t-Minus10 Program Agreement Cardholder Terms

DEBIT CARD AGREEMENT AND DISCLOSURE STATEMENT

In this debit card agreement and disclosure statement (“Agreement”), the words “you” and “your” mean the person named on the Card; “Card” means the Mastercard debit card and any duplicates, renewals, or substitutions provided to you; “Account” means the account established by Employer with Bank, and designated by Employer to be associated with your Card; “Bank” means Lineage Bank or anyone to whom the Bank transfers this Agreement; “T-10” means t-minus 10 Finance, LLC; “Employer” means your employer which has designated you to receive the Card; “we,” “our” or “us” means Bank, T-10 and/or Employer, as applicable; “Transaction” means use of the Card or number on the Card, and Personal Identification Number or Code (PIN) when required, to perform a transaction with the Card (e.g., make a purchase); “Charges” means all amounts charged to the Account, including as a result of Transactions, late fees or other fees; and “Program” means the test and development program designed to test the issuance of debit cards to end-user customers of Employer pursuant to which the Card is issued.

Read this Agreement thoroughly before you use the Card. By using or accepting and activating the Card, you will be agreeing with us to everything written here. Retain this Agreement for your records. Your use of the Card will be governed by this Agreement. If you do not wish to be bound by this Agreement, cut the Card in half and return the pieces to Employer. If you do activate and use the Card you should not use it before the valid date or after the expiration date, if any, printed on the Card or located in the user interface.

If you have any questions about the Card, your use of the Card or the Program, please contact Employer, or if Employer cannot answer your question, T-10 at tminus10-support@synctera.com.

1. ISSUANCE OF CARD: You acknowledge and agree that the Card is issued by Bank to Employer, and Employer has designated you to receive the Card as an authorized user of the Card. Bank will issue a PIN that must be used with the Card for Transactions that require a PIN. DO NOT REVEAL THE CARD NUMBER OR PIN NUMBER TO ANYONE ELSE OR WRITE IT DOWN WHERE IT IS AVAILABLE TO OTHERS.

BECAUSE THE ACCOUNT IS EMPLOYER’S ACCOUNT AND THE CARD HAS BEEN ISSUED TO EMPLOYER, THE CARD IS A BUSINESS CARD. YOU ACKNOWLEDGE AND AGREE THAT AS A BUSINESS CARD THE CARD WILL NOT BE SUBJECT TO THE ELECTRONIC FUND TRANSFER ACT OR REGULATION E PROMULGATED BY THE CONSUMER FINANCIAL PROTECTION BUREAU TO IMPLEMENT SUCH ACT OR TO ANY STATE LAW APPLICABLE TO CONSUMERS OR INDIVIDUALS.

You further acknowledge and agree that the Card is part of a test and development Program and, as a result, the Card may not work as intended by us, expected by you or as provided in this Agreement.

1. USE OF THE CARD: You agree to use the Card solely for commercial business purposes on behalf of and as designated by Employer and in accordance with Employer policy. If you have any questions concerning Employer policy, you should contact Employer’s administrator of the Program. No person other than you is permitted to use the Card for Transactions, identification or for any other reason. You may use the Card without the PIN to purchase goods or services at places that accept Mastercard (these are point of sale or POS Transactions). You may also order goods or services by mail or telephone or online from places that accept Mastercard. Some of these services may not be available at all locations. Use of the Card, the number on the Card, the PIN, or any combinations of the three for a Transaction is an order by you for the withdrawal of the amount of the Transaction from the Account. Each Transaction with the Card will be charged to the Account on the date the Transaction is posted to the Account. Use of the Card is subject to the terms and conditions of the Account. Any future changes to the Account may affect your use of the Card.

You must not return for a cash refund any goods or services obtained with the Card; although you may return any item to an establishment honoring the Card for credit to the Account if that establishment permits such return.

We may deny authorization for any Transaction for any reason at our discretion. We are not liable for any refusal to honor a Transaction. This can include a refusal to honor the Card or account number. We are not liable for any retention of the Card by us, any other financial institution, or any provider of goods or services.

1. LIMITATIONS ON TRANSACTIONS AND DOLLAR AMOUNT OF TRANSACTIONS: You may complete Transactions with the Card up to a limit of $50.00 per day, subject to change at any time. You may complete up to twenty (20) Card Transactions per month, exclusive of person-to-person transfers initiated with or received to the Card. We may impose additional restrictions on your use of the Card upon notice to you. We also may freeze your use of the Card with or without notice to you. You may not use or permit the Card to be used to make any illegal Transaction. You will only use the Card for Transactions that are legal where you conduct them. We will not be liable if you engage in an illegal transaction. You may not use the Card to conduct Transactions in any country or territory, or with any individual or entity, that is subject to economic sanctions administered and enforced by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC). Use of the Card in those countries will be blocked. We may but are not required to deny authorization of any Transaction that violates any of the Transaction limitations or prohibitions prescribed in this Section and will deny authorization of any Transaction identified as Internet gambling.
2. YOUR LIABILITY FOR UNAUTHORIZED TRANSACTIONS: You are liable to the extent allowable by applicable law for any Charges resulting from use of the Card in violation of this Agreement, including without limitation any Transaction which does not benefit Employer or is otherwise not in accordance with Employer policy, any use of the Card other than by you if you have voluntarily let someone else use the Card or voluntarily relinquished physical possession of the Card to some other person, or any Transaction which violates any of the Transaction limitations or prohibitions prescribed in Section 2 or Section 3 of this Agreement which we in our sole discretion authorize.
3. HOW TO NOTIFY T-10 IN THE EVENT OF AN UNAUTHORIZED TRANSACTION: If you believe the Card or PIN has been lost or stolen or you suspect that someone else has or may use the Card, tell T-10 AT Once by calling (415) 275-0925 or sending an email to: tminus10-support@synctera.com.
4. RIGHT TO RECEIVE DOCUMENTATION OF TRANSACTIONS: You will receive a receipt at the time you make a Transaction at a POS terminal or online from the merchant. Employer will have access to a monthly statement showing Transactions made with the Card. Sales receipts or cash advance drafts for those Transactions will not be returned with the statement. You should retain copies of such receipts/drafts that were furnished at the time of the Transaction which can be used to verify the accuracy of the statement. It is very important that the statement be checked regularly for errors, discrepancies, or improper Transactions. If you identify any error, discrepancy or improper Transaction on the statement, please contact T-10 at tminus10-support@synctera.com. The statement and other documentation about your Card or Transactions will be available to Employer in the T-10 user interface.
5. BUSINESS DAYS: Business days of Bank are Monday thru Friday 8:30 am to 5:00 pm Central Time other than legal holidays.
6. COLLECTION AND DISCLOSURE OF INFORMATION: You authorize us to collect information about you in order to conduct our business and deliver the service provided under this Agreement, including information we receive about you, information we receive from third parties such as credit reporting agencies and information about your transactions with us and other companies. We will disclose information to third parties about your Transactions or other information about the Card or your use of the Card as permitted under applicable law and including when: (1) It is necessary for completing Transactions; (2) In order to verify the existence and condition of the Card for a third party such as a credit bureau or merchant; (3) To T-10 to provide or assess the Program; (4) To Employer to provide or assess the Program; (5) any of our affiliates or other companies to provide or assess the Program; (6) In order to comply with government agency or court orders; or (7) If you give us permission. You may have the right to opt out of some information sharing by Bank. For more details, please refer to the Bank’s Privacy Notice which can be found at: https://www.lineagebank.com/wp-content/uploads/2021/05/LineagePrivacyPolicy.pdf.
7. NO RECURRING PAYMENTS; STOP PAYMENT PROCEDURE: Recurring payments (e.g., Transactions you have authorized in advance to recur at substantially regular intervals) are not supported. If you arrange for recurring payments, it is your obligation to stop these payments; you can tell Employer and the person or merchant you will be paying in writing before the payment is scheduled to be taken to stop the payment. Placing the stop payment does not guarantee we can stop the Transaction.
8. MERCHANT DISPUTES: We are not responsible for the refusal or inability of any merchant, electronic terminal or financial institution to honor the Card, complete a Transaction with the Card, or for their or its retention of the Card. We also are not responsible for any problems you have with any good or service you purchased using the Card. If you have a dispute or other problem with a merchant honoring the Card, you must settle the dispute or problem directly with the merchant.
9. LIABILITY FOR FAILURE TO MAKE TRANSACTIONS: If Bank does not complete a Transaction timely or in the correct amount according to this Agreement, Bank may be liable for your losses or damages. Bank will not be liable if we have terminated this Agreement, if the funds in the Account are subject to legal process, or other circumstances beyond our control (such as fire, flood, pandemic, or other acts of God) prevent the Transaction from being completed despite reasonable precautions that we have taken, if an automated terminal does not have enough cash to complete the Transaction, or if there is a technical malfunction which is known to you when you try to perform the Transaction. There may also be other exceptions provided by applicable law.
10. No T-10 OR EMPLOYER LIABILITY: Neither T-10 nor Employer shall have any liability to you for any reason pursuant to this Agreement or otherwise in connection with your Card, Transactions or the Program.
11. RULES OF THE ACCOUNT: All Transactions covered by this Agreement are also subject to all rules and agreements that govern the Account, except as modified by this Agreement.
12. FOREIGN TRANSACTIONS: You may or may not be able to make international transactions. If you are able to make international Transactions with the Card, a Transaction that is initiated in a foreign currency will be converted into U.S. dollars on the date it is processed by us or our agents. The conversion rate to U.S. dollars will be made in accordance with the operating regulations for international Transactions established by Mastercard through whose facilities such Transactions are handled. The conversion rate may differ from rates in effect on the date of your Transaction. Transactions converted to U.S. dollars by establishments such as airlines will be charged at the rates such establishments use.
13. EFFECT OF AGREEMENT: Even though the sales, cash advance or other slips that you sign or receive using the Card may contain different terms, this Agreement is the sole agreement between us and you that applies to all Transactions involving the Card.
14. ADDITIONAL BENEFITS/CARD ENHANCEMENTS: We may from time to time offer additional services for the Card. Some may be at no additional cost to you or Employer and others may involve a specified fee. You understand that we are not obligated to offer such services and may withdraw or change them at any time.
15. CHANGE IN TERMS: We may amend this Agreement from time to time by giving you written notice. We will consider you to have accepted the changes if you keep or use the Card after you receive our notice. If you do not accept the changes, you may terminate this Agreement by cutting the Card in half and returning the pieces to Employer. You or Employer as applicable will still be responsible for any of your obligations under this Agreement arising before you terminated the Agreement. We may assign the Agreement at any time without notice.
16. RENEWAL, REPLACEMENT AND TERMINATION OF CARD: The Card provided to you will be valid through the expiration date printed on the Card or located in the user interface. We may but are not obligated to provide to you a renewal or replacement of the Card. We reserve the right to cancel your Card at any time with or without cause and without giving you notice, including without limitation in the event Employer requests such cancellation, Employer is unable or unwilling to meet all of its obligations relating to the Card or the Account, or the Program is terminated as to Employer or generally. You also may cancel the Card at any time by contacting T-10 at tminus10-support@synctera.com. The Card remains the property of Bank. If either you or we cancel the Card, you may no longer use the Card and agree to return the Card to Employer or destroy it upon our request. We may inform establishments honoring the Card that the Card has been revoked or canceled. If an establishment that accepts the Card asks you to surrender an expired or canceled card, you must do so.
17. NO WAIVER: We can delay enforcing any of our rights under this Agreement and the law, any number of times, without losing those rights.
18. STATEMENTS AND NOTICES: Employer will have access to statements and notices in the T-10 user interface.
19. WE MAY SELL YOUR ACCOUNT. We may at any time, and without notice to you, sell, assign or transfer the Card, this Agreement, or our rights or obligations to the Card or under this Agreement to any person or entity. The person or entity to whom we make any such sale, assignment or transfer shall be entitled to all of our rights and shall assume our obligations under this Agreement, to the extent sold, assigned or transferred.
20. RECORDINGS OF CONVERSATIONS. You consent to and authorize us, any of our affiliates, our marketing associates, and independent contractors including servicers, vendors and collection agents, to monitor and/or record any of your telephone conversations and other electronic communications with our representatives or the representatives of any of those companies for reasonable business purposes including security and quality assurance. We will not remind you that we may be monitoring or recording a call at the outset of the call unless required by law to do so.

Where you have provided a cell phone number directly to us, you consent and agree to accept servicing calls and text messages to your cell phone from us. For example, we may place calls to you about fraud alerts or amounts you owe us (collection calls) under this Agreement. For any telephone or cell phone calls/communications we place to you, you consent and agree that those calls may be automatically dialed including prerecorded messages or texts. This may include communications from companies working on our behalf to service your Card. Message and data rates may apply.

Communication Revocation: If you do not want to receive automatically dialed communications pursuant to this Agreement, including prerecorded messages or texts, as described above, you must (1) provide us with written notice revoking your prior consent; and (2) in that written notice, include your name as it appears on our records, and the last four digits of your Card number. The notice must be sent to the email address listed below:

tminus10-support@synctera.com

1. ELECTRONIC COMMUNICATIONS. We may be required to provide certain disclosures, notices and communications (collectively ‘Communications’) to you in written form. Pursuant to this Agreement, we will deliver Communications to you in electronic form. Your agreement to these Agreement confirms your ability and consent to receive Communications electronically, rather than in paper form.

You agree and consent to receive electronically all Communications provided to you in connection with the Card and your use of the Card. Communications include: (1) agreements and policies you must agree to in order to use the Card (e.g., this Agreement), including updates to those agreements and policies; (2) Transaction receipts or confirmations; (3) notices; and (4) all other communications or documents related to or about the Card.

Electronic Communications shall be deemed to be received by you upon delivery in the following manner: (1) posting them on or in a website or mobile application associated with the Card or Account; (2) sending them via electronic mail to your email address on file with us; or (3) otherwise communicating them to you via the Program. It is your responsibility to open and review Communications that we deliver to you through the methods described in the preceding sentence. We may, but are not obligated to under this Agreement, provide you with notice of the availability of a Communication that is delivered in one of the methods described in the preceding sentence (for example, by informing you of such Communication through a notification sent to your mobile device). You should maintain copies of electronic Communications by printing paper copies or saving electronic copies, as applicable.

In order to access and retain electronic Communications, you will need to maintain or have access to the following computer hardware and software at your own expense: (1) a computer or mobile device; (2) a current web browser that includes 128-bit encryption (e.g. Internet Explorer version 6.0 and above, Firefox version 2.0 and above, Chrome version 3.0 and above, or Safari 3.0 and above) with cookies enabled; (3) the appropriate mobile application, in the case of Communications delivered through such application; (4) software capable of opening documents in PDF format; (5) access to the valid email address we have on file for you; and, (6) sufficient storage space to save past Communications or a printer to print them. By agreeing to this Agreement, you confirm that you are able to meet the foregoing requirements, and that you can receive, open, and print or save any Communications referenced in this Agreement for your records.

The following additional terms will apply to such electronic Communications: (1) you may contact Employer to request another electronic copy of the electronic Communication without a fee; (2) you may request from Employer a paper copy of such electronic Communication within ninety days of the original Communication issuance date, and we reserve the right to charge a fee to provide such paper copy; (3) you may contact Employer to update your information used for electronic Communications or to withdraw consent to receive electronic Communications; and (4) we reserve the right to terminate your use of the Card if you decline or withdraw consent to receive electronic Communications. You may contact Employer in relation to this Section through the means specified by Employer.

1. GENERAL: To the extent permitted by law, you agree to pay reasonable cost, including attorneys’ fees, in the event we sue you to enforce this Agreement. This Agreement is binding upon your heirs, personal representatives, and successors and if more than one, jointly and severally.
2. GOVERNING LAW. This Agreement is governed by the laws of the State of Delaware (without regard to its conflict of laws principles) and by any applicable federal laws.