APP END USER LICENSE AGREEMENT

This End User License Agreement (“Agreement“) is a binding agreement between you (“End User” or “you“) and IPN B, LLC, a Florida limited liability company doing business as Paybotic Financial (“Paybotic“). This Agreement governs your use of the Paybotic Financial Application, (including all related documentation, the “Application.”). The Application is licensed, not sold, to you.

BY DOWNLOADING THE APPLICATION, YOU: (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE AUTHORIZED WITH PROPER CREDENTIALS AND PASSWORDS TO ACCESS AND USE THE APPLICATION; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE APPLICATION AND DELETE IT FROM YOUR MOBILE, DESKTOP, OR OTHER DEVICE.

License Grant. Subject to the terms of this Agreement, Paybotic grants you a limited, non-exclusive, and nontransferable license to:
1. Download, install, and use the Application for your use on a mobile, desktop, or other device owned or otherwise controlled by you (“Device“) strictly in accordance with the Application’s documentation; and
2. Access, stream, download, and use on such Device the Content and Services (as defined in Section 5) made available in or otherwise accessible through the Application, strictly in accordance with this Agreement and the Terms of Use applicable to such Content and Services as set forth in Section 5.
License Restrictions. Licensee shall not:
1. Copy the Application, except as expressly permitted by this license;
2. Modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application;
3. Reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof;
4. Remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
5. Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or
6. Remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application; or
7. Use the Application in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments.
Reservation of Rights. You acknowledge and agree that the Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Paybotic and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including all copyrights, trademarks, trade secrets, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
Collection and Use of Your Information. You acknowledge that when you download, install, or use the Application, Paybotic may use automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of the Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality, and the Application may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Application is subject to our Privacy Policy: https://payboticfinancial.com/privacy-policy/. By downloading, installing, using, and providing information to or through this Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. You hereby grant us a perpetual non-exclusive royalty free right and license to copy, modify, and use any information and data supplied by you or collected on your behalf so that we may enhance the Application and our Services, including but not limited to the right to use, repurpose, and monetize aggregate data and to create analytical trend data (in anonymous form) that may be shared with or sold to third parties. In no event will any information be disclosed in a manner that allows particular customers or individuals to be identified. Notwithstanding the foregoing, you agree that your username and/or login name, may appear in a list of participating organizations for reports containing such analytical trend data.
Content and Services. The Application may provide you with access to Paybotic’s website located at www.payboticfinancial.com (the “Website” or “Platform“) and products and services accessible thereon, and certain features, functionality, and content accessible on or through the Application may be hosted on the Website (collectively, “Content and Services.”) Your access to and use of such Content and Services are governed by Website’s and Platform’s Terms of Use and Privacy Policy located at https://payboticfinancial.com/terms-and-conditions/ and https://payboticfinancial.com/privacy-policy/, which are incorporated herein by this reference. Your access to and use of such Content and Services may require you to acknowledge your acceptance of such Terms of Use and Privacy Policy and/or to register with the Website and/or Platform, and your failure to do so may restrict you from accessing or using certain of the Application’s features and functionality. Any violation of such Terms of Use will also be deemed a violation of this Agreement.
Geographic Restrictions. The Content and Services are based in the State of Florida in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Content and Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Content and Services from outside the United States, you are responsible for compliance with local laws.
Updates. Paybotic may from time-to-time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates“). Updates may also modify or delete in their entirety certain features and functionality. You agree that Paybotic has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings when your Mobile Device is connected to the internet either:
1. The Application will automatically download and install all available Updates; or
2. You may receive notice of or be prompted to download and install available Updates.
  You shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
Third-Party Materials. The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials“). You acknowledge and agree that Paybotic is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Paybotic does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
Term and Termination.
1. The term of Agreement commences when you download or install the Application and will continue in effect until terminated by you or Paybotic as set forth in this Section 9.
2. You may terminate this Agreement by deleting the Application and all copies thereof from your Device.
3. Paybotic may terminate this Agreement at any time without notice if it ceases to support the Application, which Paybotic may do in its sole discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
4. Upon termination:
  1. All rights granted to you under this Agreement will also terminate; and
  2. You must cease all use of the Application and delete all copies of the Application from your Device and account.
5. Termination will not limit any of Paybotic’s rights or remedies at law or in equity.
Disclaimer of Warranties. THE APPLICATION IS PROVIDED TO LICENSEE “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, PAYBOTIC, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, PAYBOTIC PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL PAYBOTIC OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE CONTENT AND SERVICES FOR:
1. PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES.
2. DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION.
  THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR PAYBOTIC WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
Indemnification. You agree to indemnify, defend, and hold harmless Paybotic and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorney’s fees, arising from or relating to your use or misuse of the Application or your breach of this Agreement, including but not limited to the content you submit or make available through this Application.
Export Regulation. The Application may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the U.S.
U.S. Government Rights . The Application is commercial computer software, as such term is defined in 48 C.F.R. § 2.101. Accordingly, if you are an agency of the U.S. Government or any contractor therefor, you receive only those rights with respect to the Application as are granted to all other end users under license, in accordance with: (a) 48 C.F.R. § 227.7201 through 48 C.F.R. § 227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. § 12.212, with respect to all other U.S. Government licensees and their contractors.
Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the State of Florida without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the State of Florida in each case located in West Palm Beach and Palm County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Entire Agreement. This Agreement, and our Privacy Policy constitute the entire agreement between you and Paybotic with respect to the Application and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.
Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.

Please read these Terms of Service (the “Terms”) and our Privacy Policy (“Privacy Policy”) carefully because they govern your use of the website located at https://Payboticfinancial.com/ (the “Site”) and our ability to support your ability to make purchases with supported merchants via the Site offered by IPN B, LLC. d/b/a Paybotic Financial (“PF”). To make these Terms easier to read, the Site, and our services are collectively called the “Services”.

IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND PF THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING ARBITRATION.

These terms include, among other things, your authorization for debits from and to your bank account (as defined below) via the automated clearinghouse network (“ACH”).

Agreement to Terms. Using our Services constitutes your express and unequivocal consent and agreement to the Terms. Each time you access and/or use the Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services.

Privacy Policy. Please review our Privacy Policy, which also governs your use of the Services, for information on how we collect, use, and share your information.

Changes to these Terms or the Services. We may update the Terms from time to time in our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Site and/or may also send other communications. It’s important that you review the Terms whenever we update them or when you use the Services. If you continue to use the Services after we have posted updated Terms it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.

Who May Use the Services?

Eligibility. You must be permitted to open a bank account to use our Services. You may use the Services only if you can form a binding contract with PF. You agree to use the Services in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Services by anyone under 18 years of age is strictly prohibited. The Services are not available to any Customers of the Services previously removed from the Services by PF, or who are otherwise ineligible to use the Services under applicable law.

Registration and Customer ID. If you want to use certain features of the Services, you’ll have to create an account (“Account”). You can do this via the Site. Upon registration, you will create an account by validating your phone number and creating an access code to login to your Account (“Customer ID”). You are the only person authorized to use your Customer ID and access code and for maintaining the confidentiality of your Customer ID and access code. You shall not permit or allow other persons to have access to or use your Customer ID and access code. You are responsible for the use of the Services under your Customer ID. You are responsible for protecting the information on your computer such as by installing anti-virus software, updating your software, password protecting your files, and not permitting third party physical or electronic access to your computer or bank account.

Accuracy of Account Information. It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account access code to anyone, and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.

Compliance Screening and Inquiries. We may also ask questions and verify information ourselves or through trusted entities we work with for verification and compliance purposes. You agree that, consistent with our Privacy Policy, we may use the information you provide and/or other information to verify your identity. This may include looking up available public information and asking other entities, like banks or credit unions, for information about you. You acknowledge and agree that, consistent with our Privacy Policy, we may make any inquiries that we consider necessary, either directly or through third parties, concerning your identity and creditworthiness including, without limitation, requiring you to take steps to confirm ownership of your email address, phone number, or financial information, or verifying information against third party databases or through other sources.

Feedback. We appreciate feedback, comments, ideas, proposals, and suggestions for improvements to the Services (“Feedback”). If you choose to submit Feedback, you agree that we are free to use it without any restriction or compensation to you. You grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully paid, royalty-free license, with the right to sublicense, under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

PF Services. Subject to the terms and conditions of these Terms, 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. PF reserves all rights not expressly granted herein in the Services and the PF Content (as defined below).

(a) Commercial Use. You may only use the Services for your Commercial use and not on behalf of or for the benefit of any third party.

(b) General. When you make a purchase via the on-line banking portal (a “Transaction”), you expressly authorize us to charge you for such Transaction. In addition to your Account information, we may request additional information to process your Transaction including information about your Bank Account as defined below, address, or other information necessary to initiate a Transaction (such information, “Transaction Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Transaction Information. You agree to be responsible for paying any applicable sales and use taxes, and any applicable shipping and handling fees that may apply to your purchase.

(c) Returns and Maintaining Sufficient Funds. When using the Services, you understand and agree that it may take more than 60 days for PF to receive notice of the return or reversal of an ACH debit and/or to exercise any rights granted or reserved under these Terms. You agree at all times to maintain sufficient funds to satisfy all obligations in connection with your Account or your use of the Services, including payments, returns, disputes and associated fees, and to add funds immediately if PF notifies you that your funds are insufficient. PF is not responsible for overdraft or other fees that your financial institution may charge you for canceled, declined, or returned transactions or otherwise.

(d) Declined Payments and Collections. During your access and/or use of the Services, you may encounter a declined payment. A declined payment may be the result of insufficient funds in your Bank Account, a closed Bank Account, inability to locate your Bank Account, a dispute, or a reversal or denial for any reason by your financial institution. If your payment is declined for any reason, you will be notified via email and/or phone call; and, provided PF has not identified that you have engaged in prohibited conduct, PF will (i) disable your account and (ii) attempt to process the Transaction again (a “Representment”) using any and all payment options that have been connected to your PF account. A successful Representment will resolve the declined payment. An unsuccessful Representment will result in your account to remain disabled until the payment is resolved. In that instance, PF may, in its sole and absolute discretion, also take one or more of the following actions: (i) refuse to perform further Services, (ii) initiate another Representment(s), (iii) charge you a penalty fee for each occurrence, (iv) report this information to any and all credit agencies and/or financial institutions, (v) immediately terminate this Agreement and your ability to use the Services; and/or (vi) engage a collection agency to pursue owed funds. If you request to remove your account while you have an outstanding declined payment(s), PF will not honor the request until the declined payment(s) is resolved.

(e) Merchant Purchases. We facilitate your ability to make payments to third party merchants. We do not hold, transfer, disperse, or otherwise process funds on your behalf.

(f) Refunds and Reversals. All refunds are processed by merchants unless otherwise required by law. PF is not responsible for making any refunds or reversing any payments. You understand that once a Transaction is processed, we are not able to reverse the Transaction through our Services or otherwise provide a refund in any way for the Transaction. If an ACH debit from your bank account to fund a payment requested by you through the Services is rejected or reversed for any reason, YOU AUTHORIZE PF TO REVERSE THE CORRESPONDING PAYMENT TO YOU VIA DEBIT FROM YOUR PAYMENT ACCOUNT, OR IF THERE ARE INSUFFICIENT FUNDS IN YOUR PAYMENT ACCOUNT AT THE TIME OF DEBIT, YOU AGREE TO PAY THE AMOUNT OF THE PAYMENT BACK TO PF WITHIN 5 BUSINESS DAYS. You represent and warrant that PF may resubmit a rejected or reversed funding debit to the Customer’s account, in PF’s sole discretion. You also agree to pay all penalties, interest charges, late payment fees and service fees related to any rejected, reversed or returned funding ACH debit.

ACH Credit/Debit Authorization. By agreeing to these Terms, you authorize PF to electronically debit your designated deposit account at your designated depository financial institution (your “Bank Account”) via ACH and, if ever applicable, to correct erroneous debits.

(a) You acknowledge and agree that: (a) Transactions will go through ACH, (b) all Transactions are governed by ACH rules, and (c) your ACH transactions will comply with U.S. law. You can learn more about the ACH at nacha.org.

(b) By using the Service, you authorize us to initiate electronic withdrawals from your bank account to fund purchases from designated merchants (“Transactions”) through electronic funding methods (“Debits”). Debits will also be initiated to pay for any sales, use or other taxes payable on merchant transactions, and for adjustments to these various amounts. You authorize us to direct your designated financial institution (“Bank Account”) to: (a) charge each Transaction and/or Debit to Bank Account and (b) respond to our inquiries regarding Bank Account. You agree that Bank Account is located in the United States, and that all Transactions will be to accounts located in the United States.

(c) Your Agreement and Representations. For purposes of ACH debits and credits, and all electronic payments made or received through the Services, you: (i) authorize PF to initiate and process Debits in accordance with your payment instructions and as provided under these Terms; and (ii) agree to be subject to and comply with this Agreement, the Nacha Rules, and all other applicable laws, rules and regulations.

(d) In addition to any of your other representations and warranties in these Terms, you represent that: (i) your browser is equipped with at least 128-bit security encryption; (ii) you are capable of printing, storing, or otherwise saving a copy of this electronic authorization for your records; and (iii) the ACH transactions you hereby authorize comply with applicable law.

(e) [Bank Verification.] Prior to processing any Transaction, we may verify Bank Account information. The verification process may include sending you texts, voice calls, or automated/pre-recorded voice calls. If you provided your mobile phone number to us, you agree we may send such communications to that number. You agree that as part of the verification process we may: (i) verify Bank Account information by debiting between $0.01 and $1.00 from Bank Account, then crediting an amount equal to or more than the same amount back to Bank Account, and requesting you to verify the amount debited and credited, and/or (ii) verify Bank Account using your login credentials to your financial institution and we may also ask you questions pertaining to your bank balance and/ or recent debit transactions. We will only use this verification process to screen for fraud and will not otherwise debit Bank Account, except for your use of Services. You hereby grant us a limited power of attorney to initiate the actions in this Section as part of the bank verification process.

(f) You further authorize us to: (i) initiate transactions with Bank Account to collect Transactions, reinitiate, or initiate a new Debit to Bank Account if any Debit is returned for insufficient funds or uncollected funds, (ii) credit Bank Account when necessary, at our sole discretion, for any refund amount due to you, and/or (iii) to send Transactions, electronically or by any other commercially accepted method, to the appropriate financial institution(s). If PF tells you that an account number or other information concerning your Transactions has changed, you must use this corrected information in the future to initiate Transactions.

(g) We may: (i) establish security limits on Transactions, such as a maximum number or dollar amount, (ii) change security limits from time to time without disclosing such changes, and (iii) refuse to process your Transactions if we reasonably believe Bank Account balance is insufficient to cover the amounts due or for any other reason we deem reasonable. We may in our sole discretion process any Transactions that have not been settled after these Terms are terminated.

(h) This ACH authorization will remain in full force and effect until we receive your written notification of termination in such time and manner as to afford PF a reasonable opportunity to act on your termination notice.

(i) If any amount payable by you is dishonored or returned for any reason, such as, but not limited to, non-sufficient funds, account closed, inability to locate account, or reversal by you and/or your bank, PF may: (i) reverse any corresponding credit issued to a merchant without liability to us, (ii) reverse a Transaction, (iii) refuse to perform further Services, (iv) initiate another debit in substitution for the dishonored debit until the debit is honored and to initiate separate debits to cover any NSF fee or dishonored Transaction, (v) charge you a one-time insufficient funds penalty fee for each occurrence, (vi) report this information to any and all credit agencies and/or financial institutions, and/or (viii) immediately terminate this Agreement.

Reinitiation of ACH Debit Entries

In accordance with the NACHA Operating Rules, effective September 18, 2015, the following guidelines apply to the reinitiation of ACH Debit Entries that have been returned:

Conditions for Reinitiation:

Debit Entries returned due to insufficient or uncollected funds (Return Reason Codes R01 and R09) may be reinitiated up to two times following the initial return.

A Debit Entry may also be reinitiated if corrective action has been taken to address the reason for the return.

Debit Entries returned due to a stop payment may only be reinitiated if reinitiation has been separately authorized by the Account Holder after the Entry was returned.

Prohibited Reinitiations:

Entries returned as unauthorized or due to revocation or termination of authorization may not be reinitiated.

Timeline for Reinitiations:

Reinitiations must occur within a 180-day window from the Settlement Date of the original Entry.

Within this 180-day window, Debit Entries returned for insufficient or uncollected funds may be reinitiated up to two additional times.

Content Requirements for Reinitiated Entries:

The reinitiated Entry must contain identical content in the following fields: Company Name, Company ID, and Amount.

The description field for reinitiated Entries must include the words “RETRY PYMT” in all upper case letters.

By adhering to these guidelines, we ensure compliance with NACHA Operating Rules and maintain the integrity of our ACH transaction processes.

Transaction History. PF will maintain a record of your Transaction(s) made using the Services for the previous two (2) years or such time as required by applicable law. You may access and view your Transactions History in the PF Site or by logging on to your Account via www.payboticfinancial.com.

Your Content.

(a) Posting Content. Our Services may allow you to store or share content such as text (in posts or communications with others), files, documents, graphics, images, music, software, audio and video. Anything (other than Feedback) that you post or otherwise make available through the Services is referred to as “User Content”. PF does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content.

(b) Permissions to Your User Content. By making any User Content available through the Services you hereby grant to PF a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating and providing the Services.

(c) Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license rights in your User Content under these Terms. You represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by PF on or through the Services will infringe, misappropriate, or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

(d) Removal of User Content. You can remove your User Content by specifically deleting it. You should know that in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. To the maximum extent permitted by law, we are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.

(e) PF’s Intellectual Property. We may make available through the Services content that is subject to intellectual property rights. We retain all rights to that content.

Rights and Terms for Apps.

(a) App License If you comply with these Terms, PF grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to download and install the App on your personal computers, mobile handsets, tablets, wearable devices, and/or other devices and to run the App solely for your own personal non-commercial purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App (unless applicable law permits, despite this limitation); or (iv) make the functionality of the App available to multiple users through any means.

Rules of Use. You must always act responsibly and reasonably when accessing and/or using the Services. You may only access and/or use the Services and its contents for lawful purposes and in accordance with all applicable law. You are prohibited from accessing and/or using the Services and its contents for any unlawful purposes and/or in contravention of any applicable law. You are prohibited from uploading, storing, distributing, and/or transmitting any unlawful or inappropriate material to or through the Services. You may not upload, collect, store, distribute, or transmit personal information regarding other individuals to or through the Services. You recognize that uploading, storing, distributing, or transmitting unlawful or inappropriate material to or through the Services could expose you to criminal and/or civil liability. You agree that if a third-party claims that material you have uploaded, collected, stored, distributed, transmitted, or contributed to or through the Services is unlawful or inappropriate, you are solely responsible for that material and you will bear the burden of establishing that it is lawful and/or appropriate. You understand and agree that all material uploaded, stored, distributed, or transmitted to or through the Services is the sole responsibility of you, not PF, and that you are responsible for all material you upload, store, distribute, or otherwise transmit to or through the Services.

Put simply, and in addition to any and all other limitations on damages, waivers, or releases – you agree that PF IS NOT IN ANY WAY RESPONSIBLE OR LIABLE FOR ANY UNLAWFUL OR INAPPROPRIATE MATERIAL UPLOADED, STORED, DISRIBUTED, OR TRANSMITTED TO OR THROUGH THE SERVICES BY OR ON BEHALF OF ANY OTHER INDIVIDUAL OR ENTITY. Furthermore, you voluntarily, knowingly, and unconditionally forever, permanently, fully, completely, and finally release, acquit, remise, and discharge PF, its current, past and future parents, subsidiaries, affiliates, predecessors, and successors, as well as each of their members, directors, officers, employees, agents, representatives, licensors, suppliers, service providers, shareholders, attorneys, and insurers, as applicable (the “PF Parties”), from any and all past, present or future actions, assessments, awards, causes of action, claims, complaints, controversies, counter-claims, cross-claims, damages (including, but not limited to, actual, statutory, compensatory, consequential, punitive, or other damages), demands, injuries (including, but not limited to bodily and personal injuries, including death), judgments, liabilities, liens, losses, penalties, property damage, sanctions, suits, and verdicts of any kind, character, or manner whatsoever, regardless of applicable law, in law (state or federal, statutory or common-law) or equity, contract, tort, or otherwise, whether contingent or fixed, direct or indirect, or derivative (collectively, “Claims”), in any way, directly or indirectly, relating to, arising from, resulting from, concerning, or caused by any (alleged) illegal or inappropriate material uploaded, stored, distributed, or transmitted to or through the Services by or on behalf of any other individual or entity.

Your access and/or use of the Services is also contingent on your explicit and unconditional agreement not to engage in any of the following prohibited conduct:

Prohibitions and PF’s Enforcement Rights. You agree not to do any of the following:

(a) Post, upload, publish, submit or transmit any User Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.

(b) Use, display, mirror or frame the Services or any individual element within the Services, PF’s name, any PF trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without PF’s express written consent.

(c) Access, tamper with, or use non-public areas of the Services, PF’s computer systems, or the technical delivery systems of PF’s providers.

(d) Attempt to probe, scan or test the vulnerability of any PF system or network or breach any security or authentication measures.

(e) Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by PF or any of PF’s providers or any other third party (including another user) to protect the Services.

(f) Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by PF or other generally available third-party web browsers.

(g) Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation.

(h) Use any meta tags or other hidden text or metadata utilizing a PF trademark, logo URL or product name without PF’s express written consent.

(i) Use the Services, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms.

(j) Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information.

(k) Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services.

(l) Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services.

(m) Collect or store any personally identifiable information from the Services from other users of the Services without their express permission.

(n) Impersonate or misrepresent your affiliation with any person or entity.

(o) Violate any applicable law or regulation.

(p) Encourage or enable any other individual to do any of the foregoing.

PF is not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

Links to Third Party Websites or Resources. The Services may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products, or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party resources.

Automated Decision-Making. refers to a decision which is taken solely on the basis of automated processing of your personal data. This means processing using, for example, software code or an algorithm, which does not require human intervention.

Subject to applicable law, and as further addressed in the Privacy Policy, we use artificial intelligence and/or machine learning software that assesses your perceived financial ability to pay to help us determine your eligibility to access and/or use the Services and what limits to place on your ability to transact on the Services. This information may negatively affect, restrict, or prevent you from using the Services. Depending on where you live, you may have certain rights to opt out of such automated decision-making processing. For more details on your rights, please see our Privacy Policy.

No Financial, Investment, Legal, Accounting, or Tax Advice. The Services does not and should not be construed to constitute or provide any financial, investment, legal, accounting, tax, or other advice. To the contrary, PF does not provide you any financial, legal, accounting, tax, or other advice. You shall not rely upon PF or the Services, or otherwise access and/or use the Services, in connection with making or evaluating any financial, investment, legal, accounting, tax, or other decisions. We urge you to consult an experienced financial, investment, legal, accounting, or tax advisor with respect to any such issues. In addition, nothing available through the Services is an offer to sell, or a solicitation of any offer to buy, any financial products. Likewise, no content of the Services should be used as the basis of any investment or other financial decision.

Investigations. PF reserves the right to investigate suspected violations of the Terms, including, without limitation, any suspected violation arising from any submission, posting, or e-mails you make or send. PF may seek to gather information from any user who is suspected of violating the Terms, and from any other individuals or entities as it alone deems necessary and appropriate. PF in its sole and absolute discretion may suspend any user whose conduct and/or postings are under investigation and may remove such material from its servers as it, in its sole and absolute discretion, deems appropriate and without notice.

If PF believes, in its sole and absolute discretion, that a violation of the Terms has occurred, it may edit or modify any submission, posting, or e-mails, remove the material permanently from the Services, cancel postings, warn users, suspend users and/or passwords, disable or terminate accounts, and/or take other corrective action, including referral to law enforcement, that it, in its sole and absolute discretion, deems appropriate. As more fully addressed in the Privacy Policy, PF will fully cooperate with any law enforcement, regulatory, or other government authorities or court order requesting or directing PF to disclose the identity of anyone posting any e-mails, or publishing or otherwise making available any materials that are believed to violate the Terms, or for any other reason.

By accessing and/or using the Services and accepting the Terms, you voluntarily, knowingly, and unconditionally forever, permanently, fully, completely, and finally release, acquit, remise, and discharge the PF Parties, from any and all Claims in any way, directly or indirectly, relating to, arising from, resulting from, concerning, or caused by any (alleged) investigation and/or any actions taken as a consequence of any investigation.

Termination. We may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account, at our sole discretion, at any time and without notice to you. You may cancel your account at any time by logging into your Account and doing it yourself or by sending us an email at support@payboticfinancial.com. Upon any termination, discontinuation or cancellation of the Services or your account, the following Sections will survive:

Warranty Disclaimers. THE SERVICES AND SERVICES ARE MADE AVAILABLE TO YOU ON AN “AS IS,” “WHERE IS,” AND “WHERE AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WITHOUT LIMITING THE FOREGOING, PF EXPLICITLY DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE. ALL DISCLAIMERS OF ANY KIND ARE MADE FOR THE BENEFIT OF THE PF PARTIES. WHILE WE TRY TO MAINTAIN THE INTEGRITY AND SECURITY OF THE SERVICES, WE DO NOT GUARANTEE THE SERVICES IS OR WILL REMAIN COMPLETE, CORRECT, OR SECURE, OR THAT ACCESS TO THE SERVICES WILL BE UNINTERRUPTED.

Put simply, and in addition to any and all other limitations on damages, waivers, or releases, you agree that PF IS NOT IN ANY WAY RESPONSIBLE OR ANY FAILURE TO MAINATIN THE INTEGRITY AND SECURITY OF THE SERVICES, OR TO KEEP THE SERVICES COMPLETE, CORRECT, OR SECURE, OR TO ENSURE UNINTERRUPTED ACCESS TO THE SERVICES. Furthermore, you voluntarily, knowingly, and unconditionally forever, permanently, fully, completely, and finally release, acquit, remise, and discharge the PF Parties from any and all Claims in any way, directly or indirectly, relating to, arising from, resulting from, concerning, or caused by any (alleged) failure (i) to maintain the integrity and/or security of the Services; (ii) to keep the Services complete, correct, or secure; and/or (iii) to ensure uninterrupted access to the Services.

Indemnity. You will indemnify and hold PF and its officers, directors, employees and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services, (b) your User Content, or (c) your violation of these Terms.

Limitation of Liability.

(a) Limitation of Liability IN NO EVENT SHALL PF BE LIABLE TO YOU, YOUR ORGANIZATION OR INDIVIDUAL, ANY USER, OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE, FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF INCOME, DATA, PROFITS, REVENUE OR BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, OR OTHER ECONOMIC LOSS, WHETHER OR NOT PF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER ANY CLAIM FOR RECOVERY IS BASED ON THEORIES OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE. PF WILL NOT BE LIABLE FOR ATTORNEYS’ FEES, EXCEPT AS REQUIRED BY LAW.

NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS AGREEMENT, IN NO EVENT SHALL PF’S AGGREGATE LIABILITY TO YOU, YOUR ORGANIZATION OR INDIVIDUAL, ANY USER, OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE EXCEED THE TOTAL FEES PAID BY YOU OR YOUR ORGANIZATION OR INDIVIDUAL TO PF IN THE TWELVE MONTH PERIOD PRECEDING THE EVENT(S) THAT GAVE RISE TO SUCH LIABILITY, OR ONE HUNDRED USD ($100.00), WHICHEVER IS GREATER, REGARDLESS OF THE FORM OR THEORY OF THE CLAIM OR ACTION.

Each provision of this Agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to and does allocate the risks between the parties under this Agreement. Each of these provisions is severable and independent of all other provisions of this Agreement. All limitations of liability, disclaimers of warranties, and exclusions of consequential damages or other damages or remedies will remain fully valid, effective and enforceable in accordance with their respective terms, even under circumstances that cause an exclusive remedy to fail of its essential purpose. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES, LIABILITY OR CERTAIN WARRANTIES IN CERTAIN CIRCUMSTANCES. ACCORDINGLY, IN THOSE JURISDICTIONS, SOME OF THESE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY.

Governing Law and Forum Choice. These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of Washington, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined below) that you and PF are not required to arbitrate will be the state and federal courts located in the United States, and you and PF each waive any objection to jurisdiction and venue in such courts.

Dispute Resolution.

(a) Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and PF agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and PF are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.

(b) Exceptions. As limited exceptions to Dispute Resolution above: (i) either party may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.

(c) Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org.

Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.

(d) Arbitration Costs. Transaction of all filing, administration and arbitrator fees will be governed by the AAA Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration, we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.

(e) Injunctive and Declaratory Relief. Except as provided in Dispute Resolution above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.

(f) Class Action Waiver. YOU AND PF AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.

(g) Severability. With the exception of any of the provisions in Dispute Resolution of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.

General Terms.

(a) Reservation of Rights. PF and its licensors exclusively own all rights, title and interest in and to the Services, including all associated intellectual property rights. You acknowledge that the Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.

(b) Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between PF and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between PF and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible, and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without PF’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. PF may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

(c) Notices. Any notices or other communications provided by PF under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

(d) Waiver of Rights. PF’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of PF. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

Contact Information. If you have any questions about these Terms or the Services, please contact info@payboticfinancial.com or 1-833-420-7300