account, we may limit your ability to use other features or spend additional funds from your Deposit Account until your Deposit Account has a positive balance and the transaction that has overdrawn your account has been paid. For more information related to the manner in which your Aesthetics Card Card transactions are debited and settled, refer to the Aesthetics Card Card Agreement.

(iv) Disputes. If you have a dispute about a purchase on your Aesthetics Card Card that you cannot resolve with the merchant directly (a “Disputed Charge”), please contact us at contact@aestheticscard.com as soon as possible, and in all cases within 60 days of the charge. We cannot help you with Disputed Charges you report to us more than 60 days after the charge appears on your account. Disputed Charges will remain debited from your Deposit Account while we determine the outcome of the dispute. We will resolve all disputes in a commercially reasonable timeframe. If we determine you should be reimbursed, we will credit the amount of the Disputed Charge back to your Deposit Account and you will not be charged any fees. If we determine that the Disputed Charge was valid, your Deposit Account will not be reimbursed, and you will be charged a fee as set forth in the Fee Schedule. You assign and transfer to us any rights and claims, excluding tort claims, that you have against a merchant for any Disputed Charge that is fully or partially credited to your Deposit Account. We may assign and transfer the rights you assign and transfer to us under this provision to the Aesthetics Card Card Issuer.

(v) Records, Fees, and Communication. All transaction records and periodic statements may be found in your dashboard for your Account. All fees associated with the Aesthetics Card Cards may be found in the Aesthetics Card Card Agreement.

(vi) Other Aesthetics Card Card Terms. Aesthetics Card Cards are issued by Evolve Bank & Trust (the “Issuer.” ) You agree to the applicable Evolve Bank & Trust terms and conditions. You agree that any future changes to the relevant Evolve Bank & Trust terms and conditions will apply to your Aesthetics Card Card, whether or not Aesthetics Card or Evolve Bank & Trust alerts you to those changes to the Evolve terms and conditions.

 

C. Mobile Remote Deposit Capture. You may remotely deposit paper checks into your Deposit Account through the Aesthetics Card app by creating a Mobile Deposit. When making a Mobile Deposit, you are also subject to the Evolve Bank & Trust Deposit Account Agreement & Service Terms, including the Funds Availability Disclosure section of those terms. A “Mobile Deposit” is the information that is transmitted to us allowing for the deposit, processing, and collection of the item deposited. You may only deposit items made payable to you as the business entity that is named on the Deposit Account. We reserve the right to reject any Mobile Deposit for any reason.

(i) Depositing your Check. You are responsible for creating an accurate Mobile Deposit. To deposit your check, you must endorse the check, enter the correct amount of the check (you are liable for any errors you make during the deposit process), create a check image using the camera on your mobile device to take a picture of the front and back of your check. You may only deposit eligible items through the mobile remote deposit capture service. To mitigate the risk of fraud or the presentment of duplicate items, you agree to mark on the original paper check that the item has been deposited electronically. You also agree to retain all checks deposited via mobile remote deposit capture for at least two business days after the deposit is made and to destroy all deposited checks as soon as reasonably possible, and in no event later than 30 days after the deposit.

(ii) Returned Items. You acknowledge and agree that we may charge you any fees associated with a returned item if a check is returned to us for any reason.

(iii) Representations and Warranties. In addition to any other representations and warranties applicable to your Deposit Account, with respect to each Mobile Deposit, you make any representation or warranty that would have applied had you deposited the original paper check. This includes representations and warranties we make on your behalf when we transfer, present, or originate the Mobile Deposit created from your check image. These representations and warranties include but are not limited to, that: (a) the transmissions contain accurate images of the front and back of the original checks; (b) the transmissions contain all necessary endorsements; and (c) no depository bank, drawee, drawer, or endorser will be asked to make a payment based on an item that it has already paid.

 

D. Digital Checks. You may send digital checks to payees from your Deposit Account. Payees will be able to print the digital check or present the digital check via email or other electronic means to the payee’s bank for deposit. By creating and authorizing the issuance of a digital check or remotely created check (“RCC”), you authorize Aesthetics Card to honor the RCC in the amount and to the payee stated on the RCC even though the RCCs do not contain your signature. You authorize Aesthetics Card to debit your Account for any claim or return based upon an unauthorized RCC and you agree to indemnify and hold Aesthetics Card harmless from and against any claims, liabilities, costs and expenses (including attorney’s fees) resulting directly or indirectly from any breach of the foregoing warranty.

 

3. Fees and Payment.

A. Payment Method. You must keep a valid payment method on file with us to pay for all fees owed. We will debit fees from your Deposit Account or another payment method that you authorize. Aesthetics Card will charge the payment method that you authorize for all applicable fees until the Services are terminated, and any and all outstanding fees have been paid in full. If we are unable to process payment of fees using your payment method on file, we will make a second attempt to process the payment using the payment method on file within three (3) days. If the second attempt is not successful, we will notify you, and may suspend and revoke access to the Services. If the Services are suspended, your Services will be reactivated upon payment of any amounts owed. If the outstanding fees remain unpaid for sixty (60) days following the date of suspension, then Wise reserves the right to terminate your Account. You may change your payment method through your account settings.

 

B. Applicable Fees. Your use of the Services is subject to the fees on the Fee Schedule, which may be updated from time-to-time at our discretion. For fees owed under this Agreement, we will automatically charge you using the payment method you have on file with us and by agreeing to this Agreement, you authorize us to do this. You will be charged via invoice each month on your billing date (“Billing Date”) for all outstanding fees that have not previously been charged or collected. All fees are exclusive of applicable taxes. You are responsible for all applicable taxes that arise from or as a result of your use of the Services.

 

C. Collection and Right to Set-Off. You agree to pay all amounts owed to us on demand. Your failure to pay amounts owed to us under this Agreement is a breach and you will be liable for any costs we incur during collection in addition to the amount you owe. Collection costs may include attorneys’ fees, costs of arbitration or court proceeding, collection agency fees, any applicable interest, and any other related cost. We may collect amounts you owe to us under this Agreement by deducting any amounts you owe to use from your Deposit Account. You grant us a security interest in and right to set off against the Deposit Account.

 

4. Proprietary Rights

A. Limited License. Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Services as permitted by the features of the Services. Aesthetics Card reserves all rights not expressly granted herein in the Services and the Aesthetics Card IP (as defined below). Aesthetics Card may terminate this license at any time for any reason or no reason. The Services and all materials therein or transferred thereby, including, without limitation, all software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and other content available on the Site (the “Aesthetics Card IP”), and all Intellectual Property Rights related thereto, are the exclusive property of Aesthetics Card and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Aesthetics Card IP. Use of the Aesthetics Card IP for any purpose not expressly permitted by this Agreement is strictly prohibited. For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

 

B. Feedback. You may choose to, or we may invite you to, submit comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction, and will not place Aesthetics Card under any fiduciary or other obligation, and that we are free to use your Feedback without any additional compensation to you, or to disclose your Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Aesthetics Card does not waive any rights to use similar or related ideas previously known to Aesthetics Card, or developed by its employees, or obtained from sources other than you.

 

C. Copyright Complaints. If you believe that any material on the Site infringes upon any copyright which you own or control, you may send a written notification of such infringement to our Designated Agent as set forth below:

Aesthetics Card, Inc.

708 E Colorado Blvd.

Pasaedena, CA 91101

legal@aestheticscard.com

To meet the notice restrictions under the Digital Millennium Copyright Act, the notification must be a written communication that includes the following:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;

  • Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;

  • A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and

  • A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

5. Site Data and Privacy

You understand that by using the Services you consent to the collection, use and disclosure of Company Information and aggregate data we collect from your use of the Services (“Site Data”) as set forth in our Privacy Policy, and to have Company Information and Site Data collected, used, transferred to and processed in the United States. You grant us a worldwide, irrevocable license to use, modify, distribute, copy, and create derivative works from Site Data for the purposes identified in this Agreement. Aesthetics Card uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your Company Information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use Company Information for improper purposes. You acknowledge that you provide Company Information at your own risk. Your use of the Deposit Account and other financial services is subject to the privacy policies of our Banking Services Provider.

 

6. Third-Party Links and Information

The Services may contain links to third-party materials that are not owned or controlled by Aesthetics Card. Aesthetics Card does not endorse or assume any responsibility for any such third-party services, information, materials, products, or Services. If you access a third-party website, application or service from the Services, you do so at your own risk, and you understand that this Agreement and Aesthetics Card’s Privacy Policy do not apply to your use of such third-party services. You expressly relieve Aesthetics Card from any and all liability arising from your use of any third-party websites, applications, services, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Aesthetics Card shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

 

7. Indemnification

You agree to defend, indemnify and hold harmless Aesthetics Card and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, our Banking Services Provider, and our third-party service providers, from and against any and all third-party claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of, related to, or resulting from : (a) your use of and access to the Services, including any data or content transmitted or received by you; (b) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (c) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (d) your violation of any applicable law, rule or regulation; (e) your intentional misconduct; or (f) any other party’s access and use of the Services with your unique username, password or other appropriate security code.

 

8. No Warranty

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AESTHETICS CARD OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, AESTHETICS CARD ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE INFORMATION PROVIDED TO YOUR THROUGH THE SERVICES IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.

AESTHETICS CARD DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND AESTHETICS CARD WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

 

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AESTHETICS CARD, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL AESTHETICS CARD BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AESTHETICS CARD ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL AESTHETICS CARD, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING $100.00.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OROLID ANY OTHER BASIS, EVEN IF AESTHETICS CARD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

 

10. Term and Termination

This Agreement is effective when you submit your application to us and continues until terminated by either you or us, or in accordance with the Banking Services Provider’s agreements, third-party payment processor agreements, or as otherwise set forth in this Agreement. You may terminate this Agreement by paying all amounts you owe and providing notice to us; except that you will still be responsible for any charges, fees, fines, and other losses caused by your action or inaction prior to terminating this Agreement. We may terminate this Agreement, or suspend your Account for any reason, by providing you notice, or we may terminate this Agreement immediately in the event you breach or violate any of the terms of this Agreement, as determined in the sole discretion of Aesthetics Card.

 

11. Governing Law, Arbitration, and Class Action/Jury Trial Waiver

A. Governing Law. You agree that: (i) the Services shall be deemed solely based in Delaware, except as may be set forth in the Bank Provider Agreements; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). You agree to submit to the personal jurisdiction of the federal and state courts located in Los Angeles County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. Subject to Section 11.B, you agree that the federal or state courts located in Los Angeles County, California is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the Arbitration provision below is found to be unenforceable.

 

B. Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM AESTHETICS CARD. For any dispute with Aesthetics Card, you agree to first contact us at 708 E Colorado Blvd., Pasadena, CA 91101 and attempt to resolve the dispute with us informally. In the unlikely event that Aesthetics Card has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims arising from protection of Intellectual Property Rights, breach of Confidential Information, which will be resolved through litigation in accordance with Section 11.A, or for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS. Claims with amounts claimed greater than $250,000 will apply the JAMS Comprehensive Arbitration Rules and Procedures; and Disputes with amounts claimed less than or equal to $250,000 will apply the JAMS Streamlined Arbitration Rules. The arbitration will be conducted in Los Angeles County, California, unless you and Aesthetics Card agree otherwise. If JAMS cannot administer the Claim, either party may petition the US District Court for the Southern District of California to appoint an arbitrator. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Either party may commence arbitration by providing a written demand for arbitration to JAMS and the other party detailing the subject of the Claim and the relief requested. Each party will continue to perform its obligations under this Agreement unless that obligation or the amount (to the extent in dispute) is itself the subject of the Claim. Nothing in this Section shall be deemed as preventing either party from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights. Proceedings and information related to them will be maintained as confidential, including the nature and details of the Claim, evidence produced, testimony given, and the outcome of the Claim, unless such information was already in the public domain or was independently obtained. Company and Aesthetics Card, and all witnesses, advisors, and arbitrators will only share such information as necessary to prepare for or conduct arbitration or other legal proceeding, or enforcement of the outcome, unless additional disclosure is required by law.

 

C. Class Action/Jury Trial Waiver. With respect to all persons and entities, regardless of whether they have obtained an account or used the services for personal, commercial or other purposes, all Claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims. You agree that, by entering into this agreement, you and Aesthetics Card are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.

 

12. Communication

By providing us with a telephone number for a mobile device, including a number that you later convert to a mobile device number, you are expressly consenting to receiving communications—including but not limited to prerecorded or artificial voice message calls, text messages, and calls made by an automatic telephone dialing system—from us and our affiliates and agents at that number, about any product or services offered by Aesthetics Card. This express consent applies to each such telephone number that you provide to us now or in the future. Calls and messages may incur access fees from your mobile services provider. You understand that you need not provide this consent as a condition of obtaining goods or services from Aesthetics Card, and that you may decline to provide or revoke your consent at any time by emailing legal@aestheticscard.com or by any other method that reasonably ensures we receive your revocation.

By providing us with a telephone number, you agree that Aesthetics Card may record any telephone conversation with you (or any another individual) during any telephone call to or from that number for training purposes, whether or not the call was initiated by you, and whether or Aesthetics Card disclosed the fact that the call was recorded during the call.

 

13. General

A. Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Aesthetics Card without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

 

B. Notification Procedures and Changes to the Agreement. You consent to us providing notices to you under this Agreement electronically and understand that this consent has the same legal effect as a physical signature. We will provide notices to you electronically through your Account, and via text or SMS to the phone numbers provided to us by you. If you sign up to receive certain Aesthetics Card notifications or information via text or SMS, you may incur additional charges from your wireless provider for these notices. You agree that you are solely responsible for any such charges. Notices affecting the terms of this Agreement will be sent to you and are considered received 24 hours after they are sent. You understand that you may not use the Services unless you consent to receive notices from us electronically. You may only withdraw consent to receive notices electronically by closing your Account. Notices may include alerts about the Services, your Account, and your Deposit Account and may provide you the ability to respond with information about Deposit Account transactions or your Account. You may disable notification preferences to limit the use of certain Service features or to decrease financial risks to the Company. You are required to maintain a regularly updated web browser, and computer and mobile device operating systems to receive notices correctly. You will be responsible for all costs imposed by internet or mobile service providers for sending or receiving notices electronically. Contact us immediately at 708 E Colorado Blvd., Pasadena, CA 91101 if you are having trouble receiving notices from us.

 

C. Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with Aesthetics Card in connection with the Services, shall constitute the entire agreement between you and Aesthetics Card concerning your Account and the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.

 

D. No Waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Aesthetics Card’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

 

E. Legal Orders. We may respond to and comply with any subpoenas, warrants, liens, or any other legal order we receive related to your use of the Services. We are not responsible to you for any losses you incur due to our response to such legal order. We may hold funds or provide information as required by the issuer of the legal order or take any other actions we believe are required of us under legal orders. Where permitted, we will provide you reasonable notice that we have received such an order.

 

F. Survival. Any and all provisions of this Agreement reasonably giving rise to continued obligations of the parties will survive termination of this Agreement.

 

G. Relationship. No joint venture, partnership, employment, or agency relationship exists between you and Aesthetics Card as a result of this Agreement or your use of the Site.

 

Effective April 15, 2022

Aesthetics Card Electronic Communications Agreement

It is our goal to provide you with as many digital banking options as possible, including providing information to you electronically. We are required by law to give you certain information in writing. This means you have the right to receive that information on paper. With your consent, we can provide it to you electronically, instead.

In this Agreement:

  • "We," "us," "our," and "Fintech" mean Aesthetics Card.

  • "You" and "your" mean the person giving this consent, and also each additional account owner, authorized signer, authorized representative, delegate, product owner and/or service user identified on any Aesthetics Card product that you apply for, use or access.

  • "Communications" means each disclosure, notice, agreement, fee schedule, privacy policy, statement, record, document, and other information we provide to you, or that you sign or submit or agree to at our request.

You agree to receive electronic Communications from us.

As part of your relationship with us, we will provide you with Communications. By accepting this Agreement, you consent to receive Communications in electronic form for any products, services and accounts that you have or apply for, either now or in the future. You also consent to the use of electronic signatures in your relationship with us.

We may still choose to provide you with information on paper even though you have consented to receive it electronically. In some cases, we are not permitted by law to deliver certain Communications to you electronically. However, if the law changes in the future and permits additional Communications to be delivered electronically, this Agreement will automatically cover those Communications as well.

 

We may deliver electronic Communications to you in several ways.

When we deliver electronic Communications to you, we will either: (1) email them to you; (2) post them on our website; (3) present them on-screen or for download through one of our online or mobile banking services; (4) include them in other electronic Communications that we are delivering to you, such as electronic account statements; or (5) in the manner specified in any other agreement we have with you. If we are not emailing or presenting the information to you directly, we will tell you where you can go to view that information.

If you seek to obtain a new product, service or account with us, we may remind you that you have already consented to receiving electronic Communications and using electronic signatures in your relationship with us. If you choose not to receive electronic Communications or use electronic signatures in connection with the new product, service or account, that choice does not mean you have withdrawn your consent with respect to any other product, service or account.

You will need some technology to receive electronic Communications.

To receive and retain electronic Communications from us, you will need the following:

  • A computer or mobile device with an operating system that supports everything below;

  • A connection to the internet;

  • A current version of a web browser that we support. You should check the system requirements periodically for updates to supported software;

  • A hard drive or other data storage unit;

  • A valid, active email address; and

  • A current version of a program that displays PDF files (such as Adobe® Reader®).

 

If our hardware and software requirements change, and that change would create a material risk that you would not be able to access or retain electronic Communications, we will give you notice of the change. Continuing to use our electronic services after receiving notice of updates to our system requirements signifies your acceptance of the change and reaffirmation of your consent.

Please keep your contact information up to date.

It is your responsibility to keep all of your contact information current so that we can send you electronic Communications. You can update your email address and other contact information by editing your profile in the Aesthetics Card Application. You may also contact us at contact@aestheticscard.com

 

You may have the option to receive paper copies.

We may choose to make paper copies of certain electronic Communications available upon request. You can request paper account statements via email to contact@aestheticscard.com

 

You can withdraw your consent to receiving electronic Communications.

You have the right to withdraw this consent at any time. Withdrawing consent may terminate your access to certain electronic services. You may also no longer be able to use certain Aesthetics Card products. After we have processed your withdrawal, future Communications required to be in writing will be delivered to you on paper, subject to applicable fees. To withdraw your consent to receiving electronic Communications, you may contact us via email at contact@aestheticscard.com. Your withdrawal of consent will become effective only after we have had a reasonable opportunity to act upon it.

 

Aesthetics Card Program Privacy Policy

 

Effective Date: April 15, 2022

This policy describes how Aesthetics Card, Inc. (“Aesthetics Card,” “we,” “us,” or the “Aesthetics Card” name) collects, aggregates, stores, safeguards and uses the data and information (including non-public personal information, or “NPI”) provided by users through our website, www.aestheticscard.com (the “Site”), as well as information collected by us through other means, including by email, over the phone, or in offline communications. This Site is operated by Aesthetics Card and has been created to provide information about Aesthetics Card, our products, and services (together, the “Services”). 

We take your privacy and the security of your information seriously. 

This policy explains:

  • What information we collect, and how we use it

  • Choices you can make about the way your information is collected and used

  • How we protect personal information electronically and physically

This policy is incorporated into and a material term of your registration and/or use of Aesthetics Card’s products and services, including our website, www.aestheticscard.com.  By using the Site or Services, you consent to the practices set forth in this Privacy Policy.

When the Privacy Policy mentions “Company,” “we,” “us,” or “our,” it refers to Aesthetics Card, a Delaware C-corp corporation and the Aesthetics Card, Inc. you are contracting with in this policy. Aesthetics Card, Inc. referred to herein as “Aesthetics Card” unless the context requires otherwise.

 

INFORMATION WE COLLECT

Information You Provide to Us

Aesthetics Card collects information from you when you choose to provide it to us through the Site or through any other means. This may include when you create an account on the Site, register or request products or services, request information from us, sign up for newsletters or our email lists, use our Site, or otherwise contact us.

The information we collect may include your name, address, email address, telephone or mobile phone number, information relating to your employment or professional activities and financial account information. You may be required to provide certain personal and/or business information to apply for and receive Aesthetics Card products and services.

 

Information We Automatically Collect

We may use cookies or other technologies to automatically collect certain information when you visit our Site or interact with our emails. For example, if you are responding to an offer, promotional email or other email from us, we may automatically populate your personal information into our system once you enter your offer code or similar identifying device or otherwise accept your offer or promotion. Additionally, we may automatically collect certain non-personal information from you such as your browser type, operating system, software version, and Internet Protocol ("IP") address. We also may collect information about your use of the Site, including the date and time of access, the areas or pages that you visit, the amount of time you spend using the Site, the number of times you return, whether you open, forward, or click-through emails, and other Site usage data.

You may adjust your browser or operating system settings to limit this tracking or to decline cookies, but by doing so, you may not be able to use certain features on the Site or take full advantage of all of our offerings. Check the "Help" menu of your browser or operating system to learn how to adjust your tracking settings or cookie preferences. Please note that our system may not respond to Do Not Track requests or headers from some or all browsers.

 

HOW WE USE INFORMATION WE COLLECT

Aesthetics Card uses the data and information you provide in a manner that is consistent with this Privacy Policy and applicable law. If you provide personal data for a certain reason, we may use the personal data in connection with the reason for which it was provided. For instance, if you contact us by email, we will use the personal data you provide to answer your question or resolve your problem. Also, if you provide personal data in order to obtain access to the Site or Services, we will use your personal data to provide you with access to such services and to monitor your use of such services. 

Aesthetics Card may also use your personal data and other personally non-identifiable information collected through the Site or the provision of the Services to help us improve the content and functionality of the Site or the Services, to better understand our users and to improve the Site and the Services. Aesthetics Card and its affiliates may use this information to contact you in the future to tell you about services we believe will be of interest to you. If at any time you wish not to receive any future marketing communications or you wish to have your name deleted from our mailing lists, please contact us as indicated below.

 

SHARING OF INFORMATION WE COLLECT

Aesthetics Card is not in the business of selling your information.  There are, however, certain circumstances in which we may share your personal data with certain third parties without further notice to you, as set forth below:

Agents, Consultants, and Third-Party Service Providers:

 

Aesthetics Card, like many businesses, sometimes hires other companies to perform certain business-related functions. Examples of such functions include mailing information, maintaining databases, and processing payments. When we employ another entity to perform a function of this nature, we only provide them with the information that they need to perform their specific function.

 

Business Transfers:

As we develop our business, we might sell or buy businesses or assets. In the event of a corporate sale, merger, reorganization, dissolution or similar event, personal data may be part of the transferred assets.

 

Related Companies:

We may also share your personal data with our corporate affiliates and subsidiaries, if any, for purposes consistent with this Privacy Policy.

 

Legal Requirements:

Aesthetics Card may disclose your personal data if required to do so by law or in the good faith belief that such action is necessary to (i) comply with a legal obligation, (ii) protect and defend the rights or property of Aesthetics Card, (iii) act in urgent circumstances to protect the personal safety of users of the Site, the Services or the public, or (iv) protect against legal liability.

 

LINKS TO OTHER WEBSITES

The Site may have links to third-party websites, which may have privacy policies that differ from our own. We are not responsible for the practices of such sites, nor does any such link imply that Aesthetics Card endorses or has reviewed the third party site subject to such link. We suggest contacting those sites directly for information on their privacy policies.

 

CHILDREN AND MINORS

Aesthetics Card does not knowingly collect personal data from minors under the age of 18. If you are under the age of 18, please do not submit any personal data through the Services. We encourage parents and legal guardians to monitor their children’s Internet usage and to help enforce our Privacy Policy by instructing their children never to provide personal data without their permission. If you have reason to believe that a minor under the age of 18 has provided personal data to Aesthetics Card through the Site or the Services, please contact us, and we will endeavor to delete that information from our databases.

 

DATA SECURITY

We have taken certain physical, administrative, and technical steps to safeguard the information we collect from and about our customers and Site visitors. While we make reasonable efforts to help ensure the integrity and security of our network and systems, we cannot guarantee our security measures.  Therefore, you should take special care in deciding what information you send to us via email. Please keep this in mind when disclosing any personal data to Aesthetics Card via the Internet.

ACCESS TO YOUR PERSONAL INFORMATION

To keep your personal data accurate, current, and complete, please contact us as specified below. We will take reasonable steps to update or correct personal information in our possession that you have previously submitted via the Services.

 

Who Can I Contact at Aesthetics Card Regarding Data Protection Issues? 

Aesthetics Card has designated a Data Protection Officer to assist with data privacy and data protection issues.  You may contact him or her by emailing  data@aestheticscard.com and addressing your questions or concerns to the Data Protection Officer. 

 

IF YOU HAVE QUESTIONS

If you have any questions about this Privacy Statement or the practices described herein, you may contact us at: legal@aestheticscard.com

 

CHANGES TO THIS STATEMENT

Aesthetics Card reserves the right to revise this Privacy Policy at any time. When we do, we will post the change(s) on the Site. This Privacy Policy was last updated on the date indicated above. Your continued use of the Site and the Services after any changes or revisions to this Privacy Policy shall indicate your agreement with the terms of such revised Privacy Policy.

Solid Platform Terms of Service 

Effective May 1, 2021 

If you are using  (1) a website or mobile application that uses Solid to enable your banking needs; (2) an account created on websites; or (3) you are otherwise using our website and software services under the Terms of Service. By using these services, you agree to Solid’s Terms of Service and Privacy  Policy (collectively, the “Terms of Service”), all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. We may update these Terms of Service from time to time and it is your responsibility to check for updates. 

If you do not agree to these Terms of Service, you must immediately stop using our services.

 

NOTICE OF BINDING ARBITRATION 

ANY CLAIM, DISPUTE OR CONTROVERSY OF WHATEVER NATURE ARISING OUT  OF OR RELATING TO THE TERMS OF SERVICE SHALL BE RESOLVED BY FINAL  AND BINDING ARBITRATION IN ACCORDANCE WITH THE PROCESS DESCRIBED  IN THE SECTION TITLED “BINDING ARBITRATION” BELOW. PLEASE READ THE  SECTION TITLED “BINDING ARBITRATION” CAREFULLY. 

1. Introduction to “Solid”

Solid Financial Technologies, Inc. and our affiliates or subsidiaries (collectively “Solid,” “we,” “us,” or “our”) is banking as a software (BaaS) layer between banks, and the financial technology platforms using our services (“Platform”).  We provide Platforms banking services (e.g. bank transfers or accounts) to you through Solid’s bank partners  (collectively “Banks”). 

 

Check out our website (solidfi.com) or feel free to email us at chat@solidfi.com to learn more about Solid. 

 

2. Your customer relationship to Solid 

By using our services offered through Platforms or our website or mobile application, you became a customer of Solid. You agree to these Terms of Service when you use the services. You understand that all bank and transaction-related services are provided directly by the Bank, except as it relates to specific services provided to you by your Platform. Similarly, Platform is responsible for providing their services to you pursuant to your agreements with Platform. Solid’s services allow you to easily communicate with banks and other financial institutions through  Platforms. By using our service, you grant us the right, power,  and authority to act on your behalf to access and transmit your personal and financial information, and requests for services between Bank, Platform, and any other financial institutions (as applicable). 

 

3. Your representations and promises or affirmations to us. 

By using our services or by accessing Solid’s or a Platform’s  website or phone application, you acknowledged and agree that: 

a. Restriction on acceptance and use of our services. 

You are at least 18 years old (or legal age of capacity of your state) and you have the right, authority, and capacity to enter into these Terms of Service. If you are accepting these Terms of  Service on behalf of any legal entity, including any company,  organization, government, or governmental agency, you have been  authorized to do so and to act on behalf of such legal entity:

b. True and accurate information. 

The information and instructions you provide us are true, accurate,  and complete, as you are solely responsible for such information and instructions. Additionally, you will provide all information requested by us, such as your name, email address, phone number,  date of birth, social security number or tax identification number,  photo ID, online login credentials or your account and routing numbers for your bank or credit union account (“Bank Account”),  and such other information as we may request from time to time.  You agree to update us if the information changes (collectively,  your “User Data”). We may use third parties to verify all or a  portion of your information. 

 

c. Verification of your information. 

We may share your information with your Platform, Bank, our subsidiaries, and other third parties to verify your identity and/or your account information to provide our services to you as further detailed in our Privacy Policy. Sharing this information  is necessary to open an Account and to provide transaction-related  services as further detailed in the Section “USA PATRIOT Act  notice.” 

 

d. Password security. 

If Platform or we provide you with login credentials (e.g. username, password or PIN) to access our services, (i) you will keep this information secure and confidential; (ii) you will not share such information with third parties; and (iii) you understand that you are responsible for all activity any person conducts using your login credentials to access our services, regardless of whether or not you authorized the activity. We will never ask you for your login credentials by phone or email. 

 

e. Authorization to debit your account. 

By using our transactions services to send funds via the Automated  Clearing House (“ACH”) from your linked Bank Account(s) to your  Account, Platform, or a third party, you authorize us (as an agent of  Bank) to debit the Bank Account indicated by you for the amount and on the date provided by you. You understand that because this will be an electronic transaction, and funds may be withdrawn from your account as soon as the above-noted transaction date. You will not dispute your Platform, Bank, or Solid debiting my account,  so long as the transaction corresponds to the terms indicated in the transaction web form provided to you. 

 

f. Limits on access to services. 

We may limit or suspend your access to our services or take other actions against you if the information you provide us is incorrect or you otherwise breach these Terms of Service as further detailed in these Terms of Service. 

 

g. Compliance with the law and your agreements.

Your use of our services does not violate any laws or regulations or any agreements with any third parties. 

 

h. Platform services are not endorsed. 

We do not provide any endorsements or guarantees for any individual or entity using Solid’s services (including the Platform you accessed to use our services), nor any third party offers, goods or services featured on our websites. Information regarding third-party offers, goods, and services is provided on our websites for informational purposes only, and may not be true, accurate, or reliable. 

 

i. USA PATRIOT Act notice. 

Important information about procedures for using our services under the USA PATRIOT Act of 2001: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for you: When you use our services, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see a form of identification with your photograph or other identifying documents. 

 

4. Your conduct. 

You understand and agree that you will not: 

 

a. Use our services, without Solid’s prior written  consent, to transact with or operate services relating  to (i) credit repair, (ii) debt consolidation, (iii)  payday loans, (iv) title loans, (v) telemarketing, (vi)  tobacco sales, (vii) travel clubs, (viii) sweepstakes, (ix) choice of law, (x) marijuana or controlled substance  supply, (xi) tribal and entities that are not governed  by the U.S. or states, (xii) mail order or telephone  order companies, (xiii) business located outside of the  U.S., (xiv) adult entertainment, (xv) stored value  cards, (xvi) illegal or fraudulent goods or services,  including, but not limited to, illegal substances,  counterfeit goods, stolen goods, illegal or controlled  substances, and substances that pose a risk to consumer  safety (including synthetics, “potpourri not for human  consumption”, and other similar items), illegal online  gambling / wagering, pyramid schemes, counterfeit goods,  unlicensed sale of firearms or weapons, (xvii) any type  of money laundering, or (xviii) other businesses that  operate or engage in any business regulated by FinCEN,  including money service businesses, e-money business,  and businesses selling money orders or traveler’s  checks, and virtual or crypto-currency marketplaces and  exchanges;

 

b. Provide false or inaccurate information to us, including an attempt to falsify your identity, such as by providing  false account information or false documents; 

 

c. Defraud us, Bank, or other Solid users in any way; 

 

d. Receive or attempt to receive duplicate compensation for  a disputed payment from the recipient, Solid, Bank,  and/or other financial institutions; 

 

e. Engage in activity that indicates, in Solid or the  Bank’s discretion, that there may be a high level of risk  associated with you, your Account, or any of your Solid  account activity; or 

 

f. Otherwise breach the terms of these Terms of Service or the policies herein. 

 

5. Our services. 

Solid provides software services to you and Platforms to give you the ability to send and receive funds from third parties, in addition, to open up an Account. All funds transfer services are provided by Bank, as Solid does not receive, hold, or transmit funds. Our software allows you to send funds transfer instructions to Bank. Any funds balance displayed by Solid’s software are held in your Account, or otherwise held by Bank or Platform for your benefit, as applicable (“Account Balance”). 

Solid MAKES NO REPRESENTATIONS OR WARRANTIES RELATING TO YOUR  FUNDS OR ACCOUNT BALANCES INCLUDING FEDERAL DEPOSIT INSURANCE  CORPORATION (“FDIC”) INSURANCE COVERAGE. SUCH REPRESENTATIONS AND  WARRANTIES MAY BE FOUND IN YOUR SPECIFIC ACCOUNT AGREEMENT OR  AGREEMENT WITH YOUR PLATFORM. UNLESS NOTIFIED OTHERWISE BY SUCH  AGREEMENTS, YOUR ACCOUNT BALANCES MAY LOSE VALUE IN THE EVENT BANK,  THE BROKER-DEALER, OR PLATFORM ENTERS A RECEIVERSHIP. 

 

a. Bank account services. 

We provide software services to facilitate your requests for services relating to your Account as detailed in such agreements.  We are not responsible or liable if your request for such services is limited, delayed, or denied for risk, compliance, or other reasons. 

 

b. Transaction-only services. 

As an agent of a Bank, we may provide you with services to process transactions to or from your Platform or a third party in addition to your Account. In certain circumstances relating to our transaction services, your funds may be held by Platform or Bank for your benefit and an account balance may be displayed to you by our software. To provide services under this section, we may collect personally identifiable information, your Bank Account login credentials or account and routing numbers for your Bank  Account, or other User Data information as we may request from time to time as further detailed in these Terms of Service and our  Privacy Policy. Transactions processed via Automated Clearing House  (“ACH”) will be processed in accordance with such timeframes except as otherwise noted in these Terms of Service. Such transaction services may be limited, delayed, or denied for risk and compliance reasons that we may not be able to disclose to you. You understand that the transactions may be limited, delayed, or denied and expressly disclaim any claims relating to such actions. We are not responsible for reviewing the accuracy of the transactions (amount,  date, or the sender or receiver of funds). Additionally, we are not responsible if the receiver of funds rejects your transaction. 

 

c. Other services. 

We may from time to time offer additional services or remove services without prior notice to you. You agree to be bound by the terms and conditions of such services as they may be offered to you. 

 

6. Fees. 

Fees for services offered under your Account are detailed in the specific Account agreements. If you use our Transaction services listed in Section 4(b), you may be charged a transaction fee by  Platform or us as detailed in your agreement with Platform.  Transactions completed on our website or mobile application may include a transaction fee as detailed when you make a transaction request. 

 

7. Reversals. 

In the event that a sender or the sender’s financial institution requests a reversal of payment or Solid decides against you in a  dispute against you, we reserve the right to charge you a $15.00  fee in addition to the full amount of the transaction  (collectively, the “Reversal Dues”). You agree to immediately reimburse for the Reversal Dues. Additionally, you authorize us to recover any Reversal Dues outstanding to Solid or Bank by debiting your available Account Balance. If you have an insufficient Account  Balance, you authorize Solid and our Bank to take any of the  following actions to recover the remaining amounts from you: 

a. Debit the Bank Account(s) linked to our services; 

b. Suspend your use of our services and require your immediate payment; or 

c. Engage in collection efforts. 

 

8. Protecting you and resolving disputes. 

Solid is always looking for ways to protect you from abusive business practices, security-related issues, and other issues you may encounter with Platform and our Banks. If you have a complaint against how Platform or Bank is providing services to you or using your User Data, just let us know by emailing us at  legal@solidfi.com per below. We cannot warranty or guarantee anything under this section, but if we are able to help, we will work with you to resolve your complaint so long as such assistance is commercially reasonable and does not violate any agreements with third parties, regulations, or laws. Disputes relating to your Account shall be governed by your specific account agreements.  Below is more information on how we can try to help you with other  Disputes (as defined below). 

 

a. Dispute resolution. 

You understand and agree that we are not responsible for the goods or services that you pay for using our services, including but not limited to those offered by your Platform and other third parties.  Each Platform and seller that you purchase from is responsible for providing the goods and services that you purchase and for providing all customer service related to those goods and services.  We recommend that you review Platform’s and, if applicable, a  seller’s policies before completing your purchase. You are  responsible for resolving any disputes that you may have with a 

Platform or a seller. If you have exhausted all options for resolving a complaint about abusive business practices, security-related issues, or other dispute with a Platform or a seller, you may choose to file a dispute claim with Solid (“Dispute”) by following the steps in this “Disputes” Section. 

 

b. Release of Solid. 

By filing a Dispute, you understand and agree that: 

You are asking us to assist in resolving the dispute in its sole  discretion and that such assistance or Solid’s decision may not  be satisfactory to you; 

Solid’s assistance in resolving the dispute does not guarantee  any particular outcome or any action on our part; and 

You release Solid and our officers, directors, agents, employees,  subsidiaries, and suppliers from all claims, demands, and damages of any kind arising out of your dispute with a seller and Solid’s review of your Dispute. 

 

c. How to file a Dispute. To file a Dispute, follow these  steps: 

i. Abusive business practices, security issues, or other non-transaction-related disputes. If you  have a complaint about a Platform relating to  abusive business practices, security issues,  handling of your User Data, or related issues,  email us at legal@solidfi.com with the  following information: 

1. The email associated with your account; 

2. The name of the website, mobile application, and Platform relating to such Dispute; 

3. The details of your Dispute with the  Platform, including any steps already taken to resolve the issue, and copies of  supporting documentation (e.g. email  correspondence, related agreements, and  

promises or affirmations, etc.); and

4. How these issues have negatively affected you. 

 

ii. Transaction-related disputes or unauthorized activity. Within 45 days of the original disputed  transaction or immediately if the Dispute relates to unauthorized activity, email us at chat@solidfi.com with the following  information: 

1. The email associated with your account and  names of both parties, if available; 

2. The name of the website, phone application, and Platform relating to such Dispute; 

3. The transaction ID number; 

4. The amount of the transaction; and 

5. The details of the unauthorized activity or your disagreement with the recipient, including any steps already taken to resolve the issue, and copies of supporting documentation (e.g. when you first noticed such unauthorized activity, email correspondence, receipts, shipping confirmations, etc.). 

Provide any additional information or documentation that we may request. Once Solid has decided the outcome of the  Dispute, the parties will be notified of the decision. You are required to comply with the decision and complete any actions required by such decision. 

All disputes relating to an Account shall be governed by the specific Account agreement and this section shall not apply. 

9. Your liability and actions against you. 

a. Your liability. 

You are responsible for all Reversal Dues, claims, fees,  fines, penalties, and other liabilities incurred by Solid, Bank,  other Solid users, a Platform, or third parties arising from your breach of these Terms of Service or your use of our services.  You agree to reimburse Solid, Bank, other Solid users,  Platforms, or third parties for any and all such liability. 

b. Actions we may take. 

If we determine, in our sole discretion, that you may have breached these Terms of Service, that you or your account activity presents risk or security concerns, or if we are unable to verify your identity, we may take actions to protect Solid, Bank, Platforms,  our users, or other third parties from Reversal Dues, claims,  fines, penalties, and any other liability. These actions may  include, but are not limited to, the following:

i. Suspending your access to your Account or other  Solid related services; 

ii. Suspending your access to your funds held in your  Account, or otherwise held with Bank or Platform for your benefit for up to 90 days; 

iii. Taking action as set out in the “Reversals”  Section to recover amounts that you owe; 

iv. Closing your Account held by Bank or Platform for  your benefit; 

v. Contacting Platforms, our users or third parties  who have purchased goods or services from you, contacting the financial institution associated  

with your Bank Account(s), and/or warning other Solid users, law enforcement, or other impacted  third parties of your actions; 

vi. Refusing to provide our services to you in the  future; and 

vii. Taking legal action against you. 

 

c. Notice of limit or suspension. We will provide you with notice if we take any of the above actions against your  Account or other accounts held by Bank or Platform for your benefit. If we limit or suspend such accounts, we will provide you with notice of our action. 

10. Your privacy + our Privacy Policy. 

Solid takes your privacy seriously. To learn more about what information we may collect, how we use your information, and how we share your information with Platform or to open your Account,  please review our Privacy Policy found at  https://solidfi.com/privacy. 

 

11. Solid services are in the US Only. 

Solid’s services are based in the United States of America. We make no claims whether these services can be appropriately used outside of the United States. If you access our services from outside of the United States, you do so at your own risk. You are solely responsible for ensuring compliance with local laws. 

 

12. Solid can terminate these Terms of Service at will. 

We reserve the right, at our sole discretion, to restrict, suspend,  or terminate these Terms of Service and your access to all or any part of our services, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of our services at any time without prior notice or liability. 

 

13. Terminating your agreement with Solid. 

If you wish to terminate your use of the services and the Terms of  Service, email us at legal@solidfi.com. However, if you terminate the Terms of Service with Solid, this will result in your Account Agreement being terminated and may impair your ability to use Platform’s services. You accept sole responsibility and any liabilities resulting from an impairment of Platform’s services or termination of your agreements with Platform, to the fullest extent permitted by law. 

 

14. Terminating your agreement with Platform or your  Account. 

If you wish to terminate your agreement with Platform or your  Account, you must notify the parties of such agreements in accordance with such agreements. 

 

15. Notice + electronic communication. 

To the fullest extent permitted by law, these Terms of Service,  notices, and other communications (collectively, “communications”)  from Solid to you regarding these Terms of Service may be provided to you electronically via Solid, Bank, or Platform (on behalf of  Solid), and you consent and agree to receive those communications in an electronic form. Electronic communications may be posted on the page you are on now and the pages within the Platform’s website or application, pages within the Solid website  (https://solidfi.com/) or applications, and/or delivered by  Solid, Bank, or the Platform (on behalf of Solid) to your email address(es) provided to Platform and us. You may download or print a paper copy of any electronic communication and retain it for your records. All communications in electronic format will be considered to be "in writing," and to have been received no later than twenty-four (24) hours after posting or dissemination, whether or not you have received or retrieved the communication. Solid reserves the right to provide communications in paper format. You agree to give us notice of any change of your postal or email address. 

Your consent to receive communications electronically is valid until you revoke your consent by notifying us of your decision to do so. If you revoke your consent to receive communications electronically, Solid may terminate your right to use the services under these Terms of Service and, as a result, your ability to use the Bank or Platform services, and you accept sole liability for resulting from an involuntary termination of the  Bank’s or Platform’s services, to the extent permitted by law. 

You may give notice to Solid by emailing Solid at  legal@solidfi.com 

“Business Day” for the purpose of these Terms of Service means every day is a business day except Saturdays, Sundays, and federal and state holidays. 

 

16. Modifications.

Solid may revise these terms of Service at any time without notice. By using the Platform’s or Bank’s services,  Solid services or website, you are agreeing to be bound by the then current version of these Terms of Service and any amendments to the Terms of Service upon your continued use of our services. 

17. IMPORTANT LEGAL PROVISIONS

 

a. NO WARRANTIES. 

THE SERVICES UNDER THE TERMS OF SERVICE, Solid’S WEBSITE, AND ITS  CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT  ANY WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR  PURPOSE. 

THE Solid SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE”,  WITHOUT ANY REPRESENTATION OF WARRANTY, WHETHER EXPRESS, IMPLIED,  OR STATUTORY. USE OF THE Solid SERVICES IS AT YOUR OWN RISK.  Solid, BANKS, AND OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS,  AGENTS, EMPLOYEES, AND SUPPLIERS, SPECIFICALLY DISCLAIM ANY IMPLIED  WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,  AND NON-INFRINGEMENT. NEITHER Solid NOR BANK HAVE CONTROL OF, OR  LIABILITY FOR, ANY PRODUCTS OR SERVICES OFFERED BY PLATFORMS OR  THAT ARE PAID FOR USING OUR SERVICES AND CANNOT ENSURE THAT ANY  PLATFORM OR OTHER THIRD PARTY YOU TRANSACT WITH WILL COMPLETE THE  TRANSACTION. NEITHER Solid NOR BANK REPRESENT OR WARRANT THAT  OUR SERVICES WILL MEET YOUR REQUIREMENTS, BE CONTINUOUS,  UNINTERRUPTED, SECURE, TIMELY, OR ERROR-FREE, OR THAT DEFECTS WILL  BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN,  OBTAINED BY YOU FROM Solid OR THROUGH OUR SERVICES WILL CREATE  ANY WARRANTY NOT EXPRESSLY STATED HEREIN. NEITHER Solid NOR BANK  SHALL BE RESPONSIBLE FOR ANY SERVICE INTERRUPTIONS OR SYSTEM  FAILURES THAT MAY AFFECT THE PROCESSING, COMPLETION, OR SETTLEMENT  OF OUR SERVICE TRANSACTIONS. THIS DISCLAIMER OF WARRANTY SECTION  SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE  JURISDICTION 

Solid MAKES NO REPRESENTATIONS OR WARRANTIES RELATING TO YOUR  FUNDS OR ACCOUNT BALANCES INCLUDING FEDERAL DEPOSIT INSURANCE  CORPORATION (“FDIC”) INSURANCE COVERAGE OR SECURITIES INVESTOR  PROTECTION CORPORATION (“SPIC”) INSURANCE COVERAGE. SUCH  REPRESENTATIONS AND WARRANTIES MAY BE FOUND IN THE SPECIFIC  ACCOUNT AGREEMENT OR AGREEMENT WITH YOUR PLATFORM. UNLESS  NOTIFIED OTHERWISE BY SUCH AGREEMENTS, YOUR ACCOUNT BALANCES MAY  LOSE VALUE IN THE EVENT BANK OR BROKER DEALER ENTERS A  RECEIVERSHIP.

b. Force majeure. 

You understand and agree we will not be held responsible for any losses or damages resulting from suspension of service due to extraordinary events or circumstances beyond our control. In such an event, Solid or Bank may suspend the services and access to your Account held by Bank or Platform for your benefit. 

c. LIMITATION OF LIABILITY. 

IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES WHATSOEVER  (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, AND CONSEQUENTIAL  DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR  BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE  Solid’S, BANK’S, PLATFORM’S SERVICES OR WEBSITES OR PHONE  APPLICATIONS OR CONTENT THEREIN WHETHER BASED ON WARRANTY,  CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY,  EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR  LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES,  SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST  EXTENT PERMITTED BY LAW. 

d. Indemnification. 

You agree to defend, indemnify and hold harmless Solid and their respective officers, directors, employees, agents, and suppliers (collectively “Disclaiming Entities”) from and against any third party claim, suit, demand, loss, liability, damage,  action, proceeding or suits and related liabilities, damages,  settlements, penalties, fines, costs or expenses (including reasonable attorneys' fees and other litigation expenses) arising out of or relating to (i) your breach of any provision of these  Terms of Service; (ii) your actions and omissions in connection with your accounts or our services; (iii) our actions and omissions, provided that they are taken/omitted in accordance with this Terms of Service or your instructions; or (iv) your violation of any laws and regulations; or (v) your negligent or reckless act or omission or willful misconduct of your employees,  contractors, or agents. This provision shall survive the termination of these Terms of Service. 

e. Binding Arbitration. 

Any controversy or claim arising out of or relating to these  Terms of Service, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. In any arbitration arising out of or related to the Terms of Service, the arbitrators will award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with those aspects of its claims or defenses on which it prevails, and any opposing awards of costs and attorneys’ fees awards will be offset. 

No class actions or similar process, and no joinder or consolidation of any claim with a claim of any other person or entity, shall be allowable in arbitration, without the written consent of both parties. The arbitrator shall have no authority to entertain any claim on behalf of a class, group, person, or entity who is not a named party to the arbitration, nor shall any arbitrator have authority to make any award for the benefit of,  or against, any class, group, person, or entity who is not a  named party to the arbitration. In the event that there is a  dispute about whether limiting arbitration to non-class proceedings, or to the named parties, is enforceable under applicable law, then that question shall be resolved by a court rather than by an arbitrator, and to the extent, it is determined that resolution of a claim must proceed on a class basis, it shall so proceed in a court of competent jurisdiction rather than in arbitration. 

The place of arbitration shall be San Francisco, CA, except to the extent, the arbitration involves Bank and/or your Account, or a third-party service provider of Solid as a party to the dispute, then Solid may in its sole discretion move the place of arbitration to the location of such arbitration proceedings to which you have previously agreed to in such agreements (See, your specific Account Agreement Arbitration sections for more information of the place of arbitration). 

ARBITRATION WITH RESPECT TO A CLAIM IS BINDING AND NEITHER PARTY  WILL HAVE THE RIGHT TO LITIGATE THAT CLAIM THROUGH A COURT. IN  ARBITRATION THE PARTIES WILL NOT HAVE THE SAME RIGHTS THAT APPLY  IN COURT, SUCH AS THE RIGHT TO A TRIAL BY JUDGE OR JURY AND THE  RIGHT TO PARTICIPATE OR BE REPRESENTED IN PROCEEDINGS BROUGHT BY  OTHERS SUCH AS CLASS ACTIONS OR SIMILAR PROCEEDINGS. IN ADDITION,  THE RIGHT TO DISCOVERY AND THE RIGHT TO APPEAL MAY ALSO BE LIMITED  OR ELIMINATED IN ARBITRATION. ALL OF THESE JUDICIAL RIGHTS ARE  WAIVED WITH RESPECT TO CLAIMS THAT THE PARTIES ELECT TO ARBITRATE. 

All claims, findings, and settlements under this “Binding  Arbitration” shall be confidential information of Solid. You shall not disclose or reveal to employees, agents, Platform, or other third parties unless such information is already publicly available. Due to the unique nature of the confidential information, monetary damages may be inadequate to compensate us for your violation or threatened violation may cause irreparable injury to us and, in addition to any other remedies that may be available, in law, in equity or otherwise, we shall be entitled to seek injunctive relief against the threatened breach of confidentiality or the continuation of any such breach by you. 

18. Other legal terms. 

The Terms of Service are governed by the laws of the State of California. You agree to submit to the exclusive personal jurisdiction of the state and federal courts in the State of California except as detailed in the “Binding Arbitration” Section.  If any provision of these Terms of Service is found to be invalid by a competent court, the invalidity of such provisions shall not affect the validity of the remaining provisions. Likewise, if we choose to terminate any provision in accordance with the termination provision, that termination shall not affect the termination of other provisions. 

If we fail to act on or enforce, any provision in the Terms of  Service, this shall not be construed as a waiver of that, or any other, provision. We will only grant waivers to specific provisions, for specific instances, in writing. The Terms of  Service constitute the entire agreement between you and us with respect to this website and supersedes all previous or contemporaneous agreements. The section headings are merely provided for convenience and shall not be given any legal import.  You may not assign your rights and obligations under these Terms of Service. The Terms of Service will inure to the benefit of our successors, assignees, licensees, and sublicensees.

Solid Privacy Policy

Effective Date: May 1, 2021

Introduction

Solid Financial Technologies, Inc. “Solid” ("Company", "we", or "us") respect your privacy and are committed to protecting it through our compliance with this policy.

This policy describes the types of information we may collect from you or that you may provide when you visit the website solidfi.com, or interact with us via the Solid Banking App, Solid Banking Services, Solid Dashboard, Facebook, Instagram, Twitter, or LinkedIn (our "Website") and our practices for collecting, using, maintaining, protecting, and disclosing that information.

This policy applies to information we collect:

  • On this Website.

  • In email, text, and other electronic messages between you and this Website.

  • Through mobile and desktop applications you download from this Website, which provide dedicated non-browser-based interaction between you and this Website.

  • When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.

It does not apply to information collected by:

  • Us offline or through any other means, including on any other website operated by Company or any third party; or 

  • Any third party, including through any application or content (including advertising) that may link to or be accessible from or on the Website.

Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Website. By accessing or using this Website, you agree to this privacy policy. This policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of this Website after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. 

Children Under the Age of 18

Our Website is not intended for children under 18 years of age. No one under age 18 may provide any information to the Website. We do not knowingly collect personal information from children under 18. If you are under 18, do not use or provide any information on this Website or through any of its features, register on the Website, make any purchases through the Website, use any of the interactive or public comment features of this Website, or provide any information about yourself to us, including your name, address, telephone number, email address, or any screen name or user name you may use. If we learn we have collected or received personal information from a child under 18 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 18, please contact us at legal@solidfi.com.

Information We Collect About You and How We Collect It

We collect several types of information from and about users of our Website, including information:

  • By which you may be personally identified, such as full name, home address, email address, ip address, biometric information, date of birth, telephone number, gender, workplace, location, credit card or bank account numbers, credit information, social security number, driver's license, passport, or other state id numbers ("personal information"); 

  • About your business, such as entity legal name or aliases, including “doing business as” names, physical address, phone number, legal entity type, industry, organization documents (e.g. articles of incorporation and bylaws), employer identification number, or other information relating to your authorized signors or beneficial owners, which may include the Individuals’ Information as provided above, or additional information we may additionally request you to provide; 

  • About external bank accounts, such as external financial institution name, account name, account type, branch number, account number, routing number, international bank account number (“IBAN”), information, data, passwords, authentication questions, materials or other content, transaction and available balance information; 

  • About your account with us and our partner bank(s) such as transactions and transaction history, including but not limited to ACH, wire and card transactions, available account balance, card data, loan and debit amounts, loan types, payment plan, loan balance, linked bank accounts, salary and other income, sources of wealth, and other assets; 

  • Received with our background check data, such as background check information including credit and criminal checks, supporting research, and screenings, to the extent required or permitted by local law;

  • About a transfer recipient or sender, such as when you send or request money through the services, we may collect data such as name, postal address, telephone number, IP address, date of birth, and financial account information about the recipient or sender of the funds. The extent of data required about a recipient or sender may vary depending on the Services you are using to send or request money; and/or

  • That is about you but individually does not identify you, such as browser type, operating system, session length, page views, length of page views, referral links, search terms, general location data, mobile network information, browser settings.

We collect this information:

  • Directly from you when you provide it to us.

  • Automatically as you navigate through the site. Information collected automatically may include usage details, IP addresses, and information collected through cookies and other tracking technologies.

  • From third parties, for example, our business partners.

 

Information You Provide to Us  

The information we collect on or through our Website may include:

  • Information that you provide by filling in forms on our Website. This includes information provided at the time of registering to use our Website, subscribing to our service, or requesting further services. We may also ask you for information when you report a problem with our Website.

  • Records and copies of your correspondence (including email addresses), if you contact us.

  • Details of transactions you carry out through our Website.

  • Your search queries on the Website.

You also may provide information to be published or displayed (hereinafter, "posted") on public areas of the Website, or transmitted to other users of the Website or third parties (collectively, "User Contributions"). Your User Contributions are posted on and transmitted to others at your own risk. Although we limit access to certain pages, please be aware that no security measures are perfect or impenetrable. Additionally, we cannot control the actions of other users of the Website with whom you may choose to share your User Contributions. Therefore, we cannot and do not guarantee that your User Contributions will not be viewed by unauthorized persons.

Information We Collect Through Automatic Data Collection Technologies  

As you navigate through and interact with our Website, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions, and patterns, including:

  • Details of your visits to our Website, including traffic data, location data, logs, and other communication data and the resources that you access and use on the Website.

  • Information about your computer and internet connection, including your IP address, operating system, and browser type.

The information we collect automatically does include personal information, and we may maintain it or associate it with personal information we collect in other ways or receive from third parties. It helps us to improve our Website and to deliver a better and more personalized service, including by enabling us to:

  • Estimate our audience size and usage patterns.

  • Store information about your preferences, allowing us to customize our Website according to your individual interests.

  • Speed up your searches.

  • Recognize you when you return to our Website.

The technologies we use for this automatic data collection may include:

  • Cookies (or browser cookies). A cookie is a small file placed on the hard drive of your computer. You may refuse to accept browser cookies by activating the appropriate setting on your browser. However, if you select this setting you may be unable to access certain parts of our Website. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies when you direct your browser to our Website. 

  • Flash Cookies. Certain features of our Website may use local stored objects (or Flash cookies) to collect and store information about your preferences and navigation to, from, and on our Website. Flash cookies are not managed by the same browser settings as are used for browser cookies. For information about managing your privacy and security settings for Flash cookies, see Choices About How We Use and Disclose Your Information.

  • Web Beacons. Pages of our the Website and our emails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit the Company, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity). 

How We Use Your Information

We use information that we collect about you or that you provide to us, including any personal information:

  • To present our Website and its contents to you.

  • To provide you with information, products, or services that you request from us.

  • To fulfill any other purpose for which you provide it.

  • To provide you with notices about your account.

  • To carry out our obligations and enforce our rights arising from any contracts entered into between you and us, including for billing and collection.

  • To notify you about changes to our Website or any products or services we offer or provide though it.

  • To verify your identity and fulfill our legal and regulatory obligations.

  • In any other way we may describe when you provide the information.

  • For any other purpose with your consent.

Disclosure of Your Information

We may disclose aggregated information about our users, and information that does not identify any individual, without restriction. 

We may disclose personal information that we collect or you provide as described in this privacy policy:

  • To our subsidiaries and affiliates.

  • To contractors, service providers, and other third parties we use to support our business and who are bound by contractual obligations to keep personal information confidential and use it only for the purposes for which we disclose it to them.

  • To our partner bank(s) in order to comply with laws and regulations governing banking data.

  • To the partner brand on behalf of which we are providing services to you.

  • To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Solid’s assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by Solid about our Website users is among the assets transferred.

  • To fulfill the purpose for which you provide it.

  • For any other purpose disclosed by us when you provide the information.

  • With your consent.

We may also disclose your personal information:

  • To comply with any court order, law, or legal process, including to respond to any government or regulatory request.

  • To enforce or apply our terms of use and other agreements, including for billing and collection purposes.

  • If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of Solid, our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.

Choices About How We Use and Disclose Your Information

We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information: 

  • Tracking Technologies and Advertising. You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being sent. To learn how you can manage your Flash cookie settings, visit the Flash player settings page on Adobe's website. If you disable or refuse cookies, please note that some parts of this site may then be inaccessible or not function properly.

We do not control third parties' collection or use of your information to serve interest-based advertising. However these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative ("NAI") on the NAI's website.

California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.

Your California Privacy Rights

If you are a California resident, California law may provide you with additional rights regarding our use of your personal information.

California's "Shine the Light" law (Civil Code Section § 1798.83) permits users of our Website that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an email to legal@solidfi.com

 

Data Security

We have implemented commercially reasonable measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure. 

The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain parts of our Website, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. 

Unfortunately, the transmission of information via the internet is not completely secure. Although we make efforts to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.

 

Changes to Our Privacy Policy

It is our policy to post any changes we make to our privacy policy on this page. If we make material changes to how we treat our users' personal information, we will notify you of the date of such changes at the top of this page. The date the privacy policy was last revised is identified at the top of the page. You are responsible for periodically visiting our Website and this privacy policy to check for any changes.

 

Contact Information

To ask questions or comment about this privacy policy and our privacy practices, contact us at: 

legal@solidfi.com

Solid Website & Dashboard Terms of Use

 

Effective Date: May 1, 2021

 

Acceptance of the Terms of Use

These terms of use are entered into by and between You and Solid Financial Technologies, Inc. “Solid” ("Company," "we," or "us"). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, "Terms of Use"), govern your access to and use of solidfi.com or dashboard.solidfi.com including any content, functionality, and services offered on or through solidfi.com (the "Website") or dashboard.solidfi.com (the “Dashboard”), whether as a guest or a registered user.

Please read the Terms of Use carefully before you start to use the Website. By using the Website or Dashboard, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found on the Website, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website or Dashboard. 

This Website is offered and available to users who are 18 years of age or older and reside in the United States or any of its territories or possessions. By using this Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time at our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Website thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Website.

Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page each time you access this Website so you are aware of any changes, as they are binding on you. 

Accessing the Website and Account Security

We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.

You are responsible for both:

  • Making all arrangements necessary for you to have access to the Website.

  • Ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.

To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password, or other identifiers, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Intellectual Property Rights

The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by the United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.

  • You may store files that are automatically cached by your Web browser for display enhancement purposes.

  • You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

  • If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.

  • If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

  • Modify copies of any materials from this site.

  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.

  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.

You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website. 

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms of Use, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

Trademarks

The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

Prohibited Uses

You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). 

  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

  • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.

  • To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.

  • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).

  • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability.

 

Additionally, you agree not to:

  • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website, including their ability to engage in real-time activities through the Website.

  • Use any robot, spider, or other automatic devices, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.

  • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.

  • Use any device, software, or routine that interferes with the proper working of the Website.

  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website. 

  • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.

  • Otherwise attempt to interfere with the proper working of the Website.

 

User Contributions

The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions") on or through the Website.

All User Contributions must comply with the Content Standards set out in these Terms of Use.

Any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose. 

You represent and warrant that: 

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.

  • All of your User Contributions do and will comply with these Terms of Use. 

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Website. 

Monitoring and Enforcement; Termination

We have the right to:

  • Remove or refuse to post any User Contributions for any or no reason in our sole discretion.

  • Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other rights of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for the Company.

  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website. 

  • Terminate or suspend your access to all or part of the Website for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we do not undertake to review material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for the performance or nonperformance of the activities described in this section. 

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

  • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote, or assist any unlawful act.

  • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.

  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization. 

  • Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Reliance on Information Posted

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

This Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Changes to the Website

We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material. 

Information About You and Your Visits to the Website

All information we collect on this Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. 

Linking to the Website and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent. 

This Website may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on this Website.

  • Send emails or other communications with certain content, or links to certain content, on this Website.

  • Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us, and solely with respect to the content, they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.

  • Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.

  • Link to any part of the Website other than the homepage.

  • Otherwise, take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion. 

Links from the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Geographic Restrictions

The owner of the Website is based in the State of California in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

 

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. 

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. 

The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Website, including, but not limited to, your User Contributions, any use of the Website's content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website.

Arbitration

Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be determined by final and binding arbitration administered by the American Arbitration Association (”AAA”) under its Commercial Arbitration Rules and Mediation Procedures (”Commercial Rules”) including, if appropriate, the Procedures for Large, Complex Commercial Disputes. Authority of tribunal, judicial review.

The award rendered by the arbitrators shall be final, non-reviewable, non-appealable and binding on the parties and may be entered and enforced in any court having jurisdiction. There shall be three arbitrators agreed to by the parties within thirty (30) days of receipt by respondents of the request for arbitration or, in default of such agreement, by the AAA. The seat or place of arbitration shall be San Mateo, California. The arbitration shall be conducted and the award shall be rendered in the english language.

Except as may be required by law, neither a party nor the arbitrators may disclose the existence, content or results of any arbitration without the prior written consent of both parties, unless to protect or pursue a legal right. The arbitrators will have no authority to award punitive damages, consequential damages, or liquidated damages.

 

Class Actions and Collective Actions

The parties expressly agree and intend that:

  • class action and collective action procedures shall not be asserted, and will not apply, in any arbitration under this Agreement;

  • each will not assert class or collective action claims against the other in arbitration, court, or any other forum;

  • each shall only submit their own individual claims in arbitration and shall not bring claims against the other in any representative capacity on behalf of any other individual; and

  • any claims by a party will not be joined, consolidated, or heard together with claims of any other party.

Notwithstanding anything to the contrary in the AAA Arbitration Rules, and the general grant of authority to the arbitrators by this agreement of the power to determine issues of arbitrability, the arbitrators shall have no jurisdiction or authority to compel any class or collective claim, to consolidate different arbitration proceedings, or to join any other party to an arbitration between the parties. The arbitrators shall have the authority to determine the enforceability of this class and collective action and arbitration waiver. 

 

Governing Law and Jurisdiction

Subject to the arbitration provisions of these Terms of Use, all matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction).

Subject to the arbitration provisions of these Terms of Use, any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in, or nearest to, the City of San Mateo and County of San Mateo. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

 

Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect. 

 

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Solid regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website. 

 

Your Comments and Concerns

This website is operated by Solid Financial Technologies, Inc., 2955 Campus Dr, #110, San Mateo California 94403.

All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: legal@solidfi.com

EVOLVE BANK & TRUST 

BUSINESS ACCOUNT TERMS 

I. INTRODUCTION. 

This document, as amended or supplemented by the attached disclosures and pricing guides, (collectively, the “Account Terms”)  contains the general terms, conditions and disclosures for the Evolve Bank & Trust transaction account (the “Account”) and constitutes  an agreement between the Bank (as defined below) and you. For purpose of these Account Terms, the term “Account” may also  collectively include Sub-Deposit Accounts. 

References to the “Bank,” “we,” “us,” or “our” means Evolve Bank & Trust and any of its affiliates. References to “you” and “your”  means any person or entity that holds, owns or has authority to use, whether individually or on behalf of another person or entity, the  Account. The Account Terms may be supplemented or amended as set forth in Section V(E) (Miscellaneous Terms). Bank services and  access and use of your Account may be provided to you through the website and/or mobile phone application of our service provider  (the “Service Provider,” and its website and mobile phone application, the “Service Provider Platform”). The Service Provider may offer  you additional services through its Service Provider Platform, pursuant and subject to the terms and conditions between you and the  Service Provider (the “Services” and such terms and conditions, the “Service Provider Terms”). Please see Section II (The Account) for  additional information. 

By opening or continuing to maintain an Account with us, you agree to be bound by these Account Terms, and all applicable  agreements, disclosures, and other documents, as well as by all applicable federal or state laws, statutes and regulations. Please keep a  copy of these Account Terms. 

We may decline to open an Account for any reason, or for no reason. We are not liable for any damages or liabilities resulting from  refusal of an Account relationship. 

THESE ACCOUNT TERMS IS SUBJECT TO MANDATORY ARBITRATION PURSUANT TO THE FEDERAL ARBITRATION ACT AND A  WAIVER OF CLASS ACTION AND JURY PROVISION. PLEASE CAREFULLY READ SECTION IV (ARBITRATION AND WAIVERS). 

II. The Account. 

A. Availability. The Account is available to an entity legally operating in the U.S. and with a U.S. physical address. The Account is  only available for business purposes only, and you must not use it for personal, family or household purposes. You are not entitled to  open an Account under these Account Terms if you are not a corporation, unincorporated business association, partnership, limited  liability company, incorporated nonprofit organization or sole proprietorship. We reserve the right to close your Account if we  determine that it is used for any impermissible purpose, as we may determine from time to time. 

You must also agree to go paperless. This means that: (1) you must keep us supplied with your valid email address and telephone  number; and (2) you must agree to accept electronic delivery of all communications that we need or decide to send you. Please see the  Evolve Bank & Trust Electronic Communication Consent for additional details. Note: Hyperlink this to the appropriate document.

B. Account Type and Ownership. 

The Account is a transaction account that pays a variable rate of interest and allows you to make certain payments and transfers to  third parties. The Account is a business account that may be used only for business purposes. The Account may not be opened as a joint  account.  

You cannot give a security interest or pledge your Account to someone other than us without first getting our express written  consent. We are not required to give consent to a security interest or pledge to someone else. Unless we agree in a separate writing  otherwise a security interest or pledge to someone else must be satisfied or released before any right to withdraw from the account can  be exercised. 

C. Opening an Account. To open an Account, you must submit to us an application and all information that we may require. You represent to the Bank that you are authorized to do business in the manner indicated to us and that the acts of person(s) opening the  Account have been ratified. You agree that the Bank may rely on such representations without requiring additional information or  documentation and that you will furnish such information upon request. You are solely responsible for meeting any legal requirements  to establish and maintain the type of Account requested and have a duty to inform us of the status of any change to your organization,  including any change to the type of entity. Federal regulations require that you provide us with information concerning the beneficial  owners of a legal entity at Account opening. You may also be asked to provide such information at other times (and on any qualifying  account) upon request of the Bank. You shall have a continuing obligation to provide any other documentation we may request from  time to time, including any information required under our customer identification program to establish your identity. If at any time we  determine that the beneficial ownership information you provided to us was false, incorrect, or of concern to the Bank, or if you refuse  to provide us with the information when requested, we may close, block, restrict or freeze any or all of your Accounts. 

We reserve the right to require the Account holder(s) to furnish us with such resolutions, agreements or documents as we may  reasonably request to evidence the authority of individuals to act on behalf of the Account holder(s). We will honor such an  authorization until we receive written notice of change from the governing body of the organization. It is mutually agreed that the  power and authority of each person named as authorized to take action with respect to the Account shall continue in full force and  effect until we receive actual written notice of revocation, whether the same be brought about by dissolution of the Account holder or  otherwise. 

By opening an Account, you agree that we can gather personal information about you and/or your beneficial owners from oneor  more consumer reporting agencies, governmental entities and/or other third parties. You also agree that we have the right to access  follow-up consumer reports while your Account is open for maintenance, review or collection purposes. 

Your Account will not be considered "opened" until it is funded. This means your balance must be at least a penny. Once your  account is considered “opened,” there is no minimum balance required and no maximum balance limit. However, we may, at our sole  discretion and at any time, require a minimum balance and set a maximum balance limit.  

D. Service Providers. You understand that we have engaged Service Providers to perform a number of services for you under these Account Terms, including, but not limited to, identity verification, compliance monitoring, risk mitigation and management,  managing your transfer instructions and other related services. Service Providers, along with their partners and agents, are the servicer  of your Account. In that capacity, Service Provider may act on our behalf, perform our obligations or enforce our rights under these  Account Terms. A Service Provider may also offer Services in connection with your Account to allow you to provide us with payment  instructions and to view certain Account information using the Service Provider Platform. You understand that any payment instruction provided to us or activity performed in connection with your Account (including electronic fund transfers (“EFTs”)) using the Services  shall be deemed authorized and valid and Bank is under no obligation to investigate the instruction or activity. 

To the fullest extent permitted by law, we will not have any liability in connection with the Services and disclaim all warranties,  either express or implied or statutory, including, but not limited to, any implied warranties of merchantability, fitness for a particular  purpose and lack of viruses related to the Services. In no event shall we be liable for: (1) damages caused other than by our own gross  negligence or intentional misconduct; or (2) indirect, special, incidental, consequential or punitive damages whatsoever (including, but  not limited to, damages for lost profits, disclosure of confidential information, or loss of privacy) arising out of or in any way related to  the use of or inability to use the Services, even if we have been advised of the possibility of such damages. 

III. Using Your Account and Account Disclosures. 

A. Debit Card. In connection with your Account, we may (but are not obligated to) issue you a debit card (the “Card”) that will automatically link to the Account. If a Card is made available to you, it is subject to a debit card agreement by and between you and us. 

The Card may be used to initiate withdrawals at ATMs and points of sale and may be used to purchase goods and services. By using your  Card, you authorize us and/or our agents to debit your Account. We reserve the right to refuse to make any transfer for security, credit,  legal/regulatory, or other reasons, as we determine in our sole discretion. You are responsible for all transactions you authorize using  the Card, including any losses, charges, or penalties incurred as a result. You may be charged for your use of the Card at ATMs. The Card  is the property of the Bank, and if your Account is closed or your Card privileges are cancelled, you agree to stop using the Card and  destroy it. 

B. Linking Accounts. You may link your bank account at another financial institution (“Linked Account”) to your Account in order  to transfer funds between your Linked Account and your Account. You represent and warrant: (1) that you have the right to authorize  any and all charges and debits to the Linked Account; (2) the Linked Account is held at a depository institution located in the U.S.; (3)  you are individually or jointly the owner of the Linked Account; and (4) the Linked Account is a business purpose or commercial account.  You will indemnify and hold us harmless from any claims by any person related to the Linked Account, including any other owner of the  Linked Account. You are not permitted to link your Account with a credit, debit, gift, or other type of card issued by a third party or  another bank. You may deposit funds into or withdraw funds from your Account by using the Service Provider Platform to initiate an  Automated Clearing House transfer (“ACH Transfer”) to or from the Linked Account. We do not accept requests made otherwise to  initiate ACH Transfers. Requests for ACH Transfers to debit the Linked Account that are made before 4:00 PM MT on a business day,  shall be considered received on the business day the request is made. Requests for ACH Transfers to debit the Linked Account that are  made after 4:00 PM MT on a business day or on a non-business day, shall be considered received the next business day. 

C. ACH Transfer Initiated by an External Bank or Through a Third Party. You may deposit funds into or withdraw funds from your  Account by having an external bank (directly or through a third party) initiate an ACH Transfer to or from your Account at the Bank. The  external account that you are depositing funds into or withdrawing funds from must be at an external bank located in the U.S. 

D. Internal Transfer Between Accounts at the Bank. We may (but are not obligated to) permit you to initiate a transfer of funds  between your accounts at the Bank through a Service Provider Platform. We do not accept requests made otherwise to initiate internal  transfers. 

E. Deposits. When you make a deposit, we will act only as your collection agent and will not be responsible beyond the exercise  of good faith and ordinary care. All deposits are provisionally credited subject to our receipt of final payment. If a deposit or transfer of  funds into your Account is returned or rejected by the paying financial institution for any reason, you agree that we may deduct the  amount of the deposit or transfer against your Account, without prior written notice to you. 

1. You may make a deposit into your Account by ACH Transfers or any other method we make available to you. You may  also arrange for recurring deposits, such as direct deposits, to be made electronically to your Account. 

2. Foreign Currency and Cash Deposits. We do not accept any deposits denominated in any foreign currency. We do not  accept any deposits in cash, whether in U.S. dollars or any foreign currency. All deposits are considered to be non-cash  deposits. 

3. If we permit you to deposit a check into your Account, you agree not to deposit a check drawn on the same Account  into which the check is being deposited. If available, you also agree not to deposit by ATM, mobile banking check deposit, or by  mail any item that is drawn on a foreign bank or that is not denominated in US dollars. We may refuse a deposit, limit the  amount of a deposit or return all or a portion of a deposit. We are not responsible for any deposit you mail to us that we do not  receive. We will forward any items you deposit for collection to the bank on which the items are drawn. We may give you  provisional credit for any item you deposit, which we may revoke at any time if we do not receive final payment for that item.  All deposits to your Accounts, regardless of how made, are subject to verification, final payment, and our Deposit Availability  Disclosure. 

4. You may only deposit with us funds that are immediately available, which under applicable law are irreversible and are  not subject to any lien, claim or encumbrance.

F. Withdrawals. 

1. Except as provided below, you may make withdrawals from your Account up to the available balance in your Account  by any means that we make available to you. We may refuse a withdrawal request exceeding the available funds in your  Account even if you make a deposit later in the business day after we refuse your withdrawal request. If your available balance  is not enough to pay a transaction you make, we may assess an insufficient or unavailable funds fee, regardless of whether we  pay the transaction. We may allow withdrawals at any time, but reserve the right to require seven (7) days written notice of  intention to withdraw funds from your Account if your Account is a negotiable order of withdrawal (NOW) account. 

2. You are not permitted to make withdrawals from your Account by creating a check drawn on your Account. If you  attempt to make any transactions with your Account using a credit, debit, gift or other type of card issued by a third party or  another bank or by creating a check drawn on your Account, we will reject and/or return the transaction without notice to you  and may consider such action to be a violation by you of these Account Terms. 

3. Before allowing a transaction, we may request you to provide us with identification, authorization, documentation or  other information that we deem necessary. We may refuse a withdrawal if you fail to comply with our request. We may tell  you in advance when we are going to refuse a withdrawal request but will not be required to do so. 

G. Payment Instructions.  

1. You agree that any payment instructions received by us (such as requests to withdraw or transfer funds from your  Account) through the Service Provider Platform or in connection with your username, passphrase, PIN or mobile device used to  access the Service Provider Platform (collectively “Credentials”) will be deemed to be authorized by you. The use of any of your  

Credentials by another person will be as effective as your use of the Credentials, regardless of whether the person affixing the  Credential was authorized by you and regardless of the means by which the Credential was affixed. For example, if you provide your username and password used to access the Service Provider Platform to another person and that person uses that  information to withdraw funds from your Account, we will deem the withdrawal to be authorized by you. Unless prohibited by  applicable law, you agree to hold us harmless and indemnify us for any liability incurred for reasonably acting upon such  instructions which bear any of your Credentials.  

You agree to keep confidential and to take all reasonable precautions and make all reasonable efforts to protect the secrecy of all Credentials issued to you, selected by you, or utilized by you. If any of your Credentials become lost or known to another person, you agree to notify us immediately so that a replacement may be issued. If you believe your Credentials are no longer secure or confidential, or that someone has used your Credentials without your permission, please contact us immediately by calling +1 (888) 610-2324 or notifying us through the Service Provider Platform. 

2. We may refuse to follow any of your payment instructions if we think they are illegal or potentially harmful to us. If we  follow your payment instructions, we may require other security measures to protect us from any losses we may suffer. To the  greatest extent permitted by law. you agree to pay us back for any damages or losses (including, but not limited to, the  reasonable costs of an attorney) that we suffer if we take an action based on your (or what appears to be your) oral, written or  electronic instructions. 

H. Posting Order of Credits and Debits. 

1. Posting Orders. This section summarizes how we generally post some common transactions to your Account. Posting  transactions to your Account impact your Account balance. Posting a credit increases your balance, while posting a debit or  hold reduces your balance. Credits include deposits and credits we make. Holds include deposit holds, Card authorizations and holds related to withdrawals and EFTs. Debits include withdrawals, transfers, payments, Card transactions and fees. 

We use automated systems to process transactions and then to post transactions to your Account. When we process  multiple transactions for your Account on the same day, you agree that we may in our discretion determine our posting orders  for the transactions and that we may credit, authorize, accept, pay, decline or return credits, debits and holds in any order at  our option. 

We generally post common transaction as follows. We group the different types of transactions into categories. We use  several different categories for holds, credits, and debits. Most categories include more than one transaction type. After the  end of the business day, our automated systems assign each transaction received for that day to a category. We generally post all transactions within a category, using the posting order or orders that apply to that category, before we post any  transactions assigned to the next category. 

First, we start with the balance in your Account at the beginning of the business day, subtract holds from your balance, and  make any adjustments from prior days. Next, we generally add available deposits and credits to your balance and then subtract debits from your balance based on the debit category. We subtract debits in a category from your balance in order from the  highest to lowest dollar amount, unless specified otherwise herein. The first category of debits to be applied against your  balance are certain Card and ATM transactions (e.g., Card transactions and ATM withdrawals and transfers). The debits within  this category are subtracted from your balance in date and time order our systems receive date and time information. If we  make checks available to you, this category is applied next against your balance. Check posting will be in sequential order based  on the check number, and for any check for which the number cannot be read, from highest to lowest amount following the  posting of number legible checks. We then subtract from your balance any other types of electronic debits in order from the  highest to lowest dollar amount. These debits include ACH Transfers. Finally, we subtract from your balance most fees (such as  monthly maintenance fees, overdraft fees, returned item fees, and ATM fees) in order from highest to lowest dollar amount.  Some fees may show as “processing” until the next day. 

2. Changing Posting Orders. You agree that we may determine in our discretion the orders in which we post transactions  to your Account. You agree that we may determine in our discretion the categories, the transactions within a category, the  order among categories and the posting orders within a category. We sometimes add or delete categories, change posting  orders within categories and move transaction types among categories. You agree that we may in our discretion make these  changes at any time without notice to you. 

3. Posting Orders Determined at End of Day. We receive credits, debits and holds throughout the day. Regardless of  when during the day we receive transactions for your Account, you agree that we may treat them as if we received all  transactions at the same time at the end of the business day. During the day, we show some transactions as processing. Please note that transactions shown as processing have not been posted yet. The posting order for these transactions is determined  at the end of the day, with the other transactions we receive for that day and based on the category. We do not always receive  debits on the same day that you conduct them. We generally post credits and debits to your Account, and report them on your  statement, in a different order than the order in which you conduct them or we receive them. 

4. Overdraft Fees. We generally determine at the time we post a debit to your Account whether it creates an overdraft  and whether an overdraft or returned item fee applies. You should note that sometimes we authorize a transaction at a time  when you have enough available funds to cover it, but because other transactions post before it and reduce your balance, the  transaction creates an overdraft when we post it to your Account. You can avoid fees for overdrafts and returned items by  making sure that your Account always contains enough available funds to cover all of your transactions. When your Account  balance includes some funds that are subject to a hold, dispute or legal process, you should note that those funds are not  available to cover your transactions. Our posting orders can impact the number of overdraft fees we charge you when you do  not have enough available funds to cover all of your transactions. When several debits arrive the same business day for  payment from your Account and you do not have enough available funds in your Account to cover all of the debits we receive  for that day, you understand that some posting orders can result in more overdrafts, and more fees for overdraft items and  returned items, than if we had used other posting orders. You agree that we may in our discretion choose our posting orders,  and also change them from time to time, regardless of whether additional fees may result. When your Account balance  includes some funds that are not available at the time that we post a debit, and you do not have enough available funds in your  Account to cover the debit, the debit results in an overdraft and we generally charge you an overdraft fee or returned item fee  for the debit. We do not show holds or distinguish between available and unavailable funds in your Account balance on your  statement. 

5. Certain Transactions Made After Business Day Ends. During processing, we generally include in your Account balance  some transactions that you make after the business day cut-off, but before the end of the calendar day. Deposits are made  available based on Section VIII (Deposit Availability Disclosure). We generally subtract from your Account balance the following debits, when the transaction occurs after the cutoff time for the business day, but during the same calendar day: cash  withdrawals made at an ATMs and any credit-push ACH Transfers of EFTs. 

I. Insurance Coverage. The Federal Deposit Insurance Corporation (“FDIC”) insures deposits according to the ownership category  in which the funds are insured. Not all accounts may be insured. Unless otherwise stated by us or the FDIC, the Account is insured by the  FDIC up to the standard maximum deposit insurance amount per depositor, per ownership category (the “Standard Insurance Amount”  or “SIA”). For purposes of determining the SIA applicable to your Account, you need to consider all accounts that you also hold at the  Bank in the same ownership category. To determine SIA applicable to your Account with us and for any other FDIC insurance  requirements that may apply, please visit the FDIC’s website at www.fdic.gov/deposit/deposits or call the FDIC directly at 1-877- ASKFDIC (1-877-275-3342). You can also use the FDIC’s Electronic Deposit Insurance Estimator (EDIE) at www.fdic.gov/edie. Please see  subsection L below for additional information regarding FDIC insurance coverage for Sub-Deposit Accounts. 

J. Court Processes and Claims Against your Account. If we receive a levy, attachment, or other legal process against you or any  party to your Account, we may refuse to permit withdrawals or transfers from your Account until the legal process is dismissed or  satisfied. Any levy, attachment, or other legal process will be subject to our right of set-off and security interest. You are responsible for  any losses, costs, or expenses we incur as a result of any dispute or legal proceeding involving your Account. If we receive a claim  against the funds in your Account, or if we know of or believe that there‘s a dispute as to the ownership or control of funds in your  Account, we may, in our discretion: (1) place a hold on your Account and refuse to pay out any funds until we‘re satisfied that the  dispute is settled; (2) close your Account and send the balance to the named account holder(s); (3) require a court order to act; or (4)  take any other action we feel is necessary to protect us. We will not be liable to you for taking any such action. 

K. Statements. We will deliver or make available to you periodic statements for your Account at least four (4) times a year, unless  your Account is determined to be inactive. The Account statement will describe payments or transfers made in connection with your  Account. You agree to notify us promptly if you do not receive your statement by the date you normally would expect to receive it. Your  periodic statement may be accompanied by items or a facsimile of those items listed on the statement, unless the item or an image of  the item is unavailable for any reason. You agree that the statement and items all have been delivered or made available to you in a  reasonable manner. We will not be responsible for any indirect, special or consequential damages under any circumstances for our  inability to provide copies of an item. Our liability, if any, will not exceed the face amount of an item in question. 

L. Sub-Deposit Accounts. We will, from time to time, place your funds provided to us in a deposit account or omnibus custody  account (“Sub-Deposit Account”) with other depository institutions (each an “Insured Depository Institution”). You will not be charged a  fee for our placement of your funds or in connection with the Sub-Deposit Account. We also will act as the agent/custodian with respect  

to your Sub-Deposit Account pursuant to this subsection. You consent to us placing funds with Insured Depository Institutions. If you do  not consent to our placement of funds with Insured Depository Institutions, you should not open an Account or deposit funds with us. 

The Sub-Deposit Account will be established by an Insured Depository Institution that has entered into agreements with us. Your funds  in the Sub-Deposit Account will bear the interest rates and APY you have agreed to with us (if any). All payments with respect to the  Sub-Deposit Account by the Insured Depository Institutions will be made to us, and we will credit the funds to your Account. 

Your only rights with respect to the Sub-Deposit Account is to demand we repay you all amounts in your Account, including those  transferred to the Sub-Deposit Account. The Sub-Deposit Account may not be transferred to another institution, except by us or the  Insured Depository Institution. You may terminate our role as your agent/custodian and our ability to deposit funds you provide us in  the Sub-Deposit Account. Any termination will result in a return of funds in accordance with law and closing of your Account and any  Sub-Deposit Account opened specifically for you. 

When we place funds with Insured Depository Institution and act as your agent with respect to the Sub-Deposit Account, we will ensure  the records of the Insured Depository Institution are in our name, as agent or custodian. The funds deposited in the Sub-Deposit  Account will be FDIC insured to the same extent as if such funds were held in the Account with us. In other words, the depositing of your  funds into the Sub-Deposit Account will not otherwise increase your FDIC deposit insurance coverage. You will not receive any written  confirmation of the establishment of the Sub-Deposit Account or transfer of funds to the Sub-Deposit Account; instead, we will maintain records clearly indicating the transfer and beneficial ownership of the Sub-Deposit Account. You must immediately report to us any  changes in Account ownership information that you originally provided to us in connection with the submission of your application for  an Account. 

Our placing of funds may reflect considerations of federal and state law, our funding needs and funding needs of Insured Depository  Institutions, general economic conditions or other factors determined by us in our sole discretion. We will not place funds with more  than one Insured Depository Institution. We may place funds to enhance our business objectives and for balance sheet management  without any benefit to you, including increased FDIC deposit insurance coverage. Further, we may receive greater benefits when we  

place your funds with an Insured Depository Institution than if we otherwise maintained your funds with us. We are under no obligation  to place your funds with an Insured Depository Institution. 

A Sub-Deposit Account will be a deposit obligation of the Insured Depository Institution that maintains the Sub-Deposit Account;  provided, this does not modify our obligation to repay all amounts you deposited in your Account.  

All deposits that are maintained with an Insured Depository Institution in the Sub-Deposit Account are aggregated with deposits  maintained in your Account with us for purposes of the SIA. Funds you hold in one or more Accounts with us (including funds we  maintain before placement with Insured Depository Institution), funds in the Sub-Deposit Account and any funds resulting from  payment of interests on an Sub- Deposit Account will be aggregated for FDIC insurance purposes with all other deposits you hold in  deposit accounts with us in the same ownership category and therefore may not be fully insured by the FDIC. For the avoidance of  doubt, funds deposited in the Sub-Deposit Account will be treated as funds on deposit in the Account with us for FDIC insurance  calculation purposes. As such, your total FDIC deposit insurance coverage for funds you provide us for deposit in your Account will not  be increased by nature of any deposit of funds in the Sub-Deposit Account. Please see subjection J above for additional information on  determining SIA.  

We may provide your name, tax identification number and other pertinent identifying information to Insured Depository Institution,  and other parties providing services in connection with the placement of your funds and the establishing and holding the Sub-Deposit  Account. You hereby consent to such release of information. Nothing in this section shall be deemed to prevent us from disclosing  information to a third party if required by law. 

We will act as your agent in connection with the placement of your funds with the Insured Depository Institution and the establishment  and maintenance of the Sub-Deposit Account. Although we will act as your limited agent in connection with the placement of your  funds, we are not acting as your financial adviser. See subsection A of Section V for additional information. You hereby appoint us to act  as your agent for purposes of placing funds with Insured Depository Institutions and establishing and maintaining, on your behalf, the  Sub-Deposit Account. You further authorize us to collect for you all interest and other payments related to an Sub- Deposit Account, to  place funds with Insured Depository Institution pursuant to the terms set forth herein, and to execute and deliver or file on your behalf  all appropriate receipts, agreements, releases and other instruments, including whatever agreements may be required from Insured  Depository Institution, for the purpose of establishing your ownership interest in the Sub-Deposit Account and maintaining an Sub Deposit Account. 

Although there are two or more accounts associated with your funds (the account maintained with us, referred to as the Account, and  the Sub-Deposit Account), your Account is considered a single account for your deposits and withdrawals, as well as for tax reporting,  balance requirement, service charge, monthly statement and FDIC deposit insurance purposes. The existence of the Sub-Deposit  Account and any other account maintained by us pursuant to these Account Terms is for internal purposes and will not change the  manner in which you use, obtain information about or earn interest (if any) on your Account. These transfers, including the placement  transfer, will not appear on your monthly statement. 

M. Interest and Interest Rate. If your Account is an interest bearing account, the following provisions apply. A minimum deposit of  $1.00 is required to earn the Annual Percentage Yield (“APY”) disclosed to you from time to time. We only pay interest in whole cents  and use standard rounding rules to calculate the amount of interest earned. This means that an amount equal to or greater than one  half of one cent accrued during a monthly interest period is rounded up to the next whole cent and an amount less than one half of one cent accrued during a monthly interest period is rounded down to zero. Interest is compounded daily and credited to your Account  monthly. Interest is calculated using the daily balance method. This method applies a daily periodic rate to the principal and interest  that has accrued in the Account each day. This means that the interest from your Account is calculated every day on a 365-day year (and  366-day for leap year). Interest begins to accrue on the business day that we receive your deposit. If the Account is closed before  interest is credited, accrued interest will be paid through the last full day before the day the Account is closed. The rate at which  interest may be paid on the principal balance of the Account, and the corresponding APY at which the Account would earn interest each  year if all interest paid on the Account remains in the Account, can be found on the Service Provider Platform, which may be modified  by from time to time in our sole discretion. We may, at our discretion, at any time, change the interest rate and the APY. 

N. Prohibitions. You must not use your Card or Account for any illegal purpose or internet gambling. This prohibition includes any  transaction that is illegal in the jurisdiction where you live, in the jurisdiction where the transaction is consummated, or in any other  jurisdiction affected by the transaction. You are responsible for determining the legality of each of your transactions in all applicable  jurisdictions before entering into the transaction. We have no obligation to monitor, review or evaluate the legality of any transaction.  Nevertheless, we may deny transactions or authorizations if we believe the transaction is or may be illegal. We reserve the right to  refuse or return any item that we believe is related to an illegal transaction, an Internet or online gambling transaction or a high-risk  transaction. To the fullest extent permitted by law, you agree to pay for any item or transfer that you authorized, even if the transaction  related to that item or transfer is determined to be illegal. 

O. Fees. You agree to pay all fees and charges applicable to your Accounts, which will be automatically deducted from your  Accounts and may result in your Accounts being overdrawn. The amounts of these fees and charges, the manner in which they are  calculated, and the ways to potentially avoid them are listed in our Fee Schedule. Fees and our Fee Schedule are subject to change at  any time and without notice to you, unless required by law. Fees set forth in the Fee Schedule are charged by Bank for its services.  Service Provider may charge you fees separate and apart from the fees set forth in the Fee Schedule for its Services, pursuant to the  Service Provider Terms. Bank is not responsible for any fees charged by Service Provider for its Services. 

P. Power of Attorney/Agents. References to you also include any person who you authorize to act on your behalf, whether by  following the process we require (for example, by designating an authorized signer on a signature card), or on your own (for example,  by creating a power of attorney). If you name such an agent: 

1. We may require that you use forms we approve and require each owner to sign the form to be effective; 

2. The powers you give to your agent, and any limitations on those powers, are between you and your agent, even if we  have express written notice of those powers. You understand and agree that we have no duty or responsibility to monitor the  acts of your agent or ensure that the acts of your agent are for your benefit. For example, if you only give your agent authority  to pay your bills and your agent exceeds that authority, we are not responsible for that breach of authority; 

3. You agree not to hold us responsible for any loss or damage you incur as a result of us following instructions given to  us by your agent; 

4. The owner of the Account is responsible to us for any actions of your agent, regardless of whether those actions  exceed the authority given or whether the agent is formally nominated by all the owners or less than all the owners; 

5. The agency will end after the owner notifies us in writing to end the agency and we have had a reasonable opportunity  to act on it; and 

6. If you authorize any third person, such as a bookkeeping service, an employee, or agent of yours to retain possession  of or prepare items or any transactions using your Account, you agree to assume full responsibility for any errors or  wrongdoing performed or caused by such third person or any of its agents or employees if we should pay any such item. 

Q. Bankruptcy Cost. If your Account becomes subject to a receivership, court order or bankruptcy, and we are required to  implement changes as to your Account that increase our costs to maintain your Account (for example, a requirement for us to pledge property to secure your Account above the amount of any deposit insurance on your Account), you agree to reimburse us for the  additional costs and any expenses incurred by us (including legal fees) to implement such required changes as to your Account. 

R. Monitoring and Closing Your Account. Subject to the terms herein, you can close your Account at any time and for any reason  by contacting us or terminating the Account through the Service Provider Platform, if applicable. We reserve the right to refuse your  request to close your Account if your Account is not in good standing or if you have a negative balance on your Account. If you intend to  close your Account, you should notify us. Simply reducing your Account balance to $0.00 is insufficient notice. If you close your Account  you are responsible for transactions you initiated or authorized, including those that we receive after the Account is closed.  Withdrawals from your Account may be restricted prior to Account closing. 

We reserve the right (but are not obligated) to monitor all Account activity for inappropriate use. We can close your Account at any  time, for any reason, without advance notice. If we close your Account, we will notify you by mail, electronically or by telephone that we  have closed your Account unless your Account has had a zero balance for thirty (30) days or more. If we close your Account, all collected  funds (less any amounts due to us or for debits in process) will be transferred to your Linked Account. Alternatively, we may, at our  

discretion, mail you a check for the available balance in your Account. Written notice that the Account has been closed and a check, if  any, will be sent to any address shown on our records for you, or if the Account is a jointly owned, to any account owner to whom we  elect to send it. Once we have closed your Account, you agree that we can assess any service charge otherwise applicable against any  remaining balance in your Account. We are not responsible to you for any damages you may suffer as a result of your Account being  

closed. If you attempt to make a deposit to an Account we closed, we may collect the deposit and set-off your indebtedness to us. Any  funds in excess of $1.00 will be returned to you. 

State laws (called "escheat" or unclaimed property laws) require us to close your Account and transfer your money to the state if  your Account is dormant for a period of time as defined by your state of residence. Your Account can become dormant if, for 24  months, there is no transactional activity. If your Account becomes dormant, you may no longer receive statements, but you can still  view your accounts online. 

State abandoned property law establishes guidelines under which unclaimed property must be surrendered to the applicable state.  Generally, the funds in your Account are considered unclaimed if you have not had any activity or communication with us regarding  your Account over a period of years, defined by your state of residence. All products offered by us are subject to abandoned property  laws. If your funds are surrendered to the state, you may be able to reclaim them, but your claim may need to be presented to the  state. You can avoid the transfer of your money to the state simply by signing into your Account, transacting periodically, or contacting  us, or replying to any abandoned property correspondence. 

S. Fraud and Unauthorized Transactions. 

1. Duty to Safeguard Account. You agree to keep any Account information, Credentials, security code, password or other  confidential identification number used to access your Account secure and strictly confidential and to not permit disclosure of  such information to any unauthorized person. You agree to immediately notify Bank if this information has become known to,  or been used by, an unauthorized person. You acknowledge that Bank has no method to determine whether a transaction  conducted with use of a valid Account name, Account number, Credentials and/or security code was proper, and you therefore  authorize Bank to complete any transaction involving your Account made with the use of such information. 

You agree to be responsible for any transaction initiated with the use of a valid Credentials or any access device. Bank shall  have no liability for any loss, claim, or damage sustained as a result of the use of your Credentials or access device whether  such transaction was authorized or not and agree to indemnify and hold harmless Bank for any such transaction alleged to be  unauthorized. 

2. Duty to Review Account Statement. You agree to review your Account statement within thirty (30) days from the  statement date. Because you are in the best position to discover an unauthorized transaction, you agree that, without regard  to care or lack of care by either you or Bank, we will not be liable for any transaction, subject to applicable law and payment network rules. If you choose not to receive your statements, you remain responsible to review and report any errors. If you are  absent from your Account mailing address, you are responsible to make arrangements to have your statements reviewed for  errors and report them in a timely manner. 

3. Duty of Care. You agree that you will exercise ordinary care in handling your Account. In exercising ordinary care, you  shall have the duty to: carefully examine your bank statements for fraudulent or unauthorized transactions and promptly notify  Bank of any such transaction; timely reconcile your statement with your internal records to detect any other Account  discrepancies, including any missing or diverted deposits; implement security precautions regarding the use and access of your  Accounts through any access device, Credentials, security codes, passwords, or confidential identification numbers; conduct  background checks of all individuals having access to any Credentials, security or access devices or sensitive Account  information; conduct background checks on all individuals who have authority to prepare Account transactions or reconcile  statements; independently review the work of individuals who are responsible for reconciling statements and preparing  transactions using your Account; and comply with all other duties under this Agreement or under any applicable law. Your  failure to exercise ordinary care will constitute negligence and will preclude you from asserting against Bank any unauthorized  transaction on your Account. 

4. Fraud Detection Tools. [Service Provider to insert any it may offer for UCC 4A purposes.] 

5. Limitation to File Claim. You agree that no legal proceeding or action may be commenced against Bank to recover any  amounts alleged to have been improperly paid out of the Account due to any fraudulent or unauthorized transaction unless: (i)  you have timely provided written notice as required by subsections 1 and 2 of this paragraph S (Fraud and Unauthorized  Transactions), and (ii) such proceeding or action shall have been commenced within six (6) months from the date the first  statement containing the unauthorized transaction was made available to you. Any proceeding or action not brought within  one year from the date of the first statement containing the unauthorized transaction is forever barred. 

6. Duty to Cooperate. If you report any unauthorized transaction on your Account, you agree to cooperate with Bank in  its investigation of the claim. This includes preparing an affidavit and report containing whatever information Bank requires concerning the Account, the transaction and the circumstances surrounding the loss. You also agree to file a criminal report  against any suspected wrongdoer and waive any claims against Bank if you fail to do so or if you enter into any settlement,  compromise or restitution agreement with the wrongdoer without the consent of the Bank. Bank may reverse any credit or  reimbursement should you fail to file the criminal report or refuse to testify against the wrongdoer. 

7. Duty of Insurance. You are under a duty to maintain fidelity bond coverage on any individual who has access to your  Account information, Credentials or access devices and on any individual responsible for reviewing or reconciling statements. You agree to pursue all rights under such policy or any other insurance policy you maintain before making a claim against Bank  in connection with any unauthorized banking transaction. You agree to provide Bank with all reasonable information about  your insurance coverage, including the name of the insurance carrier, the policy number, policy limits, and applicable  deductibles. Bank’s liability, if any, will be reduced by the amount of any insurance proceeds you are entitled to receive. At  Bank’s request, you agree to assign your rights under any insurance policy to Bank. 

8. Limitation of Liability. You agree that Bank has a reasonable time to investigate the facts and circumstances  surrounding any claimed loss and that we have no obligation to provisionally credit your Account. Bank’s maximum liability is the lesser of actual damages proved or the amount of the unauthorized withdrawals, reduced by an amount which could have  been avoided had you exercised ordinary care. In no event will Bank be liable for special or consequential damages, including loss of profits and opportunity or for attorneys’ fees. Bank will not be liable for any items that are forged or altered in such a  way that such forgery could not be reasonably detected. 

IV. Arbitration and Waivers.

THIS ARBITRATION PROVISION WILL HAVE A SUBSTANTIAL IMPACT ON HOW LEGAL DISPUTES BETWEEN YOU AND US ARE  RESOLVED. PLEASE READ THIS SECTION IV (ARBITRATION AND WAIVERS) CAREFULLY. For a dispute subject to arbitration, neither you  nor we will have the right to: (A) have a court or a jury decide the dispute; (B) engage in information-gathering (discovery) to the same  extent as in court; (C) participate in a class action in court or in class arbitration; or (D) join or consolidate a claim with claims of any  other persons. Arbitration procedures are simpler and more limited than rules applicable in court. The decision of the arbitrator is final  and binding. 

A. Definitions. If you have a dispute with us or our Service Provider, and we are not able to resolve the dispute informally, you  and we agree that upon demand by either you or us, the dispute will be resolved through the arbitration process as set forth in this  section. A “claim” or “dispute,” as used in this Section IV (Arbitration and Waivers), is any unresolved disagreement between you, us  and/or our Service Provider, arising from or relating in any way to the Account or these Account Terms. The terms “claim” and “dispute” are to be given the broadest possible meaning that will be enforced and includes, by way of example and without limitation, any  disagreement relating in any way to services offered in connection with an Account or any other services offered pursuant to these  Account Terms; to your use of any of our banking products or services; to any means you may use to access your Account(s); to any  advertisements, promotions or oral or written statements related to the Account; to the benefits and services related to an Account; or  your approval, establishment or enrollment for an Account. Claims also include disagreements about the meaning, application or  enforceability of this arbitration agreement. As solely used in this Section IV (Arbitration and Waivers), “we” or “us” shall include the  Bank, its affiliates and service providers and their successors, employees, directors, officers and agents, and the terms “you” or “yours”  shall mean each Account owner and all persons or entities approved to have, approved to use and/or given access to an Account. The  term “Account,” for purposes of arbitration, includes any updated or substitute Account for you. 

B. Binding Arbitration and Appeals. Arbitration applies whenever there is a claim between you and us. If a third party is also  involved in a claim between you and us, then the claim will be decided with respect to the third party in arbitration as well, and it must  be named as a party in accordance with the rules of procedure governing the arbitration. No award or relief will be granted by the  arbitrator except on behalf of, or against, a named party. Claims are subject to arbitration, regardless of on what theory they are based,  whether they seek legal or equitable remedies, or whether they are common law or statutory (Federal or state) claims. Arbitration  applies to any and all such claims or disputes, whether they arose in the past, may currently exist, or may arise in the future.  

Judgment upon the arbitrator’s award may be entered by any court having jurisdiction. The arbitrator’s decision is final and binding,  except for any right of appeal provided by the FAA. However, if the amount of the claim exceeds $25,000 or involves a request for  injunctive or declaratory relief that could foreseeably involve a cost or benefit to either party exceeding $25,000, any party can, within  thirty (30) days after the entry of the award by the arbitrator, appeal the award to a three-arbitrator panel administered by the forum.  The panel shall reconsider anew all factual and legal issues, following the same rules of procedure and decide by majority vote.  Reference in this Section IV (Arbitration and Waivers) to “the arbitrator” shall mean the panel if an appeal of the arbitrator’s decision  has been taken. 

C. Initiation of Arbitration. Any claim must be resolved, upon the election by you or us, by arbitration pursuant to this Section IV (Arbitration and Waivers) and the code of procedures of the national arbitration organization to which the claim is referred in effect at  the time the claim is filed. Claims shall be referred to either Judicial Arbitration and Mediation Services (“JAMS”) or the American  Arbitration Association (“AAA”), as selected by the party electing to use arbitration. If a selection by us of one of these organizations is  unacceptable to you, you have the right within ten (10) days after you receive notice of our election to select the other organization  listed to serve as arbitrator administrator. For a copy of the procedures, to file a claim or for other information about these  organizations, contact them as follows: (i) JAMS at 1920 Main Street, Suite 300, Los Angeles, CA 92614; website at www.jamsadr.com;  and (ii) AAA at 335 Madison Avenue, New York, NY 10017; website at www.adr.org

In the event that JAMS or the AAA is unable to handle the dispute for any reason, then the matter shall be arbitrated instead by a  neutral arbitrator selected by agreement of the parties pursuant to the AAA rules of procedure; or, if the parties cannot agree, selected  by a court in accordance with the Federal Arbitration Act (Title 9 of the United States Code) (“FAA”). To the extent that there is any  variance between the selected forum’s rules and this Section IV (Arbitration and Waivers), this Section IV (Arbitration and Waivers) shall  control.

If you initiate the arbitration, you must notify us in writing at: 2955 Campus Drive #110, San Mateo, CA 94403. If we initiate the arbitration, we will notify you in  writing at your last known address in our file. 

D. Class Action and Jury Waiver. NEITHER YOU NOR WE SHALL BE ENTITLED TO JOIN OR CONSOLIDATE DISPUTES BY OR AGAINST  OTHERS IN ANY COURT ACTION OR ARBITRATION, OR TO INCLUDE IN ANY COURT ACTION OR ARBITRATION ANY DISPUTE AS A  REPRESENTATIVE OR MEMBER OF A CLASS, OR TO ACT IN ANY ARBITRATION IN THE INTEREST OF THE GENERAL PUBLIC OR IN A PRIVATE  ATTORNEY GENERAL CAPACITY, UNLESS THOSE PERSONS ARE BENEFICIARIES ON YOUR ACCOUNT. THIS IS SO WHETHER OR NOT THE  CLAIM HAS BEEN ASSIGNED. FURTHER, NEITHER YOU NOR WE SHALL HAVE THE RIGHT TO LITIGATE A CLAIM IN COURT OR HAVE A JURY  TRIAL ON A CLAIM, OR TO ENGAGE IN DISCOVERY, EXCEPT AS PROVIDED FOR IN THE CODE OF PROCEDURES OF JAMS OR AAA. 

E. Location of Arbitration and Cost. The arbitration shall take place in the Federal judicial district located in Memphis, Tennessee,  unless the parties agree to a different location in writing. The party initiating the arbitration (or appeal of the first arbitration award)  shall pay the initial filing fee. All fees and costs will be allocated in accordance with the rules of the arbitration forum. Each party shall  bear the expense of their respective attorneys, experts, and witnesses and other expenses, regardless of who prevails, but the arbitrator  will have the authority to award attorneys and expert witness fees and costs to the extent permitted by these Account Terms, the  forum’s rules, or applicable law. 

F. Governing Law. You and we agree that in our relationship arising from these Account Terms: (1) the parties are participating in  transactions involving interstate commerce; (2) the arbitrator shall decide any dispute regarding the enforceability of this arbitration  agreement; and (3) this arbitration agreement and any resulting arbitration are governed by the provisions of the FAA, and, to the  extent any provision of that act is inapplicable, the laws of the State of Tennessee. The arbitrator must apply applicable substantive law  consistent with the FAA and applicable statutes of limitations and claims of privilege recognized at law. At the timely request of either  party, the arbitrator must provide a brief written explanation of the basis for the award. 

G. Continuation and Severability. This Section IV (Arbitration and Waivers) shall survive termination of your Account, these  Account Terms and any bankruptcy by you or us. If any portion of this Section IV (Arbitration and Waivers) is deemed invalid or  unenforceable under any principle or provision of law or equity, consistent with the FAA, it shall not invalidate the remaining portions of  this Section IV (Arbitration and Waivers), these Account Terms or any prior agreement you may have had with us, each of which shall be  enforceable regardless of such invalidity.  

V. Miscellaneous Terms. 

A. Ordinary Card; No Fiduciary Obligation. You agree that any act or omission made by us in reliance upon or in accordance with  any provision of the Uniform Commercial Code as adopted in the State of Tennessee, or any rule or regulation of the State of Tennessee  or a federal agency having jurisdiction over the Bank, shall constitute ordinary care. We do not assume any fiduciary obligation on your  behalf. This means that we do not act as your trustee or financial advisor, and we don't assume any responsibility for your account  beyond reasonable care. 

B. Account Disputes. If a dispute arises concerning your Account (including, for example, a dispute over who is an authorized  signer or owner), or if we believe we have a claim against you or we have or receive a claim by a third party (including our affiliates) to  all or a portion of the property (including money, certificates of deposit, securities and other investment property, financial assets, etc.)  in your Account, or if we have concerns regarding your Account or the use of your Account, we have the right to hold any portion of the  property in your Account until the dispute, claim, or concern is resolved to our satisfaction. We will not be liable to you if the hold we  place on your Account leaves insufficient funds to cover outstanding transactions. If the dispute, claim or concern remains unresolved,  you agree that we may at our option deposit the property in your Account with a court and ask the court to determine to whom the  property belongs. If we deposit your property with a court, you agree that we may charge your Account for our costs, including  attorney’s fees and expenses 

C. Governing Law, Forum and Time Limits.

1. All Accounts are opened at the Tennessee branch office of the Bank. All actions relating to your Account, including these  Account Terms, will be governed by the laws and regulations of the United States and the State of Tennessee (to the extent that  laws of the State of Tennessee are not preempted by Federal law). Federal and the laws of the State of Tennessee shall be  applied without giving effect to principles of conflicts of law.  

2. To the extent any dispute arising under these Account Terms or relating in any way to your Account or your  relationship with us is not arbitrated, you consent to the jurisdiction of, and agree that such dispute will be resolved by the  Federal or state court located in Shelby County, Tennessee. 

3. You must file any lawsuit or arbitration against us within two (2) years after the claim arises, unless Federal law or the  laws of the State of Tennessee or an applicable agreement provides for a shorter time. This limit is in addition to limits on  notice as a condition to making a claim. If Tennessee law does not permit contractual shortening of the time during which a  lawsuit must be filed to a period as short as two (2) years, you agree to the shortest permitted time under Tennessee law. Any  action against us must be brought within the period that the applicable law requires us to preserve records, unless applicable  law or this agreement provides a shorter limitation period. 

D. Reporting Information. We may report information about your Account to consumer reporting agencies, governmental  agencies, and/or third-party data services. Defaults on your Account may be reflected in your business credit report.  

E. Compliance with Law. You agree to comply with applicable law and to not use your Account for illegal transactions or  activities. 

F. Changes in Terms. We may change these Account Terms, or any fees and features of your Account, at any time. We will give  you advance notice of any change required by law in accordance with such law. We may provide this notice to you on or with your  statement, by mailing the notice to you directly or by posting the notice on the Service Provider Platform. We may change or terminate  these Account Terms without notice to comply with any appropriate Federal or state law or regulation. 

G. Security Interest. You grant us a security interest in your Account to secure payment of any money that you owe to us arising  under these Account Terms or any other agreements with us. You acknowledge and grant us the right to use any of the funds in your  Account to cover any money you owe to us (a “right of set-off”). You agree that the security interests you have granted to us are  consensual and in addition to any rights of set-off. We may exercise our security interest or right of set-off without prior recourse to other  sources of repayment or collateral, if any, and even if such action causes you to lose interest, incur any penalty or suffer any other  consequence. If we exercise our security interest or right to set-off, we will notify you to the extent required by applicable law. If the law  imposes conditions or limits on our ability to take or set off funds in your Account, to the extent that you may do so by contract, you waive  those conditions and limits, and you authorize us to apply funds as we deem applicable. We will consider these Account Terms as your  consent for us asserting our security interest or exercising our right of set-off should any laws governing your Account require your  consent. 

H. No Waiver of Rights. If we fail to exercise or waive a right with respect to your Account on one or more occasions, it does not  mean we have waived, or are obligated to waive, the same right on any other occasion. We may release any other person obligated  under these Account Terms without affecting your responsibilities under these Account Terms. In any event, no such waiver or delay by  us is effective unless it is in writing and approved by us. 

I. Assignment. Your Account is not transferable and is not assignable as collateral for a loan or for any other purpose. 

J. Other Services and Conflicts. If we make available to you any of our other banking services offered in connection with your  Account (e.g., check services), we may provide certain terms and conditions of the additional service to you in a separate agreement or  disclosure. If a service we offer has a separate agreement, and there is a conflict between the terms of these Account Terms and the  separate agreement, the separate agreement shall control.

K. Privacy Policy. You authorize us to share information about you and your Account with our affiliates and third parties, unless applicable law or our Privacy Notice prohibits us from doing so. Please see our Privacy Notice for your choices  about information sharing.  

L. Severability. In the event that any court or tribunal of competent jurisdiction determines that any provision of these Account Terms is illegal, invalid, or unenforceable, the remainder of these Account Terms shall not be affected thereby. To the extent permitted  by applicable law, the parties hereto waive any provision of law which prohibits or renders unenforceable any provision hereof, and to  the extent that such waiver is not permitted by applicable law, the parties intend that such provision be interpreted as modified to the  minimum extent necessary to render such provision enforceable. 

M. Limitation of Liability, Disclaimer of Warranty, Indemnification and Reimbursements. 

1. Limitation of Liability. EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, WE ARE NOT LIABLE FOR ANY CLAIMS, COSTS, LOSSES, OR DAMAGES RESULTING DIRECTLY OR INDIRECTLY FROM OUR FAILURE TO ACT, OR ANY DELAY BEYOND TIME  LIMITS PRESCRIBED BY LAW OR PERMITTED BY THESE ACCOUNT TERMS IF SUCH FAILURE OR DELAY IS CAUSED BY YOUR  NEGLIGENCE, ACTS OR OMISSIONS OF THIRD PARTIES, INTERRUPTION OR MALFUNCTION OF EQUIPMENT OR  COMMUNICATION FACILITIES, SUSPENSION OF PAYMENTS BY ANOTHER FINANCIAL INSTITUTION, FIRE, NATURAL DISASTERS,  ELEMENTS OF NATURE, GOVERNMENT ACTION, ACTS OF WAR, TERRORISM OR CIVIL STRIFE, EMERGENCY CONDITIONS, OR  OTHER CIRCUMSTANCES BEYOND THE REASONABLE CONTROL OF THE BANK, PROVIDED THE BANK EXERCISED SUCH DILIGENCE  AS THE CIRCUMSTANCES REQUIRE. EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, THE BANK SHALL BE EXCUSED  FROM SUCH FAILURE TO ACT OR DELAY AS LONG AS SUCH CIRCUMSTANCES PREVAIL, AND THE BANK CONTINUES TO USE ITS  COMMERCIALLY REASONABLE EFFORTS TO RECOMMENCE PERFORMANCE. EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE  LAW, OUR LIABILITY TO YOU FOR A CLAIM IS LIMITED TO THE FACE VALUE OF THE ITEM OR TRANSACTION, OR THE ACTUAL  VALUE OF ANY FUNDS NOT PROPERLY CREDITED OR DEBITED. IN NO EVENT WILL WE BE LIABLE FOR ANY CONSEQUENTIAL,  INDIRECT, SPECIAL OR PUNITIVE DAMAGES EVEN IF YOU ADVISE US OF THE POSSIBILITY OF SUCH DAMAGES. 

2. To the fullest extent permitted by law, we are not liable for any Services or the Service Provider Platform and disclaim all warranties, either express or implied or statutory, including, but not limited to, any implied warranties of merchantability,  fitness for a particular purpose and lack of viruses related to the Services or the Service Provider Platform. 

3. Indemnification. You agree to indemnify and hold us harmless from any losses, damages, suits and expenses, including reasonable attorneys’ fees, which we may incur as a result of: (i) taking any action or not taking any action that we are entitled  to take pursuant to these Account Terms; (ii) any action or omission by you; or (iii) relying upon instructions or information  from you. 

4. Disclaimer. ALL ACCOUNT FEATURES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A  PARTICULAR PURPOSE. 

5. Reimbursement for Losses. If we take any action to collect debt incurred by you or other amounts you owe us under these Account Terms or defend ourselves in a lawsuit brought by you where we are the prevailing party, you agree to  reimburse us for our losses, including, without limitation, reasonable attorneys’ fees, to the extent permitted by applicable law.  We may charge your Account for our losses without prior notice to you. 

N. Liability for Service Interruptions. From time to time, due to maintenance, malfunctions or failures of software, equipment, or telecommunications devices, as well as unusual transaction volume or similar reasons, access to your Account may not be available to  you. We minimize the periods of time during which your Account is unavailable. Access to your Account may also be interrupted as a  result of things beyond our reasonable control, computer failures, loss of power, failure or interruption of communication or transportation facilities, riots, strikes, or civil unrest. You agree that we shall not be responsible for any loss, damages, costs or expenses that you may suffer or incur, directly or indirectly, as a result of the unavailability of access to your Account, regardless of whether it  could be shown that we could have prevented or reduced the duration of such unavailability by taking any action within our reasonable  control. We shall also not be responsible for any loss, damages, costs or expenses which you may suffer or incur, directly or indirectly, as  a result of your inability to access your Account caused directly or indirectly, in whole or in part, by your computer or mobile device,  your inability to establish a connection to or to access the Internet, or other limitations or constraints of the Internet. The provisions set  forth in this section shall apply in addition to any other provisions in these Account Terms but as applied to service interruptions for  access to your Account, this section shall control. 

O. Section Headings and Successors. The headings in these Account Terms are only for convenience and do not in any way limit or  define your or our rights or obligations under these Account Terms. These Account Terms will be binding on your personal  representatives, executors, administrators, and successors. 

P. Change of Address or any Application Information. You must notify us through the Service Provider Platform of any change of  your address, email address or phone number or any material change to information that you have provided us in your application to  open an Account. Any notice we provide to you will be binding and sent to the last (postal or electronic) address in our records. We may  change your address if we receive an address change notice from the U.S. Postal Service or if a company in the business of providing  correct addresses informs us that the address in our records no longer matches your address. 

Q. Communications. You acknowledge that data, including emails, may be accessed by unauthorized third parties when  communicated between you and the Bank, using the Internet, telephone, or other electronic devices. We are not responsible for any  misdirected data or disclosures that occur as a result of your use of third-party electronic communication channels. 

R. Calls and Messages. You agree that we or our agents or service providers may contact you regarding any matter for any non telemarketing reason using any kind of telecommunications technology at any email and telephone number you provide to us, including  the phone number for your mobile device. You agree to receive these calls and messages, including pre-recorded or auto-dialed calls.  You also agree that we may send text messages to any phone number for your mobile device you provide to us. You understand and  accept that your service provider may charge you for these calls and messages consistent with applicable law. For quality control  purposes and for other reasons, you permit us to record and monitor your telephone conversations and electronic communications  with us (including email). Unless the law requires otherwise, you consent in advance to such recording and monitoring and we do not  need to remind you of these activities at the time of the call or communication. To revoke the consent provided pursuant to this  subsection, you must send ten (10) days’ prior written notice of such revocation to 2955 Campus Drive #110, San Mateo 94403. 

S. Survival. Termination of these Account Terms shall not impact any right or obligation arising prior to termination, and in any  event, the parties agree that any right or obligation which, by its nature, should survive termination of these Account Terms will survive  any such termination (including, but not limited to Sections IV (Arbitration and Waivers) and V (Miscellaneous Terms) of these Account  Terms). 

VI. Tax Reporting and Backup Withholding. 

Unless you are exempt as described below, federal law requires that the Bank withhold a statutory amount of interest or dividend  payments (referred to as backup withholding) if you (if your Account is an interest bearing account): 

1. Fail to furnish a Taxpayer Identification Number (“TIN”),  

2. The Internal Revenue Service (“IRS”) notifies the Bank that you furnished an incorrect TIN,  

3. You or the Bank have been notified by the IRS that you are subject to backup withholding, or 

4. You failed to certify that you were not subject to backup withholding or you failed to certify that your TIN was correct. 

If a correct TIN is not furnished at the time your account is opened, backup withholding will commence immediately. If you do not  have a TIN assigned to you, IRS regulations allow a sixty (60) day grace period to obtain your TIN if you have completed the proper  request for such grace period. Refer to the “Taxpayer Identification Number” section below for instructions on how to obtain a TIN. 

While you are waiting to be assigned a TIN, backup withholding will occur. After sixty days (60), if a certified TIN is not furnished,  your account may be closed. If you furnish a correct TIN within sixty (60) of account opening, and prior to year-end, you may request a  refund of the amount withheld for backup withholding. 

Certain additional IRS penalties may also apply if you fail to provide your TIN. 

For sole proprietorships, the Taxpayer Identification Number may be either a Social Security number or an Employer Identification  Number. If a sole proprietor is a resident or nonresident alien, and is ineligible for a Social Security number, the Taxpayer Identification  Number may be either an IRS “Individual Taxpayer Identification Number” (ITIN) or an Employer Identification Number (EIN). For  corporations, estates, organizations, clubs, and trusts the Taxpayer Identification Number is their Employer Identification Number. If  you do not have a Taxpayer Identification Number, obtain Form SS-4, Application for Employer Identification Number (for businesses  and all other entities), from the local IRS office, or Form W-7, Application for IRA Individual Taxpayer Identification Number (for sole  proprietors who are resident or nonresident aliens). In addition, sole proprietors who are resident or nonresident aliens must also  furnish a passport, or some other government document to verify identity. 

If you are exempt from backup withholding and information reporting, you must complete a certification to that effect provided by  the Bank. It must also provide the Bank with its Taxpayer Identification Number to be considered exempt. The following lists payees that  are exempt from backup withholding and information reporting. For interest and dividends, all listed payees are exempt except item 7  below. Payments subject to reporting under sections 6041 and 6041A are generally exempt from backup withholding only if made to  payees described in items 1 through 5 below, except that a corporation that provides medical and health care services or bills and  collects payments from such services is not exempt from backup withholding or information reporting. Only payees described in items 2  through 5 below are exempt from backup withholding for barter exchange transactions, patronage dividends, and payments by certain  fishing boat operators. 

1. A corporation 

2. An organization exempt from tax under section 501(a), or an individual retirement plan (IRA), or a custodial account  under 403(b) (7) 

3. The United States or an agency or instrumentality thereof 

4. A state, the District of Columbia, a possession of the United States, or any political subdivision or instrumentality  thereof 

5. A foreign government or a political subdivision, agency or instrumentality thereof 

6. A futures commission merchant registered with the Commodity Futures Trading Commission 

7. A real estate investment trust 

8. An entity registered at all times during the tax year under the Investment Company Act of 1940 

9. A common trust fund operated by a bank under section 584(a) 

10. A financial institution 

11. A middleman known in the investment community as a nominee or listed in the most recent publication of the  American Society of Corporate Secretaries, Inc. Nominee List 

12. A trust exempt from tax under section 664 or described in section 4947 Payments that are not subject to information  reporting are also not subject to backup withholding. For details, see sections 6041, 6041(a), 6042, 6044, 6045, 6049, 6050A, 6050N, and 6050W of the Internal Revenue Code, and the Treasury Regulations under such sections. 

Section 6109 of the Internal Revenue Code requires most recipients of dividends, interest, or other payments to give Taxpayer Identification Numbers to payors who must report payments to the Internal Revenue Service. The Internal Revenue Service uses the  numbers for identification purposes and to verify the accuracy of your tax return. Payors must be given numbers whether or not  recipients are required to file tax returns. 

If you fail to furnish a correct Taxpayer Identification Number (TIN), you may be subject to a penalty of $50 for each such failure  unless such failure is due to reasonable cause and not to willful neglect. If you fail to furnish a TIN, the Bank may refuse to open your  Account. The Bank may close an Account which was opened without a TIN and you fail to subsequently provide a TIN. 

If you make a false statement with no reasonable basis that results in no imposition of backup withholding, you may be subject to a  penalty of $500. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or  imprisonment. If you disclose or use a TIN in violation of federal law, you may be subject to civil and criminal penalties. 

VII. Fund Transfers.  

We may offer a variety of electronic banking services for your use with your Account. The purpose of this Section VII (Fund Transfer)  is to inform you of some of the electronic banking services and also provide you with disclosures applicable to the services. We may also  provide separate agreements to you that govern the terms of some services, including a separate agreement for Cards. 

Unless we have entered into a specific written agreement with you that provides otherwise, payment orders you give to us for the  transfer of funds out of the Account by wire transfer or otherwise, and payment orders we receive for the transfer of funds into the  Account, will be governed by this paragraph. In addition, your rights and obligations with respect to a payment order, and our rights and  obligations, will be governed by (a) any separate written agreement with us; then (b) this section; and then, to the extent not specified  in a separate written agreement or this Agreement; (c) by Article 4A of the Uniform Commercial Code (“UCC 4A”) as enacted in  Tennessee. 

We reserve the right to refuse to accept any payment order. Payment orders are accepted when they are executed by us. We may  process any payment order request (as well as any amendment or cancellation request concerning a payment order) that we believe is  transmitted or authorized by you if we act in compliance with a security procedure agreed upon by you and us. Such payment orders  will be deemed effective as if made by you, and you will be obligated to pay us in the amount of such orders, even though they are not  transmitted or authorized by you. Unless we agree on another security procedure, you agree that we may confirm the authenticity and  content of a payment order (among other ways) by placing a telephone call to you. If we cannot reach you, or if the payment order is  not confirmed or approved in the manner we require, we may refuse to execute the payment order. 

You agree that if a payment order or cancellation thereof identifies the beneficiary by both name and an identity number, and the  name and number identify different persons or account holders, execution and payment to the beneficiary or cancellation may be made  solely on the basis of the identifying number. You also agree that if a payment order identifies an intermediary bank or the beneficiary’s  bank by both name and an identifying number, and the name and number identify different persons, execution of the payment order by  any bank may be made solely on the basis of the identifying number. If we receive a funds transfer into any Account you have with us,  we are not required to give you any notice of the receipt of the funds transfer. The funds transfer will appear on your next periodic  statement. To confirm the completion of funds transfers, please contact us at [INSERT NUMBER] or access your Account using the  Service Provider Platform. Prior to the acceptance of an outgoing payment order, the outgoing payment order may be cancelled, but  may not be amended or modified, if the beneficiary’s bank is located within the United States of America and the outgoing payment  order is to be paid in U.S. dollars. Other outgoing payment orders may not be cancelled, amended or modified. We must receive your  cancellation in a reasonable time prior to the time we execute the outgoing payment order. Payment orders sent by Fedwire will be  subject to the Federal Reserve’s Regulation J, and payment orders sent via other payment systems will be subject to the rules of those systems. You agree that we may record all telephone conversations and data transmissions received from, made for or made on behalf  of you pursuant to or in connection with a payment order. 

You agree that if a payment order, or any cancellation or authorization relating thereto, but for the applicability of the Electronic  Fund Transfer Act of 1978, constitutes a portion of a funds transfer as defined in UCC 4A, all actions and disputes concerning such  payment order, cancellation or authorization shall be determined pursuant to UCC 4A and these Account Terms to the full extent  permitted by law. If an outgoing payment order in a foreign currency cannot be completed, the exchange rate that will apply to any  refund due you will be the exchange rate in effect at the time on the day the refund is made. Additional fees may be deducted from a  payment order amount by other banks involved in the funds transfer process. 

We may route payment at our own discretion for each outgoing wire transfer. A wire transfer is irrevocable once payment has been  transmitted to the beneficiary’s bank. At your request, we may request that the beneficiary’s bank return funds previously transferred.  However, you acknowledge that the beneficiary’s bank is under no obligation to comply with this request. 

Other electronic transactions against your Account, whether or not initiated or authorized by you will be governed by the specific  Agreement between us related to such transactions and/or all applicable rules and regulations governing such transactions, including  without limitation, the rules of the National Automated Clearing House Association (“NACHA”) as may be amended from time to time. 

Under NACHA rules we cannot return an unauthorized electronic transaction (ACH debit) unless you notify us no later than 5:00 p.m. Central Time on the business day following the settlement date of the transaction. Otherwise, your sole recourse is to the  originator of the transaction. 

Your Account is also subject to transfer limitations. The transfer limit depends on the EFT type. If a Card is made available to you, it  is subject to a purchase and withdrawal limit of $[X] per day. The Card may be further limited based on fraud risk and security of the  Account. All EFTs are subject to limits. Such EFT limits include limits on ATM withdrawals, cash advances and PIN or signature-based  purchases. ACH Transfers to external accounts are also subject to limits on the dollar amount of electronic transfers between your  Account and external accounts at other financial institutions, including Linked Accounts. All limits described here are designed to be  flexible in order to protect the security and integrity of the service and accounts, including the Account, as well as you and all other  users of the service. These limitations may be based on confidential fraud and risk criteria that are essential to our management of risk  and the protection of you and the integrity of the service and all Accounts and may be modified at our sole discretion without advance  notice. 

VIII. Deposit Availability.  

When a deposit is made to your Account, the funds may not be available immediately. This Section VIII (Deposit Availability  Disclosure) describes when funds will be made available to you. 

A. Delays. We may delay the availability of funds from certain types of deposits to your Account. There are exceptions that may  apply in certain circumstances (e.g., if you have overdrawn your Account repeatedly in the last six months or there is an emergency).  During the delay, you may not withdraw funds and may not use the funds. Interest will be paid on deposits we receive, even if the funds  are not yet available for withdrawal. We will notify you if we delay the availability of your funds, and we will tell you when you can  expect your funds to be available. 

B. Day of Deposits. Any transaction that you conduct on Saturday, Sunday, a federal holiday, or other days on which we are  closed will be handled the following business day. If we receive a deposit before 4:00 PM MT on a business day, we will consider that  business day to be the day of your deposit. However, if we receive a deposit after 4:00 PM MT or on a non-business day, we will  consider the deposit as having been made the next business day. 

C. Special Rules for New Accounts. If you are a new customer, the following special rules will apply during the first 30 days your  account is open. Funds from electronic direct deposits to your Account will be available on the day we receive the deposit. Funds from  deposits of cash, wire transfers, and, if made available, the first $5,000 of a day's total deposits of cashier's, certified, teller's, traveler's, and federal, state and local government checks will be available on the same business day we receive your deposit if the deposit meets  certain conditions. For example, the checks must be payable to you (and you may have to use a special deposit slip). The excess over  $5,000 will be available on the ninth business day after the day of your deposit. If your deposit of these checks (other than a U.S.  Treasury check) is not made in person to one of our associates, the first $5,000 may not be available until the second business day after  the day of your deposit. Funds from all other check deposits may not be available until the second business day after the day of your  deposit. 

D. Availability of ACH Transfer and EFT Deposits. Funds from wire deposits are available on the business day we receive the  deposit. Funds from ACH Transfers or EFTs that you initiate through another bank will generally be available on the next business day  after the day the ACH Transfer is deemed to be received by us. An ACH Transfer or EFT debit to a Linked Account or any other external  account that we originate on your behalf will generally be made available on the third business day after the date the ACH Transfer or  EFT is deemed to be received by us. Once they are available, you can use the funds for EFTs and ACH Transfers. Even after we have  made funds available to you and you have withdrawn the funds, you remain responsible if any deposit to your Account is returned,  rejected, or otherwise uncollected by Bank.