Legal

TERMS OF SERVICE

Last Updated: April 6, 2021

IMPORTANT: PLEASE CAREFULLY READ THE FOLLOWING TERMS OF SERVICE. YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE TO ALL OF THESE TERMS IF YOU HAVE CREATED OR USED A BENTO ACCOUNT OR HAVE CLICKED AN “I ACCEPT” BUTTON WITH RESPECT TO THE USE OF BENTO.

These Terms of Use (the “Terms”) are a binding contract between you and Bento Technologies, Inc. (“Bento,” “we”, “us”, and “our”).  You must agree to and accept all of the Terms, or you don’t have the right to use the website(s), products, services, applications, and APIs provided by Bento (the “Bento Services”). Capitalized terms have the meanings set forth in Schedule 1—Definitions, or the meaning otherwise set forth in the Terms below. Your using the Bento Services in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Bento Services.  These Terms include the provisions in this document, as well as those in the Privacy Policy.

We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the http://www.bentoforbusiness.com website, by sending you an email, and/or by some other means. The revised version will be effective at the time we post it. If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Bento Services.  If you use the Bento Services in any way after a change to the Terms is effective, that means you agree to all of the changes.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

You must carefully review these Terms and documents referenced herein when choosing whether to use the Bento Services. Please be advised: These Terms contain provisions that govern how claims we have against each other are resolved, including an agreement to arbitrate, which will, with limited exception, require you to submit claims you have against us to binding and final arbitration. You will be permitted to pursue claims against us only on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding, and you will be permitted to seek relief (including monetary, injunctive, and declaratory relief) only on an individual basis.

Please note the following risks of using the Bento Service, which are set forth in more detail in the relevant sections of these Terms:

We may close, suspend, or limit your access to your Bento Account and the Bento Service if you violate these Terms or any other agreement you enter into with Bento, or as may be otherwise specified in these Terms, or if you violate any Third Party Terms.

OUR RELATIONSHIP WITH YOU

Bento is Only a Payment Service Provider

1.1

Bento is not a bank or other chartered depository institution. Any Transactions are between you and a third party, and not with Bento or any Affiliates. Bento is an independent contractor for all purposes and is not your agent or trustee. Bento does not have control of, or liability for, the products or services that are sold or paid for by Bento Members through the Bento Service.

Your Privacy

1.2

Privacy is very important to us. Bento’s policy regarding collection, use and sharing of Personal Information it gathers about you (and your employees or agents who may use the Bento Service on your behalf) is set forth in its separate Privacy Policy, which you must read and accept as part of your enrollment and use of the Bento Service and the creation of a Bento Account. Please review it carefully.

Security

1.3

You are responsible for maintaining adequate security and control of your mobile phone, any and all IDs, passwords, personal identification numbers (PINs), or any other codes that you use to access the Bento Service and your Bento Account. You should also carefully safeguard your Bento Card(s). You agree to immediately notify us of any unauthorized use of your login credentials or other breach of security by contacting us.

All Transactions are processed by automated methods, and anyone who obtains your access credentials and/or mobile phone could use it to transfer your money without your permission.

If you furnish your mobile phone and/or Bento Service access credentials to a third party, a third party uses your login credentials, or you negligently make your mobile phone or access credentials available to a third party who then uses them, you will be liable for the Transactions conducted and other use or misuse of your Bento Account until and unless we have been notified otherwise. You are responsible for any use or misuse with respect to your login credentials. We may require you to close your Bento Account and open a new one, and/or change your Bento Service access credentials.

THIRD PARTY PROVIDERS

Third Party Services, Providers & Terms

2.1

Certain functionality available through or in connection with the Bento Service may be provided by third party providers, and you may be required to enter into additional agreements with such third parties in order to enable or access such functionality.  For example, in order to send money from, and receive money into, a cardholder or deposit account using the Bento Service, you may be required to enter into a cardholder agreement or deposit account agreement with an Issuing Bank (“Deposit Agreement”).  Throughout these Terms of Service: (i) such third party providers are referred to as “Third Party Providers”, (i) the products and services provided by Third Party Providers are referred to as “Third Party Services”, and the agreement(s) that you enter into with Third Party Providers with respect to Third Party Services are referred to as “Third Party Terms”.

Certain Third Party Terms are set forth here (the “Third Party Terms Site”), and your use of the Third Party Services referenced at the Third Party Terms Site shall be subject to (and you agree you are bound by) such Third Party Terms as they may be modified from time to time by Bento and/or the applicable Third Party Providers at any time by posting new terms at the Third Party Terms Site.  You are responsible for checking the Third Party Terms Site for updates, and any use by you of the Bento Service following a change to such Third Party Terms shall constitute acceptance of such change.  Bento cannot and does not guarantee that the Service shall incorporate or interoperate with (or continue to incorporate or interoperate with) any particular Third Party Services.

Third Party Providers, and not Bento, provide the Third Party Services to you.  Please note that these Terms of Service are separate and independent from any Third Party Terms. To the extent that there in any conflict between these Terms and any Third Party Terms, such Third Party Terms will control with respect to the applicable Third Party Services.

Third Party Permissions

2.2

You hereby authorize us to share any information you provide to us with Third Party Service Providers as may be reasonably required for you to use and access Third Party Services, including instructing Third Party Providers to execute Transactions in accordance with your instructions. Third Party Providers may use such information in accordance with the applicable Third Party Terms.

If you grant express permission to a Third Party Provider to take specific actions on your behalf, or access particular information about your Bento Account, either through your use of the applicable Third Party Service, or through your Bento Account, you acknowledge that Bento may disclose the information about your Bento Account that is specifically authorized by you, to such Third Party Provider. You also acknowledge that granting permission to a Third Party Provider to take specific actions on your behalf does not relieve you of any of your responsibilities under these Terms. You may change or remove these permissions at any time by changing your settings in your Account Profile.

Third Party Interactions Generally

2.3

When you access third party websites or use Third Party Services, you accept that there are risks in doing so, and that Bento is not responsible for such risks.  We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third party website or Third Party Service that you visit or utilize.

Bento has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or Third Party Services or by any third party that you interact with through the Services. In addition, Bento will not and cannot monitor, verify, censor or edit the content of any third party site or Third Party Service. By using the Services, you release and hold us harmless from any and all liability arising from your use of any of the foregoing.

Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Bento shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If there is a Dispute between participants on this site, or between users and any third party, you agree that Bento is under no obligation to become involved. In the event that you have a Dispute with one or more other users or Third Party Providers, you release Bento, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such Disputes and/or our Services. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

Third Party Fees

2.4

You are responsible for any fees charged, with respect to any Payment Instrument, Third Party Offer, merchant, or any other third party in connection with your use of the Bento Service, including, without limitation those referred to in Wallet Terms set forth in Section 9 below. Be sure you take time to review and understand any fees imposed by third parties.

BENTO SERVICE — GENERALLY

Eligibility

3.1

Subject to the terms and conditions set forth in these Terms, the Bento Service is available for your internal, commercial use only. To be eligible to use the Bento Service, you must be at least 18 years old and a resident of the United States. You represent and warrant that you are of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and gotten your parent or guardian to agree to these Terms on your behalf).  If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).  If your employees or agents access or otherwise use the Bento Service on your behalf, you are responsible for all of their activities, as well as for any breach of these Terms or any Third Party Terms by such persons.

Changes to the Bento Service

3.2

We reserve the right to change, suspend or discontinue any aspect of the Bento Service at any time, including hours of operation or availability of the Bento Service or any Bento Service feature, without notice and without liability. We also reserve the right to impose limits on certain Bento Service features or restrict access to some or all of the Bento Service without notice and without liability.

Taxes

3.3

It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. Bento is not responsible for determining whether taxes apply to your Transaction, or for collecting, reporting or remitting any taxes arising from any Transaction. You hereby agree to comply with any and all applicable tax laws in connection with your use of the Bento Service, including without limitation, the reporting and payment of any taxes arising in connection with Transactions made through the Bento Service.

CREATING A BENTO ACCOUNT

Account Creation

4.1

During the signup process for the creation of a Bento Account we will ask you to provide certain information. To the extent that you provide us with information for the purpose of creating an account with a Third Party Provider, we may use such information in accordance with these terms, including for the purpose of assisting you in creating such account.

Identity Authentication

4.2

You agree to cooperate with all requests made by us or any other third parties in connection with your Bento Account, to identify you, authenticate your identity, or validate your funding sources or Transactions. Bento reserves the right to close, suspend, or limit access to your Bento Account and/or the Bento Service in the event we are unable to obtain or verify such information. You authorize Bento, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information, requiring you to provide your date of birth, a taxpayer identification number and other information that will allow us to reasonably identify you, including requiring you to take steps to confirm ownership of your email address or Payment Instruments or verifying your information against third party databases or through other sources. We may also ask to see your driver’s license or other identifying documents at any time. However, we will not access your credit report without first obtaining your consent.

Accuracy of Information

4.3

You are responsible for confirming the accuracy of the applicable payment information for each Transaction you engage in, including the email address or telephone number of the recipient and the amount of the Transaction, including the accuracy of any requests for payment delivered to you. Any information or Content posted or transmitted through the Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren’t liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it.

Intellectual Property

4.4

“Bentoforbusiness.com,” “Bento,” and all logos related to the Bento Service are either trademarks or registered trademarks of Bento Technologies, Inc. or its licensors. You may not copy, imitate or use them without Bento’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Bento. You may not copy, imitate, or use them without our prior written consent. All right, title and interest in and to the Bento website, any Content thereon, the Bento Service, the technology related to the Bento Service, and any and all technology and any content created or derived from any of the foregoing is the exclusive property of Bento and its licensors. Your use of the Bento App shall be subject to the applicable license terms thereof.

Customer Support

4.5

If you have an inquiry regarding your use of the Bento Service, please contact Bento Customer Support immediately.

User Account Termination by Bento

4.6

Bento may terminate or suspend your Bento Account for various reasons, which may include, but are not limited to (1) violation of the Terms, any Third Party Terms, or of any terms and conditions or policies applicable to any Bento site or service or those of its affiliates or partners; (2) abuse of Bento resources or attempt to gain unauthorized entry to Bento or its resources; (3) use of Bento in a manner inconsistent with the Purpose; (4) as required by law, regulation, court or governing agency order; (5) as required by a Third Party Provider. The termination of your access to Bento may be effective immediately. Bento shall not be liable to any user or other third party for termination of an Account. In the event of an account termination (by you or by Bento), any stored funds will be refunded to your Registered Bank Account or to you in a manner elected by Bento in a timely fashion.

CLOSING YOUR BENTO ACCOUNT

How You May Close Your Bento Account

5.1

If you wish to close your Bento Account, you must contact us. Your Bento Account can be closed only by you. If you contact us with such a request, we will take certain steps to verify your identity and you agree to cooperate in such verification. When your Bento Account is closed, we will cancel any pending instructions you have given us.

Limitations on Closing Your Account

5.2

You may not close your Bento Account to evade an investigation. If you attempt to close your Bento Account while we are conducting an investigation, Bento may freeze your account for up to one hundred eighty (180) days (or such longer period as may be required by applicable law, regulation, or third party requirement, including as required by Third Party Providers or Third Party Terms) to protect Bento, its affiliates, or a third party against any liability. You will remain liable for any obligations related to your Bento Account even after the Bento Account is closed.

BENTO BILLING TERMS

Free Trial Terms

6.1

If you have signed up for Bento’s free trial period, after the free trial period ends, you must purchase a subscription before continuing to use the service.  If you do not purchase a subscription, your service will remain in suspended state until you either purchase a subscription or affirmatively terminate your account, or Bento chooses to terminate your account for non-use.

Subscription Terms

6.2

Bento may offer both monthly and annual subscriptions.  For information regarding Bento’s current fees and subscription plans, please visit Bento Pricing. Bento Member subscriptions purchased by you commence on the day after the free trial period ends and continue on a recurring basis (monthly or annually) until you cancel service. You are solely responsible for the proper cancellation of your account. You may cancel your account at any time by emailing support@bentoforbusiness.com or calling 866-220-8455.

Yearly subscription pricing requires a one-year minimum commitment. If you cancel your subscription, or your subscription is suspended for nonpayment, before the end of the one-year commitment period, you will no longer qualify for yearly subscription pricing and you will be charged the difference between the monthly and yearly commitment pricing for the number of months your subscription was active.

Bento may at any time, upon notice of at least 30 days or a longer period if required by applicable law, change the price of your subscription or any part thereof, or institute new charges (including one-time charges). Bento may also, at any time, introduce new or changed products, services, or features, or restrict or remove certain products, services or features.  Price changes and institution of new charges implemented during a monthly subscription will come into effect in the subsequent month.  One-year subscription price changes will come into effect for any subsequent one-year subscription periods.  After the effective date of the change, any new subscribers will be presented with the latest pricing. If you do not agree to any such price changes, then you must cancel your subscription and stop using the Service prior to the commencement of the renewal subscription period for which the price change applies.

All fees are exclusive of all taxes or duties imposed by governing authorities. You alone are responsible for payment of all such taxes or duties.

Paying for your Bento Subscription

6.3

Bento may offer various methods for paying for your Bento for Business account, including but not limited to, credit card or debiting your Bento Account. You will have the ability to select from the available payment methods when setting up your Bento Account. If you choose to pay for the Services via your Bento for Business account, Bento will charge for service by debiting billing amounts from the cash balance that you maintain with Bento.  If your Bento account cannot be debited (due to low or zero balance), your access to service may be downgraded, suspended, and/or terminated.  You will need to increase your Bento cash balance in a timely fashion in order to resume use.  It is recommended to maintain a minimum balance above your subscription price in order to prevent interruptions in service.  A terminated account may not be reactivated. Bento reserves the rights to change the approved payment methods at any time.

Subscription Fees Nonrefundable

6.4

Service is billed in advance on a monthly or annual basis and is non-refundable. Bento will email you a notice before billing, and a statement after your account has been successfully debited.  You will also receive a notice if Bento could not debit your account due to low or zero balance. You must notify Bento in writing within seven days after receiving your billing statement if you dispute any charges on that statement or you will be deemed to have waived any right to contest such charges. All notices of disputed charges should be sent to: by emailing support@bentoforbusiness.com or calling 866-220-8455.

Subscription Upgrades and Downgrades

6.5

You may upgrade or downgrade plan levels within billing cycles.  For any upgrade in plan level, your account will be charged a pro-rated amount in the next billing period.  While you have the ability to upgrade and downgrade your account, downgrading your service may cause the loss of Content, features, or capacity of your Account as of the moment you downgrade your account. There will be no refunds or credits for partial months of service, downgrade refunds, or refunds for months/years unused with an open account. In order to treat everyone equally, no exceptions will be made.

Bento may downgrade, suspend, or terminate your access to the Service without prior notice and without liability if such action is based on (a) Bento’s belief that you have violated any provision of these Terms (including a failure to make any payment when due), or (b) you do not log in to or otherwise use the Service for a period of 30 days.  In the event of account termination, any stored funds (less any unpaid billing charges) will be refunded to your Registered Bank Account in a timely fashion.

ELECTRONIC COMMUNICATIONS DELIVERY

This section describes how Bento communicates with you electronically, provides additional detail about the Communications we provide you, and sets out the hardware and software you need to receive these Communications.

Electronic Delivery of Communications

7.1

You agree and consent to electronic receipt of all Communications that we provide in connection with your Bento Account and the Bento Service. Since Bento is an electronic service, you agree that Bento has no obligation to send, and you have no right to receive, communications in paper form. We will provide Communications to you by making them available through the Bento Service or by emailing them to you at the primary email address listed in your Bento Account Profile. Electronic Communications shall be deemed to be received by you upon delivery in the following manner:

1. Posting them to your Bento Account, or on our web site or making them available through the Bento Service, including the Bento App; or
2. Sending them via email to the email address you used to create your Bento Account.

Third Party Providers and Bento may issue combined Communications for the sake of convenience and you hereby consent to such joint Communications. You acknowledge and agree that such joint Communications shall not make such Third Party Providers or Bento responsible for the other’s services.

Checking for Communications and Updates

8.2

It is your responsibility to log on to your Bento Account and the Bento Service to open and review Communications that we deliver to you through those means. We may but are not obligated under these Terms to provide you with notice of the posting of a Communication to your Bento Account or the Bento Service. You are obligated to review your notices and Transaction history, and to promptly report any questions, apparent errors, or unauthorized Transactions. Failure to timely contact Bento may result in loss of funds or important rights. You agree that we will not provide you with a separate periodic statement for your use of the Bento Service unless you specifically request one (which may result in a fee being charged as set forth in your applicable Third Party Terms). You are responsible for reviewing the Transactions reflected in your Transaction history, as made available in the Mobile App and online.

Calls to You; Mobile Telephone Numbers

8.3

By providing Bento a telephone number (including a mobile telephone number), you agree to receive autodialed and prerecorded message calls at that number. The ways in which you provide us a telephone number include, but are not limited to, providing a telephone number at Bento Account opening, adding a telephone number to your Bento Account at a later time, providing it to one of our employees, or by contacting us from that phone number. We will not share your phone number with non-affiliated third parties for their purposes without your consent and we will never market, advertise, or solicit you using autodialing or prerecorded messages, but we may share your phone numbers with our affiliates or with our service providers, such as billing or collections companies, who may contact you using autodialed or prerecorded message calls or text messages. Standard telephone minute and text charges may apply if we contact you.

We may offer subscription text message programs in connection with the Bento Service. You may enroll in a text message alert program through the User Settings and Alert pages on the website, or they may be prompted on signup. You will have an opportunity to confirm or decline the service via a checkbox in a modal, or at any time on the User Settings page of the Business Owner. By accepting these Terms and Conditions and activating the service on the website, you are confirming a subscription to this text message program. Message frequency varies.

Bento for Business does not have a separate charge for this service; however, message and data rates may apply from your mobile carrier. Subject to the terms and conditions of your mobile carrier, you may receive text messages sent to your mobile phone. Participation in the programs on this short code are standard rated (no premium content).

By providing your consent to participate in this program, you approve any such charges from your mobile carrier. Charges for text messages may appear on your mobile phone bill or be deducted from your prepaid balance. Bento reserves the right to terminate this SMS service, in whole or in part, at any time without notice. The information in any message may be subject to certain time lags and/or delays. You are responsible for managing the types of SMS texts you receive. If you have any questions or need help, please contact our Customer Success team.

To stop receiving text messages, the business owner must login to the Bento Service, go to his/her User Settings page, and uncheck the consent to receive text messages checkbox. By enrolling in this subscription program, you consent that following such a request to unsubscribe, you may receive one (1) final message from Bento for Business confirming that you have been inactivated in our system. Following such confirmation message, no additional text messages will be sent unless you re-activate your subscription.

Recording Calls

8.4

You understand and agree that Bento may in our discretion monitor or record the telephone conversations you or anyone acting on your behalf has with Bento or its agents for quality control and training purposes or for its own protection. You acknowledge and understand that, while your communications with Bento may be overheard, monitored, or recorded, not all telephone lines or calls may be recorded by Bento, and Bento does not guarantee that recordings of any particular telephone calls will be retained or retrievable.

Updating Your Contact Information

8.5

It is your responsibility to keep your contact information (including without limitation your primary email address) up to date so that Bento can communicate with you electronically. You understand and agree that if Bento sends you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Bento will be deemed to have provided the Communication to you. You can update your primary email address at any time by notifying Bento support. If your email address becomes invalid such that electronic Communications sent to you by Bento are returned, Bento may deem your Bento Account to be inactive, and you will not be able to use your Bento Account until we receive a valid, working primary email address from you. Please note that if you use a spam filter that blocks or re-routes emails from senders not listed in your email address book, you must add Bento to your email address book so that you will be able to receive the Communications we send to you.

Digital Wallet Terms

Wallet Terms

9.1

The terms of use set forth in this Section 9 (the “Wallet Terms”) apply when you choose to add a Bento Card to a mobile payment wallet (“Wallet”). The Wallet provider and other Third Party Providers may charge fees for use of the Wallet that are not disclosed in the Deposit Agreement or other Third Party Terms.

Adding a Card

9.2

A Bento Card may be added to any eligible Wallet by following the instructions of the Wallet provider (e.g., ApplePay, GooglePay, Samsung Pay, etc.). Only Bento Cards indicated as eligible can be added to an eligible Wallet. A Bento Card may be added to multiple Wallets and through multiple eligible devices. These Wallet Terms apply to each Bento Card in each Wallet and to your use of each Bento Card in each Wallet.  You understand that your use of a Bento Card through a Wallet is subject to Third Party Terms required by applicable Third Party Providers and third party wireless companies). You may not add a Bento Card to a Wallet or use a Bento Card in a Wallet if the Bento Card or Bento Account has a negative balance, or if the Bento Card has been cancelled, suspended or closed for any reason.

Wallet Liability

9.3.

You expressly acknowledge that Bento does not provide the Wallet and is not responsible for providing the Wallet services. Accordingly, neither Bento, Issuing Bank nor Third Party Providers (excluding the applicable Wallet provider) is not responsible for (i) any failure of a Wallet; (ii) the inability to use a Wallet for any transaction or (iii) the performance or non-performance of the Wallet provider or any other Third Party Provider or associated third party that may impact your use of a Wallet. Questions about how to use a Wallet should be addressed to the applicable Wallet provider.

Wallet functions

9.4

A Wallet simply provides another way for you to make purchases with the Bento Card. By adding the Bento Card to a Wallet, the Bento Card may be used to make purchases where the Wallet is accepted, but restrictions beyond those provided in your Deposit Agreement may apply to use of the Bento Card and/or the Wallet. Card use restrictions include but are not limited to: (1) restricted geographic or merchant locations where there is a higher risk of fraud or illegal activity; (2) restrictions to comply with laws or prevent Bento’s or a Third Party Provider’s liability; and (3) other restrictions to prevent fraud and other losses. Information about the Bento Card and certain transactions may also be made available through a Wallet.  The Wallet may not be accepted everywhere the Bento Card is accepted.

Wallet Security

9.5

You agree to protect and keep confidential your user ID, passwords and all other authentication information required for your use of a Bento Card in a Wallet. If you share any of these credentials with others, third parties may be able to use your Bento Card through a Wallet and access Bento Card information made available through the Wallet. To complete certain purchases, a merchant may require you to present a physical Bento Card or government-issued form of identification.

Wallet Billing errors

9.6

You are responsible for identifying and reporting errors in accordance with the section of the Deposit Agreement. Any reported error will be resolved in accordance with the terms disclosed in the Deposit Agreement or the terms of the Wallet provider, if applicable.

Ending or suspending use of a Bento Card

9.7

Your ability to use a Bento Card in a Wallet can be blocked, suspended or terminated at any time by Bento, the Issuing Bank or the Third Party Provider. You may remove your Bento Card from a Wallet by following the instructions provided by the applicable Wallet provider.

Wallet Privacy and Security

9.8

By using a Wallet, you agree to have information about you exchanged with the Wallet provider and Third Party Providers, the Bento Card networks (e.g., Visa®, and Mastercard® and others, despite what is stated in the Deposit Agreement and any related privacy policies. Information may be shared in order to: (1) facilitate any Wallet services or Bento Services you request; (2) make information about Bento Card transactions available to you; and (3) improve your ability to obtain Wallet services. This sharing may be in addition to and beyond the sharing provided for in our and Issuing Bank’s Privacy Policy. We do not control how the Wallet provider or Third Party Providers use information received in connection with the Bento Card.  Use of a Wallet may involve the electronic transmission of Personal Information through third party connections. Reasonable commercial efforts will be used to ensure that information sent in connection with your use of a Wallet is sent securely.  Bento is not responsible for the security of information once it has been provided to the Wallet provider or any Third Party Provider, Bento is not responsible if a security breach occurs that affects any such information stored by a Wallet provider or a Third Party Provider, and that your data will be used in accordance with Third Party Provider’s privacy policies.

Disclaimer of Warranties

9.9

IN FURTHERANCE OF SECTION 14, AND NOT IN LIMITATION THEREOF, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF A BENTO CARD YOU ADD TO A WALLET IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE BENTO CARD MADE AVAILABLE TO YOU THROUGH A WALLET IS PROVIDED TO YOU “AS IS” AND “AS AVAILABLE,” WITH ALL DEFECTS THAT MAY EXIST FROM TIME TO TIME AND WITHOUT WARRANTY OF ANY KIND, AND BENTO, ON BEHALF OF ITSELF AND ITS SUPPLIERS AND ISSUING BANK, HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO ANY CARD YOU ADD TO A WALLET, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.

Wallet Questions

9.10

If you have questions, Disputes, or complaints about a Wallet, contact the applicable Third Party Provider for your Wallet using the information provided to you.

RESTRICTED ACTIVITIES, FRAUD; UNAUTHORIZED TRANSACTIONS

Restricted Activities

10.1

In connection with your use of the Bento Service, or in the course of your interactions with Bento or third parties, you will not:

1. Breach these Terms, or any other agreement or policy that you have agreed to with Bento, Third Party Provider, or other third party;
2. Violate any law, statute, ordinance, or regulation;
3. Use the Bento Service to purchase or sell, or to facilitate the purchase or sale of, illegal goods or services, including, but not limited to: unlawful sexually oriented materials or services, counterfeit products, unlawful gambling activities, fraud, money laundering, the funding of terrorist organizations, or the unlawful purchase or sale of tobacco, firearms, prescription drugs, or other controlled substances;
4. Infringe Bento’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
5. Act in a manner that is defamatory, libelous, threatening or harassing;
6. Provide false, inaccurate or misleading information;
7. Engage in debt-collection activities;
8. Instruct us to send or receive what we reasonably believe to be potentially fraudulent funds on your behalf;
9. Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
10. Attempt to “double-dip” during the course of a Dispute, Chargeback, Reversal or other investigation, with “double-dipping” being defined as intentionally or knowingly receiving or intentionally or knowingly attempting to receive funds from both Bento and a merchant or Issuing Bank for the same Transaction;
11. Control a Bento Account that is linked to another Bento Account that has engaged in any of these Restricted Activities;
12. Conduct your business or use the Bento Service in a manner that is likely to result in or may result in complaints, Disputes, Reversals, Chargebacks, fees, fines, penalties or other liability to Bento, other Bento Members, third parties or you;
13. Use your Bento Account or the Bento Service in a manner that Bento, Visa, Mastercard, American Express, Discover or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules;
14. Allow your Cardholder Account to have a negative balance;
15. Provide yourself a cash advance from your credit card (or help others to do so);
16. Take any action that imposes an unreasonable or disproportionately large load on our infrastructure (including, without limitation, through the use of any APIs that we may provide); facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information; use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission; or interfere or attempt to interfere with the Bento Service;
17. Take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers;
18. Use the Bento Service to test credit card behaviors;
19. Circumvent any Bento policy or determinations about your Bento Account such as temporary or indefinite suspensions or other Bento Account holds, limitations or restrictions, including, but not limited to, engaging in the following actions: attempting to create new or additional Bento Account when a Bento Account has a negative balance or has been restricted, suspended or otherwise limited; creating new or additional Bento Accounts using Personal Information that is not your own (e.g. name, address, email address, etc.); or using someone else’s Bento Account;
20. Harass our employees, agents, or other Bento Members;
21. Use the Bento Service to fund or remit payroll or payroll deposits;
22. Decompile, reverse engineer, or otherwise attempt to obtain the source code or underlying ideas or information of or relating to the Services;
23. Violate the security of any computer network, or crack any passwords or security encryption codes; or
24. Use the Bento Service in a manner that we believe may be a violation of any applicable electronic payment network rules, card association or network rules, National Automated Clearinghouse Association rules or applicable law (collectively, the “Restricted Activities”, each a “Restricted Activity”).

If your Bento Account is used to conduct (or to attempt to conduct) Transactions that we believe are not permitted by these Terms (such as one of the activities set forth above) or applicable law, we may, in our sole discretion, and without waiving any of our rights, freeze, close, suspend, terminate or limit your access to the Bento Service. We reserve the right to refuse to facilitate any Transaction, except as may be prohibited by applicable Third Party Terms.

Fraud Monitoring

10.2

Bento may monitor your Transactions for the purpose of determining fraudulent activity and whether you are in good standing with Bento. Based on our methods, which are subject to change without notice, Bento may decide to suspend your Bento Account, or in other ways limit your privileges. Bento will use all available information to help combat fraud on our system. Without limiting the foregoing, Bento may delay, in its sole discretion, or at the direction of a Third Party Provider sending instructions on your behalf if we have reason to believe that your instructions may involve fraud or misconduct, or violate applicable law, these Terms, or applicable Bento policies, as determined in Bento’s sole and absolute discretion.

If you believe your Bento Account has been opened or used in an unauthorized manner in connection with a Transaction, please contact us.

Unauthorized Transactions

10.3

If you become aware of any unauthorized charge occurring through your Bento Account, you should contact Bento customer support as soon as possible. To the extent that the charge relates to Third Party Services or your Bento Card, you should contact the applicable Third Party Provider as identified in the applicable Third Party Terms . If Bento suspects unauthorized Transactions, Bento reserves the right to suspend your use of the Bento Service, except as prohibited by the applicable Third Party Terms.

YOUR LIABILITY

Your Liability — General

11.1

You are responsible for all liabilities, financial or otherwise, incurred by Bento, a Bento Member, or a third party caused by or arising out of your breach of these Terms, your use of the Bento Service, and any use of your Bento Account. You agree to reimburse Bento, a Bento Member, or a third party for any and all such liability, to the extent not prohibited by applicable law.

Reimbursement for Your Liability

11.2

To the extent permitted by law, we may collect from you any obligations that you owe us under the Terms (“Reimbursable Claims”). To the extent permitted by law, we may also collect from you, by any collection means available to us, any amounts we pay or incur in connection with Reimbursable Claims. Additionally, as applicable, you agree to cooperate with Issuing Bank, the Card Processor, and any third party associated with the Bento Service.

Actions by Bento — Restricted Activities

11.3

If Bento, in its sole discretion, believes that you may have engaged in any Restricted Activities, we may take various actions to protect Bento, other Bento Members, other third parties, or you from liability. The actions we may take include but are not limited to the following:

1. We may close, suspend, or limit your access to your Bento Account or the Bento Service (such as limiting access to any of your Payment Methods, and/or your ability to send money, make withdrawals, or remove financial information).
2. We may contact Bento Members who have Transacted with you, contact your Issuing Bank or credit card issuer, and/or warn other Bento Members, law enforcement, or impacted third parties of your actions;
3. We may update inaccurate information you provided us;
4. We may refuse to provide the Bento Service to you in the future;
5. We may take legal action against you; and
6. Bento, in its sole discretion, reserves the right to terminate these Terms, access to its website, or access to the Bento Service for any reason and at any time upon notice to you.

DISPUTE RESOLUTION
BY BINDING ARBITRATION

You and Bento agree that any claim or Dispute at law or equity that has arisen or may arise between you and Bento will be resolved in accordance with the provisions set forth in this Section. Please read this Section carefully. It affects your rights and will impact how claims you and we have against each other are resolved.

Arbitration Generally

12.1

If a Dispute, claim, or controversy of any kind arises out of or relates to these Terms, you and we agree to resolve any such Dispute, claim, or controversy exclusively through mandatory binding arbitration, as set forth below in Section 12.3 (“Agreement to Arbitrate”). You should review this provision and the Agreement to Arbitrate carefully. This arbitration provision and the Agreement to Arbitrate limit your and our ability to litigate claims in court, and you and we each agree to waive your and our respective rights to a jury trial.

Applicable Law

12.2

You agree that the Federal Arbitration Act, applicable federal law, and the laws of the State of California, without regard to principles of conflict of laws, will govern these Terms and any claim or Dispute that has arisen or may arise between you and Bento.

Agreement to Arbitrate

12.3

You and Bento each agree that any and all Disputes or claims that have arisen or may arise between you and Bento shall be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert claims in small claims court, if your claims qualify. The Federal Arbitration Act governs the interpretation and enforcement of this agreement to arbitrate.

1. Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND BENTO AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND BENTO AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER BENTO MEMBERS.
2. Arbitration Procedures. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator also must follow these Terms as a court would. If the Dispute is for $500,000 or less, the case shall be heard by a sole arbitrator. In all other instances, the case shall be heard by three (3) arbitrators.The arbitration will be conducted by Judicial Arbitration and Mediation Services, Inc. (“JAMS”) under its Streamlined Arbitration Rules and Procedures of JAMS then in effect. JAMS’ rules are available at jamsadr.com. A form for initiating arbitration proceedings is available on JAMS’ website.

   The arbitration shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Bento may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Bento subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by you and/or Bento, unless the arbitrator requires otherwise.

   The arbitrator will decide the substance of all claims in accordance with the laws of the State of California, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Bento Members but is bound by rulings in prior arbitrations involving the same Bento Members to the extent required by applicable law. The arbitrator’s award shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction.

3. Costs of Arbitration. Payment of all filing, administration, and arbitrator fees will be governed by the JAMS’ rules, unless otherwise stated in these Terms. If the value of the relief sought is $10,000 or less, at your request, Bento will pay all filing, administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by Bento should be submitted by mail to the JAMS along with your demand for arbitration and Bento will make arrangements to pay all necessary fees directly to the JAMS. If the value of the relief sought is more than $10,000 and you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Bento will pay as much of the filing, administration, and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being so cost-prohibitive. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Bento for all fees associated with the arbitration paid by Bento on your behalf that you otherwise would be obligated to pay under the JAMS’ rules.
4. With the exception of any of the provisions insubsection (a) of this Section 12.3 (Agreement to Arbitrate), if a court decides that any part of this Section is invalid or unenforceable, the other parts of this Section shall still apply. If a court decides that any of the provisions in subsection (a) of this Section is invalid or unenforceable, then the entirety of this Section shall be null and void. The remainder of the Terms will continue to apply.
5. Future Changes to the Agreement to Arbitrate. Notwithstanding any provision in the Terms to the contrary, you and we agree that if we make any change to this Section (other than a change to any notice address or website link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against Bento prior to the effective date of the change. Moreover, if we seek to terminate the agreement to arbitrate as included in these Terms, any such termination shall not be effective until 30 days after the version of the Terms not containing the agreement to arbitrate is made available to you in accordance with these Terms, and shall not be effective as to any claim that was filed in a legal proceeding against Bento prior to the effective date of termination.

Insolvency Proceedings

12.4

If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, Bento will be entitled to recover all reasonable costs or expenses (including reasonable attorneys’ fees and expenses) incurred in connection with the enforcement of these Terms.

Indemnification

12.5

You agree to defend, indemnify and hold Bento, our parent, affiliates and the officers, directors, agents, joint venturers, employees and suppliers of Bento harmless from any claim or demand (including attorneys’ fees) made or incurred by any third party due to or arising out of your breach of these Terms, your improper use of the Bento Service, and/or your violation of any law or the rights of a third party.

Release of Bento

12.6

If you have a Dispute with one or more Bento Members, you release Bento (and our parent, our affiliates, and our and their respective officers, directors, agents, joint ventures, employees and suppliers) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such Disputes. You agree that you will not involve Bento in any litigation or other Dispute arising out of or related to any Transaction, agreement, or arrangement with any Bento Member, advertiser or other third party in connection with the Bento Service. If you attempt to do so, (i) you shall pay all costs and attorneys’ fees of Bento and other Bento affiliates and shall provide indemnification as set forth below, and (ii) the jurisdiction for any such litigation or Dispute shall be limited as set forth below. However, nothing in these Terms shall constitute a waiver of any rights, claims or defenses that you may have with respect to a Transaction under the card association rules or applicable state and federal laws, such as the federal Truth in Lending Act or the Electronic Fund Transfer Act. In entering into this release you expressly waive any protections (whether statutory or otherwise — e.g., California Civil Code § 1542) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

Copyright Dispute Policy

Generally

13.1

In accordance with the DMCA, we’ve adopted the policy below toward copyright infringement. We reserve the right to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (2) remove and discontinue service to repeat offenders.

Procedure for Reporting Copyright Infringements

13.2

If you believe that material or content residing on or accessible through the Services infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a notice of copyright infringement containing the following information to the Bento’s Designated Agent to Receive Notification of Claimed Infringement (our “Designated Agent,” whose contact details are listed below):

1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
2. Identification of works or materials being infringed;
3. Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Bento is capable of finding and verifying its existence;
4. Contact information about the notifier including address, telephone number and, if available, email address;
5. A statement that the notifier has a good faith belief that the material identified in 14.2(c) is not authorized by the copyright owner, its agent, or the law; and
6. A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.

After Receipt of Notification

13.3

Upon receipt of a proper notice of copyright infringement, we reserve the right to:

1. remove or disable access to the infringing material;
2. notify the content provider who is accused of infringement that we have removed or disabled access to the applicable material; and
3. terminate such content provider’s access to the Services if he or she is a repeat offender.

Procedure to Supply a Counter-Notice

13.4

If the content provider believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider believes that it has the right to post and use such material from the copyright owner, the copyright owner’s agent, or, pursuant to the law, the content provider may send us a counter-notice containing the following information to the Designated Agent:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
2. Identification of works or materials being infringed;
3. Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Bento is capable of finding and verifying its existence;
4. Contact information about the notifier including address, telephone number and, if available, email address;
5. A statement that the notifier has a good faith belief that the material identified in 14.2(c) is not authorized by the copyright owner, its agent, or the law; and
6. A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.

If a counter-notice is received by the Designated Agent, Bento may, in its discretion, send a copy of the counter-notice to the original complaining party informing that person that Bento may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Bento’s discretion.

Please contact Bento’s Designated Agent at the following address:

Bento for Business
Attn: Copyright Dispute Dept.
PO Box 10929
Chicago, IL 60610

GENERAL PROVISIONS

Limitations of Liability

14.1

IN NO EVENT SHALL WE, OUR PARENT AND AFFILIATES, AND THE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES AND SUPPLIERS OF BENTO TECHNOLOGIES, INC., (“BENTO ENTITIES”) BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR WEBSITE, THE BENTO SERVICE, THE BENTO APP OR THESE TERMS, HOWEVER ARISING. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THE LIABILITY OF BENTO-LIMITED ENTITIES TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE AND IN THE AGGREGATE IS LIMITED TO $100. IN ADDITION, TO THE EXTENT PERMITTED BY APPLICABLE LAW BENTO-LIMITED ENTITIES ARE NOT LIABLE, AND YOU AGREE NOT TO HOLD THESE PARTIES RESPONSIBLE, FOR ANY DAMAGES OR LOSSES (INCLUDING, BUT NOT LIMITED TO, LOSS OF MONEY, GOODWILL, OR REPUTATION, PROFITS, OR OTHER INTANGIBLE LOSSES OR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR INDIRECTLY FROM: (1) YOUR USE OF OR YOUR INABILITY TO USE THE BENTO SERVICE; (2) DELAYS OR DISRUPTIONS IN THE BENTO SERVICE; (3) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING THE BENTO SERVICE OR ANY ASSOCIATED SITE OR SERVICE; (4) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE BENTO SERVICE; (5) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES; (6) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR BENTO ACCOUNT; (7) YOUR NEED TO MODIFY PRACTICES, CONTENT, OR BEHAVIOR, OR YOUR LOSS OF OR INABILITY TO DO BUSINESS, AS A RESULT OF CHANGES TO THESE TERMS OR BENTO’S POLICIES. BENTO RESERVES THE RIGHT TO MODIFY ITS POLICIES AND THESE TERMS AT ANY TIME CONSISTENT WITH THE PROVISIONS OUTLINED HEREIN.

No Warranty

14.2

THE BENTO SERVICE IS PROVIDED “AS IS,” “AS AVAILABLE” AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. BENTO, AND THE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES AND SUPPLIERS OF BENTO, OUR PARENT OR OUR AFFILIATES, (COLLECTIVELY, “BENTO PARTIES”), MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER FOR THE SERVICES OR THE CONTENT, MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE BENTO SERVICE USED ON OR ACCESSED THROUGH THE BENTO SERVICE, OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE BENTO SERVICE. THE BENTO PARTIES DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE BENTO SERVICE WILL BE UNINTERRUPTED OR ERROR FREE. THE BENTO PARTIES SHALL NOT BE RESPONSIBLE FOR ANY SERVICE INTERRUPTIONS, INCLUDING, BUT NOT LIMITED TO, SYSTEM FAILURES OR OTHER INTERRUPTIONS THAT MAY AFFECT THE RECEIPT, PROCESSING, ACCEPTANCE, COMPLETION OR SETTLEMENT OF PAYMENT TRANSACTIONS OR THE BENTO SERVICE. THE BENTO PARTIES SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

BENTO DOES NOT HAVE ANY CONTROL OVER THE PRODUCTS OR SERVICES THAT ARE PAID FOR WITH THE BENTO SERVICE. BENTO IS NOT RESPONSIBLE FOR THE QUALITY, PERFORMANCE, OR ANY CONSEQUENTIAL RESULTS OF THE PRODUCTS AND OR SERVICES PURCHASED DURING THE TRANSACTIONS. BENTO CANNOT ENSURE THAT A MERCHANT YOU ARE DEALING WITH WILL ACTUALLY COMPLETE THE TRANSACTION OR IS AUTHORIZED TO DO SO. BENTO DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO ANY PART OF THE BENTO SERVICE, AND OPERATION OF THE BENTO SERVICE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. BENTO WILL MAKE REASONABLE EFFORTS TO ENSURE THAT REQUESTS FOR ELECTRONIC DEBITS AND CREDITS INVOLVING REGISTERED BANK ACCOUNT, CARDHOLDER ACCOUNTS, BANK ACCOUNTS AND CREDIT CARDS, ARE PROCESSED IN A TIMELY MANNER BUT BENTO MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE AMOUNT OF TIME NEEDED TO COMPLETE PROCESSING BECAUSE THE BENTO SERVICE IS DEPENDENT UPON MANY FACTORS OUTSIDE OF OUR CONTROL, SUCH AS DELAYS IN THE BANKING SYSTEM. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU. THIS PARAGRAPH GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

Complete Agreement

14.3

These Terms set forth the entire understanding between you and Bento with respect to the Bento Service. Any other terms which by their nature should survive, will survive the termination of these Terms. Unless stated otherwise in these Terms, if any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.

No Assignment

14.4

You may not transfer or assign any rights or obligations you have under these Terms without Bento’s prior written consent. Bento reserves the right to transfer or assign these Terms or any right or obligation under these Terms at any time.

No Third Party Beneficiaries

14.5

No third party shall have any rights to enforce the Terms.

Termination by Bento

14.6

We, in our sole discretion, may terminate these Terms at any time, with or without cause or notice, other than any notice required by applicable law. The termination of these Terms will not affect any of our rights or your obligations arising under these Terms. Termination of your Bento Account may require closing certain of your Third Party Services accounts. Bento will inform applicable Third Party Providers, and such Third Party Providers will return your remaining balance to you in accordance with these Terms.

Bento Third Party Programs

14.7

Bento does not guarantee and makes no representations that the issuer or the associated payment network of any Payment Instruments you have registered with the Bento Service will honor any standard or promotional benefits (including any purchase protection or insurance) for your purchases using the Bento Service. The issuer and associated payment network of your Payment Instruments will determine whether or not any benefits will apply to purchases made using the Bento Service. Bento is not providing you with any benefits (including purchase protection and insurance) for your use of the Bento Service besides those expressly created by Bento.

Communication with Issuers

14.8

By electing to use the Bento Service, you authorize Bento, directly or through the Bento Service to communicate with the issuer of your Payment Instrument, to provide or obtain any information required by that issuer. An issuer that provides this information does not endorse and is not responsible for the Bento Service.

No Relationship with Issuer of Payment Instruments

14.9

Use of the Bento Service is not approved by or offered in conjunction with the issuer of your Payment Instrument. Your Payment Instrument issuer may impose fees, Transaction limits, or other limitations.

Compliance with Legal Requests

14.10

We may comply with any subpoena, levy, or other legal process which we believe (correctly or otherwise) to be valid. To the extent permitted, we may notify you of such process electronically, by phone, or in writing. If we are not fully reimbursed for our record research, photocopying, and handling costs by the party that served the legal process, we may charge such costs to you. We may honor any legal process that is served personally, by mail, or by facsimile to us, even if the law requires personal delivery at another location.

Notice

14.11

In addition to the electronic communications authorized under the Section entitled “Electronic Communications, 7.1” statements, notices and other communications to you may be made by mail, email, postings on the Bento websites or other reasonable means. We may also provide notices of changes to the Terms or other matters by displaying links to notices on the Bento website. Notice to Bento may be made by mail to:

Bento for Business

PO Box 10929

Chicago, IL 60610

Change in Service Providers

14.12

Bento has the right to change any of its third-party service providers, including without limitation the Card Processor, with or without notice that we, in our sole discretion, deem to be reasonable in the circumstances. You agree to cooperate with Bento and any other service providers selected by Bento as reasonably required for Bento or such other service providers to perform services for which it is responsible.

No Waiver

14.13

If we fail to enforce any of our rights under the Terms, or applicable laws, it shall not be deemed to constitute a waiver of such right. If any provision is found by a court to be invalid, then the remaining provisions shall remain in full force and effect.

Force Majeure

14.14

Bento will not be liable for any delays in processing or other nonperformance caused by such events as fires, telecommunications failures, utility failures, power failures, equipment failures, software failures, labor strife, riots, war, terrorist attack, nonperformance of our vendors or suppliers, acts of God, or other causes over which Bento has no reasonable control, and nothing in this section will affect or excuse your liabilities and obligations under these Terms of Service.

Contact Bento

14.15

To reach Bento, please contact us using one of the methods listed below:

Bento for Business
PO Box 10929
Chicago, IL 60610

or

bentoforbusiness.com/contact-us

SCHEDULE 1 — DEFINITIONS

“Account Profile” means the location on the Bento Service where you can, after logging in, view and manage your profile, including your Personal Information, Payment Instrument details, and your Bento Account settings including your notification preferences.

“Affiliates” are companies that are direct or indirect subsidiaries of Bento Technologies, Inc. Inc. or are otherwise related to Bento through common ownership or control.

“Card Processor” means a third-party payment network card (e.g, Visa, Mastercard, Discover or American Express) processor.

“Cardholder Account” means the account created on your behalf with a third party banking institution chosen by us, which stores any funds belonging to you.

“Chargeback” means a request that you file directly with your debit or credit card company to invalidate a Transaction.

“Content” means the materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions, and so forth.

“Bento Account” means your personalized virtual account to use the Bento Service.

“Bento Card” means a payment card issued to you by a Third Party Provider.

“Bento Member” means a user of the Bento Service.

“Bento App” means the application on your computer or mobile device through which you may use the Bento Service.

“Bento Service(s)” means the services, features, content, and applications offered by Bento (including, without limitation, the Bento website, Bento Card Bento App, and any related services to the foregoing).

“Communications” means any Bento Account or Transaction information that Bento provides to you, including: any agreements and policies you agree to, (e.g., these Terms) including updates to these agreements or policies; disclosures and notices, including prospectuses and reports for transaction receipts or confirmations; Bento Account statements and history; and payments authorizations and transaction receipts or confirmations; documents; and any other information related to your Bento Account or the Bento Service.

“Dispute” means a dispute with respect to the Bento Service (excluding Transactions).

“Personal Information” means any personally identifiable information or other information, including for example: name, email address, date of birth, tax identification number, billing/shipping address, phone number and financial information.

“Issuing Bank” means a Third Party Provider bank that issues you the Bento Card.

“Payment Instrument” means a Cardholder Account, a Registered Bank Account, or the Bento Card.

“Registered Bank Account” means an external bank account that you have registered and authenticated with the Bento Service.

“Third Party Offers” means marketing, advertising or sales offers made available by third parties, including without limitation any third-party coupons or discounts or any third-party offers for products or services.

“Transaction” means the use of the Bento Service to initiate and/or complete a transfer of funds, including instructing a third party to send or receive funds on your behalf or making a payment to a third party using a credit card, virtual account or other electronic means, in each case for a purpose permitted hereunder.