Bento for Business Deposit Account Agreement

Please read this document carefully

TABLE OF CONTENTS

Deposit Account Agreement and Disclosures

1. Our Agreement
   B. Account Basics
   C. General Rules Governing Business Deposit Accounts
   D. Responsibilities, Liability, and Limitations
   E. Wire Transfer Services
   F. Using The Bento for Business Visa^®Debit Card
   G. Electronic Funds Transfer Disclosure and Special Terms and Conditions
   H. Arbitration and Waiver of Jury Trial
   I. Schedule of Fees
   J. The Bancorp Bank, N.A. Terms for Card Use with Wallet Services

1. Our Agreement

This document contains the Bento for Business Deposit Account Agreement (“Agreement”) for the business demand deposit account (“Bento for Business Deposit Account” or “Account”) and the Bento for Business cards (each, a “Card”) available from The Bancorp Bank, N.A., Wilmington, Delaware, member of the Federal Deposit Insurance Corporation (“FDIC”), (“The Bancorp Bank, N.A.” or the “Bank”). The Cards include the Bento for Business Visa Debit Card (“Debit Card”), which is an access device to enable transfers from the Account, and the Bento for Business Fixed Value Card (“Fixed Value Card”), which is a pre-funded debit card loaded using funds held in the Account. “Virtual Card” means a temporary access device obtained in connection with a Card. Banking services for the Account, Card and Virtual Card are provided by the Bank to Bento Technologies, Inc. (“Bento”). Bento is responsible for marketing and managing the program offering the Account, Cards, and Virtual Cards to business entities (“Bento for Business – Account Program”). “We,” “our,” and “us” refer to the Bank, our successors, affiliates, or assignees. “Customer” refers to the business entity obtaining an Account.

“Account Owner” refers to the person associated with Customer with authority to deposit, withdraw, or exercise control over the Account, including the ability to designate additional signers, who are described below in section B.3 (each, an “Authorized Signer”). References to Authorized Signers shall include reference to the Account Owner.

The Account is accessed through www.bentoforbusiness.com (“Website”) and through the mobile application hosted by Bento (“Mobile App”). Customer is responsible for providing Bento with a correct and operational email address. Customer must promptly notify the Bank or Bento of any change to its email or postal mailing address, or if Customer is unable to access Account information through the Mobile App. Neither the Bank nor Bento will be liable for any adverse effects to the Account as a result of undelivered mail or email or Customer’s inability to access Account information through the Website or Mobile App due to a failure to promptly notify the Bank or Bento of a change to Customer’s email or postal mailing address. Neither the Bank nor Bento is responsible for any costs Customer incurs to maintain internet access or an email account.

1. Consent to the Terms of this Agreement

When submitting an Account application or by using the banking services provided by the Bank, Customer agrees to the terms and conditions of the Account and the Schedule of Fees associated with it. The disclosures provided when the Account application was completed; additional disclosures provided to Customer that are applicable to additional products and services; periodic statements, user guides; and any other disclosures or terms provided to Customer are considered part of this Agreement. Continued use of the Account means ongoing agreement of Customer to this Agreement. By continuing to use the Account, Customer further agrees to pay fees due and outstanding associated with the Account, including giving us the right to collect such fees directly from the Account balance. Customer is responsible for the accuracy and completeness of all information supplied to Bank and Bento in connection with the Account and /or its services.

2. Amendments

This Agreement may be amended or changed at any time by posting the amended documents (including this Agreement) on www.bentoforbusiness.com, and any such amendment shall be effective upon such posting to the Website. The current Agreement is available at www.bentoforbusiness.com/bancorp/legal/. Reasonable notice in writing or by any method permitted by law will be provided if there is an adverse change to this Agreement. However, if a change is made for security purposes, such change can be implemented without prior notice. When this Agreement is changed, the updated version supersedes all prior versions and will govern the Account. Customer’s continued maintenance or use of the Account after the change will be deemed acceptance of any change and Customer will be bound by it. If Customer does not agree with a change, Customer may close the Account as provided in this Agreement. Customer’s termination of this Agreement does not affect any of our rights or Customer’s obligations arising under this Agreement prior to such termination.

3. Closing the Account

To close the Account, the Account Owner, or any Authorized Signer on the Account, may do so by sending an email to support@bentoforbusiness.com, by calling 1-855-547-2896, or by visiting the Website. After the Account is closed, we have no obligation to accept deposits or pay outstanding items but may do so at our discretion and any access device will no longer be active. Customer agrees to hold us harmless for honoring or refusing to honor any check, paper draft, or other item on a closed Account. If a balance remains in the Account at the time of its closure, a check made payable to the Account Owner as listed in our records will be sent to the address on file within fourteen (14) business days of the final transaction and/or of receiving the request to close the Account. Bank reserves the right to refuse to return any remaining balance less than $15.00. Bank reserves the right to close the Account at any time.

1. Account Basics
2. Opening the Account

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 or business that opens an Account. We will ask for the name, address, date of birth, and other information that will allow us to identify the Account Owner. We will also ask for other information related to the business entity, and Authorized Signers. If we are not able to validate the identity or authenticity of the Account Owner or the business entity to our satisfaction, we may not open the Account. We may not issue a Card or Virtual Card or provide access to the Account if the identity of the Authorized Signer(s) cannot be validated.

We may use information from, and share information with, third parties to help us determine if we should open an Account.

2. Business Deposit Account

A business deposit account is a deposit account that is not held or maintained primarily for personal, family, or household purposes. Examples of business deposit accounts include an account owned by an individual acting as a sole proprietor; a partnership; a limited partnership; a limited liability partnership; a limited liability company; a corporation; a joint venture; or a non-profit corporation.

The Bento for Business Deposit Account is a checkless demand deposit account to be used by a business entity to make payments and transfers to third parties using online services or the Cards that are issued with the Account. Paper checks are not available for use with the Account.

3. Authorized Signers

The Account Owner may add additional Authorized Signers to the Account during the application process or after the Account has been established. At any point in time, at Bento’s discretion, up to two (2) additional Authorized Signers may be listed on the Account. An Authorized Signer is a person who has actual or apparent authority to transact business on the Account, whether or not the Bank has a record of such person’s electronic signature on file. To add or remove an Authorized Signer from an Account, Account Owner must contact Bento at support@bentoforbusiness.com. The Bank may continue to recognize an Authorized Signer’s authority until it has received and has had a reasonable time to act upon a revocation or modification request from the Account Owner.

4. Authorization and Indemnification 

Customer authorizes Bento and the Bank to view and obtain information about the Account. Customer also authorizes the Bank to provide information to Bento and its service providers about Account balances and transactions.  Bento is authorized to transact on the Account as necessary for purposes of reconcilement, fee credits or debits, dispute related adjustments, and any other applicable accounting corrections.

Customer agrees to indemnify and hold harmless the Bank and Bento and to promptly pay on demand, any and all losses arising from actions taken by the Bank or Bento in accordance with this Agreement. These indemnifications shall apply, without limitation, to any losses arising from the dishonor of any check or other debit item.

5. Compliance with Laws and Regulations

Customer agrees to comply with all laws applicable to this Agreement, including regulations or ordinances, and orders of governmental and governing authorities, federal and state privacy laws, and anti-money laundering laws.

6. Our Relationship with Customer

This Agreement and the deposit relationship do not create a fiduciary relationship between the Bank and Customer, the Account Owner, any Authorized Signer(s), or any of Customer’s employees, officers, directors, or agents.

7. Business Days

Our business days are Monday through Friday, excluding federal holidays, even if we are open. Any references to “days” in this Agreement are calendar days unless indicated otherwise.

8. Privacy Policy

Customer may find the Bento privacy policy at https://bentoforbusiness.com/legal/

1. General Rules Governing the Business Deposit Account

The Account and Customer’s obligations under this Agreement may not be assigned. We may transfer our rights under this Agreement. Use of the Account is subject to all applicable rules and customs of any clearinghouse or other association involved in transactions. We do not waive our rights by delaying or failing to exercise them at any time. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any governmental agency, local, state, or federal, the validity or enforceability of any other provision of this Agreement shall not be affected. This Agreement will be governed by the law of the State of Delaware except to the extent governed by federal law.

1. Funds Availability

Information contained in this section is provided to assist Customer in understanding the Bank’s Funds Availability Policy. We make funds available according to the type of deposit and when the funds are applied or credited to the Account. Some types of deposits may not be available for immediate use. When the Bank delays the availability of funds or place a hold on a deposit made to the Account, Customer may not withdraw those funds, and we will not use them to pay any debits, such as Card transactions during the hold period. We have the right to refuse any deposit.

If final payment is not received on any item deposited into the Account, or if any direct depositor ACH Credit is returned to us for any reason, Customer agrees to pay us the amount of the returned item. Determining the Availability of a Deposit

For purposes of determining the availability of Customer deposits, every day is a “business day” except Saturdays, Sundays and federal holidays. If you make a deposit before 4:30 PM ET on a business day that we are open, we will consider that day to be the day of the deposit. However, if you make a deposit after 4:30 PM ET or on a day we are not open we will consider the deposit was made on the next business day we are open.

Business Days
The length of delay in the availability of funds is counted in business days from the day a Customer deposit is applied to the Account. For purposes of determining the availability of Customer deposits, every day is a “business day” except Saturday, Sundays and federal holidays.

Same-Day Availability
Funds from Wire Transfers, preauthorized ACH Credits received through the ACH network such as direct deposits, or other preauthorized electronic payments will be available on the effective date of the deposit. ACH Credits initiated from the Website, the Mobile App, or via SMS text messaging are processed through a third party. IMPORTANT: funds associated with ACH Credits transferred through a third party, i.e., a “Bento Transfer,” are ineligible for FDIC insurance coverage until such funds have been received by the Bank.

2. Deposits to the Account

The minimum opening deposit amount required to fund a new Account is $10.00. The payee name on any direct deposit(s) or ACH Credit(s) we receive must match the Customer name or the name of the Account Owner or an Authorized Signer. If such deposits are received in a name other than the name of the Customer, the Account Owner or an Authorized Signer, they may be returned to the originator.

Deposits may be made to the Account using any of these methods:

3. Bank by Mail Deposits Are Not Accepted

Personal checks, cashier’s checks, money orders, foreign currency and cash sent to the Bank are not accepted forms of deposit. We are not liable for any deposits lost in the mail, lost in transit or not received by us. All deposits sent by mail to the Bank will be returned unless the full amount may be applied towards a negative balance, in which case the check or money order must be payable in U.S. dollars and may or may not be deposited to the Account at the discretion of the Bank.

4. Preauthorized Transfers

The 13-digit Account number and the bank routing number cannot be used for preauthorized direct debits (“ACH Debit”) by merchants, and internet service or other utility service providers (“Merchants”). If presented for payment, such ACH Debits will be declined and payment to the Merchant(s) will not be made. The 13-digit Account number and the bank routing number are to be used only for the purpose of initiating direct deposits to the Account (“ACH Credit”). ACH Credit transfers will be processed under the Operating Rules of the National Automated Clearing House Association (“NACHA”) and Customer agrees to comply with the NACHA rules. Additional information regarding preauthorized transfers is available in Section G, titled “Electronic Funds Transfer Disclosure and Special Terms and Conditions.”

5. Direct deposits or ACH Credits using an external account at another financial institution

The payee name on any direct deposit(s) or ACH Credit(s) we receive must match the business name on the Account or the name of the Account Owner or Authorized Signer. If such deposits are received in a name other than the name registered to the Account, the Account Owner, or Authorized Signer will be returned to the originator.

6. ATM Deposits

ATM deposits are not permitted.

7. Deposit Corrections

If funds are incorrectly deposited or transferred to the Account, we may correct the error by deducting the amount of the incorrect deposit from the Account without prior notice to Customer. If there are not enough funds in the Account at that time, the Account could become overdrawn. See the section below titled “No Overdrafts” for more information about what occurs if the Account has a negative balance.

8. No Overdrafts

The Account may not be overdrawn. If the available balance in the Account is insufficient to cover any authorized payment or withdrawal, we can refuse to honor the payment or withdrawal. If the Account balance should become negative for any reason, a deposit or deposits must be immediately made to cover the negative balance. If the Account has a negative balance for ninety (90) calendar days, it will be closed.

9. Levies, Garnishments, and Other Legal Processes

If the Account becomes subject to legal action, such as a tax levy or third-party garnishment, we reserve the right to refuse to pay any money from the Account, including Card transactions, or other items presented for payment, until the action is resolved. If we are required to pay an attachment, garnishment or tax levy, we are not liable to Customer. Payment is made after satisfying any fees, charges or other debts owed to us. Until we receive the appropriate court documents, we may continue to process transactions against the Account, even if we have received an unofficial notification of an adverse claim. Customer will indemnify us for any losses if we do this.

10. Account Dormancy and Escheatment

If the Account is inactive for a period of time it may be considered dormant and subject to escheatment. Each state has varying laws as to when the funds in the Account will be subject to escheatment and we may be required to send the funds in the Account to the state of Customer’s last known address. We will make all reasonable efforts to contact Customer before transferring the remaining funds of the Account to the applicable state. If the Account has an unknown or international address, the funds will be transferred to the State of Delaware.

11. Periodic Statements

Periodic statements for the Account will be available electronically via the Website to Customer each month and are deemed delivered once available. Customer must carefully review the statement each statement period and notify us of any discrepancies within thirty (30) days of the statement becoming available. Any Authorized Signer may request a paper copy of a periodic statement by calling 1-855-547-2896, or by sending an email to support@bentoforbusiness.com.

1. Responsibilities, Liability, and Limitations
2. Customer’s Acknowledgement

Customer acknowledges (i) the inherent risks and responsibilities associated with conducting business via the internet and that there can be no assurance that inquiries or transaction activity will be completely secure, despite security procedures established by the Bank and/or Bento such as firewalls, passwords, and data encryption. Customer also understand that access to the Website and Mobile App will not be free from delays, malfunctions, or other inconveniences generally associated with this electronic medium, and further agrees the Bank and/or Bento are not responsible for any such delays, malfunctions, or inconveniences; (ii) Customer and Authorized Signers are responsible for maintaining all equipment required for its access to and use of the Account; and (iii) Customer authorizes the Bank, Bento, or any third party acting on behalf of the Bank or Bento, to serve as agent in processing transaction instructions received from Customer via the internet, and to post such transactions to the Account. Customer will be solely responsible for the timeliness, accuracy and adequacy of the data entered as well as the completeness of any instruction entered.

2. Customer’s Additional Responsibilities

Customer is responsible for actions that may be taken by anyone accessing the Account through use of the Website or Mobile App after signing in with an Authorized Signer’s security information (i.e., user ID and password), except as otherwise set forth herein or as part of this Agreement. The Bank and Bento are entitled to rely and act upon instructions received using any Authorized Signer’s security information. Customer is further responsible for keeping its security information confidential and for ensuring that each Authorized Signer signs off of the Website or Mobile App when a session is complete to prevent unauthorized persons from accessing the Account.

Access to certain Account information contained on the Website or Mobile App may be made available to Customer employees who are not designated as an Authorized Signer. Each Customer employee who is issued a Card and granted access to the Website or Mobile App will have a unique user ID and password to enable access to the transaction history of only that Card. Customer is responsible for actions that may be taken by anyone accessing the Card transaction history available through use of the Website or Mobile App.

3. Disclaimer of Warranties

To the fullest extent permitted by law, the Bank and Bento do not make any warranties of any kind related to the Website or Mobile App, either express or implied, including but not limited to, implied warranties of merchantability or fitness for a particular purpose. Furthermore, the Bank and Bento do not warrant that the Website or Mobile App will be uninterrupted or error free, that defects will be corrected, or that the Website or Mobile App are free of viruses or other harmful components. CUSTOMER ACKNOWLEDGES AND AGREES THAT ITS USE OF THE WEBSITE OR MOBLE APP AND THE ACCOUNT SHALL BE AT CUSTOMER’S SOLE RISK, AND THAT THE WEBSITE AND MOBILE APP ARE PROVIDED ON AN “AS IS” BASIS.

4. Information Processing and Reporting

The Bank will not be responsible for determining the accuracy, timeliness or completeness of any information or instructions that an Authorized Signer provides to the Bank or Bento for any service related to the Account. Customer agrees to maintain adequate backup files of the data it submits for a reasonable period of time in order to facilitate any needed reconstruction or reprocessing of Customer’s transactions (e.g., due to a telecommunication failure). If Bank and/or Bento are unable to provide a processing service for any reason, reasonable steps to resume processing will be taken within a reasonable timeframe.

5. Unauthorized Transactions and Errors.

The Bank’s security procedures are not designed for the detection of errors (e.g. duplicate payments or errors contained in Customer instructions). We will not be obligated to detect errors made by Customer, Authorized Signers, or others, even if certain actions are taken from time to time to do so. It is Customer’s responsibility to notify Bento immediately at 1-855-547-2896 upon belief that any security information (such as user IDs, passwords, or other credentials) has been lost, stolen or otherwise made available to an unauthorized person, or that someone has viewed, downloaded, or deleted electronic records from the Account without Customer’s permission, or if Customer or an Authorized Signer suspects any fraudulent or unauthorized activity (including errors) on the Account. Customer further agrees to comply with all notification requirements described in this Agreement. Customer’s liability for any unauthorized transactions (including errors) will be determined based on the terms described in this Agreement. Customer agrees to promptly repay any amount erroneously credited to the Account.

6. Data and Information Supplied by Customer.

Customer has the sole responsibility of ensuring the accuracy and correctness of the data it supplies. Customer acknowledges and agrees that the Bank shall not examine the data for correctness and that the Bank shall not have any responsibility for detecting errors in the data transmitted by Customer. The data transmitted by Customer must be legible, correct, and complete. The Bank shall not process, nor will the Bank be liable to Customer for failure to process illegible, incorrect, or incomplete data. The Bank shall not be liable for errors or omissions caused by data that is rejected as the result of Customer’s failure to provide legible, correct, and complete data. Customer agrees that Customer shall be solely liable for, and the Bank shall not have any liability whatsoever for, any data or other information that is not received by the Bank or for any data or other information that is intercepted or altered by an unauthorized third party. Customer agrees that the Bank has no obligation to accept any data or other information and, therefore, may reject any data or other information transmitted or delivered by the Customer in connection with this Agreement.

7. Data Review.

Customer has sole responsibility for confirming the accuracy and validity of all information, data, entries, and processing services prepared by the Bank and delivered to Customer in connection with the Account. Customer agrees to carefully review all records and other information provided or made available to Customer by the Bank and to report any discrepancies within thirty (30) days of Customer’s receipt of the record or other information showing such discrepancies. Customer’s failure to promptly report to the Bank within such specified time the existence of any discrepancies in any record or other information constitutes Customer’s acceptance of the record or other information as valid and accurate and may preclude Customer from asserting against the Bank any claims arising from or any loss caused by the discrepancy.

8. Limitations of the Bank’s Liability and Obligations to Customer.

In the performance of the services required by this Agreement, the Bank shall be entitled to rely solely on the information, representations and warranties provided by Customer and Authorized Signers pursuant to this Agreement. Except as otherwise specifically provided by law, the Bank shall be responsible only for performing the services expressly provided for in this Agreement and shall be liable only in the event of loss due to its gross negligence or willful misconduct in performing those services. In no event shall the Bank have any liability for any consequential, special, incidental, punitive or indirect loss or damage which Customer may incur or suffer in connection with this Agreement, whether or not the likelihood of such damages was known or contemplated by the Bank and regardless of the legal or equitable theory of liability Customer may assert. The Bank is not liable for any damages Customer may incur due to a delay in Bento providing the Bank with any notices or information Bento receives from Customer. Without limiting the foregoing, the Bank shall not be liable for and the Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission or communications facilities, equipment failure, war, act of terror, emergency conditions, or other conditions beyond Bank’s control. To the extent allowed by law, the Bank shall not be liable for and shall be excused from failing to process or any delay in processing a transfer of funds (i) if, in the Bank’s sole discretion, processing a transfer would violate or contribute to the violation of any law, regulation or regulatory requirement; or (ii) if processing a transfer, in the Bank’s sole discretion, would cause it to engage in an unsafe and unsound practice. Without limiting the generality of the foregoing, in no event will the Bank’s liability for any loss, cost, or liability arising from the Bank’s gross negligence or willful misconduct exceed the average monthly charge for the Account-related services in question for the month preceding the date or loss, except as otherwise required by UCC Article 4A. Any claim, action or proceeding by Customer to enforce the terms of this Agreement or to recover for any Account-related loss must be commenced within one year from the date that the event giving rise to the claim, action or proceeding first occurs. Customer agrees to cooperate with the Bank in any loss recovery efforts the Bank undertakes to reduce any loss or liability that arises in connection with the Account. Customer acknowledges any fees have been established in contemplation of: (a) these limitations on the Bank’s liability; (b) Customer’s agreement to review statements, confirmations, and notices promptly and to notify Bank immediately of any discrepancies or problems; and (c) Customer’s agreement to assist the Bank in any loss recovery efforts.

9. Current Day Balance Information and Current Day Transactions.

Customer acknowledges that Account information regarding the current day may change. Customer acknowledges that Customer’s decisions based on Bank’s information on current day balances and current day transactions must take into consideration information that is known or should be known to Customer and to Authorized Signers, or Customer’s employees and not known to the Bank or not reflected in the current day balance or transaction information Customer obtains from the Bank.

1. Wire Transfer Services
2. Cutoff Times

The Bank has cutoff times for processing funds transfers via wire (“Wire Transfer(s)”). If the Bank receives a Wire Transfer after 4:30 pm ET, or on Saturday, Sunday or a federal holiday, it may be processed on the next business day.

2. Sending a Wire Transfer

Outgoing Wire Transfers are not permitted.

3. Receiving a Wire Transfer

The Bank may receive instructions to credit a Wire Transfer to the Account. We may receive a Wire Transfer directly from the sender, through a funds transfer system or through some other communications system. For incoming Wire Transfers, the following limits apply:

1. Using the Bento for Business Cards

The Bento for Business Cards are available for use with the Account.   A Debit Card will be issued to the Account Owner (“Primary Cardholder”). Upon receipt of instructions from the Account Owner, additional Debit Cards or Fixed Value Cards may also be issued to each Authorized Signer and other designated persons such as Customer employees (“Secondary Cardholder”). (Primary Cardholder and Secondary Cardholder shall be collectively referred to as “Cardholder” unless otherwise stated). A Fixed Value Card may only be loaded with an amount no greater than the available funds of the Account. The Account balance will be reduced by the amount loaded onto a Fixed Value Card.

Secondary Cardholders who are Customer employees, i.e., not an Authorized Signer, are limited to making qualifying purchases with the Card and are not permitted to exercise the authority granted to the Account Owner and Authorized Signers, as described above in Sections B3 and B4. Customer acknowledges and agrees that funds accessible through use of the Debit Card(s) are limited to the available funds of the Account, funds accessible through the use of the Fixed Value Card are limited to the funds loaded on the Card, and that individual transaction limits may be established for each Card issued to a Cardholder. Customer agrees to direct each Cardholder to sign the back of the Card immediately upon its receipt. The expiration date of the Card is identified on the Card. The expiration date of the Virtual Card is described below in the section labeled, “Using Your Card/Features”. The Card is the property of the Bank and must be surrendered upon demand. The Card and Virtual Card are nontransferable and may be cancelled, repossessed, or revoked at any time without prior notice subject to applicable law.

1. Activate the Card

The Cards must be activated before they can be used. Cards may be activated by calling 1-855-547-2896 or by visiting www.bentoforbusiness.com. Each Cardholder will need to provide personal information in order for their identity to be verified.

2. Personal Identification Number

Each Cardholder may create a unique Personal Identification Number (“PIN”) to use with the Card. The PIN may be created by calling 1-855-547-2896 or by other methods which may be made available at our discretion. The Card must be activated before the PIN can be used. See the Card activation instructions in the section titled “Activate the Card.” Do not write or keep a PIN with the related Card. The PIN should never be shared with anyone. Cardholder should not enter the PIN so it can be observed by others; Cardholder should not enter the PIN into any terminal that appears to be modified or suspicious. If a Cardholder believes someone has gained unauthorized access to their PIN, advise Bento immediately.

3. Authorized Users

Customer is responsible for all authorized transactions initiated and fees incurred by use of each Card or Virtual Card we issue. If Customer permitted an individual access to a Card, Virtual Card, Card number(s) or PIN, we will treat this as if Customer authorized such use and Customer will be liable for all transactions and fees incurred by those persons. Customer is wholly responsible for use of the Card according to the terms and conditions of this Agreement.

4. Virtual Cards

To purchase or lease goods or services or to make payments by telephone or online, without presenting your Card, you may request Virtual Cards. Each Virtual Card consists of a 16-digit account number, a 3-digit security code, and an expiration date.

5. Cash Access

Only the Primary Cardholder may use the Card to withdraw cash from any Automated Teller Machine (“ATM”) or any Point-of-Sale (“POS”) device, as permissible by a merchant that bears the Visa®, Maestro®, Plus®, or Interlink® Acceptance Mark. ATM transactions are treated as cash withdrawal transactions. Secondary Cardholders do not have access to cash. These are the limits associated with the withdrawal of cash using the Card:

6. Transaction Limitations

There are two (2) types of purchase transaction limitations associated with using Cards and Virtual Cards: (a) purchase transaction limits we establish and (b) individual Card purchase transaction limits established and managed by the Customer. These are the purchase transaction limits for the Account.

The Cardholder may use the Card to purchase or lease goods or services everywhere Visa debit cards are accepted as long as transactions do not exceed the available balance of the Account and other restrictions (see examples described below) do not apply. Some merchants do not allow customers to conduct split transactions where the Card is used as partial payment for goods and services and the remainder of the balance is paid with another form of legal tender. If the Cardholder wishes to conduct a split transaction and it is permitted by the merchant, the merchant must be told to charge only the exact amount of funds available on the Account to the Card. The Cardholder must then arrange to pay the difference using another payment method. Some merchants may require payment for the remaining balance in cash. If the Cardholder fails to inform the Merchant complete a split transaction prior to swiping or dipping the Card, the Card is likely to be declined.

If the Cardholder uses the 16-digit Card number without presenting the Card (such as for a mail order, telephone, or Internet purchase), or uses a Virtual Card number, the legal effect will be the same as if the Cardholder had used the Card itself. Card restrictions include but are not limited to:  restricted geographic or merchant locations where there is a higher risk of fraud or illegal activity; restrictions to comply with laws or prevent our liability; and other restrictions to prevent fraud and other losses. For security reasons, we may, with or without prior notice, limit the type, amount, or number of transactions the Cardholder may make with the Card or Virtual Card.  The Card or Virtual Card may not be used for illegal online gambling or any other illegal transaction. We may increase, reduce, cancel, or suspend any of the restrictions or add new ones at any time. The Card cannot be redeemed for cash.

If a Cardholder uses the Card at an automated fuel dispenser (“pay at the pump”), the transaction may be preauthorized for an amount up to $100.00 or more.  If the Card is declined, even though the Account has sufficient funds available, the Cardholder should pay for their purchase inside with the cashier.  If a Cardholder uses the Card at a restaurant, a hotel, for a car rental purchase, or for similar purchases, the transaction may be preauthorized for the purchase amount plus up to 20% or more to ensure there are sufficient funds available to cover tips or incidental expenses incurred.  A preauthorization places a hold on those available funds until the Merchant sends us the final payment amount of a Cardholder purchase. Once the final payment amount is received, the preauthorized amount on hold will be removed. It may take up to seven (7) business days for the hold to be removed. During the hold period, Customer will not have access to the preauthorized amount.

All transactions relating to car rentals may result in a hold for that amount of funds for up to sixty (60) days.

Each time a Cardholder uses the Debit Card, Customer authorizes us to reduce the value available in the Account by the amount of the transaction and any applicable fees. A Cardholder is not allowed to exceed the available amount in the Account through an individual transaction or a series of transactions. Nevertheless, if a transaction exceeds the balance of the funds available in the Account, Customer shall remain fully liable to us for the amount of the transaction and any applicable fees. See paragraph 8 of Section C (“No Overdrafts”) for additional details if the Account balance becomes negative.

Each time a Cardholder uses the Fixed Value Card, Customer authorizes us to reduce the value available on the Fixed Value Card by the amount of the transaction and any applicable fees. A Cardholder is not allowed to exceed the available amount on the Fixed Value Card through an individual transaction or a series of transactions. Nevertheless, if a transaction exceeds the balance of the funds available on the Fixed Value Card, Customer shall remain fully liable to us for the amount of the transaction and any applicable fees. See paragraph 8 of Section C (“No Overdrafts”) for additional details if the Account balance becomes negative.

Neither Customer nor a Cardholder has the right to stop payment on any purchase or payment transaction originated by use of the Card or Virtual Card. If a Cardholder authorizes a transaction and then fails to make a purchase of that item as planned, the approval may result in a hold for that amount of funds for up to sixty (60) days.

At any time, Account Owner may cancel a Fixed Value Card by providing notice to [us or] Bento. If there are any funds remaining on the Fixed Value Card, those funds will be immediately transferred back to the Account.

7. Non-Visa Debit Transactions

Procedures are in effect that may impact you when you use your Card at certain merchant locations.  In the past, transactions have been processed as Visa debit transactions unless you entered a PIN.  Now, if you do not enter a PIN, transactions may be processed as either a Visa debit transaction or as an Interlink transaction.

Merchants are responsible for and must provide you with a clear way of choosing to make a Visa debit transaction if they support the option.  Please be advised that should you choose to use the Interlink network when making a transaction without a PIN, different terms may apply.  Certain protections and rights applicable only to Visa debit transactions as described in this Agreement will not apply to transactions processed on the [Insert applicable brand(s)] network.  Please refer to the paragraph labeled “Your Liability for Unauthorized Transfers” for a description of these rights and protections applicable to Visa debit and non-Visa debit transactions.

To initiate a Visa debit transaction at the POS, swipe your Card through a POS terminal, sign the receipt, or provide your 16-digit Card number for a mail order, telephone, or Internet purchase.  To initiate a non-Visa debit transaction at the POS, enter your PIN at the POS terminal or provide your 16-digit Card number after clearly indicating a preference to route your transaction as a non-Visa debit transaction for certain bill payment, mail order, telephone, or Internet purchases.

8. Transactions Made In Foreign Currencies

If a Cardholder obtains funds or makes a purchase in a currency other than the currency in which the Account is denominated and the Card was issued, the amount deducted from the funds will be converted by Visa into an amount in the currency of the Account and Card.  The exchange rate between the transaction currency and the billing currency used for processing international transactions is a rate selected by Visa from the range of rates available in wholesale currency markets for the applicable central processing date, which may vary from the rate Visa itself receives, or the government-mandated rate in effect for the applicable central processing date. If a Cardholder obtains funds or makes a purchase in a currency other than the currency in which the Card was issued, the Bank may assess a foreign currency conversion fee of up to 3% of the transaction amount and will retain this amount as compensation for its services.  Transactions made outside the fifty (50) U.S. states and the District of Columbia may also be subject to this conversion fee even if they are completed in U.S. currency.

9. Receipts

Cardholders should get a receipt at the time of a transaction using the Card or Virtual Card. Customer is responsible for retaining, verifying, and reconciling all Card transactions and receipts.

10. Card Replacement

If a Cardholder needs to replace a Card for any reason except at Card expiration, the Cardholder can reissue Cards through the Website. The Cardholder can also contact 1-855-547-2896 to request a replacement Card. The Cardholder seeking a replacement card will be required to provide personal information, which may include, for example, the Cardholder’s full name, transaction history, or copies of acceptable identification documentation. Replacement Cards will be mailed to Customer.

11. Card Expiration

The Card expires no earlier than the “Valid Thru” date printed on the Card. The Card cannot be used after the expiration date; however, a replacement Card will automatically be mailed to Customer prior to the expiration of the soon-to-expire Card. If a Cardholder needs a replacement Card for any reason other than the Card’s expiration, the Cardholder may request one at any time by following the procedures in the section titled “Card Replacement.”

12. Lost, Stolen Cards; Information Transaction Disputes (Card Transactions Only)

TELL US AT ONCE if Customer or a Cardholder believes a Card has been lost or stolen or if the Virtual Card, PIN or the Account number is no longer secure or confidential. Telephoning 1-855-547-2896 is the best way to minimize possible losses. Cardholders must not reveal their user ID, password or PIN or provide the Account, Virtual Card or Card numbers to any person not authorized by Customer to use the Account or Card; not write the PIN on the back of the Card or anything kept with the Card; and not leave a computer terminal or mobile device unattended after logging in and accessing the Account. Under Visa Core Rules, Customer will not be held responsible for unauthorized transactions if reasonable care was used in protecting the Card from loss or theft and Customer promptly reported to the Bank when Customer knew the Visa Card was lost or stolen.  Visa Zero Liability does not apply to Visa payment cards used for commercial purposes.

In the case of a discrepancy or questions about Card transaction(s), call 1-855-547-2896, write to Bento for Business, Customer Support, PO Box 190608, San Francisco CA 94119, or send an email to support@bentoforbusiness.com as soon as possible. Customer must contact us no later than sixty (60) days after we posted the transaction(s) to the Account. Customer may request a written history of Card transactions at any time by calling 1-855-547-2896 or by writing to Bento for Business, Customer Support, PO Box 190608, San Francisco CA 94119.

In case of a discrepancy or questions about Card transactions, Customer will need to tell us:

1. Cardholder’s name, Account number and/or the 16-digit Card number.
2. A description of the transaction(s) including the date and dollar amount.
3. Grounds for the discrepancy.

If this information is provided orally, we may require that the details listed above be provided in writing within sixty (60) calendar days after we posted the transaction(s) at issue. Customer agrees to cooperate fully with our investigation and to provide any additional information or documentation we may need for the claim.

Once we have the required details, information, and/or documents, we will determine whether a discrepancy occurred. If we ask Customer to put details in writing and they are not provided within sixty (60) calendar days of the date we posted the transaction(s) under review, we may not be able to resolve the claim in favor of the Customer.

We will notify Customer of the results in writing after completing our investigation. If we determine a discrepancy occurred, we will correct the discrepancy promptly and credit the Account.   If we decide there was no discrepancy, we will send the Customer a written explanation via standard U.S. mail or email.

1. ELECTRONIC FUNDS TRANSFER SPECIAL TERMS AND CONDITIONS

The 13-digit Account number and bank routing number can be used for ACH Credits (as defined in Section C.4).

Note: The payee name on any direct deposit(s) or ACH Credit(s) we receive must match the Customer name, or the name of the Account Owner or an Authorized Signer. If such deposits received in a name other than the Customer, the Account Owner, or an Authorized Signer they may be returned to the originator.

1. Cut-off Time.

The cut-off time for scheduling ACH transfers to the Account is 4:00 PM CT. Any transfer scheduled after the cut-off time will be treated as if it were scheduled for the next business day.

2. Electronic Funds Transfer Services

The following terms are used to describe Electronic Funds Transfer (“EFT”) services. “Automated credits” or “direct deposits” are deposits made to the Account by electronic means. “Automated debits” and “automated payments” indicate payments authorized by Customer to be made from the Account by electronic means.

When Customer accepts direct deposits or authorize automatic payments/debits or transfers to or from the Account, the following special terms and conditions apply.

3. Notice Disclosure

Under the operating rules of the National Automated Clearing House Association (“NACHA”), which sets the rules for ACH transactions, we are not required to give next-day notice of receipt of an ACH item, and we will not do so. However, we will continue to notify Customer of the receipt of payments in the periodic statements.

4. Choice of Law Disclosure

Because the Account is a business account and not for personal, family or household use, ACH Credit payments are not subject to the Electronic Funds Transfer Act. Customer’s rights and obligations with respect to such payments shall be construed in accordance with and governed by the laws of the state of Delaware as provided by the operating rules of NACHA, which are applicable to ACH transactions involving the Account.

5. Types of Electronic Funds Transfers Available

Customer may arrange with another party to electronically deposit funds on a one-time or recurring basis directly to the Account.

Customer may use the Card to make purchases at merchants that accept the Card.

6. Direct Deposits or Automated Credits

If Customer has arranged to have deposits made to the Account at least once every sixty (60) days from the same person or company, call 1-855-547-2896 to find out if the deposit has been made.

7. Disputing Transactions

Electronic transfers made to or from the Account or with a Card are not subject to the Electronic Funds Transfer Act and Regulation E. In the case of a discrepancy or questions about electronic transaction(s), call 1-855-547-2896, or send an email to disputes@bentoforbusiness.com as soon as possible.

8. Confidentiality

We may disclose information to third parties about the Account, Card(s) or related transactions:

• Where it is necessary for completing transactions;
• In order to verify the existence and condition of the Account or Card for a third party, such as a merchant;
• In order to comply with government agency, court order, or other legal or administrative reporting requirements;
• Upon Customer’s written consent;
• To our employees, auditors, affiliates, service providers, or attorneys as needed; or
• Otherwise as necessary to fulfill our obligations under this agreement.

9. Customer Service

For Customer Service assistance or additional information regarding the Account and the Card, please contact:

Bento for Business
PO Box 190608
San Francisco CA 94119
1-855-547-2896 (24-hour line)
support@bentoforbusiness.com

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10. Telephone Monitoring/Recording

The Bank and Bento may monitor and/or record telephone calls with any Authorized Signer to assure the quality of the Customer Service team, and also when contacting Customer regarding servicing and, if implicated, collections and when contacting Customer regarding servicing or collections, or as required by applicable law.

11. No Warranty Regarding Goods or Services as Applicable

We are not responsible for the quality, safety, legality, or any other aspect of any goods or services Customer purchases using the Account.

1. ARBITRATION AND WAIVER OF JURY TRIAL

Customer and the Bank agree that the transactions contemplated in this Agreement involve “commerce” under the Federal Arbitration Act (“FAA”). EVERY CONTROVERSY OR CLAIM BETWEEN CUSTOMER AND ANY INDEMNIFIED PARTY ARISING OUT OF OR IS IN ANY WAY RELATED TO OR RESULTING FROM THIS AGREEMENT, THE ACCOUNT, OR ANY OTHER SERVICES PROVIDED BY THE BANK OR BENTO, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, INCLUDING CLAIMS OF FRAUD, SUPPRESSION, MISREPRESENTATION AND FRAUD IN THE INDUCEMENT, WILL BE RESOLVED BY BINDING ARBITRATION UNDER THE FAA. The arbitration will be administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules (the “Arbitration Rules”). IF A CLAIM IS SUBMITTED TO ARBITRATION, (A) CUSTOMER WILL NOT HAVE THE RIGHT TO GO TO COURT OR TO HAVE A JURY TRIAL; (B) CUSTOMER WILL NOT HAVE THE RIGHT TO ENGAGE IN PRE-ARBITRATION DISCOVERY EXCEPT AS PROVIDED IN THE ARBITRATION RULES; (C) CUSTOMER WILL NOT HAVE THE RIGHT TO HAVE ANY CLAIM ARBITRATED AS A CLASS ACTION UNDER THE ARBITRATION RULES OR UNDER ANY OTHER RULES, WHETHER OF CIVIL PROCEDURE OR OTHERWISE; AND (D) THE ARBITRATOR’S DECISION WILL BE FINAL AND BINDING WITH LIMITED RIGHTS TO APPEAL. IN THE EVENT OF A CONFLICT BETWEEN THIS PROVISION AND ANY OTHER SUCH ALTERNATIVE DISPUTE RESOLUTION PROVISION, THE TERMS OF THIS PROVISION SHALL CONTROL. This agreement to arbitrate disputes will survive the closing of the Account and the termination of this Agreement. NO CLASS ACTION, OR OTHER REPRESENTATIVE ACTION OR PRIVATE ATTORNEY GENERAL ACTION OR JOINDER OR CONSOLIDATION OF ANY CLAIM WITH A CLAIM OF ANOTHER PERSON OR CLASS OF CLAIMANTS SHALL BE ALLOWABLE.

IF CUSTOMER DOES NOT AGREE TO THE TERMS OF THIS ARBITRATION AGREEMENT, DO NOT USE ANY CARD OR THE ACCOUNT. CALL 1-855-547-2896 TO CLOSE THE ACCOUNT AND REQUEST A REFUND, IF APPLICABLE.

1. SCHEDULE OF FEES

All fee amounts will be withdrawn from the Account and will be assessed as long as there is a remaining balance in the Account except where prohibited by law. Any time the remaining balance is less than the fee amount being assessed, the balance of the Account will be applied to the fee amount resulting in a zero balance on the Account.

Bento may impose other fees as part of the Bento for Business program; those fees are described in Customer’s separate agreement with Bento at https://bentoforbusiness.com/legal/terms-of-service/.

1. BANCORP TERMS FOR CARD USE WITH WALLET SERVICES

PLEASE READ THIS DOCUMENT CAREFULLY.

These terms for Card use with Wallet services (the “Terms”) apply when you choose to add a card issued by The Bancorp Bank, N.A. (“Card”) to a third party payment wallet (“Wallet”). In these Terms, “you” and “your” refer to the holder of the Card, and “we,” “our,” and “Bank” refer to The Bancorp Bank, N.A. The Terms apply to your use of each Card in each Wallet.  You understand that your use of a Card through a Wallet is subject to the agreements or terms of use required by the Wallet provider, third party wireless companies, and/or data service providers and others (each, a “Service Provider”).

When you add a Card to a Wallet, you agree to these Terms:

1. Adding a Card. A Card may be added to any eligible Wallet by following the instructions of the Wallet provider (e.g., Apple Pay, Google Pay, Samsung Pay, etc.). Some Cards may not be eligible to add to certain Wallets. If eligible, Cards may be added to multiple Wallets and through multiple eligible devices. You may not add a Card to a Wallet or use a Card in a Wallet if the Card or account has a negative balance, or if the Card has been cancelled, suspended or closed for any reason.

2. Relation to other Agreements. The terms governing use of your Account (the “Agreement”) does not change when you add the Card to a Wallet. To the extent of any consistency between these Terms and your Agreement, these Terms control only with respect to the provisioning of a Card to a Wallet service. Any applicable fees, limits and charges that apply to the Card will also apply when you use a Wallet to access the Card. Bank does not charge any additional fees for adding the Card to a Wallet or using the Card in a Wallet. The Wallet provider and Service Providers may charge fees.

3. Bank Responsibility. Bank is not the provider of any Wallet you use and is not responsible for providing Wallet services to you. Bank is not responsible for any failure of a Wallet or the inability to use a Wallet for any transaction. Bank is not responsible for the performance or non- performance of the Wallet provider or any other Service Provider regarding any agreement you enter into with the Wallet provider or associated third party that may impact use of a Wallet. Questions about how to use a Wallet should be addressed to the Wallet provider.

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

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

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

7. Ending or suspending use of a Card.  Your ability to use a Card in a Wallet can be blocked, suspended, or terminated at any time by the Bank or the Service Providers. You may remove your Card from a Wallet by following the instructions provided by the Wallet provider.

8. Privacy and security.  You agree that by adding a Card to a Wallet, information about you will be exchanged with the Wallet provider, Service Providers, the Card networks (e.g., Visa^®, Mastercard^®and/or Discover^®) and others, despite what is stated in the Agreement and related Privacy Policies. Information may be shared in order to facilitate any Wallet services you request; to make information about Card transactions available to you; and/or to improve your ability to obtain Wallet services. We do not control how the Wallet provider or Service Providers use information received in connection with the Card.  Use of a Wallet involves 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. By using the Wallet, you acknowledge that Bank is not responsible for the security of information once it has been provided to the Wallet provider or any Service Provider, Bank is not responsible if a security breach occurs that affects any such information stored by a Wallet provider or a Service Provider, and that your data will be used in accordance with Service Provider privacy policies.

9. Disclaimer of warranties. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF A CARD YOU ADD TO A WALLET IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE 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 BANK, ON BEHALF OF ITSELF AND ITS SUPPLIERS, 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.

10. Governing law. The Terms are governed by federal law and, to the extent that state law applies, the laws of the state that apply to the Agreement. Disputes arising out of or relating to these Terms are subject to the dispute resolution procedures described in the Agreement.

11. Changes to the Terms. The Terms may be changed at any time as allowed by law. You agree to any such changes by continued use of the Card in a Wallet and/or by keeping the Card in a Wallet.  The date of the most recent change to the Terms appears above.

12. Questions.  If you have questions, disputes, or complaints about a Wallet, contact the Wallet provider using the information provided to you.  If you have questions, disputes, or complaints about the Card, refer to the contact information contained in the Agreement and printed on the back of the physical Card.

This Agreement is effective 10/2021.