Yepzy Terms of Use

Effective Date: February 10, 2023

The following terms of service are terms of a legal agreement (the “Agreement”) between you (“you”, “your”, or “user”) and Yepzy Inc., its subsidiaries, affiliates, agents and assigns (“Yepzy”, “we”, “us”, or “our”) which sets forth the terms and conditions for your use of Yepzy’s mobile application (“Mobile App”) and Yepzy’s website (https://yepzy.com), as well as the products and services offered, operated or made available by Yepzy through the Mobile App (collectively, the “Services”). The Mobile App, website and Services are owned and operated by Yepzy, and are being provided to you expressly subject to this Agreement. By accessing, browsing and/or using the Mobile App, https://yepzy.com, or the Services, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement and to comply with all applicable laws and regulations. The terms and conditions of this Agreement form an essential basis of the bargain between you and Yepzy, and this Agreement governs your use of the Mobile App, https://yepzy.com and the Services.

THIS AGREEMENT ALSO INCLUDES, AMONG OTHER THINGS, A BINDING ARBITRATION PROVISION THAT CONTAINS A CLASS ACTION WAIVER. PLEASE REFER TO SECTION 18 BELOW FOR MORE INFORMATION.

1. ACCEPTANCE OF AGREEMENT

Please carefully review this Agreement before using the Mobile App, https://yepzy.com or the Services, or accessing any data thereon. If you do not agree to these terms, you may not access or use the Mobile App, https://yepzy.com or the Services. To use Mobile App, https://yepzy.com or the Services and to accept the Agreement, you must be 1) a legal resident of the United States, 2) of legal age to form a binding contract with Yepzy, 3) not prohibited by law from using the Mobile App, https:// yepzy.com or the Services.

2. MODIFICATION OF THIS AGREEMENT

Yepzy reserves the right to amend this Agreement at any time and will notify you of any such changes by posting the revised Agreement on its website, https://yepzy.com. You should check this Agreement on https:// yepzy.com periodically for changes. All changes shall be effective upon posting. We will date the terms with the last day of revision. Your continued use of the Mobile App, https://yepzy.com or the Services after any change to this Agreement constitutes your agreement to be bound by any such changes. Yepzy may terminate, suspend, change, or restrict access to all or any part of the Mobile App, https://yepzy.com or the Services without notice or liability.

3. PRIVACY POLICY

Yepzy maintains a Privacy Policy, and it details how we handle and protect data. We fully incorporate our Privacy Policy into this Agreement. Note that we reserve the right to update the Privacy Policy at our discretion, and that any changes made to our Privacy Policy are effective when the updates are live on https://yepzy.com.

4. MINIMUM TECHNOLOGY REQUIREMENTS TO ACCESS SERVICES

To access and use the Mobile App and Services, you must have a mobile device with access to the Internet running either Apple iOS 10.3 or higher, or Android 4.1 or higher. You must also have a valid email address and sufficient storage space to install any required mobile application. Yepzy’s mobile applications are available on the Apple App Store (for Apple devices) and Google Play Store (for Android devices).

5. USER INFORMATION ACCURACY AND UPDATES

To access Yepzy’s Services, you must create a Mobile App user account with Yepzy. This process will include creation of a Login ID and password to access the Mobile App and the Services. When you sign up for a user account, you agree to provide accurate, current and complete information—such as your name, mailing address, and email address –as may be prompted by any registration forms available through the Mobile App, in connection with the Services or as otherwise requested by Yepzy for such information (“User Information”). You further represent that you are a legal owner of, and that you are authorized to provide us with, all User Information and other information necessary to facilitate your use of the Mobile App and Services. In order to use certain Services of the Yepzy Corporate Account, Yepzy may make changes to your account for the purpose of matching payroll information. The changes will be reflected in the app. In order to use certain Services, Yepzy may be required to verify your identity. You authorize us to make any inquiries we consider necessary to validate your identity. If you do not respond to such inquiries or we cannot verify your identity, we can refuse to allow you to use the Mobile App and/or Services. Should any of your User Information change, you agree that you will update this information as soon as possible. To update your User Information, you may go to the Profile section of the Yepzy app, click on “Settings,” and update your User Information accordingly. Should you believe or have reason to believe that any of your User Information, including your Login ID and/or password, has been compromised, or that another person is accessing your user account through some other means, you agree to notify us as soon as possible at WeCare@yepzy.com. 

6. OVERVIEW OF SERVICES

Yepzy offers a variety of services and features collectively referred to in this Agreement as the “Services.”These Services include:

Mobile Banking Services – A suite of services and features exclusive to Yepzy users that open a Yepzy demand deposit account (“Yepzy Banking Account”) and Yepzy debit Visa (“Yepzy Card”) to help you view, manage and access your Yepzy Banking Account and Yepzy Card. The Yepzy Banking Account and Yepzy Card are made available by Unit.co (“Unit”), provider of BaaS, and Thread Bank (“Thread”), member of the Federal Deposit Insurance Corporation, in partnership with Yepzy.

7. THIRD-PARTY AND YEPZY BANKING ACCOUNT INFORMATION

To use the Services, you direct Yepzy to retrieve your account transaction history, balance information, and/or other information maintained by third-parties which are your personal accounts you own, manage and engage in financial transactions with (“Third-Party Account Information”). This includes information maintained by Thread for Yepzy Banking Accounts and Yepzy Cards. Yepzy works with one or more third-party service providers to access this Third-Party Account Information. We will use this information to provide you with the Services you request, for our own internal business purposes and to offer you other Yepzy products and services that may be of interest to you. By using the Services, you authorize Yepzy to access this information maintained by identified third parties, on your behalf as your agent, and you expressly authorize such third parties to disclose your information to us. By agreeing to this Agreement, you are also agreeing that you are responsible for keeping any passwords and usernames you provide to us so we can retrieve this Third-Party Account Information secure, and for keeping those passwords and usernames up to date in the Mobile App. With the exception of information related to your Yepzy Banking Account or Yepzy Card, Yepzy does not review the Third-Party Account Information for accuracy, legality or non- infringement, and Yepzy is not responsible for your Third-Party Account Information or products and services offered by or on third-party sites. You acknowledge that any Third-Party Account Information that is displayed through the Services will be the information we most recently accessed, and that this information may not reflect pending transactions or other recent activity.

8. MOBILE BANKING SERVICES

8.1 Overview of Mobile Banking Services

If you open a Yepzy Banking Account and obtain a Yepzy Card, you will be able to manage your account and card, view your transaction history and other account information, perform certain transactions, and access various features of your account and card using the Mobile Banking Services through the Mobile App. Your use of the Mobile Banking Services is governed by this Agreement. However, the Yepzy Banking Account, Yepzy Card and any transactions you make on your Yepzy Banking Account or Yepzy Card (including transactions you initiate through the Mobile Banking Services) are covered by the Yepzy Deposit Account Agreement.

8.2 Available Features and Transactions

- The Mobile Banking Services allow you to perform the following functions and transactions on your Yepzy Banking Account and Yepzy Card:

- View your balance and at least the last ninety (90) days of transaction history.

- Transfer funds between your Yepzy Banking Account and Linked Account. This feature is only available if you have a Linked Account with another depository institution.

- Access the “Bill Pay” service that allows you to send payments to pay your bills and other expenses from your Yepzy Banking Account.

- Freeze your Yepzy Card if you misplace it to prevent it from being used.

- Manage your Virtual Yepzy Card.

- Update your email address, mailing address and other account- related information.

- Obtain live support and customer service through the Mobile App’s chat function.

- Other transactions, features or capabilities as may be offered in the future.

8.3 Account Information, Balances and Transaction History

The account information that you access through the Mobile Banking Services will generally be current as of the business day you access the information, unless another time is specified.

8.4 Terms Applicable to Linked Account Transfers and the Bill Pay Service

Transfers between your Yepzy Banking Account and Linked Account, as well as payments made through the Bill Pay service, are governed by the Yepzy Deposit Account Agreement. Certain transaction limitations may apply to Linked Account transfers and Bill Pay payments. Please refer to the Yepzy Deposit Account Agreement for details.

Only owners of a Yepzy Banking Account are permitted under this Agreement to access an account through the Mobile Banking Services. By using the Mobile Banking Services, you agree that we and Thread are entitled to act on transaction or any other instructions we receive under your Login ID and password for the Mobile App, and you agree that any actions taken under your Login ID and password will have the same effect as a signature authorizing the transaction or other action. We reserve the right to deny transactions or any other actions you authorize through the Mobile Banking Services:

- If you do not have enough available funds in your Yepzy Banking Account to make a transfer or payment.

- If the Mobile Banking Services or your mobile device are not working properly.

- If circumstances beyond our control prevent us from making a transfer, payment or taking an action you request us to take.

- If money in your Yepzy Banking Account is subject to legal process or other encumbrance restricting the transfer.

- If you do not give complete or correct instructions for a transfer or payment, or you do not follow the procedures in this or any other agreement you have with us or Thread.

- If your Mobile App Login ID and/or password have been reported lost or stolen, if we canceled or disabled your Login ID and/or password, or if we have disabled the Mobile Banking Service.

- If we have reason to believe that you or someone else is using the Mobile Banking Services for fraudulent or illegal purposes, or if we believe that a person other than you is using your Mobile App Login ID and password to access your account.

There may be other exceptions described in the Yepzy Deposit Account Agreement.

8.6 Fees

There are no fees for accessing or using the Mobile Banking Services, but there may be fees associated with your Yepzy Banking Account or Yepzy Card (example: withdrawals and deposits outside of Yepzy approved ATM-networks).

9. CONSENT TO ELECTRONIC COMMUNICATIONS AND DOING BUSINESS ELECTRONICALLY

9.1 Communications to Be Provided in Electronic Form

By choosing to use the Mobile App or the Services, you will receive from time-to-time disclosures, notices, documents, and any other communications about our Services, the Mobile App, or Yepzy from Yepzy (“Communications”). We can only give you the benefits of our Services by conducting business through the Internet, and therefore we need you to consent to receiving Communications electronically. This section informs you of your rights when receiving electronic Communications from us. We may discontinue electronic provision of Communications at any time in our sole discretion.

9.2 Communications in Writing

By accepting to this Agreement, you agree that electronic Communications shall be considered “in writing” and have the same meaning and effect as if provided in paper form, unless you have withdrawn your consent to receive Communications electronically as stated below. You agree that we have no obligation to provide you Communications in paper format, although we reserve the right to do so at any time.

9.3 Minimum Requirements

You understand that, in order to view and/or retain copies of the electronic Communications, you will need either:

- A computer with an Internet connection (PCs should be running Windows 7 or higher and Internet Explorer 10 or higher, Chrome, or Firefox; Macs should be running OSX and Safari, Chrome, or Firefox); or

• A mobile device that meets the requirements described in Section 4.

You will also need a valid email address, sufficient storage space to save Communications or the capability to print the Communications from the device on which you view them.

9.4 Withdrawing Consent

You may withdraw your consent to receive Communications electronically by contacting us at yep@yepzy.com. If you withdraw your consent, we reserve the right to limit or close your Yepzy Account. If you withdraw your consent, the legal validity and enforceability of prior Communications delivered in electronic form will not be affected. You agree to pay any amount owed to Yepzy even if you withdraw your consent and we close or limit access to the Mobile App and/or the Services.

9.5 Updating Records

As noted above, you can update your User Information in the Mobile App or by emailing us at yep@yepzy.com

10. SMS MESSAGING AND TELEPHONE CALLS

You consent to receive SMS messages (including text messages), and telephone calls (including prerecorded and artificial voice and autodialed) from us, our agents, representatives, affiliates or anyone calling on our behalf at the specific number(s) you have provided to us, with service-related information such as alerts, or questions about your use of the Services and/or Mobile App. You certify, warrant and represent that the telephone number you have provided to us is your contact number and not someone else’s. You represent that you are permitted to receive calls and text messages at the telephone number you have provided to us. You agree to promptly alert us whenever you stop using a telephone number. Yepzy and our agents, representatives, affiliates and anyone calling on our behalf may use such means of communication described in this section even if you will incur costs to receive such phone messages, text messages, emails or other means.Standard message and data rates may apply to all SMS messages (including text messages). We may modify or terminate our SMS messaging services from time to time, for any reason, and without notice, including the right to terminate SMS messaging with or without notice, without liability to you.

11. LIMITATIONS OF USE

You agree to use the Mobile App, Yepzy.com and Services only for lawful purposes. You are prohibited from any use of the Services or Mobile App that would constitute a violation of any applicable law, regulation, rule or ordinance of any nationality, state, or locality or of any international law or treaty, or that could give rise to any civil or criminal liability. Any unauthorized use of the Mobile App or Services, including but not limited to unauthorized entry into Yepzy’s systems, misuse of passwords, or misuse of any information posted on the Mobile App, Yepzy.com or through the Services is strictly prohibited. Yepzy makes no claims concerning whether use of the Mobile App, Yepzy.com or Services is appropriate outside of the United States. If you access the Mobile App, Yepzy.com or the Services from outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.You agree you will not 1) try to reverse engineer, disassemble, decompile, or decipher the Mobile App, Yepzy.com or the Services or software making up the Mobile App, Yepzy.com and Services, 2) navigate or search the Mobile App, Yepzy.com or Services with any tool, software, agent, engine or other means (including bots, avatars, intelligent agents, or spiders), 3) use a means other than Yepzy’s provided interface to access the Mobile App, Yepzy.com or the Services, 4) use the Mobile App, Yepzy.com or the Services in a way that could impair, overburden, damage, or disable any portion of the Mobile App, Yepzy.com or Services, or 5) mirror any material contained on the Mobile App, Yepzy.com or the Services.Yepzy reserves the right to take various actions against you if we believe you have engaged in activities restricted by this Agreement or by laws or regulations, and Yepzy also reserves the right to take action to protect Yepzy, other users, and other third parties from any liability, fees, fines, or penalties. We make take actions including, but not limited to: 1) updating information you have provided to us so that it is accurate, 2) limiting or completely closing your access to the Mobile App, Yepzy.com or the Services, 3) suspending or terminating your ability to use the Mobile App, Yepzy.com or the Services on an ongoing basis, 4) taking legal action against you, 5) holding you liable for the amount of Yepzy’s damages caused by your violation of this Agreement.

12. INTELLECTUAL PROPERTY RIGHTS

The Mobile App, Yepzy.com and the Services are owned and operated by the Yepzy. All content, visual interfaces, information, graphics, design, compilation, computer code, products, software, services, text, data, contents, names, trade names, trademarks, trade dress, service marks, layout, logos, designs, images, graphics, illustrations, artwork, icons, photographs, displays, sound, music, video, animation, organization, assembly, arrangement, interfaces, databases, technology, and all intellectual property of any kind whatsoever and the selection and arrangement thereof (collectively, the “Yepzy Materials”) are owned exclusively by Yepzy or the licensors or suppliers of Yepzy and are protected by U.S. copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Nothing on this Yepzy.com, Mobile App or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Yepzy Materials displayed on the Mobile App, Yepzy.com or the Services, without our prior written permission in each instance. You may not use, copy, display, distribute, modify or reproduce any of Yepzy Materials found on the Mobile App, Yepzy.com or the Services unless in accordance with written authorization by us. Yepzy prohibits use of any of the Yepzy Materials as part of a link to or from the Mobile App, Yepzy.com or the Services unless establishment of such a link is approved in writing by us in advance. Any questions concerning any Yepzy Materials, or whether any mark or logo is a Yepzy Material, should be referred to Yepzy. All rights related to the Yepzy Materials are hereby reserved.You agree that the Yepzy Materials may not be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the express prior written consent of Yepzy. You acknowledge that the Yepzy Materials are and shall remain the property of Yepzy. You may not modify, participate in the sale or transfer of, or create derivative works based on any Yepzy Materials, in whole or in part.

13. TERMINATION

Yepzy may terminate this Agreement at any time without notice, or suspend or terminate your access and use of the Mobile App, Yepzy.com or the Services at any time, with or without cause, in Yepzy’s absolute discretion and without notice. The following provisions of this Agreement shall survive termination of your use or access to the Mobile App, Yepzy.com or the Services: the sections concerning Indemnification, Disclaimer of Warranties, Limitation of Liability, Waiver, Dispute Resolution by Binding Arbitration, and General Provisions, and any other provision that by its terms survives termination of your use or access to the Mobile App, Yepzy.com or the Services.Yepzy further reserves the right to modify or discontinue, either temporarily or permanently, any portions or all of the Mobile App, Yepzy.com or Services at any time with or without notice.

14. DISCLAIMER OF WARRANTIES

THE MOBILE APP, YEPZY.COM AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, YEPZY AND ALL OF ITS SUCCESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, STOCKHOLDERS, INVESTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND ATTORNEYS AND THEIR RESPECTIVE HEIRS, SUCCESSORS, ASSIGNS, LICENSORS AND SUPPLIERS INCLUDING PAYMENT CARD NETWORKS AND PAYMENT PROCESSORS (COLLECTIVELY, THE “YEPZY PARTIES”) EXPRESSLY MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY, OR IMPLIED AS TO THE CONTENT OR OPERATION OF THE MOBILE APP, Yepzy.COM OR THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE MOBILE APP, YEPZY.COM OR THE SERVICES IS AT YOUR SOLE RISK. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”THE YEPZY PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE INFORMATION OR CONTENT ON THE MOBILE APP, YEPZY.COM, OR THE SERVICES, AND EXPRESSLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE. THE Yepzy PARTIES MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THE MOBILE APP, YEPZY.COM OR SERVICES ARE FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER COMPUTING ROUTINES THAT CONTAIN DAMAGING OR OTHERWISE CONTAMINATING PROPERTIES, OR PROGRAMS INTENDED TO INTERCEPT OR STEAL PERSONAL OR SYSTEM DATA.Please note, the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.

15. NO LEGAL TAX OR FINANCIAL ADVICE; ALERTS

YEPZY DOES NOT INTEND TO PROVIDE YOU WITH ANY LEGAL, TAX, OR FINANCIAL ADVICE THROUGH THE MOBILE APP, YEPZY.COM OR THE SERVICES. Yepzy IS NOT A LAWYER, TAX ADVISOR, BROKER, OR FINANCIAL PLANNER. Yepzy ENCOURAGES YOU TO CONSIDER CONSULTING AN ACCOUNTANT OR OTHER FINANCIAL ADVISOR AWARE OF YOUR INDIVIDUAL CIRCUMSTANCES BEFORE IMPLEMENTING ANY FINANCIAL STRATEGY OR MAKING OTHER FINANCIAL DECISION. Yepzy WILL MAKE REASONABLE EFFORTS TO PROVIDE TIMELY AND ACCURATE ALERTS TO YOU, BUT YOU ACKNOWLEDGE AND UNDERSTAND THAT ALERTS MAY BE DELAYED OR PREVENTED FOR VARIOUS REASONS. Yepzy DOES NOT GUARANTEE THE DELIVERY, ACCURACY, OR TIMELINESS OF ALERTS. FURTHER, Yepzy IS NOT LIABLE FOR ANY ERRORS IN THE DELIVERY OR CONTENT OF AN ALERT, AND Yepzy IS NOT LIABLE FOR ACTIONS YOU TAKE, OR DO NOT TAKE, IN RELIANCE ON ALERTS. Yepzy IS NOT LIABLE FOR ANY THIRD PARTY RELIANCE ON ALERTS.

16. LIMITATION OF LIABILITY

THE YEPZY PARTIES WILL NOT BE RESPONSIBLE, UNDER ANY CIRCUMSTANCES, TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED, OR PUNITIVE DAMAGES, INCLUDING DAMAGES UNDER WARRANTY, CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER CLAIMS, ARISING OUT OF OR RELATING TO YOUR USE OF THE MOBILE APP, YEPZY.COM OR THE SERVICES, THE Yepzy MATERIALS, OR ANY CONTENT OR OTHER MATERIALS ON OR ACCESSED THROUGH THE MOBILE APP, YEPZY.COM OR THE SERVICES, EVEN IF YEPZY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE YEPZY PARTIES WILL ALSO NOT BE LIABLE TO YOU FOR ANY USE OF INFORMATION, DATA, OR OTHER MATERIAL TRANSMITTED VIA THE MOBILE APP, YEPZY.COM OR THE SERVICES, OR FOR ANY ERRORS, DEFECTS, INTERRUPTIONS, DELETIONS, OR LOSSES RESULTING FROM, INCLUDING LOSS OF PROFIT, REVENUE, OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO, OR USE OF, THE MOBILE APP, Yepzy.COM OR THE SERVICES. IN NO EVENT WILL THE Yepzy PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED USD $1,000 (ONE THOUSAND UNITED STATES DOLLARS). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE MOBILE APP, YEPZY.COM OR THE SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF OUR SERVICES.

17. INDEMNIFICATION

To the fullest extent permitted by law, you agree to indemnify, defend and hold harmless the Yepzy Parties from and against any and all claims, losses, expenses, demands or liabilities, including reasonable attorneys’ fees arising out of or relating to (i) your access to, use of or alleged use of the Mobile App, Yepzy.com or the Services; (ii) your violation of this Agreement or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. You shall cooperate as fully as reasonably required in the defense of any such claim. Yepzy reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree not to settle any matter without the prior written consent of Yepzy.

18. DISPUTE RESOLUTION BY BINDING ARBITRATION

YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO REJECT THIS PROVISION AS PROVIDED IN SECTION 18.3 BELOW.

18.1 Election to Arbitrate.

You and Yepzy agree that the sole and exclusive forum and remedy for resolution of a Claim be final and binding arbitration pursuant to this Section 18 (the “Arbitration Provision”), unless you opt out as provided in Section 18.3 below. As used in this Arbitration Provision, “Claim” shall include any past, present, or future claim, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including (except to the extent provided otherwise in the last sentence of Section 18.8 below) the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise. Claims include matters arising as initial claims, counter-claims, cross- claims, third-party claims, or otherwise. Please note that you may continue to assert Claims in small claims court, if your Claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.

18.2 Applicability of the Federal Arbitration Act; Arbitrator’s Powers.

This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be governed by and enforceable under the Federal Arbitration Act (the “FAA”). The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator shall take steps to reasonably protect confidential information.

18.3 Opt-Out of Arbitration Provision.

You may opt out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to legal@yepzy.com, within sixty (60) days of the date of your electronic acceptance of the terms of this Agreement. The opt out notice must clearly state that you are rejecting arbitration; identify the Agreement to which it applies by date; provide your name, address, and social security number; and be signed by you. You may send an opt-out notice in any manner you see fit as long as it is received at the specified address within the specified time. No other methods can be used to opt out of this Arbitration Provision. If the opt out notice is sent on your behalf by a third party, such third party must include evidence of his or her authority to submit the opt out notice on your behalf.

18.4 Informal Dispute Resolution.

If a Claim arises, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. You agree that before filing any claim in arbitration, you may submit Claims by sending an email to legal@yepzy.com at any time.

18.5 Arbitration Procedures.

The party initiating arbitration shall do so with the American Arbitration Association (the “AAA”) or Judicial Alternatives and Mediation Services (“JAMS”). The arbitration shall be conducted according to, and the location of the arbitration shall be determined in accordance with, the rules and policies of the administrator selected, except to the extent the rules conflict with this Arbitration Provision or any countervailing law. If you have any questions concerning the AAA or would like to obtain a copy of the AAA arbitration rules, you may call 1(800) 778-7879 or visit the AAA's web site at: www.adr.org. If you have any questions concerning JAMS or would like to obtain a copy of the JAMS arbitration rules, you may call 1(800) 352-5267 or visit their web site at: www.jamsadr.com. In the case of a conflict between the rules and policies of the administrator and this Arbitration Provision, this Arbitration Provision shall control, subject to countervailing law, unless all parties to the arbitration consent to have the rules and policies of the administrator apply. The arbitration will be held in the United States county where you live or work, or any other location we agree to.

18.6 Arbitration Fees.

If we elect arbitration, we shall pay all the administrator's filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator's rules. We shall pay the administrator's hearing fees for one full day of arbitration hearings. Fees for hearings that exceed one day will be paid by the party requesting the hearing, unless the administrator's rules or applicable law require otherwise, or you request that we pay them and we agree to do so. Each party shall bear the expense of its own attorneys' fees, except as otherwise provided by law. If a statute gives you the right to recover any of these fees, these statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein.

18.7 Appeals.

Within thirty (30) days of a final award by the arbitrator, any party may appeal the award for reconsideration by a three-arbitrator panel selected according to the rules of the arbitrator administrator. In the event of such an appeal, any opposing party may cross-appeal within thirty (30) days after notice of the appeal. The panel will reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal shall be governed by this Arbitration Provision and the administrator's rules, in the same way as the initial arbitration proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, shall be final and binding, except for any appeal right under the Federal Arbitration Act (“FAA”), and may be entered as a judgment in any court of competent jurisdiction.

18.8 No Class Actions.

NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM OR CLAIMS THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction. Unless consented to in writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and shall not (a) determine the rights, obligations, or interests of anyone other than a named party, or resolve any Claim of anyone other than a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party. No administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this Section 18.8, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable. Any challenge to the validity of this Section 18.8 shall be determined exclusively by a court and not by the administrator or any arbitrator.

18.9 Survival and Severability of Arbitration Provision.

This Arbitration Provision shall survive the termination of this Agreement. If any portion of this Arbitration Provision other than Section 18.8 is deemed invalid or unenforceable, the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force. If there is a final judicial determination that applicable law precludes enforcement of this Arbitration Provision’s limitations as to a particular claim for relief or particular term, then that claim (and only that claim) or that term (and only that term) must be severed from the Arbitration Provision and may be brought in court. If an arbitration is brought on a class, representative, or collective basis, and the limitations on such proceedings in Section 18.8 are finally adjudicated pursuant to the last sentence of Section 18.8 to be unenforceable, then no arbitration shall be had. In no event shall any invalidation be deemed to authorize an arbitrator to determine Claims or make awards beyond those authorized in this Arbitration Provision.

18.10 Judicial Forum for Claims

Except as otherwise required by applicable law, in the event that this Arbitration Provision is found not to apply to you or your Claim, you and Yepzy agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Charlotte, North Carolina. Both you and Yepzy consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.

18.11 WAIVER OF RIGHT TO LITIGATE.

THE PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.

19. GOVERNING LAW AND VENUE

Except for Section 18 which is governed by the FAA, this Agreement and all Claims are governed by the laws of the State of North Carolina, without regard to conflict-of-law rules.

20. ELECTRONIC FUND TRANSFER DISCLOSURE STATEMENT

The following disclosures are made in accordance with the federal law regarding electronic payments, deposits, transfers of funds and other electronic transfers. There may be limitations on your Linked Account or debit card that restrict your ability to make electronic fund transfers. Any such limits are disclosed in the appropriate agreements governing your Linked Account or debit card.The disclosures in this Section 18 apply to all Services described in this Agreement EXCEPT the Yepzy Banking Account, Yepzy Card, Bill Pay service, or any transfers between your Linked Accounts and your Yepzy Banking Account. For information and disclosures applicable to your Yepzy Banking Account, Yepzy Card, the Bill Pay service or transfers between your Linked Accounts and Yepzy Banking Account, please refer to the Electronic Fund Transfers section of the Deposit Account Agreement.

20.1 Definitions.

- Electronic Fund Transfer : Any transfer of funds that is initiated through an electronic device or computer to instruct us to debit or credit a Linked Account, debit card or your Yepzy Banking Account. Electronic Fund Transfers include such electronic transactions transfers initiated via telephone or the Mobile App.

- Preauthorized Electronic Fund Transfer : An Electronic Fund Transfer that you have authorized in advance to recur at substantially regular intervals; for example, withdrawal of funds out of your Linked Account to pay the Subscription Fee.

Unauthorized Electronic Fund Transfer is an Electronic Fund Transfer initiated by a person other than you who does not have actual, implied, or apparent authority to initiate the transfer, and from which you do not benefit. If you give access to your Mobile App user account to another person, all payments by that person are authorized unless and until you notify us that payments by that person are no longer authorized.

20.2 Your Liability.

Authorized Transfers : You are liable for all Electronic Fund Transfers that you authorize, whether directly or indirectly.

Unauthorized Transfers : Tell us at once if you believe your Mobile App Login ID or password has been lost or stolen or if your Mobile App user account has been, or may have been, subject to Unauthorized Electronic Fund Transfers. Contact us immediately to keep your possible losses to a minimum. You could lose all the money in your Linked Account(s) and/or Yepzy Banking Account.

If you tell us within two (2) business days after learning of the loss or theft of your Mobile App Login ID or password or after learning of any other Unauthorized Electronic Fund Transfers associated with your Mobile App user account, you can lose no more than $50. However, if you DO NOT tell us within two (2) business days after learning of the loss, theft or unauthorized use associated with your Mobile App user account, and we can establish that we could have prevented the Unauthorized Electronic Fund Transfer(s) if you had told us in time, you could lose as much as $500.

If your periodic account statement issued by your bank or financial institution shows Unauthorized Electronic Fund Transfers and you DO NOT tell us within sixty (60) days after the statement was delivered to you, you may not get back any money you lose after the sixty (60) day period if we can prove that we could have prevented the unauthorized transfer(s) if you had told us in time. If an extenuating circumstance (such as extended travel or hospitalization) prevents you from promptly notifying us of a suspected lost or stolen Mobile App Login ID or password or of any other suspected Unauthorized Electronic Fund Transfers(s), the time periods specified in this Section 20.2 may be extended for a reasonable period.

20.3 Business Days.

For purposes of this Section 20, Yepzy business days are Monday through Friday. Holidays are not included.

20.4 Types of Transfers; Limitations.

You may use the Services to request and receive Advances to your Linked Account, debit card or Yepzy Banking Account, to repay such Advances in the amounts and on the days you request, to pay voluntary tips to Yepzy, and to pay the monthly Subscription Fee. Any limitations regarding Advance amount, tip amount or Subscription Fee amount will be displayed to you through the Services. Through the Mobile App you may also authorize recurring preauthorized Electronic Fund Transfers from your Linked Account or debit card to pay for the Subscription Fee. See Section 11 for more information about stopping payment of preauthorized Electronic Fund Transfers.

Transfers between your Linked Account and Yepzy Banking Account, as well as payments made to third parties through the Bill Pay service, are governed by the Yepzy Deposit Account Agreement. Please refer to that agreement for information concerning any limitations that may apply to these transfers and payments.

20.5 Documentation.

Your Advance and payment history can be viewed within the Mobile App by navigating to the “Account Settings” page and tapping “Account” or “Advances,” depending on the type of transactions you seek to view. You are responsible for reviewing payment history and/or Yepzy Banking Account transaction history, if applicable, and maintaining copies for your records.

20.6 Confidentiality Related to Electronic Fund Transfers.

We will disclose information to third parties about the Electronic Fund Transfers you make through the Services:

- Where it is necessary for completing the Electronic Fund Transfers; or,

- In order to comply with government agency or court orders; or,

- If you give us written permission; or,

- As otherwise provided in our Privacy Policy.

20.7 Error Resolution

In case of errors or questions about your Electronic Fund Transfers, email us at yep@yepzy.com. If you think your receipt or payment history within the Mobile App are wrong, or if you need more information about a transfer listed on the statement, receipt, or within the Mobile App, contact us as soon as you can. We must hear from you no later than sixty (60) days after the statement or receipt was delivered to you. In your notification to us, you must:

- Tell us your name and phone number associated with your Mobile App user account.

- Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.

- Tell us the dollar amount of the suspected error.

If you tell us orally, we may require that you send us your complaint or question in writing within ten (10) business days.

We will determine whether an error occurred within ten (10) business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to forty-five (45) days to investigate your complaint or question. If we decide to do this, we will credit your Linked Account or Yepzy Banking Account (including interest where applicable) within ten (10) business days for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within ten (10) business days, we may not credit your account.

For errors involving new Yepzy Banking Accounts, we may take up to ninety (90) days to investigate your complaint or question if (i) the Electronic Fund Transfer was not initiated in a state, or (ii) the notice of error involves an Electronic Fund Transfer to or from your Yepzy Banking Account within thirty (30) days after the first deposit to the Yepzy Banking Account was made. For new Yepzy Banking Account, we may take up to twenty (20) business days to credit your Linked Account or Yepzy Banking Account for the amount you think is in error if the notice of error involves an Electronic Fund Transfer to or from your Yepzy Banking Account within thirty (30) days after the first deposit to the Yepzy Banking Account was made.

We will tell you the results within three (3) business days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

ALL QUESTIONS ABOUT TRANSACTIONS MADE THROUGH THE YEPZY SERVICES MUST BE DIRECTED TO YEPZY, AND NOT TO THE BANK OR OTHER FINANCIAL INSTITUTION WHERE YOU HAVE YOUR LINKED ACCOUNT. We are responsible for the Services and for resolving any errors in transactions made in conjunction with such Services.

We will send you a periodic statement, so long as your Yepzy Banking Account is not inactive, listing transactions that you make for each monthly cycle in which an Electronic Fund Transfer has occurred; and shall send a periodic statement at least monthly if no transfer has occurred.

Address:
Yepzy, Inc.
57 Union St. S
PMB 1234
Concord, NC 28025

Email:
yep@yepzy.com

IF YOUR MOBILE APP LOGIN ID OR PASSWORD IS LOST OR STOLEN, NOTIFY US AT ONCE by calling or writing to us at the telephone number or address listed above.

21. SEVERABILITY

If any provision of this Agreement is found to be invalid, unlawful, void, or unenforceable by either an arbitrator or a court of competent jurisdiction, this Agreement’s remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of the Agreement shall remain in full force and effect.

22. WAIVER

You agree that if Yepzy does not enforce any of its legal rights or remedies under this Agreement, or other legal rights or remedies Yepzy has under applicable laws, this shall not be construed as a formal waiver of those rights or remedies or any other rights in any way whatsoever.

23. GENERAL PROVISIONS

This Agreement is the entire understanding and agreement between you and Yepzy. This Agreement supersedes any previous Terms of Use agreement or other agreement to which you and Yepzy may have been bound. This Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. You may not assign or transfer this Agreement or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign this Agreement or any of our rights or obligations under this Agreement at any time without notice. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

24. AUTHORIZATION FOR THE SOCIAL SECURITY ADMINISTRATION TO DISCLOSE YOUR SOCIAL SECURITY NUMBER VERIFICATION

When you click on the confirm button on the "Verify your Identity" page, you authorize the Social Security Administration (SSA) to verify and disclose to Yepzy, Inc. through Socure, Inc., their service provider, for the purpose of verifying your identity, whether your name, Social Security Number (SSN) and date of birth you have submitted matches the information in SSA records. This consent is for a one-time validation within ninety (90) days of the date of submission.

If you have questions regarding the Agreement or the practices of Yepzy, please contact us at either the address or email below:

Address:
Yepzy, Inc.
57 Union St. S
PMB 1234
Concord, NC 28025

Email:
yep@yepzy.com