Abound Terms of Use

Changes to the Terms of Use

Services that we may make available on or through the App. All such updates and amendments are effective immediately upon notice thereof, which we may give by any means, including, but not limited to, by posting a revised version of these Terms of Use. You should review these Terms of Use often to stay informed of changes that may affect you, as your continued use of the App signifies your continuing consent to be bound by these Terms of Use. We expressly reserve the right to make any changes to these Terms of Use, or to the App and its Content, at any time, without prior notice to you. The version of these Terms of Use posted in the Applications or at https://www.joinabound.com/ on each respective date you use the App shall be the Terms of Use applicable to your access and use of the App on that date. Our electronically or otherwise properly stored copies of these Terms of Use shall be deemed to be the true, complete, valid, authentic, and enforceable copies of the version of the Terms of Use on each respective date you used the App.

Changes to the Referral Terms

Abound may suspend, cancel, terminate or modify our referral offers, including any terms and conditions and any referral functionalities at any time at our sole discretion. Referral links or codes may not function following any discontinuance of, or changes to, the associated referral offer(s). By participating in our Grocery Cashback Program referral program, you acknowledge and agree that it is your responsibility to review and understand the offers active at any particular time, and that you will be bound by such changes as may be made from time to time. If you do not accept any such changes, your sole and exclusive remedy is to cease participation in the program.

Access and Use

In these Terms of Use, "you" and "your" refer to (a) you, the individual accessing the App, and (b) the business entity on whose behalf an individual or electronic agent is accessing the App. You represent and agree that all information that you provide to Times Club in connection with your access to and use of the App is and shall be true, accurate, and complete, to the best of your knowledge, ability, and belief. We reserve the right to terminate these Terms of Use, or to refuse, restrict, or discontinue service or access to the App (or any portions, components, or features thereof) to you or any other person or entity, for any reason or for no reason whatsoever, at any time, without notice or liability. Failure to comply with these Terms of Use may, among other things, result in the immediate termination of your access to and use of the App and any related Services. Abound grants you a personal, non-exclusive, non-transferable, limited license to use the App and to view or access the App solely for your personal or internal use and subject to the condition that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer (except to the extent permitted by applicable law), reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in or access to the App, the Services, or any other Content available via the App. You further agree neither to modify the App, or any part thereof, in any form or manner, nor to use any modified versions of the App or the Services, for any reason whatsoever, without the express written consent of Abound. You may not attempt to gain any unauthorized access to the App or any of its associated Content, including computer systems, software, or networks. No redistribution of any Content, materials, or information contained on or offered through the Applications or the Services is permitted, unless expressly specified in a prior agreement between you and Abound.

User Responsibility; No Unlawful or Prohibited Use

Any use or attempted use of the App:

1. for any unauthorized, fraudulent or malicious purpose;
2. that could damage, disable, overburden, or impair any server, or the network(s) connected to any server;
3. that could interfere with any other party's use and enjoyment of the App;
4. to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means;
5. to access systems, data or information not intended by Abound to be made accessible to a user;
6. to attempt to obtain any materials or information through any means not intentionally made available by us; or
7. for any use other than the purpose for which it was intended, is prohibited.

In addition, in connection with your use of the App, you agree you will not:

1. Upload or transmit any message, information, data, text, software or images, or other content that is unlawful, immoral, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that may invade another's right of privacy or publicity;
2. Create a false identity for the purpose of misleading others or impersonate any person or entity, including, without limitation, any Abound representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
3. Upload or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements);
4. Upload files that contain viruses, Trojan horses, worms, time bombs, cancel-bots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another;
5. Delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
6. Upload or transmit any unsolicited advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes" or any other form of solicitation, commercial or otherwise;
7. Violate any applicable local, state, national or international law;
8. Upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party;
9. Delete or revise any material posted by any other person or entity;
10. Probe, scan, test the vulnerability of or breach the authentication measures of, the App or any related networks or systems;
11. Register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for any products or services if you are not expressly authorized by such party to do so;
12. Harvest or otherwise collect information about others, including e-mail addresses, mobile numbers etc.; or
13. Use any robot, spider, scraper, or other automated or manual means to access the App or copy any Content or information on the App.

Abound reserves the right to monitor the use of its services and to take whatever lawful actions it may deem appropriate in response to actual or suspected violations of the foregoing, including, without limitation, withholding cash back or the suspension or termination of a user's access and/or account. Abound may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong.

Except as may be expressly limited by the Privacy Policy, Abound reserves the right at all times to disclose any information as Times Club deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Abound's sole discretion. You also agree to reimburse Abound for any damage, loss, cost or expense Abound incurs (including fees or costs of attorneys, accountants, professional advisors, and other experts incurred in connection with the defense or settlement of the foregoing) because of your use of the App for any unlawful or prohibited purpose. Abound reserves the right to remove any user-submitted content that may be infringing on another person's intellectual property rights with or without notice to the infringer and in accordance with applicable intellectual property or other laws, including the Digital Millennium Copyright Act ("DMCA").

Any information, images, communications, or material of any type or nature that you submit to the App, or any of our pages contained on a social media platform or website by e-mail, chats, posting, messaging, uploading, downloading, or otherwise (collectively, a "Submission") is done at your own risk and without any expectation of privacy.

Rakuten Card Terms

Not all Visa, MasterCard, and American Express cards are eligible for registration. Visa, MasterCard, and American Express Corporate cards, Visa, MasterCard, and American Express Purchasing cards, non-reloadable prepaid cards, government-administered prepaid cards (including EBT cards), healthcare (including Health Savings Account (HSA) or Flexible Spending Account (FSA)) or insurance prepaid cards, Visa Buxx, and Visa-, MasterCard-, and American Express-branded cards whose transactions are not processed through the Visa U.S.A payment system, MasterCard payment system, and/or American Express payment system are not eligible to participate.

You acknowledge that the Payment Card Networks - Visa, MasterCard, and American Express - may be unable to monitor every transaction made with your enrolled Visa, MasterCard, or American Express card, including PIN-based purchases, purchases you initiate through identification technology that substitutes for a PIN, payments made through other payment methods (such as a digital wallet or a third party payment app, where you may choose your Visa, MasterCard, or American Express card as a funding source but you do not present your card directly to the merchant), payments of existing balances, balance transfers, or transactions that are not processed or submitted through the Visa U.S.A., MasterCard, and American Express payment systems, and that these transactions are not eligible.

Proprietary Content

Abound respects the intellectual property rights of others and expects you to do the same. We have expended substantial time, effort and funds to create the App and to collect and provide the features, materials, opportunities, and services that are available on or through the App. You understand and agree that Abound owns, or (where required, appropriate, or applicable) has been licensed or otherwise made available to us by third parties to use, all right, title, and interest in and to the App and the features, materials, opportunities, and services made available on or through the App, and all information, text, data, computer code, music, artwork, databases, graphics, images, sound recordings, audio and visual clips, logos, software, and other materials contained therein, and the compilation, collection, design, selection, and arrangement thereof (collectively, the "Content") as well as the design, structure, selection, coordination, expression, "look and feel," and arrangement of such Content. You acknowledge that the Content constitutes valuable proprietary information that is protected by applicable intellectual property and other proprietary rights, laws, and treaties of the United States and other countries, and that you acquire no ownership interest by accessing and using the App and the Content. Such intellectual property and proprietary rights may include, but are not limited to, various patents, copyrights, trademarks and service marks, registered trademarks and service marks, trade dress protection, and trade secrets, and all such rights are and shall remain the property of Abound or its licensors and content-providers. For the avoidance of doubt, "Content" does not include any Third Party Materials or any features, opportunities, or services made available through the Linked Content (as defined below).

Subscriptions

From time to time, Times Club may offer you opportunities to purchase subscription-based services through the App. To purchase a subscription, you must be at least 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use the App. A valid credit card or other supported payment method is required to purchase a subscription. By subscribing, you agree that your payment method will be billed monthly, beginning on the date that you first register for subscription services unless another date is specified in the subscription services offer, in the amount specified in the subscription services offer. For avoidance of doubt, if you receive free access or a trial or evaluation period in connection with a subscription services offer, your use of the subscription services remains otherwise subject to this paragraph during the trial or evaluation period. Subscription products are non refundable but may be cancelled at any time by navigating to App Store Settings > Apple ID at least one day before your next subscription renewal date. Subject to your payment of the subscription fees, your compliance with these Terms of Use, and the availability of the subscription services, your subscription will enable you to access the subscription features specified in the subscription services offer. Times Club reserves the right to discontinue any subscription service at any time for any reason, either on a subscriber-by-subscriber basis or for all subscribers.

Disclaimer of Warranties

Abound does not promise, covenant, represent, warrant, or guarantee that you or any other user of the App will obtain any particular or tangible result or goal through the use of the App, or obtain any other product or service in connection with use of the App. It is solely your responsibility to take appropriate precautions to ensure that any information, materials, software, or data that you submit to or through the App or Abound, or that you access, use, download, or otherwise obtain on or through the App or Abound, are: (a) up-to-date, accurate, complete, reliable, truthful, and suitable to and appropriate for the purpose for which they are intended; and (b) free of viruses and other disabling devices and destructive routines.

THE INFORMATION, SOFTWARE, CONTENT, SERVICES, AND MATERIALS AVAILABLE FROM OR PROVIDED ON THE APPLICATIONS OR VIA THE SERVICES, IS PROVIDED BY ABOUND AND/OR OUR THIRD PARTY SUPPLIERS OR LICENSORS (INCLUDING PAYMENT CARD NETWORKS SUCH AS AMERICAN EXPRESS, VISA, AND MASTERCARD) ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OR GUARANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY , TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

ABOUND AND/OR OUR THIRD PARTY SUPPLIERS OR LICENSORS (INCLUDING PAYMENT CARD NETWORKS SUCH AS AMERICAN EXPRESS, VISA, AND MASTERCARD) DO NOT REPRESENT, WARRANT OR COVENANT THAT THE APPLICATIONS , CONTENT OR ANY MATERIALS, PRODUCTS, OR SERVICES AVAILABLE ON OR THROUGH THE APPLICATIONS OR THROUGH ABOUND ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, FREE OF TECHNICAL AND TYPOGRAPHICAL ERRORS, RELIABLE, OR APPROPRIATE FOR ANY PARTICULAR USE TO WHICH YOU OR ANY THIRD PARTY MAY CHOOSE TO PUT THEM, THAT THEY ARE OR WILL BE AVAILABLE ON AN UNINTERRUPTED AND ERROR-FREE BASIS, THAT DEFECTS WILL BE CORRECTED, OR THAT THE APPLICATIONS AND THE CONTENT, MATERIALS, PRODUCTS, AND SERVICES AVAILABLE ON OR THROUGH THE APPLICATIONS AND THROUGH ABOUND ARE FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS. ABOUND PERIODICALLY AMENDS, CHANGES, ADDS, DELETES, UPDATES, OR ALTERS THE APPLICATIONS AND THE SERVICES WITHOUT NOTICE. FURTHER, ABOUND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE APPLICATIONS OR THE SERVICES. ABOUND SPECIFICALLY DISCLAIMS ANY DUTY TO UPDATE THE CONTENT, OR ANY OTHER INFORMATION ON THE APPLICATIONS. IN USING THE APP, YOU ACCEPT THE INHERENT SECURITY IMPLICATIONS OF DATA TRANSMISSION OVER THE INTERNET AND THE WORLD WIDE WEB CANNOT ALWAYS BE GUARANTEED AS COMPLETELY SECURE. THEREFORE, YOUR USE OF THE APP WILL BE AT YOUR OWN RISK.

Limitation of Liability

IN NO EVENT SHALL ABOUND OR ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES (INCLUDING PAYMENT CARD NETWORKS SUCH AS AMERICAN EXPRESS, VISA, AND MASTERCARD), OR THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY LOSS, COST, DAMAGE, OR OTHER INJURY , WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY , OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE OF, OR RELIANCE ON, THE APPLICATIONS , THE CONTENT, MATERIALS, AND SERVICES ACCESSIBLE ON OR THROUGH THE APPLICATIONS OR THROUGH ABOUND; (B) THE USE, COPYING, OR DISPLAY OF THE APPLICATIONS OR THE CONTENT OR THE TRANSMISSION OF INFORMATION TO OR FROM THE APPLICATIONS OVER THE INTERNET; (C) ABOUND'S PERFORMANCE OF, OR FAILURE TO PERFORM, ITS OBLIGATIONS IN CONNECTION WITH THESE TERMS OF USE; (D) ANY DEFAMATORY , OFFENSIVE, OR ILLEGAL CONDUCT BY YOU, OTHER USERS OF THE APPLICATIONS , OR OTHER THIRD PARTIES; (E) YOUR PURCHASE AND USE OF ANY GOODS OR SERVICES PROVIDED BY ABOUND OR ANY THIRD PARTY; OR (F) THE AVAILABILITY , RELIABILITY , ACCURACY , TIMELINESS, OR QUALITY OF ANY SERVICES OFFERED, MADE AVAILABLE, PROVIDED, OR ACCEPTED BY YOU OR ANY THIRD PARTY , IN CONNECTION WITH THE APPLICATIONS OR ITS USE. UNDER NO CIRCUMSTANCES SHALL ABOUND, OR ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES (INCLUDING PAYMENT CARD NETWORKS AND PAYMENT PROCESSORS), OR THE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL, OR SIMILAR DAMAGES OR COSTS (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO PROPERTY , LOSS OF USE, BUSINESS INTERRUPTION, AND CLAIMS OF THIRD PARTIES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, THE APPLICATIONS , THE SERVICES, OR ANYTHING DESCRIBED IN THE FOREGOING CLAUSES (A) THROUGH (F) OF THIS PARAGRAPH, OR ANY OTHER CAUSE BEYOND THE CONTROL OF ABOUND, EVEN IF ABOUND WAS ADVISED, KNEW, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, THE AGGREGATE LIABILITY OF ABOUND AND ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, SHALL BE LIMITED IN ACCORDANCE WITH THESE TERMS OF USE TO THE FULLEST EXTENT PERMITTED BY LAW.

Abound reserves the right to do any of the following at any time without notice: (i) modify, suspend, or terminate operation of or access to the App, or any portion of the App, for any reason; (ii) modify or change the App, or any portion of the App, and any applicable policies or terms; and (iii) interrupt the operation of the App, or any portion of the App, as necessary to perform routine or non-routine maintenance, perform error correction, or make other changes.

Indemnification

You agree to indemnify, defend and hold Abound and the Payment Card Networks harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost, and expense (including attorneys' fees), brought by any third party in connection with or arising out of content, data, or information that you submit, post to, or transmit through the App or Abound, your access to and use of the Content, the Applications, and other materials, products, and Services available on or through the App and Abound, your violation of these Terms of Use, or your violation of any rights of another. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you hereunder. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms of Use.

Links to Other Parties' Content

For your convenience, certain hyperlinks or features may be provided on the App that link to other applications or websites which are not under the control of Abound (the "Linked Content"). Abound does not endorse or sponsor any Linked Content and is not responsible for the availability, accuracy, content, or any other aspect of the Linked Content. Abound disclaims all liability for such Linked Content, for all access to and use thereof, and for use of the links to such Linked Content. We also disclaim all liability, and make no representations or warranties, with respect to any products or services made available, sold, or provided to you by any third party. Your use of other applications or websites, and any purchases of products or services, volunteering of time or services, or making of charitable contributions through other websites, is subject to the terms and conditions of such other applications or websites. You agree that you will bring no suit or claim against Abound, and Abound has no obligation to participate in, arising from or based upon any such use of other applications, websites, or content contained therein (including the Linked Content). Abound has no responsibility for information provided to third parties through the Applications, including through any Linked Content. Hyperlinks to such Linked Content on the App do not imply that: (a) Abound is affiliated or associated with any Linked Content; (b) Abound is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in connection with or accessible through such links; or (c) any Linked Content is authorized to use any trademark, trade name, logo, or copyright symbol of Abound.

Disclaimer of Third Party Information

The App may contain offers for sale of merchandise or services or promotional offers not provided by Abound. Such merchandise and services may be obtained only by linking to the applicable merchant's website in order to make the transaction. Terms of the offer shown on the App, including, but not limited to price, color, quantity, availability, and description may vary from those shown on the merchant's website. Differences in the terms of an offer between the App and a merchant's website will be governed by the terms shown on the merchant's website. Abound is not responsible or liable for any such differences or discrepancies or the performance of any products or services obtained via such third-party website or for not-honoring of any offer by any merchant. Some features of the App, such as "cash back" rewards, are contingent upon and subject to Abound receiving information from third parties. In the event of a dispute between you and such third party(ies) who provide certain offers for sale of merchandise or services, Abound shall not be responsible or held liable in any manner whatsoever. Abound also reserves the right to withhold, reverse or cancel any rewards, benefits, offers, cashbacks and such other incentives to you, in the event: (a) such rewards, benefits, offers, cashbacks and such other incentives were fraudulent, in error, illegal and/ or in violation of these Terms of Use; (b) you have violated these Terms of Use; or (c) committed fraud.

Accounts, Passwords, and Security

Certain features or services offered on or through the App may require you to open an account (including establishing a login ID and password). You are entirely responsible for maintaining the confidentiality of your account information, including your login ID and password, and for any and all activity that occurs under your account or login ID. You agree to notify Abound immediately upon learning of any unauthorized use of your account, login ID, or password or any other breach of security. However, you may be held liable for losses incurred by Abound or any other user of or visitor to the App due to another person using your account, login ID, or password.

You may not use any other user's account, login ID, or password at any time without the express permission and consent of the holder of that account, login ID, or password. Abound cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.

General

These Terms of Use (as each may be revised and amended from time to time according to their respective terms), along with the agreements referenced and incorporated herein, collectively constitute the entire agreement with respect to your access to and use of the App and the Content. You agree that you shall not contest the admissibility or enforceability of Abound's copy of these Terms of Use in connection with any action or proceeding arising out of or relating to these Terms of Use. Except as expressly provided for herein, these Terms of Use do not confer any rights, remedies, or benefits upon any person or entity other than you and Abound. Abound may assign its rights and duties under these Terms of Use at any time to any third party without notice. You may not assign these Terms of Use without the prior written consent of Abound. These Terms of Use shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns.

To the extent any portion of these Terms of Use shall be determined to be unenforceable by a court of competent jurisdiction, such portion will be modified by the court solely to the extent necessary to cause such portion to be enforceable, and these Terms of Use as so modified will remain in full force and effect. Any waiver of any provisions contained in these Terms of Use by Abound shall not be deemed to be a waiver of any other right, term, or provision of these Terms of Use. Any rights not expressly granted herein are reserved.

You agree that any violation, or threatened violation, by you of these Terms of Use, constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.

Jurisdiction

These Terms of Use shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, as such laws are applied to agreements entered into and to be performed entirely within such State. If any provision of these Terms of Use shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severed from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. Except to the extent that you and Abound have entered into a written agreement regarding the provision of services (including but not limited to transportation services, logistics services, warehouse services or any other services), these Terms of Use are the entire agreement between the parties relating to the matters contained herein and shall not be modified except in writing signed by a duly authorized officer of Abound.

EACH PARTY WAIVES THE RIGHT TO LITIGATE IN COURT OR ARBITRATE ANY CLAIM OR DISPUTE AS A CLASS ACTION, EITHER AS A MEMBER OF A CLASS OR AS A REPRESENTATIVE, OR TO ACT AS A PRIVATE ATTORNEY GENERAL.

Contact Us

Abound welcomes any comments or questions you may have regarding these Terms of Use or the App. Please send any comments or questions submitted Marine Parkway, Suite #175, Redwood City, CA 94114 or via email at support@joinabound.com

Please check back regularly for updates and changes.

Remittance Terms & Conditions

Effective: May 8, 2023

This agreement (the "Agreement") sets out the terms and conditions governing your use of the TClub Inc. / Abound / Abound Service (the "Service"). You may access the Service through the Abound mobile application (the "Application"). As used herein, the terms "we," "us," and "our" mean TClub Inc. / Abound. "You" and "your" means the person who is using the Services to transfer funds from a US bank account.

1. This is Your Contract with Us. Read this Agreement and keep it for your records. By accessing the Application or using the Service, you agree to the terms of this Agreement and agree that you will comply with all applicable laws.
2. Eligibility and Registration. In order to use the Service, you first must register. As part of your registration and use of the Service, you represent and warrant that:
   1. If an individual, you are of the legal age of majority in your jurisdiction, but in all events at least 18 years old;
   2. You have full authority to enter into this Agreement;
   3. You hold a US bank account that will be the source of funds for transfers using the Service and that, unless you are acting as an agent as set forth in Section 2.5, is held in your name and over which you exercise legal authority and control;
   4. You will not be violating any laws or regulations by registering with us, entering into or by performing any part of this Agreement, or by otherwise using the Service;
   5. You are not an agent acting for an undisclosed principal or third party beneficiary. In the event that you are acting for a third party, you agree to provide us with certified copies of identification evidence of such authorizations that you have received from the third party and obtain our express approval before acting on that third party's behalf;
   6. All information provided by you as part of your registration and use of the Service is accurate and complete, and you undertake to promptly notify us of any changes to such information
   7. You will ensure that your contact details provided at registration remain accurate and up to date. We will use those contact details to contact you wherever required under this Agreement or in connection with the Service. You may update your contact details at any time by logging in to the Application.
3. Identity Verification Process. To help the government fight the funding of terrorism and money laundering activities, Federal law requires TClub Inc. to obtain, verify and record information that identifies each person to whom we provide certain types of services. What this means for you when you use our Service we may require you to provide your name, address, date of birth, taxpayer ID, phone number, email address, and other information that will allow us to identify you. We may require you to provide documentation, which may include your passport, driver's license, or other government issued photo identification document. We may also contact you if we have additional questions.
4. General Description of the TClub, Inc. / Abound Service. The Service enables the transmission of funds to recipients ("Recipients") located in other countries in a currency other than United States Dollars ("USD"). As part of the Service, upon a user's request, Abound will instruct one or more of its third party payment service providers to direct their partner financial institutions to pull funds directly from a user's designated bank account to transmit money to the Recipient's bank account. Funds are transmitted to Recipients via electronic funds transfer, wire transfer or other electronic methods. The Service, as described herein, may be amended by us at any time, upon notice, as set forth above. Moreover, we retain full discretion to refuse to accept any user or to complete any instruction to send money (a "Transaction") at any time.
5. Compliance with Office of Foreign Assets Control ("OFAC"). All U.S. persons, including U.S. banks, bank holding companies, and non-bank subsidiaries, must comply with OFAC's regulations. This means that we may institute a hold on your account or your funds, if you are a Specially Designated National, or fall into the scope of a country-based sanction program, as described under OFAC's regulations.
6. The Service offered generally includes two types of orders:
   1. Fixed Target Payment Orders, where you request that we instruct our payment service provider to direct its financial service providers to transfer a specific amount of foreign currency (not U.S. dollars) to a Recipient.
   2. Fixed Source Payment Orders, where you request that we instruct our payment service provider to direct its financial service providers to convert a specific amount of U.S. Dollars into a specified foreign currency and then to transfer the resulting converted amount to the Recipient.
7. Unlawful And Other Impermissible Use. You agree not to use the Service for any unlawful activity, and we reserve the right to investigate any suspicious activity or in response to any complaints or reported violations. When investigating any such activity, we reserve the right to report suspected unlawful activity to any appropriate regulatory or similar authority or person and to provide such authority or person any relevant information, including personal data. More specifically, you are not allowed to use our Services: in connection with the sale or distribution of any prohibited or illegal good or service or an activity that requires a governmental license where you lack such a license; in connection with the sale or distribution of marijuana or marijuana paraphernalia, regardless of whether or not such sale is lawful in your jurisdiction; in connection with the sale or distribution of any material that promotes violence or hatred; in connection with the sale or distribution of adult content; in connection with the sale or distribution of goods or services that violate the intellectual property rights of a third party; in connection with the sale or exchange of cryptocurrencies; as part of a Ponzi-scheme or pyramid selling; as part of any gambling or regulated financial services you may provide; or in connection with the sale or distribution of firearms or other weapons, military or semi-military goods, military software or technologies, chemicals, prescription medications, seeds or plants, dietary supplements, alcoholic beverages, tobacco goods, jewels, precious metals or stones.
8. Multiple Registrations. Multiple registrations are prohibited. You may register only once, and each user must maintain a separate registration. If we detect multiple active registrations for a single user, we reserve the right to merge or terminate the registrations and refuse you all continued use of the Service without notification to you.
9. Payment Methods. We only accept payment for your transfer via ACH Pull Direct Debit. No other payment methods are accepted, including cash, mailed check, or electronic check.
   1. Payment by ACH Pull Direct Debit
      1. If you choose to pay for your transfer using the ACH Pull direct debit feature, you will need to provide your bank account details, including your bank account number and routing number (each such bank account is deemed "Your Bank Account").
      2. When you choose to pay for your transfer using the ACH Pull Direct Debit feature and provide Your Bank Account details, you represent that Your Bank Account payment details are correct, that you are authorized to access and transmit funds from Your Bank Account, that Your Bank Account is in good standing with the account-holding financial institution, and that you have the authority to initiate an electronic funds transfer in the amount at issue to or from Your Bank Account.
      3. When you choose to pay for your transfer using our ACH Pull Direct Debit feature and by providing Your Bank Account details and requesting a Transaction, you authorize us to instruct our Payment Service Provider to direct its Financial Service Provider Partner to initiate electronic credits and debits to Your Bank Account through the automated clearing house (ACH) network in order to process the requested Transaction, including any applicable fees and charges. Your authorization shall remain in effect for any Transaction that you have authorized while a registered user with the Service unless canceled in accordance with this Agreement.
10. Exchange Rates.
    1. The "Transaction Amount" is the amount that you send minus any applicable fees and prior to any foreign exchange conversion.
    2. Locked-In Exchange Rates. We always specify the exchange rate applicable to your Transaction at the time you submit your requested Transaction, and this exchange rate will be locked-in (the "Locked-In Exchange Rate") for a period of 96 hours from the time you initiate your payment (the "Specified Period"). Our Payment Service Provider will convert the Transaction Amount at the Locked-In Exchange Rate, provided that your Transaction Amount reaches the specified bank account within the Specified Period.
    3. Unlocked Exchange Rates. If the Transaction Amount reaches the specified bank account after the Specified Period, your funds may be converted at the Locked-in Exchange Rate or Unlocked Exchange Rate, as defined below, which means that the exchange rate could be lower than the Locked-In Exchange Rate.
       1. We make reasonable efforts to align Unlocked Exchange Rates with the mid-market rate in global currency markets at the time of conversion. We do not guarantee that the rates match any particular benchmark source at any given time. We are not liable if the amount received by the Recipient is less than anticipated as a result of changes in the global currency markets.
       2. In order to protect you from negative volatility in the global foreign exchange markets, we automatically apply a 3% rate limit (the "Automatic Rate Limit"). This means that in the event that the conversion rate moves negatively (to your detriment) beyond the Automatic Rate Limit, then we will temporarily stop any further conversion until market conditions improve. We will notify you if the situation does not improve for more than 24 hours.
    4. We may charge you a Fee for the Service in the form of Transaction Fees, Administration Fees and margin applied directly to the Exchange rate.
11. Transaction History. You can access the details of all your Transactions on our mobile Application.
12. Refused Transactions. We reserve the right in our sole discretion to refuse any Transaction. Reasons for refusal may include but are not limited to an inability to match your registration information with your bank account details, incorrect Recipient details or an insufficient deposit amount. We generally will attempt to notify you of any refusal, using the contact information provided as part of your registration, stating (where possible) the reasons for the refusal and whether the problem can be corrected. We will not notify you of a refusal where to do so would be unlawful.
13. Cancellation of Transactions. You may cancel your Transaction for a full refund (a) within 30 minutes of authorizing your Transaction or (b) at any time thereafter if the Transaction Amount has not yet been converted in accordance with your order.
14. Fees.
    1. Transaction Fees. We may charge a fee on every transaction. Any Fees charged relating to the Transaction will be fully visible to you before you accept the Transaction. The Transaction Fee is added to the Transaction Amount that will be deducted from your account. Transaction Fees do not include any fees that your bank or the Recipient's bank may charge. Those fees may be deducted from your deposit (in the case of your bank) or the delivered amount (in the case of Recipient's bank).
    2. Administration Fee. An Administration Fee may be incurred when your Transaction is refused due to incorrect payment details, regulatory requirements or any other reason. (This fee is in addition to any amount your bank or the Recipient's bank may assess.) Any Administration Fee will be deducted from your Transaction Amount. Our current Administration Fee for Refused Transactions is 8.00 USD per Transaction.
    3. Exchange Rate margin: a margin may be applied to the Exchange Rate that is offered to you on our Application. The Exchange Rate offered to you on our Application will be inclusive on this margin.
15. Service Providers. We use agents and service providers to help us deliver the Service to you. For example, Checkbook, Inc. and Nium, Inc. manage the Service on our behalf as our payment service providers. Among other functions, the payment service providers arrange delivery of funds to recipients abroad through relationships with their financial service provider partners. Regardless, all services provided by our payment service providers or other agents or service providers are performed at our direction and subject to our supervision. To utilize the Services, users may be required to enter into agreements with one or more of our payment service providers.
16. Errors and Compromised User Credentials. Once Transactions have been executed, they cannot be reversed, and, except as expressly set out in this Agreement, we will not be liable in any way for any loss you suffer as a result of a Transaction being carried out in accordance with your instructions. If you believe there to be an error in connection with a Transaction or other problem as set out in this Section 16, then you should notify our customer support at +1 (888) 850-2387 or support@joinabound.com.
    1. If you think there has been an error or problem with your transfer, you must contact Client Support no later than 180 days of the date we promised to you that the funds would be made available to the Recipient. When you do, please tell us as much of the following information as possible: (1) Your name and address; (2) The error or problem with the transfer, and why you believe it is an error or problem; (3) The name of the person receiving the funds, and if you know it, his or her telephone number or address; (4) The dollar amount of the transfer; and (5) The confirmation code or number of the transaction.
    2. The law generally requires us (or our payment service provider or their financial service provider partners, as applicable) to investigate and determine whether an error occurred within 45 days after you contact us. We will inform you of our determination within three business days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of any documents we used in our investigation.
    3. If your Transaction history shows Transactions that you did not initiate, please contact Client Support at once to let us know. Client Support must hear from you no later than sixty days after the date we make available to you the periodic statement in which the error appears. If you do not tell Client Support, you may not get back any of the money you lost after the 60 days, if we can prove that we could have stopped someone from taking the money had you told us in time.
    4. Tell Client Support at ONCE if you believe your user credentials have been compromised. Telephoning is the best way of keeping any losses to a minimum. Compromise of your credentials could allow thieves to access your bank account to make unauthorized payments. If you notify Client Support within two Business Days, you can lose no more than $50 if someone uses your use credentials without your permission. If you do NOT tell us within two Business Days after you learn of the compromise of your credentials, and we can prove we could have stopped someone from using your credentials without your permission if you had told us, you could lose as much as $500.
    5. If a good reason (such as a long trip or a hospital stay) kept you from telling us, we may extend the time periods set out in this Section 16, at our sole discretion, as permitted under applicable law.
17. "Business Day" for purposes of this Agreement means any day, other than a Saturday, Sunday, federal or New York state holiday, on which banks in the US are open for business.
18. Limitations of Liability. Neither we nor any of our agents, affiliates, holding companies, subsidiaries, employees, officers, directors, service providers, or subcontractors will be liable: For losses or damages alleged to result from our failure to properly complete a Transaction (other than as just noted in Section 15 above); For losses or damages alleged to result from our delay in completing a Transaction; If, through no fault of ours, you do not have enough money in your bank account or have not timely deposited sufficient funds with us to make the Transaction; If your system or device was not working properly during your use of the Service and you knew about the breakdown when you started the Transaction; For errors made by you or a Recipient, such as making a transfer to an unintended person or transferring an unintended amount; For errors by your bank, such as the provision of incorrect bank account information for your bank Account; For losses or damage arising from your misuse or inability to use the Application, whether due to reasons within our control or not; For losses or damage to you from our inability to complete a Transaction because we are prohibited by law or for losses or damage caused as a result of actions taken due to our obligations under applicable law or order; or Due to circumstances beyond our control (such as failure or interruption of telecommunications or data transmission systems) that prevent or affect the Transaction, despite reasonable precautions that we have taken.
19. Disclaimer of Liability.
    IN PROVIDING THE SERVICE TO YOU, NEITHER WE NOR ANY OF OUR AFFILIATES, HOLDING COMPANIES, SUBSIDIARIES, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, SERVICE PROVIDERS OR SUBCONTRACTORS, MAKES ANY EXPRESS WARRANTIES OR REPRESENTATIONS TO YOU WITH RESPECT TO THE SERVICE EXCEPT AS SET OUT IN THIS AGREEMENT, AND ALL IMPLIED AND STATUTORY WARRANTIES AND REPRESENTATIONS, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY OR NON-INFRINGEMENT ARE HEREBY EXPRESSLY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL WE OR ANY OF OUR AFFILIATES, HOLDING COMPANIES, SUBSIDIARIES, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, SERVICE PROVIDERS OR SUBCONTRACTORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR INCIDENTAL DAMAGES, WHETHER BASED ON NEGLIGENCE, WILFUL MISCONDUCT, TORT, CONTRACT OR ANY OTHER THEORY OF LAW, OR FOR ANY DAMAGES FOR LOSS OF DATA, LOSS OF INCOME, FAILURE TO REALIZE EXPECTED REVENUES OR SAVINGS, LOSS OF PROFITS OR ANY ECONOMIC OR PECUNIARY LOSS. WE FURTHER DISCLAIM ANY AND ALL LIABILITY FOR ANY GOODS OR SERVICES BOUGHT OR SOLD BY YOU THAT ARE SETTLED THROUGH YOUR PARTICIPATION IN THE SERVICE.
20. You are recommended to retain a copy of this Agreement at the time a Service is requested for your records. You also may request a copy from us of the version of the Agreement in effect at the time of a particular Transaction that you have requested by contacting the help center.
21. Consent for Electronic Disclosures. The Service is an electronic commerce relationship. In order for the Service to be provided to you, we must have your consent to provide access to required disclosures in electronic format. If you do not consent to electronic disclosure of these documents, then you may not use the Service. Your consent applies to all of the documents we provide to you electronically in connection with the Service, including receipts and notices. Access to electronic disclosures will be provided by way of the Internet. Your history of use of the Service is available for viewing online from your account on the Application. In order to view these disclosures, you will need a hardware device that can access the Internet via modem or other form of connection. Your hardware device must run on an appropriate operating system. You must be able to access the Internet to access our website. Additionally, Internet browser software is required to access the disclosures from a personal computer. If you require a printed copy of your full printed copy of your transaction history, you can request this by contacting the help center. We recommend you download or print a copy of this Agreement for your records. You may download a copy of this Agreement in PDF format. This document requires Adobe Acrobat Reader for viewing. If you consent to electronic access to documents, we are not required to provide you with paper copies. You may obtain these documents in paper form without charge by printing them yourself. If you decide to withdraw your consent for electronic disclosures, you must notify client support at +1 (888) 850-2387 or support@joinabound.com. Such notice will constitute notice of termination of your registration with us and preclude future use of the Service.
22. Privacy. We treat your privacy seriously. We share your personal information provided in connection with the Service with our agents and service providers to provide you with the Service. Please see our Privacy Policy, for comprehensive information concerning our collection, use and disclosure of your personal information.
23. Limiting the Services and Termination
    1. We may limit the Services available to you, terminate your registration or suspend or refuse a Transaction at any time, without notice, if we reasonably suspect any security risk associated with your registration or Transaction, or if we terminate your registration for the reasons set out in this Agreement. We will do our best to notify you prior to taking any such action. However, if prior notification is not practicable, we will promptly notify you by email after the suspension. We have no obligation to notify you should such a notification be impossible or unlawful.
    2. Termination
       1. We may immediately terminate your registration and this Agreement at any time without prior notice if in our reasonable opinion:
          • we determine in our sole discretion that you are not eligible to use the Services or that you are using them for an impermissible purpose;
          • you have materially breached the law, the terms of the Agreement or the terms of our referral or promotional programs;
          • you engage in behavior that we in our sole discretion view as suspicious or otherwise of concern;
          • duplicate accounts are opened for the same person;
          • it is impossible to get in touch with you by the telephone number and email address you have provided;
          • you or your bank initiate a chargeback or rejection of an attempted transfer;
          • you are a charitable or non-profit organization.
       2. We may suspend or refuse to execute Transactions if any of the reasons in 24.2.1 apply to the Recipient of the Transaction.
       3. You may terminate your registration at any time by contacting client support at +1 (888) 850- 2387 or support@joinabound.com. Termination, whether by you or by us, shall not affect prior Transactions or (except where required by law) obligations under this Agreement existing at the time of termination. Upon termination, TClub Inc. (and/or our payment service provider or their financial service provider partners, as applicable) will retain records of your Transaction history in accordance with regulatory requirements and our retention policies.
24. Applicable Law and Arbitration. This Agreement is entered into in the State of Delaware. This Agreement and any claim or controversy arising out of or relating thereto, including any claim against TClub Inc. in connection with the Service (collectively, a "Claim") is governed by the laws of the United States and the state of Delaware, without regard to conflicts or choice of laws principles, whether or not you live in Delaware.
    YOU HEREBY CONSENT TO ARBITRATION OF ALL CLAIMS BEFORE A SINGLE ARBITRATOR. THE ARBITRATOR WILL BE SELECTED AND THE ARBITRATION CONDUCTED PURSUANT TO THE CONSUMER ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. NO "CLASS" OR SIMILAR GROUP ARBITRATION SHALL BE PERMITTED. ALL ARBITRATION HEARINGS OR SIMILAR PROCEEDINGS SHALL BE HELD IN NEW YORK, NEW YORK, ALTHOUGH YOU MAY ELECT TELEPHONIC PROCEEDINGS OR WAIVE ANY HEARING.
    The AAA Consumer Arbitration Rules are available for review at: https://www.adr.org/aaa/faces/rules (click Rules, then click Consumer Arbitration Rules).
    Any arbitral award shall be final and binding and may be enforced by any court of competent jurisdiction. You understand that, in return for your agreement to this Section, we are able to offer you the Service at the terms designated, and that your assent to this Section is an indispensable consideration to this Agreement. You also acknowledge and understand that, with respect to any Claim:
    YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; YOU ARE GIVING UP YOUR RIGHT TO HAVE A COURT RESOLVE ANY SUCH DISPUTE; and YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY , OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY ARBITRATION OR LAWSUIT INVOLVING ANY SUCH DISPUTE.
    This Section is made pursuant to a transaction involving interstate commerce and will be governed by the Federal Arbitration Act, 9 U.S.C.1-16.
25. Severability. If any provision of this Agreement is held to be invalid or unenforceable, such provision will be deemed to be modified to the minimum extent necessary to make it valid and enforceable and the rest of this Agreement will not be affected.
26. Assignment. You may not transfer or assign this Agreement to any other person without our prior written consent. We may assign our obligations to you under this Agreement without your consent or any prior notice.
27. English Language. This Agreement may be provided to you in English or any other language that we support. For the avoidance of doubt, any non-English version of the Agreement is provided for translation purposes only. In the event that any conflict arises between the English and non-English versions of the Agreement, the English version shall prevail.
28. Entire Agreement. This Agreement and any document expressly referred to in it constitutes the whole agreement between us and supersedes any previous discussions, correspondence, arrangements or understanding between us.
29. Notices to Us. If you have any problems using the Service, you should contact client support +1 (888) 850-2387 or support@joinabound.com. Any notice of legal claim or other process pursuant to this Agreement shall be delivered via email to support@joinabound.com or via post to: 2261 Market Street #4688, San Francisco, CA, 94114.

Abound Consent Policy

I agree that Abound and its affiliates may use data from Plaid on what I spend to get me special offers and rebates on products and services that may interest me and analyze my preferences, in accordance with Abound's Privacy Policy [Link]. I understand that I may revoke this consent at any time as provided in that policy. I understand that the Abound and its affiliates will not have access to my bank credentials.

Checkbook Pass Through TERMS and CONDITIONS for Marketplace Customers

These Terms of Service are a legal agreement ("Agreement") between you ("user," "you", "your") and Checkbook, Inc., a Delaware Corporation ("Checkbook", "Checkbook.io"). As part of using TClub Inc. ("Abound")'s services, you must accept these passthrough terms from Checkbook. "Service" refers to Checkbook's payment processing services, as well as Checkbook's website, any software, programs, documentation, tools, hardware, internet-based services, components, and any updates (including software maintenance, service information, help content, bug fixes or maintenance releases) thereto provided to you through Abound by Checkbook, directly or indirectly. To use the Service, you must agree to all the terms in this Agreement. This Agreement incorporates by reference all policies, notices, and other content that appear on Checkbook website at www.checkbook.io and/or any other website(s) exclusively provided by Checkbook (the "Website").

1. Relationship with Checkbook

Your acceptance of this Agreement constitutes acceptance by you, your business or nonprofit organization. To register a business or nonprofit organization you have to provide additional information, such as street address, telephone number, tax identification number (or social security number), and date of birth and other identifying information for at least one principal of the business. You authorize Checkbook, directly or through third parties, to make inquiries or verify that this information is accurate (for example, through social media or third-party databases). You specifically authorize Checkbook to request a consumer report that contains your name and address. Each Account must be linked to at least one verified U.S. bank account. You must provide accurate and complete information. If Checkbook cannot verify that this information is complete and accurate, Checkbook may deny your use of marketplace and close your Account.

2. E-Sign Disclosure and Consent

By accepting this Agreement, you agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your Checkbook Account and your use of the Service, either directly from Checkbook or from Marketplace.

3. Prohibited Activities

By registering with Checkbook, you also confirm that you will not accept payments or use the Service in connection with the following activities, items or services:

• Adult content, bail bonds, bankruptcy lawyers, check cashing, or payment for a dishonored check or for an item deemed uncollectible by another merchant
• Credit counseling or credit repair agencies, credit protection or identity theft protection services
• Counterfeit or possibly counterfeit goods
• Debt collection, consolidation, or reduction services
• Distressed property sales and marketing, door to door sales
• Drugs, alcohol, or drug paraphernalia, or items that may represent them
• Factoring, liquidators, bailiffs, bail bondsmen
• Financial services such as cash advances
• Gambling or betting, including lottery tickets, casino gaming chips, off-track betting, memberships on gambling-related internet sites and wagers at races
• Hate, violence, racial intolerance, or the financial exploitation of a crime
• Internet pharmacies or pharmacy referral sites
• Inbound or outbound telemarketing businesses including lead generation businesses
• Multi-level marketing businesses, pyramid or ponzi schemes
• Pharmaceuticals, including medical marijuana
• Obscene or pornographic items, prostitution, escort services, massage parlors and other explicit sexually related services
• Unlawful activities or items, or activities or items that encourage, promote, facilitate or instruct others regarding the same
• Violent acts towards self or others, or activities or items that encourage, promote, facilitate or instruct others regarding the same
• Weapons, including replicas and/or ammunition
• Competing with Checkbook
• Transferring funds between bank accounts held in the same name

If Checkbook determines that you have received funds resulting from fraud or a prohibited activity, those funds may be frozen, returned to the Payor, or seized. In addition, if Checkbook reasonably suspects that your Account has been used for an unauthorized, illegal, or criminal purpose, you give Checkbook express authorization to share information about you, your Account, your access to the Checkbook Service, and any of your transactions with law enforcement.

4. Our Role and Your Responsibilities

Checkbook provides hosting and data processing services for our users. Checkbook is a Payment Service Provider ("PSP"), not a bank, money transmitter, or Money Services Business ("MSB"), and we do not offer banking or MSB services as defined by the United States Department of Treasury. As a PSP, Checkbook collects, analyzes and relays information generated in connection with payments to and from our users. You authorize Checkbook to provide this information to the FSPs that Checkbook partners with, in order for the FSP to facilitate payments from/to our users through the various payment networks ("Network", "Networks"), including ACH and/or Check21 and/or VISA and/or Mastercard OCT (Original Credit Transaction), as applicable. As a result Checkbook through its FSP conducts the settlement of Network transactions from/to our users. Checkbook does not at any point hold or own funds in connection with the Service, nor does Checkbook transmit money or monetary value for transmission. In connection with the Service, Checkbook does not actually or constructively receive, take possession of or hold any money or monetary value for transmission, and does not advertise, solicit or hold itself out as receiving money for transmission. In order to act as a PSP, Checkbook must enter into agreements with Networks and FSPs. You are not a third-party beneficiary of these agreements. Each of the Networks and FSPs is a third-party beneficiary of this Agreement and has beneficiary rights, but not obligations, and may enforce this Agreement against you. Some of these third parties may require a direct agreement with you. If you are required to enter into such an agreement and, if you decline to do so, we may suspend or terminate your Account.

Depending on the network chosen for settlement e.g. ACH and/or Check21 and/or VISA/Mastercard OCT, either by you or by Checkbook, Checkbook can and will create a paper version of the Check being used for payment. This paper Check can and will be stored in a vault either onsite or offsite Checkbook's premises. The length of storage of this original Check will be in compliance with statutory regulations and guidelines as applicable.

If you are using the Checkbook Recurring Payments or Invoices feature through Abound, you agree that it is your responsibility to comply with applicable laws, including the Electronic Funds Transfer Act (Regulation E), including by capturing your customers' agreements to be billed on a recurring basis. You may not resell any hardware provided to you by Checkbook or a third party for use with the Service. Notwithstanding Checkbook's assistance in understanding the Operating Regulations and Network Rules, you expressly acknowledge and agree that you are assuming the risk of compliance with all provisions of the Operating Regulations and Network Rules, regardless of whether you have possession of those provisions. We can provide you with excerpted provisions of the Network Rules upon your request.

5. Your Payment Authorization

You authorize Checkbook through its FSP to hold, receive, disburse and settle funds on your behalf. Your authorization permits Checkbook though its FSP to generate a paper draft or electronic funds transfer to process each payment transaction that you authorize. You authorize the FSP to initiate electronic Network entries to each bank account for which you input or enable the retrieval of the routing number and account number on Checkbook's website, mobile app or any other ingress point such as through one of our Partners, and to initiate adjustments for any transactions credited or debited in error. You agree to be bound by the Network Rules, and you agree that all Network transactions that you initiate will comply with all applicable law. Your authorization will remain in full force and effect until you notify us that you revoke it by contacting Checkbook Customer Support in accordance with instructions on our website or by closing your Account. You understand that Checkbook requires a reasonable time to act on your revocation, not to exceed five (5) business days.

6. Underwriting and Sharing Information

Checkbook may share some or all of the information about you and your transactions with our FSP(s), Networks and our other partners (and their respective affiliates, agents, subcontractors, and employees), who may use this information to perform their obligations under their agreements with Checkbook, to operate and promote their respective networks, to perform analytics and create reports, to prevent fraud, and for any other lawful purpose. At any time, Checkbook, its FSP processor or its other partners may conclude that you will not be permitted to use Checkbook. You agree that Checkbook is permitted to contact and share information about you and your Account with banks and other financial institutions. This includes sharing information (a) about your transactions for regulatory or compliance purposes, (b) for use in connection with the management and maintenance of the Service, (c) to create and update their customer records about you and to assist them in better serving you, and (d) to conduct Checkbook's risk management process.

7. Transactions

Upon the release of transaction information by Checkbook, a Payor will be debited or charged by Checkbook. You agree that the Payor's obligation to the recipient is treated as paid after processing has been initiated by Checkbook and the transaction enters the "Completed" status in Checkbook. If you are receiving a payment from a Payor, after the initiation of processing by Checkbook, you agree not to attempt to collect or otherwise seek payment from the Payor, because you agree that Payor's obligation to you has been conclusively discharged. Transactions may stay in a "Pending" state before "Completed" if Checkbook is reviewing a transaction for risk purposes. Transactions in this state should not be treated as paid until they are "Completed". Transactions may be disputed by the Payor and/or Payee at any time up to the number of days stipulated in applicable Network regulations from the date the transaction appears in the Originator's bank account. Disputes resolved in favor of the Payor may result in reversal of the disputed transaction, regardless of state.

8. Payout Schedule

Checkbook through its FSP will transfer funds to/from your bank account according to the typical schedule applicable to the specific Network used to transfer the funds. Regardless of the Network used to transfer the funds, Checkbook through its FSP will transfer funds to/from your bank account no more than thirty (30) days after funds settle to the FSP. If Checkbook cannot transfer the funds from/to your bank account (due to inaccurate or obsolete bank account information entered by you, or for any other reason), Checkbook may refund the funds to the Payor or escheat them. Neither the FSP, Checkbook, nor the Payor will have any liability to you for funds so refunded. Settlements to a bank account may be limited or delayed based on your perceived risk and history with Checkbook. Should Checkbook need to conduct an investigation or resolve any pending dispute related to your Account, Checkbook may defer payout or restrict access to your funds for the entire time it takes us to do so. Checkbook may also defer payout or restrict access to your funds as required by law or court order, or if otherwise requested by law enforcement or governmental entities. Furthermore, if Checkbook or the FSP suspects future chargebacks or disputes as a result of transactions to your Account, Checkbook may defer payout and/or restrict access to your funds until Checkbook or the FSP reasonably believes, in their sole discretion, that the risk of receiving a chargeback or dispute has passed. All settlements to Merchants are subject to review for risk and compliance purposes and can be delayed or postponed at Checkbook's sole discretion.

9. Taxes

You are responsible for determining any and all taxes assessed, incurred, or required to be collected, paid, or withheld, in connection with your use of the Service. You are solely responsible for collecting, withholding, reporting and remitting correct any taxes to the appropriate tax authority. Checkbook is not obligated to, and will not, determine whether taxes apply, or calculate, collect, report or remit any taxes to any tax authority arising from your use of the Service.

10. Refunds and Returns

Checkbook's Services may provide you information about returns. This information may be provided to you directly via email or another form of online messaging. Depending on your agreement with Abound the information pertaining to Refunds, Returns and/or Chargebacks/Disputes may be provided to you directly or indirectly through Abound's platform. Checkbook bears no responsibility about the timeliness or veracity of such information if it's being provided by the Abound's platform. You agree to process returns of, and provide refunds and adjustments for, goods or services in accordance with this Agreement and the Operating Regulations and Network Rules, as applicable. The Operating Regulations require that you will (a) maintain a fair return, cancellation or adjustment policy; (b) disclose your return or cancellation policy to Payors at the time of purchase, (c) not give cash refunds to a Payor in connection with a payment processed through our Service, unless required by law, and (d) not accept cash or any other item of value for preparing a sale refund through the applicable Network. Your refund policies must be the same for all payment methods.

11. Refunds and Returns Provided by You

This section is applicable only if you are using Checkbook to collect payments. You owe us and will immediately pay us the amount of any return or chargeback and any associated Fees, fines, or penalties assessed by our partner FSP(s) or Networks. If you do not have sufficient funds in your Account, we will have the remedies set forth in "Our Set-off and Collection Rights" below. If you have pending chargebacks, Checkbook through its FSP may delay your payments. Further, if we reasonably believe that a chargeback is likely with respect to any transaction, Checkbook may withhold the amount of the potential chargeback from payments initiated by you under this Agreement until such time that: (a) a chargeback is assessed due to a Payor's complaint, in which case Checkbook's FSP will retain and refund the funds; (b) the period of time under applicable law or regulation by which the Payor may dispute that the transaction has expired; or (c) we determine that a chargeback on the transaction will not occur. If we determine that you are incurring an excessive amount of Chargebacks, Checkbook may establish controls or conditions governing your Account, including without limitation, by (a) assessing additional Fees, (b) creating a Reserve in an amount reasonably determined by us to cover anticipated chargebacks and related fees, (c) delaying payouts, and (d) terminating or suspending the Service or closing your Account. If the chargeback is contested successfully, we will release the reserved funds to you. If a chargeback dispute is not resolved in your favor by the Networks or issuing bank or you choose not to contest the chargeback, we may recover the chargeback amount and any associated fees as described in this Agreement. You acknowledge that your failure to assist us in a timely manner when investigating a transaction, including providing necessary documentation within seven (7) days of our request, may result in an irreversible chargeback. We reserve the right, upon notice to you, to charge a fee for mediating and/or investigating chargeback disputes.

12. Our Set-off and Collection Rights

This section is applicable only if you are using Checkbook to collect payments. To the extent permitted by law, Checkbook may set off any obligation you owe us under this Agreement (including chargebacks) against any credit in your Account or against any amounts due to you. All Fees are deducted first from the transferred or collected funds and thereafter from your Account. If you do not have sufficient funds, Checkbook thru its FSP may collect from any funding source associated with your Account, or from any other Account under your control, or from any funding source associated with such other Account, including but not limited to any funds (a) deposited by you, (b) due to you under this Agreement, or (c) available in your bank account, or other payment instrument registered through Checkbook. Your failure to pay in full amounts that you owe us on demand will be a breach of this Agreement. You will be liable for our costs associated with collection in addition to the amount owed, including without limitation attorneys' fees and expenses, collection agency fees, and interest at the lesser of one-and-one-half percent (1-1/2%) per month or the highest rate permitted by law. In its discretion, Checkbook may make appropriate reports to credit reporting agencies and law enforcement authorities, and cooperate with them in any resulting investigation or prosecution.

13. Checkbook's Intellectual Property Rights

The Service is licensed and not sold. The Service is protected by copyright, trade secret and other intellectual property laws. Checkbook owns the title, copyright and other worldwide intellectual property rights in the Service and all copies of the Service. This Agreement does not grant you any rights to Checkbook's trademarks or service marks, nor may you remove, obscure, or alter any of Checkbook's trademarks or service marks included in the Service.

14. Indemnity

You will indemnify, defend and hold Checkbook harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost, and expense (including attorneys' fees), brought by any third party in connection with or arising out of content, data, or information that you submit, post to, or transmit through the App or Checkbook, your access to and use of the Content, the Applications, and other materials, products, and Services available on or through the App and Checkbook, your violation of these Terms of Use, or your violation of any rights of another. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you hereunder. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms of Use.

15. Disclaimer of Warranties by Checkbook

NOTWITHSTANDING THE SERVICE LEVEL AGREEMENT ("SLA") IF ANY, CHECKBOOK'S SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY , TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

CHECKBOOK AND/OR OUR THIRD PARTY SUPPLIERS OR LICENSORS (INCLUDING PAYMENT CARD NETWORKS SUCH AS AMERICAN EXPRESS, VISA, AND MASTERCARD) DO NOT REPRESENT, WARRANT OR COVENANT THAT THE APPLICATIONS , CONTENT OR ANY MATERIALS, PRODUCTS, OR SERVICES AVAILABLE ON OR THROUGH THE APPLICATIONS OR THROUGH CHECKBOOK ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, FREE OF TECHNICAL AND TYPOGRAPHICAL ERRORS, RELIABLE, OR APPROPRIATE FOR ANY PARTICULAR USE TO WHICH YOU OR ANY THIRD PARTY MAY CHOOSE TO PUT THEM, THAT THEY ARE OR WILL BE AVAILABLE ON AN UNINTERRUPTED AND ERROR-FREE BASIS, THAT DEFECTS WILL BE CORRECTED, OR THAT THE APPLICATIONS AND THE CONTENT, MATERIALS, PRODUCTS, AND SERVICES AVAILABLE ON OR THROUGH THE APPLICATIONS AND THROUGH CHECKBOOK ARE FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS. CHECKBOOK PERIODICALLY AMENDS, CHANGES, ADDS, DELETES, UPDATES, OR ALTERS THE APPLICATIONS AND THE SERVICES WITHOUT NOTICE. FURTHER, CHECKBOOK ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE APPLICATIONS OR THE SERVICES. CHECKBOOK SPECIFICALLY DISCLAIMS ANY DUTY TO UPDATE THE CONTENT, OR ANY OTHER INFORMATION ON THE APPLICATIONS. IN USING THE APP, YOU ACCEPT THE INHERENT SECURITY IMPLICATIONS OF DATA TRANSMISSION OVER THE INTERNET AND THE WORLD WIDE WEB CANNOT ALWAYS BE GUARANTEED AS COMPLETELY SECURE. THEREFORE, YOUR USE OF THE APP WILL BE AT YOUR OWN RISK.

Limitation of Liabilities and Damages

IN NO EVENT SHALL CHECKBOOK OR ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES (INCLUDING PAYMENT CARD NETWORKS SUCH AS AMERICAN EXPRESS, VISA, AND MASTERCARD), OR THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE FOR ANY LOSS, COST, DAMAGE, OR OTHER INJURY , WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY , OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE OF, OR RELIANCE ON, THE APPLICATIONS , THE CONTENT, MATERIALS, AND SERVICES ACCESSIBLE ON OR THROUGH THE APPLICATIONS OR THROUGH CHECKBOOK; (B) THE USE, COPYING, OR DISPLAY OF THE APPLICATIONS OR THE CONTENT OR THE TRANSMISSION OF INFORMATION TO OR FROM THE APPLICATIONS OVER THE INTERNET; (C) CHECKBOOK'S PERFORMANCE OF, OR FAILURE TO PERFORM, ITS OBLIGATIONS IN CONNECTION WITH THESE TERMS OF USE; (D) YOUR PURCHASE AND USE OF ANY GOODS OR SERVICES PROVIDED BY CHECKBOOK OR ANY THIRD PARTY; OR (E) THE AVAILABILITY , RELIABILITY , ACCURACY , TIMELINESS, OR QUALITY OF ANY SERVICES OFFERED, MADE AVAILABLE, PROVIDED, OR ACCEPTED BY YOU OR ANY THIRD PARTY , IN CONNECTION WITH THE APPLICATIONS OR ITS USE. UNDER NO CIRCUMSTANCES SHALL CHECKBOOK, OR ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES (INCLUDING PAYMENT CARD NETWORKS AND PAYMENT PROCESSORS), OR THE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL, OR SIMILAR DAMAGES OR COSTS (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO PROPERTY , LOSS OF USE, BUSINESS INTERRUPTION, AND CLAIMS OF THIRD PARTIES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, THE APPLICATIONS , THE SERVICES, OR ANYTHING DESCRIBED IN THE FOREGOING CLAUSES (A) THROUGH (F) OF THIS PARAGRAPH, OR ANY OTHER CAUSE BEYOND THE CONTROL OF CHECKBOOK, EVEN IF CHECKBOOK WAS ADVISED, KNEW, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, THE AGGREGATE LIABILITY OF CHECKBOOK AND ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, SHALL BE LIMITED IN ACCORDANCE WITH THESE TERMS OF USE TO THE FULLEST EXTENT PERMITTED BY LAW.

CHECKBOOK RESERVES THE RIGHT TO DO ANY OF THE FOLLOWING AT ANY TIME WITHOUT NOTICE: (I) MODIFY, SUSPEND, OR TERMINATE OPERATION OF OR ACCESS TO THE APP, OR ANY PORTION OF THE APP, FOR ANY REASON; (II) MODIFY OR CHANGE THE APP, OR ANY PORTION OF THE APP, AND ANY APPLICABLE POLICIES OR TERMS; AND (III) INTERRUPT THE OPERATION OF THE APP, OR ANY PORTION OF THE APP, AS NECESSARY TO PERFORM ROUTINE OR NON-ROUTINE MAINTENANCE, PERFORM ERROR CORRECTION, OR MAKE OTHER CHANGES.

Indemnification

You agree to indemnify, defend and hold Checkbook harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost, and expense (including attorneys' fees), brought by any third party in connection with or arising out of content, data, or information that you submit, post to, or transmit through the App or Checkbook, your access to and use of the Content, the Applications, and other materials, products, and Services available on or through the App and Checkbook, your violation of these Terms of Use, or your violation of any rights of another. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you hereunder. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms of Use.

Links to Other Parties' Content

For your convenience, certain hyperlinks or features may be provided on the App that link to other applications or websites which are not under the control of Checkbook (the "Linked Content"). Checkbook does not endorse or sponsor any Linked Content and is not responsible for the availability, accuracy, content, or any other aspect of the Linked Content. Checkbook disclaims all liability for such Linked Content, for all access to and use thereof, and for use of the links to such Linked Content. We also disclaim all liability, and make no representations or warranties, with respect to any products or services made available, sold, or provided to you by any third party. Your use of other applications or websites, and any purchases of products or services, volunteering of time or services, or making of charitable contributions through other websites, is subject to the terms and conditions of such other applications or websites. You agree that you will bring no suit or claim against Checkbook, and Checkbook has no obligation to participate in, arising from or based upon any such use of other applications, websites, or content contained therein (including the Linked Content). Checkbook has no responsibility for information provided to third parties through the Applications, including through any Linked Content. Hyperlinks to such Linked Content on the App do not imply that: (a) Checkbook is affiliated or associated with any Linked Content; (b) Checkbook is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in connection with or accessible through such links; or (c) any Linked Content is authorized to use any trademark, trade name, logo, or copyright symbol of Checkbook.

Disclaimer of Third Party Information

The App may contain offers for sale of merchandise or services or promotional offers not provided by Checkbook. Such merchandise and services may be obtained only by linking to the applicable merchant's website in order to make the transaction. Terms of the offer shown on the App, including, but not limited to price, color, quantity, availability, and description may vary from those shown on the merchant's website. Differences in the terms of an offer between the App and a merchant's website will be governed by the terms shown on the merchant's website. Checkbook is not responsible or liable for any such differences or discrepancies or the performance of any products or services obtained via such third-party website or for not-honoring of any offer by any merchant. Some features of the App, such as "cash back" rewards, are contingent upon and subject to Checkbook receiving information from third parties. In the event of a dispute between you and such third party(ies) who provide certain offers for sale of merchandise or services, Checkbook shall not be responsible or held liable in any manner whatsoever. Checkbook also reserves the right to withhold, reverse or cancel any rewards, benefits, offers, cashbacks and such other incentives to you, in the event: (a) such rewards, benefits, offers, cashbacks and such other incentives were fraudulent, in error, illegal and/ or in violation of these Terms of Use; (b) you have violated these Terms of Use; or (c) committed fraud.

Accounts, Passwords, and Security

Certain features or services offered on or through the App may require you to open an account (including establishing a login ID and password). You are entirely responsible for maintaining the confidentiality of your account information, including your login ID and password, and for any and all activity that occurs under your account or login ID. You agree to notify Checkbook immediately upon learning of any unauthorized use of your account, login ID, or password or any other breach of security. However, you may be held liable for losses incurred by Checkbook or any other user of or visitor to the App due to another person using your account, login ID, or password.

You may not use any other user's account, login ID, or password at any time without the express permission and consent of the holder of that account, login ID, or password. Checkbook cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.

General

These Terms of Use (as each may be revised and amended from time to time according to their respective terms), along with the agreements referenced and incorporated herein, collectively constitute the entire agreement with respect to your access to and use of the App and the Content. You agree that you shall not contest the admissibility or enforceability of Checkbook's copy of these Terms of Use in connection with any action or proceeding arising out of or relating to these Terms of Use. Except as expressly provided for herein, these Terms of Use do not confer any rights, remedies, or benefits upon any person or entity other than you and Checkbook. Checkbook may assign its rights and duties under these Terms of Use at any time to any third party without notice. You may not assign these Terms of Use without the prior written consent of Checkbook. These Terms of Use shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns.

To the extent any portion of these Terms of Use shall be determined to be unenforceable by a court of competent jurisdiction, such portion will be modified by the court solely to the extent necessary to cause such portion to be enforceable, and these Terms of Use as so modified will remain in full force and effect. Any waiver of any provisions contained in these Terms of Use by Checkbook shall not be deemed to be a waiver of any other right, term, or provision of these Terms of Use. Any rights not expressly granted herein are reserved.

You agree that any violation, or threatened violation, by you of these Terms of Use, constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.

Jurisdiction

These Terms of Use shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, as such laws are applied to agreements entered into and to be performed entirely within such State. If any provision of these Terms of Use shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severed from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. Except to the extent that you and Checkbook have entered into a written agreement regarding the provision of services (including but not limited to transportation services, logistics services, warehouse services or any other services), these Terms of Use are the entire agreement between the parties relating to the matters contained herein and shall not be modified except in writing signed by a duly authorized officer of Checkbook.

EACH PARTY WAIVES THE RIGHT TO LITIGATE IN COURT OR ARBITRATE ANY CLAIM OR DISPUTE AS A CLASS ACTION, EITHER AS A MEMBER OF A CLASS OR AS A REPRESENTATIVE, OR TO ACT AS A PRIVATE ATTORNEY GENERAL.

Contact Us

Checkbook welcomes any comments or questions you may have regarding these Terms of Use or the App. Please send any comments or questions submitted Marine Parkway, Suite #175, Redwood City, CA 94114 or via email at support@joinabound.com

Please check back regularly for updates and changes.

FORTRESS TRUST ACCOUNT AGREEMENT

RIGHT TO MAKE OR PASS ON ANY REPRESENTATION OR WARRANTY ON BEHALF OF FORTRESS TO ANY THIRD PARTY

ACCOUNT HOLDER'S ACCESS TO AND USE OF THE SERVICES ARE AT ACCOUNT HOLDER'S OWN RISK. ACCOUNT HOLDER UNDERSTANDS AND AGREES THAT THE SERVICES ARE PROVIDED TO IT ON AN "AS IS" AND "AS AVAILABLE" BASIS. FORTRESS EXPRESSLY DISCLAIMS LIABILITY TO ACCOUNT HOLDER FOR ANY DAMAGES RESULTING FROM ACCOUNT HOLDER'S RELIANCE ON OR USE OF THE SERVICES. THE DISCLAIMERS HEREIN ARE TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW.

8. LIMITATION OF LIABILITY

8.1 FORTRESS SHALL NOT BE LIABLE FOR ANY ACTION TAKEN OR OMITTED TO BE TAKEN BY IT IN GOOD FAITH UNLESS AS A RESULT OF ITS GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, IN EACH CASE AS DETERMINED BY AN ADJUDICATOR OF COMPETENT JURISDICTION, AND ITS SOLE RESPONSIBILITY SHALL BE FOR THE HOLDING AND DISBURSEMENT OF THE CUSTODIAL PROPERTY IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, SHALL HAVE NO IMPLIED DUTIES OR OBLIGATIONS AND SHALL NOT BE CHARGED WITH KNOWLEDGE OR NOTICE OF ANY FACT OR CIRCUMSTANCE NOT SPECIFICALLY SET FORTH HEREIN, ACCOUNT HOLDER HEREBY ACKNOWLEDGES AND AGREES, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, FORTRESS WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO ACCOUNT HOLDER FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO ANY INVESTMENT OR TRANSACTION OCCURRING UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO, LOST PROFITS OR LOSS OF BUSINESS, EVEN IF FORTRESS HAS BEEN ADVISED OF THE LIKELIHOOD OF SUCH LOSS OR DAMAGE AND REGARDLESS OF THE FORM OF ACTION. THIS INCLUDES ANY LOSSES OR PROBLEMS OF ANY TYPE RESULTING FROM INCIDENTS OUTSIDE OF OUR DIRECT CONTROL, INCLUDING BUT NOT LIMITED TO ERRORS, HACKS, THEFT OR ACTIONS OF ISSUERS, TRANSFER AGENTS, SMART CONTRACTS, BLOCKCHAINS AND INTERMEDIARIES OF ALL TYPES. ACCOUNT HOLDER HEREBY ACKNOWLEDGES AND AGREES UNDER NO CIRCUMSTANCES WILL FORTRESS'S TOTAL LIABILITY OF ANY AND ALL KINDS ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNT OF FEES PAID, IF ANY , BY ACCOUNT HOLDER TO FORTRESS UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH LIABILITY . THE LIMITATIONS OF LIABILITY HEREIN ARE TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW.

9. INDEMNIFICATION

1. Account Holder agrees to indemnify, defend and hold harmless Fortress and its shareholders, directors, officers, employees and agents (the "Indemnified Parties") from and against any and all losses, costs, expenses, fees, claims, damages, liabilities and causes of actions (including, but not limited to, reasonable attorney fees and disbursements) of third parties resulting or arising from:
   • (a) Account Holder, or its Agent's, failure to abide by or perform any obligation imposed upon Account Holder under this agreement,
   • (b) the willful misconduct, fraud, criminal activity, intentional tort or negligence of Account Holder or any of its representatives involving use of the Account and the services provided by Fortress;
   • (c) the actions, omissions or commissions of Account Holder, its employees, consultants and/or agents relating to the services provided by Fortress; and
   • (d) any payment request, wire transfer, transmission or instruction, whether or not authorized, acted upon by Fortress in good faith.
   Account Holder shall be provided with prompt notice of any claims and given full authority and assistance (at Account Holder's expense) for the defense of any such claims; provided that Fortress may participate in such defense and settlement with counsel of Fortress' own choosing at Fortress' own expense; provided, further, however, Account Holder shall have no authority to settle any claim against any Indemnified Party without the prior written consent of such Indemnified Party (which consent shall not be unreasonably withheld).
2. Account Holder agrees to bear sole responsibility for the prosecution or defense, including the employment of legal counsel, of any and all legal actions or suits involving the Account, which may arise or become necessary for the protection of the investments in that Account, including any actions lodged against Fortress. Account Holder also agrees to bear sole responsibility for enforcing any judgments rendered in favor of the Account, including judgments rendered in the name of Fortress as Fortress of the Account. Account Holder agrees to be responsible for any and all collection actions, including contracting with a collection agency or institutional legal action, and bringing any other suits or actions which may become necessary to protect the rights of the Account. Account Holder understands that any legal filings made on behalf of this Investment are to be made on behalf of beneficial owners for whom Fortress acts as custodian. Account Holder agrees not to institute legal action on behalf of the Account without Fortress's written consent to litigate and that Account Holder shall prosecute any legal action. Account Holder agrees that any such legal action will be carried out in a manner that does not cause Fortress to incur any costs or legal exposure.

10. NOTICES

All notices under this Agreement shall be given in writing, in the English language, and shall be deemed given when personally delivered, when sent by email or confirmed fax, or three days after being sent by prepaid certified mail or internationally recognized overnight courier to the addresses set forth in the signature blocks below (or such other address as may be specified by party following written notice given in accordance with this Section).

11. SEVERABILITY

If any provision of this Agreement is for any reason found to be ineffective, unenforceable, or illegal by any court having jurisdiction, such condition will not affect the validity or enforceability of any of the remaining portions hereof.

12. NO LEGAL, TAX, INVESTMENT OR ACCOUNTING ADVICE

Account Holder agrees without reservation that Fortress is NOT providing any legal, tax or accounting advice in any way, nor on any matter, regardless of the tone or content of any communication (oral, written or otherwise). Account Holder shall rely solely on its own legal, tax, accounting and other professional advisors for any such advice and on all matters. Account Holder agrees that Fortress is not providing any investment advice, nor do we make any recommendations regarding any securities or other assets to Account Holder. Account Holder agrees that it will not construe any communications from Fortress or any person associated with Fortress, whether written or oral, to be legal, investment, due diligence, valuation or accounting advice and agrees to only and exclusively rely on the advice of Account Holder's attorneys, accountants and other professional advisors, including any Agents, investment advisers or registered broker-dealers acting on your behalf.

13. RESEARCH, LEGAL PROCESS AND REQUESTS FOR INFORMATION

If Fortress receives any legal process relating to you or your Account, you authorize us to comply with it. "Legal process" means any document that appears to have the force of law that requires us to hold or pay out funds from your account, including a garnishment, attachment, execution, levy or similar order. Fortress does not have to determine whether the legal process was validly issued or is enforceable. If any action, including administrative proceedings, garnishment, tax levies, restraining orders or another action is brought against you or your account, you will be liable to us for any loss, cost or expense (including attorneys' fees) resulting from our compliance with any legal process. If we receive any subpoena, court order or request for information or documents from a government entity or arbitration panel relating to your account, we are authorized to comply with it and will charge you the Legal Research Fee.

14. ELECTRONIC COMMUNICATIONS NOTICE AND CONSENT

Each of Account Holder and Fortress hereby agree that all current and future notices, confirmations and other communications regarding this Agreement specifically, and future communications in general between the parties, may be made by email, sent to the email address of record as set forth in the Notices section above or as otherwise from time to time changed or updated and disclosed to the other party, without necessity of confirmation of receipt, delivery or reading, and such form of electronic communication is sufficient for all matters regarding the relationship between the parties. If any such electronically-sent communication fails to be received for any reason, including but not limited to such communications being diverted to the recipients' spam filters by the recipients email service provider, or due to a recipients' change of address, or due to technology issues by the recipients' service provider, the parties agree that the burden of such failure to receive is on the recipient and not the sender, and that the sender is under no obligation to resend communications via any other means, including but not limited to postal service or overnight courier, and that such communications shall for all purposes, including legal and regulatory, be deemed to have been delivered and received. No physical, paper documents will be sent to Account Holder, and if Account Holder desire physical documents then it agrees to be satisfied by directly and personally printing, at Account Holder's own expense, either the electronically-sent communication(s) or the electronically available communications by logging onto Account Holder's Account online and then maintaining such physical records in any manner or form that Account Holder desires. Account Holder agrees that we may call or send text messages to you at the telephone numbers that you provide to us, including a cell phone number, which may result in charges to you, for informational purposes regarding your Account with us. These calls and text messages may be made from an automatic telephone dialing system (i.e., an autodialer) or from an artificial or prerecorded voice message system. Additionally, you agree that we may send electronic communication to you at the email addresses you provide to us. You may contact us at any time if you no longer want to receive these communications from us.

15. ASSIGNMENT

Account Holder may not assign this Agreement to any third-party, including any affiliates or subsidiaries of Account Holder, without the prior written of Fortress.

16. BINDING ARBITRATION, APPLICABLE LAW AND VENUE, ATTORNEYS FEES

This Agreement is governed by and will be interpreted and enforced in accordance with the laws of the State of Nevada without regard to principles of conflict of laws. Account Holder agrees that the situs of the Account shall be Nevada and the exclusive jurisdiction for all matters associated with the Account shall be Clark County, Nevada. Any claim or dispute arising under or relating to this Agreement may only be brought in arbitration, with venue in Clark County, Nevada, pursuant to the rules of the American Arbitration Association. Account Holder and Fortress each consent to this method of dispute resolution, as well as jurisdiction, and consent to this being a convenient forum for any such claim or dispute and waives any right it may have to object to either the method or jurisdiction for such claim or dispute. In the event of any dispute among the parties, the prevailing party shall be entitled to recover damages plus reasonable costs and attorney's fees and the decision of the arbitrator shall be final, binding and enforceable in any court.

17. COUNTERPARTS, FACSIMILE, EMAIL, SIGNATURES

This Agreement may be executed in counterparts, each of which will be deemed an original and all of which, taken together, will constitute one and the same instrument, binding on each signatory thereto. This Agreement may be executed by signatures, electronically or otherwise, delivered by facsimile or email, and a copy hereof that is properly executed and delivered by a party will be binding upon that party to the same extent as an original executed version hereof.

18. FORCE MAJEURE

No party will be liable for any default or delay in performance of any of its obligations under this Agreement if such default or delay is caused, directly or indirectly, by fire, flood, earthquake or other acts of God; labor disputes, strikes or lockouts; wars, rebellions or revolutions; riots or civil disorder; accidents or unavoidable casualties; interruptions in transportation or communications facilities; termination or restrictions imposed by correspondent banking partners or vendors; or delays in transit or communication; supply shortages or the failure of any person to perform any commitment to such party related to this Agreement; or any other cause, whether similar or dissimilar to those expressly enumerated in this Section, beyond such party's reasonable control.

19. INTERPRETATION

Each party to this Agreement has been represented by or had adequate time to obtain the advice and input of independent legal counsel with respect to this Agreement and has contributed equally to the drafting of this Agreement. Therefore, this Agreement shall not be construed against either party as the drafting party. All pronouns and any variation thereof will be deemed to refer to the masculine and feminine, and to the singular or plural as the identity of the person or persons may require for proper interpretation of this Agreement. And it is the express will of all parties that this Agreement is written in English and uses the font styles and sizes contained herein.

20. ENTIRE AGREEMENT, AMENDMENTS

This Agreement sets forth the entire understanding of the parties concerning the subject matter hereof, and supersedes any and all prior or contemporaneous communications, representations or agreements between the parties, whether oral or written, regarding the subject matter of this Agreement, and may not be modified or amended, except by a written instrument executed after the effective date of this Agreement by the party sought to be charged by the amendment or modification.

21. CAPACITY

Account Holder hereby represents that the signer(s) of this Agreement are over the age of 18 and have all proper authority to enter into the Agreement. Furthermore, if Account Holder is an entity (e.g. corporation, trust, partnership, etc. and not an individual) then the entity is in good standing in its state, region or country of formation; which Account Holder agrees to produce evidence of such authority and good standing if requested by Fortress. Account Holder agrees to provide Fortress with any additional information required to open the Account, including beneficial owners and other customer information. Account Holder represents that the information provided is complete and accurate and shall immediately notify Fortress of any changes.

22. SERVICES NOT EXCLUSIVE

Nothing in this Agreement shall limit or restrict Fortress from providing services to other parties that are similar or identical to some or all of the services provided hereunder.

23. INVALIDITY

Any provision of this Agreement which may be determined by competent authority to be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. In such case, the parties shall in good faith modify or substitute such provision consistent with the original intent of the parties.

24. SUBSTITUTE IRS FORM W-9

Under penalties of Perjury, Account Holder certifies that: (1) The tax identification number provided to Fortress by Account Holder, if Account Holder is a US person, is the correct taxpayer identification number and (2) Account Holder is not subject to backup withholding because: (a) Account Holder is exempt from backup withholding, or, (b) Account Holder has not been notified by the Internal Revenue Service (IRS) that it is subject to backup withholding. Account Holder agrees to immediately inform Fortress in writing if it has been, or at any time in the future is notified by the IRS that Account Holder is subject to backup withholding. Account Holders acknowledge that failing to provide accurate information may result in civil penalties.

Disclaimers

By submitting this information, I certify that the information provided here is accurate and current, and that I have the authority to submit this application on behalf of the entity and persons on it. I certify that I have read and agree to Layer2 Financial Privacy Policy. I acknowledge that this account application will not be considered complete until all the necessary documentation has been submitted. Once complete, Layer2 Financial and its partner Banks and Trusts will review the information provided and they reserve the right to request additional information or documentation. I acknowledge that Layer2 Financial and/or its partner Banks and Trusts might be required by law to carry out all necessary security and customer due diligence checks on all parties involved for purposes of this application in compliance with the Bank Secrecy Act ("BSA"), and all Laws and regulations relating to AML, KYC, KYB, counter-terrorist financing, sanctions screening requirements, or any other legal obligations. I agree and authorize Layer2 Financial and its partner Banks and Trusts to make, directly or through any third-party, any inquiries that Layer2 Financial or its Partner Banks and Trusts considers necessary to validate the information provided, including checking commercial databases or credit reports. I further authorize Layer2 Financial and its partner Banks and Trusts to take such steps as they deem necessary to comply with their legal obligations; and acknowledge and agrees that Layer2 Financial or its partner Banks and Trusts may, from time to time, be required to disclose this application's information to third-parties. Fortress Trust Account Disclaimers.

IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT

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 open an Account, 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 copy of your driver's license or other identifying documents.

Electronic Fund Transfers Consumer Liability

Tell Fortress Trust AT ONCE if you believe an electronic fund transfer has been made without your permission. Telephoning is the best way of keeping your possible losses down. You could lose all the money in your account. If you tell Fortress Trust within 2 business days after you learn of the loss, you can lose no more than $50 if someone used your funds without your permission. If you do NOT tell Fortress Trust within 2 business days after you learn of the loss, and Fortress Trust can prove Fortress Trust could have stopped someone from using your funds without your permission if you had told Fortress Trust, you could lose as much as $500. Also, if your statement shows transfers that you did not make, including those made by card, code or other means, tell Fortress Trust at once. If you do not tell Fortress Trust within 60 days after the statement was mailed to you, you may not get back any money you lost after the 60 days if Fortress Trust can prove that Fortress Trust could have stopped someone from taking the money if you had told Fortress Trust in time. If a good reason (such as a long trip or a hospital stay) kept you from telling Fortress Trust, we will extend the time periods.

Contact in event of unauthorized transfer

If you believe an electronic fund transfer has been made without your permission, call:
702.813.3800 or write: Fortress Trust, Error Resolution Department, 10801 W. Charleston Blvd., Suite 440, Las Vegas, NV 89135

Business days

For purposes of these disclosures, Fortress Trust business days are Monday through Friday. Holidays are not included.

Confidentiality

Fortress Trust will disclose information to third parties about your account or the transfers you make:

1. where it is necessary for completing transfers, or
2. In order to verify the existence and condition of your account for a third party, such as a credit bureau or merchant, or
3. In order to comply with government agency or court orders, or
4. If you give Fortress Trust your written permission.

Documentation

Periodic statements. You will get a monthly account statement (unless there are no transfers in a particular month. In any case you will get the statement at least quarterly).

Financial institution's liability

If Fortress Trust does not complete a transfer to or from your account on time or in the correct amount according to your agreement with Fortress Trust, Fortress Trust will be liable for your losses or damages. However, there are some exceptions. Fortress Trust will not be liable, for instance:

1. If, through no fault of Fortress Trust, you do not have enough money in your account to make the transfer.
2. If the system was not working properly and you knew about the breakdown when you started the transfer.
3. If circumstances beyond Fortress Trust control (such as fire or flood) prevent the transfer, despite reasonable precautions that we have taken.
4. There may be other exceptions stated in Fortress Trust's Custody Agreement with you.

Truth in Savings Disclosure

RATE INFORMATION INCLUDING COMPOUNDING & CREDITING

Unless otherwise agreed in writing, your account is a non-interest bearing account.

MINIMUM BALANCE REQUIREMENTS

There is no minimum balance required to open an account. There is no minimum balance required to avoid the imposition of a fee.

FEES

Monthly Fee: You will not be charged a monthly fee to maintain your account. But you could be charged monthly fees by Layer2 Financial or other providers for other services other than maintaining the account.

TRANSACTION LIMITS

Fortress Trust reserves the rights to apply transaction limits. There is no debit, ATM or check features associated with this account.

STATEMENTS

As stated in the Electronic Statement Disclosure Agreement, you have consented to receive electronic statements for your account. If you withdraw your consent to receive electronic statements (or any other electronic communications), your account will be closed.

ACCOUNT CLOSING

Fortress Trust reserves the right to terminate your account at any time. If your account is terminated, any proceeds in your account will be returned to the original source of payment that you, the account holder, used to fund the account unless otherwise agreed.

FUNDS AVAILABILITY DISCLOSURE; OUR ABILITY TO WITHDRAW FUNDS

Our policy is to make funds from deposits of cash, electronic direct deposits and wire transfers to your account available on the day Fortress Trust receives the deposit. All check deposits, including, but not limited to; official bank, cashier's, certified, tellers, traveler's, and federal, state and local government checks will be available on the next business day following the day of your deposit. Once the funds are available, you can withdraw them in cash and Fortress Trust will use them to pay checks that you have written. For determining the availability of your deposits, every day is a business day, except Saturdays, Sundays, and federal holidays. If you make a deposit before the close of business on a business day that Fortress Trust is open, Fortress Trust will consider that day to be the day of your deposit. However, if you make a deposit after the close of business, or on a day Fortress Trust is not open, Fortress Trust will consider the day of your deposit to be the next business day that we are open (for example, if you mail the deposit or utilize our night deposit drop). Even after Fortress Trust have made funds available to you, and you have withdrawn the funds, you are still responsible for deposited checks that are returned to Fortress Trust unpaid and for any other problems involving your deposit.

LONGER DELAYS MAY APPLY

Funds you deposit by check may be delayed for a longer period under the following circumstances: Fortress Trust believes a check you deposit will not be paid. You deposit checks totalling more than $5,525 on any one day. You/ Fortress Trust redeposit a check that has been returned unpaid. You have overdrawn your account repeatedly in the last six months. There is an emergency, such as failure of computer or communications Equipment. Fortress Trust will notify you if we delay your ability to withdraw funds for any of these reasons, and Fortress Trust will tell you when the funds will be available. They will generally be available on the fifth business day after the day of your deposit.

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. Fortress Trust policy is to make funds from deposits of cash, electronic direct deposits and wire transfers to your account available on the day Fortress Trust receives the deposit. The first $5,525 of a day's total deposits of official bank, cashier's, certified, teller's, traveler's, and federal, state and local government checks will be available on the first business day after the day of your deposit if the deposit meets certain conditions. For example, the checks must be payable to you. The excess over $5,525 will be available on the seventh 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 Fortress Trust employees, the first $5,525 will not be available until the second business day after the day of your deposit. Funds from all other check deposits will be available on the seventh business day after the day of your deposit.

FOREIGN ITEMS

Deposited items that are drawn on financial institutions outside of the U.S., and not payable at or through the U.S. a branch correspondent financial institution will not be available to you until Fortress Trust receives payment. Even after Fortress Trust has made funds available to you, and you have withdrawn the funds, you are still responsible for deposited checks that are returned to Fortress Trust unpaid and for any other problems involving your deposit.

HOLDS ON OTHER FUNDS

If Fortress Trust accepts for deposit a check that is drawn on another bank, Fortress Trust may make funds from the deposit available for withdrawal immediately but delay your availability to withdraw a corresponding amount of funds that you have on deposit in another account with Fortress Trust. The funds in the other account would then not be available for withdrawal until the time periods that are described elsewhere in this disclosure for the type of check that you deposited.

Contact Us

Abound welcomes any comments or questions you may have regarding these Terms of Use or the App. Please send any comments or questions submitted 2261 Market Street, #4688 San Francisco, CA 94114 or via email at support@joinabound.com Please check back regularly for updates and changes.