ACH Processing Company Terms of Service
Effective Date: September1, 2022
The agreement between you (“You,” “Your” or “Yourself”) and ACH Processing Company (along with its affiliates, successors and assigns (“ACHPC,” “We,” “Us,” or “Our”) is defined by (1) these General Terms of Service (“Terms”); (2) the Service Schedules; and (3) the documents and policies incorporated and referenced in these Terms (the “Agreement”). This Agreement governs Your use of or interactions with ACHPC’s products, services, or other offerings (collectively, the “Service”), including but not limited to Virtual Card, Credit Card or other portals or websites (“Website”), and/or any other services, features, functionalities, offers or promotions of ACHPC. All capitalized terms have the meanings given to them in these Terms, unless otherwise indicated. You should read this Agreement carefully.
By electronically accepting this Agreement or using the Service after the Effective Date of these Terms, You consent and agree to comply with the Agreement including the Terms of this Agreement, You are consenting to:
- Service Schedules to these Terms.
- ACHPC’s Privacy Notice.
- Data Processing Addendum.
- ACHPC Network Rules.
- ACHPC’s ESIGN Disclosure and Consent.
- ACHPC’s Electronic Funds Transfer Agreement and Disclosure & Error Notice
- ACHPC’s Acceptable Use Policy.
- Payment network rules, as applicable.
- Any terms or conditions provided separately to You for the Service, including but not limited to any product or program terms, ordering, activation or promotion terms, or data processing agreement.
When You agree to these Terms and accept this Agreement, You do so on behalf of Yourself and any person that You entitle or authorize to use Your ACHPC account (with You, each a “User” of Your ACHPC account), as well as on behalf of Your Payee(s) to the extent provided in these Terms. You are responsible for obtaining all consents and authorizations needed to accept this Agreement for others.
USING THE SERVICE ON BEHALF OF ANOTHER. If You use the Service on behalf of another, whether a natural person (an “Individual”) or legal non-natural person or entity (an “Organization”), You represent and warrant that You: (1) are duly authorized and empowered by and for that Individual or Organization to agree to these Terms and accept this Agreement on behalf of the Individual or Organization; and (2) accept this Agreement on behalf of the Individual or Organization, unless the Individual or Organization has a separate paid contract with ACHPC, in which event the terms of that separate paid contract will control. You also represent and warrant that You are duly authorized and empowered to use the Service on behalf of the Individual or Organization.
AGREEMENT TO ARBITRATE. You understand that this Agreement contains an agreement to arbitrate disputes (“Agreement to Arbitrate”), and You agree to the Agreement to Arbitrate as well as the included jury trial and class action waiver.
This Agreement covers:
- Consent to Electronic Communications
- Using the ACHPC Service
- Account Security
- Rights We Grant to You
- Restrictions on Use
- Rights You Grant to Us
- Anti-Money Laundering and Know Your Customer Requirements
- User Data
- Fees and Payment Terms
- Deactivating a User or Canceling Your ACHPC Account
- Warranty and Disclaimer
- Third Party Websites, Services, and Products
- Limitation of Liability
- Agreement to Arbitrate
- Governing Law; Choice of Forum
- Other Provisions
- Updates and Changes to This Agreement
- Schedule 1: Payment Service
By enrolling in or using the Service, You acknowledge and consent to Our Privacy Notice, which governs Our collection, use, sharing, and protection of Your information.
The provisions of the Data Processing Addendum are incorporated herein by reference. The Data Processing Addendum is supplemental to and comprises an integral part of this Agreement, and reflects the parties’ agreement with respect to ACHPC Processing of Personal Data, as those terms are defined in the Data Processing Addendum.
- Consent to Electronic Communications
Through this Agreement, You consent to accept electronic communications as described in Our Consent to Electronic Delivery of Communications and Use of Electronic Signatures.
- Using the ACHPC Service
The Service. The Service includes a platform that enables You to make payments to third parties (Your “Payees”), and manage (on Your own behalf or on behalf of third parties who authorize You to do so) accounts payable electronically.
Eligibility to Use the Service. You represent and warrant that: (a) all Users are at least 18 years of age; (b) all Users and Your Organization or Individual, as appropriate, reside in the United States; (c) You have not previously been suspended or removed from the Service; and (d) You will provide any and all documentation as requested by ACHPC, including as needed to verify identity and creditworthiness.
You understand and agree that if You are a corporation, partnership, or other Organization, then Your User(s) may access Your ACHPC account. You consent to ACHPC obtaining Your personal and/or business credit report from a credit reporting agency at account opening and whenever We reasonably believe there may be an increased level of risk associated with Your account.
Third Party Service Providers. You grant to ACHPC and We reserve the right to use third parties to provide or facilitate the Service. If ACHPC uses third parties to provide or facilitate the Service, We will remain responsible to You for providing the Service under this Agreement.
Account Administrators. Each account registered with ACHPC (a “ACHPC account”) must have at least one User in the “Administrator” role to manage and control access to the ACHPC account. The Administrator may invite and authorize other Users to access, establish login credentials for, and use the ACHPC account. The Administrator may revoke access and authorization of a User. Information about User(s) and their use of the Service may be provided by Us to the Administrator. If You are an Administrator, You understand and agree that You are responsible for any actions or inactions of a User that are not in compliance with this Agreement.
Updates to the Service. ACHPC reserves the right, from time to time to update the Service and/or make new applications, tools, features or functionalities available through the Service, the use of which may be contingent upon Your agreement to additional terms and/or service fees. ACHPC reserves the right to discontinue the Service, or certain applications, tools, features or functionalities of the Service, for any reason at any time, in ACHPC’s sole discretion, without ACHPC incurring any liability to You.
- Account Security
User Account Creation and Login Credentials. To use the Service, You may be required to register a ACHPC account and/or to enroll as a User. To register a ACHPC account and/or enroll as a User, You will be required to provide Us with information about Yourself, including but not limited to Your name, address, email address and other contact or identifying information, and about Your Organization or Individual, as appropriate. You agree that the information You provide to Us will be accurate and that You will keep it up-to-date at all times. Users will be asked to create a strong password and provide a device on which to receive a multi-factor authentication code, one-time password or similar authentication token or mechanism (collectively, the User’s “Login Credentials”).
Security of User Login Credentials. Users are solely responsible for maintaining the confidentiality of Login Credentials. To the extent allowed by law, You accept responsibility for all activities on Your account authenticated through User Login Credentials, including all payment instructions provided to ACHPC, whether authorized or not. Each User agrees to keep User Login Credentials confidential and secure, and Users will not give or make Login Credentials available, directly or indirectly, to any unauthorized individual. You acknowledge and agree that if Users allow, whether through action or inaction, a person to gain access to Login Credentials, with or without permission, the User is authorizing that person to use the Service, and You will be responsible for all transactions that result from such access, even if they are unauthorized, fraudulent, or you did not want the transactions performed.
Commercially Reasonable Security Procedures. You acknowledge and agree that the Our security procedures are a commercially reasonable method of verifying Your identity and payment instructions, providing security against unauthorized payment instructions and fraud, and protecting Your ACHPC account.
Lost, Stolen or Compromised Account or Login Credentials. You agree to immediately notify ACHPC’s Customer Support through Our customer support portal if You believe that Your ACHPC account has been compromised or accessed without authorization, or any User’s Login Credentials have been lost, stolen or compromised, or someone has attempted or may attempt to make or request payments through Your ACHPC account without authorization.
Responsibility for Payment Instructions. To the extent allowed by law, You agree to be bound by all payment instructions or transactions initiated in compliance with ACHPC security procedures and this Agreement, whether or not authorized. You agree that You will be liable for all losses or payments resulting from (1) the theft, loss, compromise, or unauthorized use of Your ACHPC account or User Login Credentials and/or (2) any losses or unauthorized payments resulting from any fraudulent or illegal compromise of Your systems or processes. You agree that You will be responsible and liable for payments or transfers containing inaccurate instructions or other errors, unless limited by law.
Upon Your timely report, We may, in Our sole discretion, use good faith measures to attempt to reverse and recover any unauthorized or erroneous payments or transfers on Your behalf, but ACHPC will have no responsibility, obligation, or liability in relation to such payments or transfers or any reversal or recovery attempts.
If You are an Individual consumer, please see our Electronic Funds Transfer Agreement and Disclosures & Error Resolution Notice for more information regarding Your rights and liabilities for unauthorized electronic payments and other errors.
Access through Third Party Platforms. If Users choose to access Your account through a third-party platform, You are making a determination that the third-party platform and its login protocol are sufficiently secure to protect User Login Credentials and Your ACHPC account, and You accept full responsibility and liability if access through the third-party platform leads to the compromise of User Login Credentials or Your ACHPC account.
- Rights We Grant to You
License We Grant to You. Subject to this Agreement, including payment of all Service Fees, ACHPC grants to You a personal, limited, non-exclusive, non-assignable, non-transferable and non-sublicensable license to access and use the Service, including without limitation the software that enables the Service, together with any updates, bug fixes, help content, and other related materials that ACHPC provides to You (collectively, the “Software“), solely for Your own use for so long as You are authorized to use the Service. You acknowledge and agree that if You are in violation of this Agreement, ACHPC may, in its sole discretion and without notice to You, immediately suspend or terminate Your license and/or access to the Service.
Reservation of Rights by ACHPC. ACHPC reserves and retains all rights in the Service not expressly granted to You in this Agreement. The Service is protected by copyright, trade secret, and other intellectual property laws. ACHPC and its licensors, if any, own the title, copyright, and other worldwide intellectual property rights in the Service and all copies thereof. This Agreement does not give You any rights in ACHPC’s or its licensors’ intellectual property, including its trademarks or service marks.
- Restrictions on Use
Acceptable Use Policy. You represent and warrant that You will not use the Service in connection with any business or industry prohibited under ACHPC’s Acceptable Use Policy. ACHPC reserves the right, in its sole discretion, to update or change the Acceptable Use Policy at any time. You are solely responsible for ensuring that Your use of the Service complies with the current Acceptable Use Policy. You acknowledge and agree that if You are in violation of the Acceptable Use Policy, ACHPC may, in its sole discretion and without notice to You, immediately suspend or terminate Your access to the Service.
Service for Authorized and Lawful Purposes Only. You agree that You will use the Service only as permitted by applicable law and exclusively for authorized purposes, consistent with this Agreement. You will not, and You will not allow any third party, to:
- access, monitor, or attempt to access or monitor any ACHPC materials, systems, programs, or data that are not available for Your or public use, or in any way not expressly permitted under this Agreement;
- copy, reproduce, republish, upload, post, transmit, or distribute in any way, any material or content from the Service, excluding Your User Data and relevant transactional information ACHPC makes available to You in connection with Your payment transactions using the Service (example: limited third-party customer or Payee information in connection with Your payment transactions);
- work around any technical limitations in the Software or Service, or decompile, disassemble, or otherwise reverse engineer the Software or Service;
- perform or attempt to perform any actions that could interfere with the proper operation of the Software or Service, prevent access to or use of the Software or Service by ACHPC’s other licensees or users, or impose an unreasonable or disproportionately large load on ACHPC’s infrastructure;
- intentionally distribute malware, viruses, worms, Trojan horses, corrupted files, spyware, adware, or other items of a destructive or deceptive nature through the Service;
- perform any fraudulent activity, including but not limited to impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying Your information;
- use the Service other than in compliance with all applicable controls of export laws and regulations, and if the Service is provided to You in the United States, You will not export the Service, which may be subject to export restrictions imposed by US law;
- use or upload any harmful, obscene, abusive or offensive language through the Service;
- use or alter any intellectual property of ACHPC, except as permitted under this Agreement;
- transfer or assign the rights granted to You under this Agreement; or
- otherwise use the Service except as expressly allowed under this Agreement.
No Assignment or Transfer. You may not assign or transfer the Agreement, in whole or in part, without ACHPC written consent. Any attempted assignment or transfer in violation of this Section or this Agreement will be null and void. ACHPC may assign its rights or delegate its obligations hereunder without Your consent. Subject to these restrictions, the Agreement will inure to the benefit of the successors and permitted assigns of the parties.
No Office of Foreign Assets Control (“OFAC”) Sanctions. You represent and warrant that: (a) You are not located in a country that is subject to U.S. Government sanctions or embargoes, including Iran, Syria, Cuba, North Korea, and the Crimea region of Ukraine, or are a State Sponsor of Terrorism as defined by the US Department of State, or are a person, group or entity that has been designated by the U.S. Government as a Specially Designated National (SDN); (b) You are not listed on any U.S. Government list of prohibited or restricted parties; and (c) You will not use the ACHPC Service to send money, either directly or indirectly, to a sanctioned country, person, group or entity.
No Marketing. If ACHPC provides You with information about another User of the Service, You acknowledge and agree that You will not use the information for any purpose other than the purpose for which the information is provided to You. You may not disclose, sell, rent, or distribute another User’s information for any purpose unrelated to Your use of the Service. You may not use the information for marketing purposes, unless You separately obtain the appropriate consent of the specific User to do so.
“Business Associate” under HIPAA. ACHPC may, upon request, operate as a “business associate” of certain Users of the Service, including You, for the purposes of The Health Insurance Portability and Accountability Act of 1996, as amended (“HIPAA”). You agree that You will not send or transmit any electronic “Protected Health Information” (“ePHI”, as defined in HIPAA) to ACHPC or otherwise in any manner through the Service unless and until you have a Business Associates Agreement (“BAA”) with ACHPC. You are solely responsible for ensuring that Your use of the Service complies with all applicable laws and regulations, including HIPAA. If We become aware that You have sent or transmitted ePHI in any manner through the Service in violation of this Agreement or the BAA, We may delete the ePHI without notice to You and without ACHPC incurring any liability to You. You agree to pay any costs or fees associated with that ePHI deletion.
- Rights You Grant to Us
Right to Refuse to Make Payment. You grant to Us and ACHPC reserves the right to limit, delay, investigate, or to refuse to make, process or issue any payment initiated or requested through the Service, in Our reasonable discretion, without ACHPC incurring any liability to You. ACHPC will use commercially reasonable efforts to provide notice promptly if We decide to limit, delay, investigate or to refuse to make, process or issue a payment. This notification is not required if the payment or notice is prohibited by law or this Agreement.
Transaction Limits. When You use the Service, You grant to Us and We reserve, in Our sole discretion, the right to impose limits on the amount of money sent or received through the Service, on a per transaction or a cumulative basis, and to change those limits at any time, without ACHPC incurring any liability to You. If We impose or change such limits, We will use commercially reasonable efforts to provide notice to You, but will not be required to do so.
Right of Set Off. To the extent permitted by law, You grant to us the right to apply or set off any money or credit balance in which You have an interest and which is in Our possession, custody or control, in satisfaction of any amounts or liabilities that You owe to Us.
Account Termination. ACHPC reserves the right to suspend or terminate Your account or Your access to the Service at any time, for any reason (including for a violation of this Agreement, the failure to pay applicable Service Fees, or inactivity), in Our reasonable discretion, without ACHPC incurring any liability to You. If We suspend or terminate Your account or access to the Service, We will use commercially reasonable efforts to provide notice to You, but will not be required to do so and will not be liable for failure to do so.
Feedback. If You provide any feedback to ACHPC concerning the functionality and performance of the Service (including by identifying potential errors and improvements), You agree to assign to ACHPC all rights, title, and interest in and to such feedback, and ACHPC is free to use such feedback without payment or restriction.
Marketing. To the extent permitted by law, You agree and consent that ACHPC may list or identify You as a customer of ACHPC, including through the use of Your brand or logo, for Our marketing or promotional purposes. You may revoke this consent at any time by changing Your account profile settings, or by contacting ACHPC Customer Support through Our customer support portal.
Right to Contact You. As permitted by law, Your use of or interaction with the Service provides Your consent to receive informational calls, marketing calls, and text messages from ACHPC at any telephone number provided to Us in connection with Your ACHPC account including by automated means. We may place these calls or texts for any purpose consistent with this Agreement or Our Privacy Notice, including but not limited to providing multi-factor authentication or a one-time password, notifying You regarding Your account, and regarding new account functions, features, and Services, and helping You with Your ACHPC account, or to resolve a dispute. Standard rates and text charges may apply. You can opt out of receiving calls from ACHPC at any time by contacting ACHPC Customer Support through Our customer support portal.
Monitoring/Recording of Telephone Calls. You understand and agree that ACHPC may, without further notice or warning and in Our sole discretion, where permitted by law, directly or through a third-party service, monitor and/or record any telephone calls between You and Our employees, contractors, or agents for purposes of quality control and/or training purposes, as required by applicable law, or for ACHPC’s protection. While Your communications with ACHPC may be overheard, monitored, or recorded, not all telephone lines or calls may be recorded by ACHPC, and We do not guarantee that recordings of any particular telephone calls will be retained or retrievable.
- Anti-Money Laundering and Know Your Customer Requirements
US Patriot Act. To help the U.S. government fight the funding of terrorism and money laundering activities, federal and state law requires financial institutions, including money services businesses, to obtain, verify, and record information that identifies every customer.
What this means for You. When You use the Service, We will ask You for Your name, address, date of birth, and if You are located within the United States, Your social security number (SSN) and/or Employer Identification Number (EIN) and other information that will allow Us to identify You. We may also ask to see other identifying documents, including but not limited to, Your driver’s license and business related documents. We will let You know if additional information is required.
Verification Required. We reserve the right to refuse to allow any User, Payee or Customer to use or participate in the Service if We are unable to obtain or verify information relating to identity or financial condition, such as identifying information for an Organization’s representatives or beneficial owners. Notwithstanding any steps that We take to verify the information provided to Us, You represent and warrant that all information You provide is complete, truthful, accurate, and up-to-date. You also agree to provide Us with updated information if the information You have provided to Us changes.
Review of Accounts and Payments. You grant to Us and ACHPC reserves the right to review or place on hold any ACHPC account or any payment requested or initiated, through the Service for any reason, including but not limited to credit and fraud risk or compliance with applicable laws (such as anti-money, laundering regulations, combating terrorist financing laws, OFAC sanctions and sanctions laws applicable in a country where You are located), conflicting ownership claims and legal orders. In Our sole discretion, ACHPC may place a hold on a payment for as long as reasonably necessary to conduct an appropriate inquiry regarding the payment, a ACHPC account, a User, an Organization or Individual, a Customer, a Payee, or any related facts or circumstances. Depending on the results of this review, ACHPC reserves the right to take any appropriate action, including canceling the payment, reversing the payment, or continuing to hold the payment pending instructions from a government agency.
Reports. You acknowledge that We may make appropriate reports regarding payments made through the Service, including but not limited to financial institutions, regulators, tax agencies and law enforcement authorities, and We will cooperate with the appropriate authorities in any resulting investigation or prosecution, all as required or permitted by law.
- User Data
ACHPC Access to User Data. If You upload, store, share, or otherwise process Your documents, information, data and content (“Your User Data“) or sync Your User Data from Your accounting software to the Service, You consent to ACHPC’s access and processing of Your User Data in accordance with Our Privacy Notice, this Agreement, the settings on Your ACHPC account, or the features of the Service You elect to use. ACHPC reserves the right to remove or delete Your User Data from the Service for any reason, including if Your User Data violates this Agreement or applicable law, in ACHPC’s reasonable discretion, without ACHPC incurring any liability to You. Except as otherwise provided in this Agreement, We do not claim ownership of Your User Data.
No Monitoring. You acknowledge and agree that ACHPC has no responsibility to monitor or police Your use of the Service, including but not limited to communications, information or data transmitted through the Service, such as Your User Data, and ACHPC will not be responsible for the content of any such communications, data or transmissions. However, ACHPC reserves the right, at all times, to review, retain and disclose any such information as necessary to ensure compliance with this Agreement or as required or permitted by law.
ACHPC Access to Technical Data. You agree that ACHPC may collect, use and disclose to ACHPC’s service providers technical data and related information (including but not limited to information about Your device, system and application software, and peripherals), to provide You with the Service, Software updates, product support, risk and fraud management and other services related to the Service, and to track and report Your activity inside of the Service. You understand that ACHPC may use aggregated and anonymized data for analytics purposes. Please see Our Privacy Notice for more details on how ACHPC collects, uses, shares and protects Your information.
No Liability. Subject to Our Privacy Notice, You agree that ACHPC will have no responsibility or liability with respect to Your User Data that You request or choose to have processed, transmitted, disclosed, or stored in connection with the Service, including with respect to any of Your User Data that You request to have deleted from the Service, other than as provided under this Agreement.
- Fees and Payment Terms
Service Fees. Access to the Service, or to certain features of the Service, may require You to pay certain fees (individually and collectively, “Service Fees”), including but not limited to account subscription fees, transaction fees, payment processing fees, and other special services fees. You agree to pay when due all Service Fees applicable to Your use of the Service. You agree that You are responsible for the full amount of applicable Service Fees for each billing cycle in which You use the Service or maintain a ACHPC account, even if You don’t use the Service during the billing cycle or use the Service for only a portion of the billing cycle. ACHPC reserves the right to refuse to cancel Your ACHPC account if Your account is not in good standing or has any overdue Service Fees.
Changes to Service Fees. ACHPC reserves the right to change the Service Fees from time to time, in its sole discretion. ACHPC will provide advanced notice of any material increase of a change in Service Fees. If the increase in Service Fees is not acceptable, Your sole and exclusive remedy will be to stop using the Service and/or cancel Your ACHPC account, as applicable. By continuing to use the Service after notice of the new Service Fees, You accept all changes in Service Fees. All Service Fees are non-refundable, except in the sole discretion of ACHPC.
Payment of Service Fees. You authorize ACHPC to use the credit or debit card You have provided to Us (as updated by You from time to time), or the bank account associated with Your ACHPC account (each a “Billing Account“) to automatically charge You, in U.S. dollars, for the Service Fees applicable to Your ACHPC account or Your use of the Service, plus any applicable taxes. If ACHPC is unable to charge the Billing Account for any reason, You agree to pay all past due Service Fees and taxes within 5 business days of notice of non-payment from ACHPC. If amounts owed are not paid within 5 days of that notice, interest will accrue on all past due amounts at the rate of 1.5% per month or the highest rate of interest allowed by law (whichever is less), calculated from the date the amount was due until the date that payment is received. If Your ACHPC account becomes overdue, ACHPC will be entitled to reimbursement for the reasonable costs of collection, including reasonable attorneys’ fees and expenses.
Inactive Accounts. If Your ACHPC account becomes inactive because You do not process a payment for an extended period of time, or because You have not linked a valid bank account, You may have a balance that is deemed “unclaimed” or “abandoned” under applicable state law. ACHPC may transfer any such “unclaimed” or “abandoned” funds in Your ACHPC account as required or permitted by applicable law. As provided by law, ACHPC may deduct a dormancy fee from any funds transferred under this paragraph.
- Deactivating a User or Canceling Your ACHPC Account
Your Right to Cancel. You may request to deactivate a User or cancel Your ACHPC account at any time by submitting a request through Your ACHPC account or through Our customer support portal. ACHPC reserves the right to require up to 60 days’ prior notice of cancelation or User deactivation.
Effective Date of Cancelation: Subscription Accounts. This section applies to You if Your ACHPC account is an account with agreed upon subscription Service Fees (“Subscription Account”). When You request to deactivate a User, the User deactivation will be effective on the last billing day of the then-current billing cycle for the Subscription Account or the date such request is processed and completed by Us, whichever is earlier. When You request to cancel a Subscription Account, the cancelation will be effective on the last day of the then-current billing cycle for Your Subscription Account, if there are no pending payments on the ACHPC account or if all pending payments will be posted and completed before the end of that billing cycle. If there are pending payments that will not be posted and completed by the last day of the billing cycle in which You request to cancel Your Subscription Account, the account cancelation will be effective on the last day of the next billing cycle or the date on which the last requested payment is posted and completed, whichever is later. ACHPC reserves the right to void any payments that have not been processed and paid on or before the effective date of account cancelation. You will be responsible for all Service Fees that accrue up to the effective date of cancelation.
Effective Date of Cancelation: Non-Subscription Accounts. If You do not have a Subscription Account with ACHPC, Your request to deactivate a User or to cancel Your ACHPC account will be effective on the date the request is processed or the date on which the last requested payment is posted and completed, whichever is later. You will be responsible for all Service Fees that accrue up to the effective date of cancelation.
Your Documents. If You cancel Your ACHPC account, ACHPC may maintain copies of any information or data that You upload to or create in the Service, such as Your User Data, Bills, and Documents, as required or permitted by law, this Agreement or Our Privacy Notice.
- Warranty and Disclaimer
THE SERVICE IS PROVIDED “AS-IS” WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. YOU ASSUME ALL RISK AS TO THE RESULTS AND PERFORMANCE OF THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. ACHPC DOES NOT WARRANT THAT THE SERVICE IS COMPLETELY SECURE OR IS FREE FROM BUGS, INTERRUPTIONS, ERRORS, OR OTHER PROGRAM LIMITATIONS, OR THAT ALL ERRORS WILL BE CORRECTED. ACHPC FURTHER DISCLAIMS ANY AND ALL WARRANTIES ARISING FROM THE COURSE OF DEALING OR USAGE OF TRADE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ACHPC OR ELSEWHERE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THAT MATERIAL OR CONTENT.
- Third-Party Services, Websites, and Products
Third-Party Services. Through the Service, You may access third-party websites, databases, networks, servers, information, software, programs, systems, directories, applications, or products or services (collectively, “Third-Party Services”).
No Control Over Third-Party Services. ACHPC does not have or maintain any control over Third-Party Services, and is not responsible for their content, operation, or use. By linking or otherwise displaying information from or providing access to any Third-Party Services, ACHPC does not give any representation, warranty or endorsement, express or implied, with respect to the legality, accuracy, quality, or authenticity of content, information, or services provided by those Third-Party Services.
Disclaimer of Liability for Third-Party Services. You are solely responsible for taking the precautions necessary to protect Yourself from fraud when using Third-Party Services, and to protect Your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content and material that may be included on or may emanate from any Third-Party Services. ACHPC disclaims any and all responsibility or liability for any harm resulting from Your use of Third-Party Services, and You irrevocably waive any claim against ACHPC with respect to the content or operation of any Third-Party Services.
Third-Party Software. The software You download consists of a package of components, including certain third-party software (“Third-Party Software”) provided under separate license terms (the “Third-Party Terms”). Your use of the Third-Party Software in conjunction with the Service in a manner consistent with this Agreement is permitted, however, You may have broader rights under the applicable Third-Party Terms and nothing in this Agreement is intended to impose further restrictions on Your use of the Third-Party Software.
Third-Party Disputes. ACHPC IS NOT AFFILIATED WITH ANY OTHER ACHPC USER, CARRIER, SERVICE PROVIDER, THIRD-PARTY, OR THIRD-PARTY SERVICE, AND ANY DISPUTE YOU HAVE WITH ANY OTHER ACHPC USER, CARRIER, SERVICE PROVIDER, THIRD-PARTY SERVICE, OR OTHER THIRD PARTY ARISING FROM YOUR USE OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, YOUR EMPLOYER, IS SOLELY BETWEEN YOU AND SUCH THIRD PARTY, AND YOU IRREVOCABLY RELEASE ACHPC (AND OUR OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES, AND EMPLOYEES) FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (INCLUDING BUT NOT LIMITED TO DIRECT AND CONSEQUENTIAL DAMAGES AND OTHER SPECIAL, INDIRECT OR INCIDENTAL DAMAGES)) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. ACHPC WILL NOT, AND WILL NOT ATTEMPT, TO REVERSE OR OTHERWISE RECOVER ANY PAYMENT OR TRANSACTION THAT IS SUBJECT TO A BONA FIDE DISPUTE BETWEEN YOU AND ANY THIRD PARTY.
Limited Third-Party Rights to Enforce this Agreement. You acknowledge and agree that certain distributors of the Service, including but not limited to mobile app store providers, such as Apple, Inc. and Google Inc., are intended beneficiaries of this Agreement and have a limited right to enforce this Agreement directly against You. Other than as set out in this Section, this Agreement is not intended to grant rights to anyone except You and ACHPC, and in no event shall the Agreement create any third-party beneficiary rights. No additional consents are required to exercise any rights to terminate, rescind, or agree to any variation, waiver, or settlement of this Agreement.
Mobile Applications. When You download a ACHPC mobile application (“mobile app”) from the Apple App Store, the Google Play Store, or other authorized app store provider (collectively and individually, “Mobile Provider”) for use on a mobile device, You acknowledge and agree to that this Agreement is between You and ACHPC only, not the Mobile Provider, and the Mobile Provider is not responsible for the Service or the content thereof. The Mobile Provider has no obligation whatsoever to furnish any maintenance and support services with respect to the Service. You agree that the Mobile Provider is not responsible for addressing any claims by You or any third party relating to the Service or your possession and/or use of the Service. The Mobile Provider is not responsible for the investigation, defense, settlement and discharge of any third-party claim that the Service or Your possession and use of the Service infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service through a mobile app.
- Limitation of Liability
IN NO EVENT SHALL ACHPC BE LIABLE TO YOU, YOUR ORGANIZATION OR INDIVIDUAL, ANY USER, OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE, FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES, LOSS OF INCOME, DATA, PROFITS, REVENUE OR BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, OR OTHER ECONOMIC LOSS, WHETHER OR NOT ACHPC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER ANY CLAIM FOR RECOVERY IS BASED ON THEORIES OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE. ACHPC WILL NOT BE LIABLE FOR ATTORNEYS’ FEES, EXCEPT AS REQUIRED BY LAW.
NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS AGREEMENT, IN NO EVENT SHALL ACHPC’s AGGREGATE LIABILITY TO YOU, YOUR ORGANIZATION OR INDIVIDUAL, ANY USER, OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE EXCEED THE TOTAL FEES PAID BY YOU OR YOUR ORGANIZATION TO ACHPC IN THE TWELVE MONTH PERIOD PRECEDING THE EVENT(S) THAT GAVE RISE TO SUCH LIABILITY, OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER, REGARDLESS OF THE FORM OR THEORY OF THE CLAIM OR ACTION.
Each provision of this Agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to and does allocate the risks between the parties under this Agreement. Each of these provisions is severable and independent of all other provisions of this Agreement. All limitations of liability, disclaimers of warranties, and exclusions of consequential damages or other damages or remedies will remain fully valid, effective and enforceable in accordance with their respective terms, even under circumstances that cause an exclusive remedy to fail of its essential purpose. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES, LIABILITY OR CERTAIN WARRANTIES IN CERTAIN CIRCUMSTANCES. ACCORDINGLY, IN THOSE JURISDICTIONS, SOME OF THESE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY.
You agree to full liability and responsibility for Your use of the Service, and You will defend and indemnify ACHPC and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (a) Your violation of any portion of this Agreement, or any applicable law or regulation; (b) Your violation of any third-party right, including any intellectual property right, or publicity, confidentiality, other property or privacy right; or (c) any dispute or issue 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 (without limiting Your indemnification obligations with respect to that matter), and in that case, You agree to cooperate with Our defense of that claim.
- Agreement to Arbitrate
Agreement to Arbitrate. In the interest of resolving disputes between You and ACHPC in the most expedient and cost-effective manner, You and ACHPC agree that every dispute arising in connection with this Agreement will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award (although the arbitrator must abide by the contractual limits on damages in this Agreement) and must enforce applicable statutes of limitation and legal defenses. This Agreement to Arbitrate disputes includes all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement. BY ENTERING IN THIS AGREEMENT, YOU AND ACHPC ARE EACH WAIVING THE RIGHT TO FILE A LAWSUIT AND THE RIGHT TO A TRIAL BY JURY. YOU UNDERSTAND AND AGREE THAT ANY ARBITRATION UNDER THIS AGREEMENT WILL BE ON AN INDIVIDUAL BASIS.
Waiver of Class Actions and Right to Trial by Jury. To the fullest extent permitted by law, You acknowledge and agree that You may bring claims against ACHPC only in Your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. CLASS ACTIONS, CLASS ARBITRATIONS, REPRESENTATIVE ACTIONS, AND/OR CONSOLIDATION OF ACTIONS OR ARBITRATIONS ARE NOT ALLOWED. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED YOUR RIGHTS TO PARTICIPATE IN A CLASS ACTION AND TO A TRIAL BY JURY.
Procedures. Any arbitration between You and ACHPC will be resolved under the Federal Arbitration Act, administered by the American Arbitration Association (“AAA”) and governed by the Commercial Dispute Resolution Procedures of the AAA, and where the claim is by or against a natural person and involves a product or service for personal or household use, then the arbitration will be governed by the AAA Consumer Rules (collectively, “AAA Rules”), as modified by this Agreement. The AAA Rules and filing forms are available online at www.adr.org.
Notice. If You intend to seek arbitration, You must first send a written notice (“Notice”) of Your claim or dispute to ACHPC by certified U.S. Mail or by Federal Express (signature required ACHPC’s address for Notice is ACHPC’s address of record as listed on the ACHPC Website, ATTN: LEGAL. The Notice must describe: (a) the nature and basis of the claim or dispute; and (b) the remedy that You want (“Demand”). You and ACHPC agree to make good faith efforts to resolve the claim directly, but if You and ACHPC do not reach an agreement within 30 days after the Notice is received, You or ACHPC may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by You or ACHPC must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.
Fees. If You commence arbitration in accordance with this Agreement, the payment of fees related to the arbitration will be decided by the AAA Rules. If Your claim is less than ten thousand dollars ($10,000.00), ACHPC will reimburse You for the payment of the filing fee. However, if the arbitrator finds that either the substance of Your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), You agree to reimburse ACHPC for any fees paid on Your behalf that would otherwise be Your obligation under the AAA Rules.
Location. The arbitration hearing will take place at a location to be agreed upon in Santa Clara County, California. If Your claim is for twenty five thousand ($25,000) or less, You may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of Your billing address.
Severability. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this Agreement. If this Agreement to Arbitrate is found to be, in whole or in part, invalid or unenforceable, the remaining provisions of this Agreement will remain in effect, and, where this Section 16 cannot be enforced, You agree that the exclusive jurisdiction and venue described in Section 17 will govern any action arising out of or related to this Agreement.
Exceptions to Agreement to Arbitrate. Notwithstanding any other provision of Section 16, nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right to: (a) bring an individual (non-class, non-representative) action in small claims court so long as such action remains in small claims court; (b) pursue a private general attorney action where arbitration cannot be required under applicable law; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
- Governing Law; Choice of Forum
This Agreement and all matters arising out of or relating to this Agreement, including any disputes between You and ACHPC, will be governed by the laws of the State of Texas, without regard to its conflicts of law provisions. To the extent that any dispute or action relating to this Agreement is permitted to be brought in a court of law, You agree that the legal action or proceeding will be brought exclusively in the state courts located in Collin County, Texas, or the federal courts in the Northern District of Texas. Subject to the provisions of Section 16, You and ACHPC agree to submit to the exclusive jurisdiction of and agree that venue is proper in the state courts located in Collin County, Texas, or the federal courts in the Northern District of Texas in any legal action or proceeding.
- Other Provisions
Language. If ACHPC provides a translation of the English language version of this Agreement, the translation is provided solely for convenience, and the English version will prevail.
Headings. The headings in this Agreement are for convenience only and have no legal effect.
Force Majeure. ACHPC will not be liable for any delay or failure to perform any obligation related to the Service if the delay or failure is due to unforeseen events that are beyond ACHPC’s reasonable control, such as strikes, blockade, war, terrorism, riots, natural disasters, epidemic, or governmental action.
Waiver. The waiver of any default or breach of this Agreement will not constitute a waiver of any other or subsequent default or breach. Except as otherwise stated in this Agreement, the exercise of any remedy under this Agreement will be without prejudice to other remedies available under this Agreement or otherwise.
Severability. In the event any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions of the Agreement will remain in full force and effect.
Compliance with Laws. You and ACHPC each agree to comply with all applicable laws and regulations with respect to the Service and Your use of the Service, including without limitation any export laws and regulations of the United States.
No Agency. Except as otherwise expressly provided in Our Agreement with You, nothing in this Agreement, will be construed to create a partnership, joint venture, agency or fiduciary relationship between You and ACHPC.
Third-Party Beneficiaries. This Agreement is intended for the sole and exclusive benefit of You and ACHPC, and is not intended to benefit any third party, except as otherwise stated.
Entire Agreement. This Agreement constitutes the complete and exclusive agreement between You and ACHPC concerning the Service and supersedes all other agreements or understandings, written or oral, about the Service.
- Updates and Changes to This Agreement
ACHPC reserves the right to modify or change this Agreement (including adding and deleting any terms), as well as its policies relating to the Service, at any time, in Our sole discretion ACHPC will post revised Terms or policies on Our Website, and will provide notice to You of material changes to this Agreement. You will be deemed to have accepted and agreed to any revisions or changes to this Agreement at the time of (i) Your electronic acceptance of the revised, changed or new Agreement, or (ii) Your use of the Service after the effective date of the revised, changed or new Agreement. If the revised, changed or new Agreement is not acceptable to You, Your sole and exclusive remedy will be to stop using the Service and/or to cancel Your account as provided in Section 11.
This Schedule 1 sets forth additional Terms that apply to all uses of the accounts payable services, features and functionalities (“Payment Service”) of the Service. This Schedule is supplemental to and incorporated into the Agreement that governs the Service. All capitalized terms used but not defined herein have the meanings given to them in the Terms.
- Using the Payment Service
Using the Payment Service. The “Payment Service” is a set of services, features and functionalities that enables You to make payments to Payees or Customers through the Service.
Payment Accounts. To use the Payment Service, You must associate one or more valid bank account(s), credit card(s), or debit card(s) (individually and collectively, Your “Payment Account“) with Your ACHPC account. Any bank account that You may associate with Your ACHPC account will be considered to be a “Payment Account.” When You enter Payment Account information for purposes of the Payment Service, You represent and warrant:
- You have the authority to provide and disclose the Payment Account information to ACHPC;
- You have the authority to and do authorize the initiation of ACH debit or credit entries, as applicable, to the Payment Account in accordance with any payment instructions provided in connection with Your ACHPC account or use of the Service, and, as necessary, the initiation of adjustments or reversals as provided under this Agreement, or applicable law, rules or regulations;
- You will provide complete and accurate information to ACHPC about the Payment Account, including, but not limited to, information on the ownership of the account, and will notify Us promptly if the Payment Account information or ownership changes; and
- Each payment that You request through the Service complies with this Agreement and applicable law, regulations and rules.
Authorized Payers. By entitling a User to make payments through the Service (a “Payer”), You represent and warrant to Us that the Payer is authorized to instruct ACHPC to make payments and to initiate debit or credit entries, as applicable, to or from any Payment Account, as provided under this Agreement, the terms of the financial institution holding the Payment Account, and any applicable laws, regulations or rules. You will be responsible for any and all payments requested or made by a Payer, whether or not authorized by You.
Payment Instructions. When We receive a payment instruction from You or any Payer, We will use commercially reasonable efforts to make and deliver the payment, subject to this Agreement, and You authorize Us to debit Your Payment Account and remit funds on Your behalf, all in accordance with the payment instruction. You agree to be bound by any payment instructions that You or any Payer provides to Us, to the fullest extent allowed by law.
Rights We Reserve. ACHPC reserves the right to limit or cap or to refuse to make any payment transaction requested or initiated through the Payment Service, for any reason, in ACHPC’s sole discretion, without ACHPC incurring any liability to You. By using the Payment Service, You grant to Us and ACHPC reserves the right to suspend or cancel any payments requested or initiated by You or a Payer, including if Your ACHPC account is not in good standing. In the event that We suspend or cancel Your payment, ACHPC will credit the amount of any electronic ACH debit(s) received by Us to fund the payment (as described in Section 10 of this Schedule) to Your Payment Account, and You authorize ACHPC, in its sole discretion, to withhold and collect from any such credit(s) any Service Fees or other amounts owed by You to ACHPC.
Making Card Payments. The Payment Service enables certain ACHPC Users to fund payments to Payees via credit or virtual card (“Card(s)”). To fund a payment to a Payee using a Card, You will need to associate one or more valid Cards with Your ACHPC account. If Your ACHPC account is eligible to make payments via Card, You may use Cards issued on the following payment network: Visa®, network. Certain restrictions may apply. Upon the addition of a Card to Your ACHPC account, You agree that ACHPC may verify the validity of Your Card pursuant to any reasonable method in ACHPC’s sole discretion, including validating Your authority to use the Card. A temporary, small authorization charge may appear on Your card statement provided by the issuing bank for this purpose. All of the following apply when You use a Card to fund a payment to a Payee or Customer:
- All Cards associated with Your ACHPC account are subject to the existing terms for the Card, including, but not limited to, any relevant credit or transaction limits, credit and interest terms, rewards programs, or other applicable terms.
- We may impose limits on the size, frequency, and timing of Card payments sent through the service, on a per transaction, or a cumulative basis, and change those limits at any time.
- Use of Your Card to fund a payment is governed by the terms set by ACHPC. ACHPC will prepare, code, and submit Your Card authorizations as payments.
- Each payment that You fund by using a Card complies with this Agreement and applicable law, regulations and rules.
- ACHPC Remedies. If (i) You initiate excessive Card Payment Disputes (defined below) seeking to reverse, chargeback, or dispute payments You have funded through use of Card or have a material number of such disputes unresolved for longer than 60 days; (ii) You materially breach this Agreement; (iii) ACHPC forms a reasonable belief that You may be unable to cover future liabilities under this Agreement (including if there is a material risk of Your insolvency, or if You are the subject of a large number of Payee complaints); (iv) You have committed compliance violations, including being placed on any watchlist maintained by a regulator; or (v) You violate ACHPC’s Acceptable Use Policy, each as reasonably determined by ACHPC, ACHPC, upon notice to You, may do any or all of the following in order to mitigate the risk to ACHPC: suspend Your ability to submit Card Payments.
ACHPC balance. If You have an eligible ACHPC account, You will be able to hold a balance of funds in Your ACHPC account (a “ACHPC Balance”). You can use Your ACHPC Balance to fund payments, among other benefits. ACHPC Balance allows eligible ACHPC accounts to receive money, hold money, transfer money, and move money from Your ACHPC Balance to Your Payment Account. Your ACHPC Balance consists of the funds You have in your ACHPC account for new payments and that are not subject to pending transactions. You will pay the standard transaction fees for any transfers from Your ACHPC Balance for payments.
- You may use funds from Your Payment Account to fund Your ACHPC Balance. Each time You instruct ACHPC to add funds from Your Payment Account to ACHPC.com Balance, You authorize Us to immediately debit the Payment Account at the time of the transfer for the amount instructed. You also authorize ACHPC to return funds to Your Payment Account in the event that a transfer of funds to Your ACHPC Balance is canceled or not possible for any reason. If We are unable to return funds from Your ACHPC Balance to your Payment Account, We will request that You provide us with a new Payment Account or an address to mail a check to return those funds to You.
- You may electronically transfer funds from Your ACHPC Balance to Your Payment Account by instructing ACHPC to transfer funds to Your Payment Account. ACHPC will settle these electronic transfers to Your Payment Account based on the method You choose, including but not limited to, a wire or an ACH credit to your Payment Account through the National Automated Clearing House Association (“NACHA”). These transfers from Your ACHPC Balance will typically arrive in Your Payment Account within one (1) business day from the date of Your payment instruction. We may limit how many withdrawals You can initiate from Your ACHPC Balance to Your Payment Account and the amount of funds You can transfer in a single transaction. We may also delay a withdrawal, in certain situations, including to confirm that You have authorized the withdrawal or if there are insufficient funds in Your ACHPC Balance. We will charge our standard transaction fees to transfer funds from Your ACHPC balance to Your Payment Account via an ACH or check. If You request a paper check from Us, You must cash it within 180 days of the date of issuance, or We will return the funds to Your ACHPC balance.
- Funds added to Your ACHPC Balance will be stored in a master bank account owned by ACHPC, as custodian and for Your benefit. ACHPC Balance funds may be commingled with other funds similarly collected by and held by ACHPC for purposes of making payments requested through the Service. Even though ACHPC Balance funds will be held in an account owned by ACHPC, the funds are held solely for the benefit of the User, not ACHPC and the ACHPC Balance User will be the principal with respect to those funds. ACHPC will not mix Your funds with ACHPC’s corporate funds and ACHPC will not use Your funds for any corporate purposes, nor will ACHPC voluntarily make Your funds available to its creditors in the event of bankruptcy. Funds in Your ACHPC Balance will be held in U.S. dollars.
- You will not receive interest on the funds that You have in Your ACHPC Balance, and You agree that You will not receive any interest on or other monies derived from the funds that ACHPC holds in the master bank account.
- ACHPC may freeze, withhold, or remand funds in Your ACHPC Balance in response to a facially valid subpoena, court order, search warrant, notice, or other binding order from a governmental authority or third party, including but not limited to tax levies, garnishment orders, or lien notices without incurring any liability to You. We will decide, in Our sole discretion, what action is required of Us. Unless the court order, applicable law, regulatory requirement or other legal process (“Legal Order”) requires otherwise, We will notify you of these actions. When We implement a hold or limitation as a result of a Legal Order the hold or limitation may remain in place longer than 180 days.
- You can close ACHPC Balance without closing Your ACHPC account, but You cannot close Your ACHPC account without closing Your ACHPC Balance. Closing a ACHPC account will result in ACHPC automatically closing Your ACHPC Balance and sending any balance to You via check. You can terminate Your relationship with Us, but You will remain liable for all obligations related to Your ACHPC Balance and ACHPC account, even after those accounts are closed. You must withdraw or transfer any funds held in a ACHPC Balance before closing your ACHPC Balance or ACHPC Account. In certain circumstances, such as the following, You may not turn off the ACHPC balance feature or close Your ACHPC account: to evade investigation; if You have a pending transaction using Your ACHPC Balance as the payment method or an open dispute or claim related to Your ACHPC Balance; if Your ACHPC Balance has a negative balance; or if Your ACHPC Balance is subject to a hold or limitation.
- If We believe that You: breach the Terms or Our Acceptable Use Policy; violate any law, statute, ordinance, or regulation; send or receive what We in Our discretion believe to be fraudulent funds; are using ACHPC Balance or the Service for what We in Our discretion believe is a fraud or crime; refuse to cooperate in an investigation or provide confirmation of Your identity or any information You provide to Us; or conduct business in a manner the results in complaints, fees, fines, penalties or other financial, legal, regulatory or reputational risk, liability or losses to ACHPC, other ACHPC customers, third parties, or You, then we may take a number of actions to protect ACHPC, Our customers, and others in Our sole discretion. These actions include, but are not limited to: Limiting Your use of ACHPC Balance, closing or suspending Your ACHPC Balance immediately, without any penalty to ACHPC; limiting Your ability to send money or make withdrawals from ACHPC Balance; holding Your ACHPC Balance for up to 180 days if reasonably needed to protect against the risk of liability or if You have violated our Acceptable Use Policy.
- If We deactivate Your ACHPC Balance or terminate Your use of the Service for any reason, we’ll provide You with notice of our actions and make any unrestricted funds held in Your ACHPC balance available for withdrawal to the extent permitted by law. You are responsible for all reversals, chargebacks, claims, fees, fines, penalties, or other liability incurred by ACHPC, or a ACHPC customer, or a third party caused by or arising out of the Terms applicable to your use of ACHPC Balance.
- If You do not log in to Your ACHPC account for at least two years, ACHPC may close Your ACHPC Balance and send any funds in the ACHPC Balance to Your primary address or, if required, escheat (send) those funds to Your state of residency. We will determine your state of residency based on the state listed as the address for your ACHPC Account.
- Payee Set Up and Management
Setting Up Your Payees. To use the Payment Service, You will be required to provide information for Your Payees, including for Payees that are not part of the ACHPC network. For each Payee, You agree to provide correct and current information as requested by ACHPC. By providing, entering, connecting, or uploading any Payee information to the Service, You represent and warrant that You have obtained all necessary authorizations or consents from the Payee to share such information. You represent and warrant that the Payee agrees, or You have the authority to agree on behalf of the Payee, to be subject to and comply with this Agreement and all applicable laws, rules and regulations. You authorize Us to send emails, text messages and to call Your Payees as needed to facilitate the Services provided to You and to provide Your Payees with information regarding other products or Services. You represent and warrant that Your Payee has agreed to receive such communications from Us. You further represent and warrant that when We send Your Payee transactional communications that relate to payments that those communications facilitate a previously agreed upon commercial transaction between You and Your Payee.
You are solely responsible and ACHPC is not responsible for verifying the accuracy of any Payee information provided in connection with Your ACHPC account or use of the Service. ACHPC will have no liability for losses or damages resulting from the accuracy or inaccuracy of Your Payee’s information, including bank account information, or Your or Your Payee’s actions or inactions. If You invite a Payee to set up a ACHPC account, You acknowledge that it may take several business days to set up the Payee in the Service. ACHPC does not guarantee that a Payee will be set up in the Service.
Payee Selection. If You choose to connect with, link or pay a Payee in the ACHPC network, You acknowledge and agree that You are solely responsible for selecting and paying the correct Payee. ACHPC will have no liability or responsibility if You select or pay an incorrect Payee.
Payment Instruction Authorizations. When You create or link a Payee to Your ACHPC account, You authorize Us to follow the payment instructions that We receive from You or a Payer to pay that Payee. In order to process payments more efficiently and effectively, We may submit check payments to the best known Payee address, alter payment data or data formats for a Payee, or send a payment through the as provided in Section 12 of this Schedule, all in Our sole discretion and without notice to You. ACHPC reserves the right to refuse to make payments to any Payee, in ACHPC’s sole discretion.
- Choosing a Payment Method
To use the Payment Service, for each payment transaction, You must choose a payment method to pay Your Payee. Available payment methods may include electronic ACH payment, or virtual card (Payee Direct) payment. The payment method selected may be governed by additional Terms, including as set forth in other Schedules to this Agreement. ACHPC reserves the right to change or limit the payment method options available to any Payer or Payee, or to select the method by which a payment transaction will be made, all in ACHPC’s sole discretion.
- Scheduling Payments
Process Dates. Payment transactions made through the Payment Service require sufficient time for ACHPC to debit Your Payment Account and for Your Payee to receive payment. When making a payment through the Payment Service, You must select an available date on which ACHPC will process the ACH debit from Your Payment Account to fund the payment (“Process Date”). You agree that You are solely responsible for scheduling payments and selecting an appropriate Process Date for each payment transaction. You understand that the selection of a future Process Date may not be available for all products and services.
No Warranty or Representation. When provided by ACHPC, estimated payment dates are for convenience only, and ACHPC does not guarantee that a payment to a Payee will be made within any specific time frame of the Process Date, and ACHPC disclaims any responsibility or liability if a payment scheduled through the Pay Service is not made to a Payee on or before any specific date. It is Your sole responsibility to ensure that payment to a Payee is made as required by agreement, contract or law. Except as otherwise agreed or required by law, You will be solely responsible and ACHPC will not be responsible for all penalties, interest charges, and other late payment fees associated with payments that are delivered after their due date.
- Debits from Your Payment Account
Debits. When You use the Payment Service to pay a Payee, You are responsible for the payment amount and agree to fund the payment to ACHPC. To fund the payment, You authorize ACHPC to process a debit or charge to Your Payment Account, pursuant to your Payment Instructions, in the full amount of each payment You or a Payer has requested. If a debit or charge to Your Payment Account to fund a payment made by You through the Service is rejected or returned by Your bank for any reason, YOU UNDERSTAND AND AGREE THAT YOU CONTINUE TO BE RESPONSIBLE FOR FUNDING THE PAYMENT AMOUNT AND AGREE TO PAY THE AMOUNT OF THE RETURNED DEBIT DIRECTLY TO ACHPC WITHIN 5 BUSINESS DAYS. You agree that We may resubmit a returned or rejected debit to any Payment Account in Our sole discretion. You agree to pay all penalties, interest charges, late payment fees, service fees, and/or interest related to the rejected or returned funding debit. If an ACH debit or Card payment processed by Us from Your Payment Account is rejected or returned for any reason, We reserve the right to suspend all payments from Your ACHPC account, or to terminate Your ACHPC account, all in Our sole discretion in addition to other rights and remedies We have under the law and this Agreement.
ACH Debits from Your Payment Account. You certify that Your Payment Account is enabled for ACH debits, and agree to reimburse ACHPC for all penalties and fees incurred if any funding ACH debit is returned because Your Payment account was not properly configured to accept ACH debits.
- Payment Cancelation or Modification
Payment Cancelation. You understand and agree that when You authorize a payment to be made to a Payee through the Service, Your authorization remains in effect for up to 30 days. Payments that are scheduled but have not yet begun to be processed may be canceled and, if a change is needed, reissued, through Your ACHPC account. Once ACHPC has begun to process a payment, the payment cannot be canceled, and You must request to void the payment.
Void Payment Requests. To stop a payment after ACHPC has begun to process it, You must request to void the payment (“Void Payment Request”) through the Service. If You submit a Void Payment Request, ACHPC will use commercially reasonable efforts to stop the payment, but You understand and agree that ACHPC may not be able to stop the payment. ACHPC’s ability to stop a payment depends on a number of factors, including but not limited to the payment method and whether the payment has cleared the Payee’s account. You agree that ACHPC will not have any liability for failing to stop a payment that has begun to process. A Void Payment Request may be subject to a fee.
Rights We Reserve. ACHPC reserves the right to expire, void or cancel any payment if the payment is not deposited or otherwise received and processed by a Payee within a reasonable amount of time, as determined by ACHPC in Our sole discretion. If We expire, void or cancel any payment, You authorize and We will credit the amount of the payment to Your Payment Account, less any Service Fees or other amounts owed by You to ACHPC.
- Returned Transactions
You are solely responsible for the accuracy of the payment information or the payment instructions provided to ACHPC. If a payment is refused or returned, ACHPC will void the payment, unless ACHPC in its sole discretion agrees to take other action on the payment such as crediting or reissuing the payment. If a returned or refused payment is voided, You authorize ACHPC to credit the amount of the payment to Your Payment Account, less any Service Fees or other amounts owed by You to ACHPC.
- Electronic Payments
ACH Applicable Rules and Law. Your use of the Payment Service will include Your consent and authorization for ACHPC to process and originate electronic ACH debits and credits. You agree that all electronic ACH transactions requested or processed in connection with Your ACHPC account or Your use of the Service are subject to this Agreement, the Operating Rules of the National Automated Clearing House Association (“Nacha Rules”), and all other applicable laws, rules and regulations, which may include Uniform Commercial Code Article 4A or Regulation E. For purposes of the Nacha Rules, ACHPC is an “Originator” or a “Third Party Service Provider” or a “Third Party Sender.” ACHPC reserves the right to refuse to make any payment through the ACH Network, for any reason, in ACHPC’s sole discretion.
Your Agreement and Representations. For purposes of ACH debits and credits, You:
- understand and agree that all payments processed through the Service via ACH are funded by an electronic withdrawal (an “ACH debit”) processed for ACHPC through the ACH Network from the bank account of the party making payment (the “Payor”);
- authorize ACHPC to initiate and process ACH debits and credits in accordance with Your payment instructions and as provided under this Agreement;
- agree to be subject to and comply with this Agreement, the Nacha Rules, and all other applicable laws, rules and regulations; and
- represent and warrant that Your Payee or Customer agrees, or You have the authority to agree on behalf of Your Customer or Payee, to be subject to and comply with this Agreement, the Nacha Rules, and all other applicable laws, rules and regulations.
Returns and Maintaining Sufficient Funds. When using the Service, including the Payment Service, You understand and agree that it may take more than 60 days for ACHPC to receive notice of the return or reversal of an ACH debit and/or to exercise any rights granted or reserved under this Agreement. You agree at all times to maintain sufficient funds in Your Payment Account to satisfy all obligations to ACHPC in connection with Your ACHPC account or Your use of the Service, including returns, reversals, and associated fees, and to add funds immediately if ACHPC notifies You that Your funds are insufficient.
Ownership of Funds Collected for Payment. In the event that ACHPC processes an ACH debit or charges a Card to fund a payment before ACHPC makes the associated payment disbursement, the funds collected through the ACH debit from Your Payments Account or through a charge to Your Card will be held in a master bank account owned by ACHPC, as custodian and for the benefit of the Payor. These funds may be commingled with other funds similarly collected and held by ACHPC for purposes of making payments requested through the Service. Even though the funds will be held in an account owned by ACHPC, the funds are held solely for the benefit of the Payor, not ACHPC, and the Payor will be principal with respect to those funds.
- The Payee Direct Service
Payee Direct Service. If Your Payee has confirmed that it accepts payment by virtual card, Your payments to the Payee through the Pay Service may be made using the Payee Direct virtual card payment method (“Payee Direct Service”). You understand and agree that the Payee Direct Service is a payment method available only for the Payment Service. ACHPC reserves the right to refuse to make any payment using the Payee Direct Service, or to change the payment method from the Payee Direct Service to check or ACH for any payment transaction, for any reason, in ACHPC’s sole discretion, without ACHPC incurring any liability to You.
Virtual Card Payments. You understand and agree that ACHPC will manage and issue provider (the “Virtual Card Provider”) the virtual cards used to execute payments requested or initiated through the Payee Direct Service, subject to ACHPC’s responsibilities and representations under this Agreement.
You understand and agree that the Payee Direct Service, and the virtual card payment option, will be available only to pay Payees that have confirmed that they accept virtual cards as a method of payment. You grant to Us, and ACHPC reserves, the right to choose, together with the Virtual Card Provider and/or Your Payee, the manner in which the virtual card payments will be provided or delivered to Your Payee. You understand and agree that neither ACHPC nor the Virtual Card Manager is responsible for any costs incurred by Your Payee in connection with the use of the Payee Direct Service. The Payee will be solely responsible for any costs or fees related to the receipt or processing of the virtual card payment.
A Payee that participates in the Payee Direct Service may opt out of receiving virtual card payments at any time. If a Payee opts out of the Payee Direct Service and/or virtual card payments from You, Your payments to that Payee through the Service will be made by check or electronic ACH payment, based on Your account settings and/or as provided under this Agreement. You acknowledge and agree that You are solely responsible for any payment owed by You to a Payee, and that ACHPC has no responsibility or liability related to the acceptance or return of virtual card payments by a Payee or the Payee’s participation in or opt out of the Payee Direct Service. You grant Us the right to credit to Your Payment Account the amount(s) of any unprocessed virtual card payments, less any Service Fees or other amounts owed by You to ACHPC, as provided in this Agreement.
Business Payments Only. Our Payee Direct Service is intended for business payments. ACHPC reserves the right, without ACHPC incurring any liability to You, to refuse to make any payment using the Payee Direct Service or to change Your originally selected payment method from virtual card to check or ACH payment if ACHPC determines based on commercially reasonable diligence that Your payment is not a business-to-business payment being made for a commercial purpose.
Communications. When You use the Payment Service, You authorize ACHPC and/or the Virtual Card Provider, on behalf of ACHPC, to contact Your Payees to determine their ability to accept virtual card payments. You represent and warrant to ACHPC and/or the Virtual Card Provider that You have all authorization or consents required to permit ACHPC or the Virtual Card Provider to contact Your Payees.
- ACH Payments
ACH Payments. Your use of the Service will include Your consent and authorization, and Your representation and warranty that You have obtained necessary consents and authorization from Customer(s), for ACHPC to process and originate electronic ACH debits and credits to or from Your Customer(s).
Debits from the accounts of Your Customers. When You use the Accounts Receivable Service, You represent and warrant to ACHPC that You have all necessary authorizations and approvals from Your Customer for ACHPC to originate an ACH debit from the Customer’s bank account to fund the full amount of each payment requested, and will provide proof of such authorizations upon our reasonable request. You represent and warrant that Your Customer certifies, or You have the authority to certify on behalf of Your Customer, that the Customer’s bank account is enabled for ACH payments, and You agree to reimburse ACHPC for all penalties and fees incurred if any funding ACH debit is returned because the Customer’s bank account was not properly configured to accept ACH debits. You represent and warrant that Your Customer agrees, or You have the authority to agree on behalf of Your Customer, that the Customer will not dispute any ACH debit by ACHPC that funds a payment made through the Service. If an ACH debit from a Customer’s account to fund a payment requested by You through the Accounts Receivable Service is rejected or reversed for any reason, YOU AUTHORIZE ACHPC TO REVERSE THE CORRESPONDING PAYMENT TO YOU VIA DEBIT FROM YOUR PAYMENT ACCOUNT, OR IF THERE ARE INSUFFICIENT FUNDS IN YOUR PAYMENT ACCOUNT AT THE TIME OF DEBIT, YOU AGREE TO PAY THE AMOUNT OF THE PAYMENT BACK TO ACHPC WITHIN 5 BUSINESS DAYS. You represent and warrant that Your Customer agrees, or You have the authority to agree on behalf of Your Customer, that ACHPC may resubmit a rejected or reversed funding debit to the Customer’s account, in ACHPC’s sole discretion. You also agree to pay all penalties, interest charges, late payment fees and service fees related to any rejected, reversed or returned funding ACH debit. For additional terms regarding ACH payments, please see Schedule 1, Section 10.
Returns and Maintaining Sufficient Funds. When using the Service, including the Accounts Receivable Service, You understand and agree that it may take more than 60 days for ACHPC to receive notice of the return or reversal of an ACH debit and/or to exercise any rights granted or reserved under this Agreement. You agree at all times to maintain sufficient funds in Your Payment Account to satisfy all obligations to ACHPC in connection with Your ACHPC account or Your use of the Service, including returns, reversals, and associated fees, and to add funds immediately if ACHPC notifies You that Your funds are insufficient.
- Virtual Card Disbursements
Payee Direct Service. You may elect to receive disbursements from Your Customers through our Payee Direct virtual card payment method (the “Payee Direct Service”) where this option is made available to You on Our platform.
Where we have reasonably determined that You accept card payments, You also grant to Us, and ACHPC reserves the right to choose, together with our third party providers and/or Your Customer, to pay You through our Payee Direct Service, and the manner in which the virtual card payments will be provided or delivered to You. Where such determination is made, You consent to disbursements to You through the Payee Direct Service for payments from any of Your Customers.
You may also opt out of receiving disbursements through the Payee Direct Service at any time by contacting Your Customer or Us to update Your preferences. We will discontinue the Payee Direct Service to You within a reasonable time after We receive notice from You or Your Customer. If You opt out of the Payee Direct Service, disbursements to You will be made by check, electronic ACH payment or through other disbursement services available to You. ACHPC reserves the right to refuse to make any payment using the Payee Direct Service, or to change the payment method from the Payee Direct Service to check or ACH for any transaction, for any reason, in ACHPC’s sole discretion, without ACHPC incurring any liability to You.
You understand and agree that neither ACHPC nor its third party providers are responsible for any costs incurred by You in connection with a disbursement pursuant to the Payee Direct Service and that You will be solely responsible for any costs or fees related to the receipt or processing of the virtual card payment.
Business Payments Only. Our Payee Direct Service is intended for business payments. ACHPC reserves the right, without ACHPC incurring any liability to You, to refuse to make any payment using the Payee Direct Service or to change Your originally selected payment method from virtual card to check or ACH payment if ACHPC determines based on commercially reasonable diligence that Your payment is not a business-to-business payment being made for a commercial purpose.
ELECTRONIC FUNDS TRANSFER AGREEMENT AND DISCLOSURES & ERROR RESOLUTION NOTICE
Electronic Funds Transfer Agreement and Disclosures
This electronic funds transfer (“EFT”) agreement and disclosure (“EFT Agreement”) is made in compliance with federal law regulating EFT services. All capitalized terms not defined in this EFT Agreement have the meanings given to them in the ACHPC Terms of Service.
This EFT Agreement applies to you if you are, or if you are acting on behalf of, an individual who is using the ACHPC Service for personal, family or household purposes. This EFT Agreement does not apply to any electronic transfers initiated through the ACHPC Service to or from a business bank account, or for a commercial purpose. If this EFT Agreement applies to you, by continuing to use or interact with the ACHPC Service after receiving a copy of this EFT Agreement, you are consenting to and accepting the terms of this EFT Agreement.
(a) Your Liability for Unauthorized Transfers Made Through Your ACHPC Account
Through the ACHPC Service and using your ACHPC Login Credentials, you may initiate EFT payment transactions to and from your linked accounts through the ACH Network.
An “unauthorized transfer” occurs when an EFT payment is made through your ACHPC account or using your ACHPC Login Credentials, and you neither authorized that payment nor benefited from the payment. As an example: if someone steals your ACHPC Login Credentials and uses those Login Credentials to access your ACHPC account and send an EFT payment without your permission, that transfer is unauthorized. Please note, however, that an unauthorized transfer will not have occurred if you give someone access to your ACHPC Login Credentials, even if that person uses your Login Credentials without your permission, unless you previously notified ACHPC that you shared your credentials with someone who isn’t authorized to use your account so that we could take appropriate action.
To help you protect yourself against unauthorized activity and monitor your account and transactions in real time, we provide you with a full transaction history for your account that can be accessed at any time from any device through your ACHPC account. This transaction history includes: the amount, date and type of each payment made through your account; the payment account(s) used; and information about the payor and payee. The transaction history will also provide you with our contact information in case you have any questions or concerns about a transaction. We recommend that you regularly log in to your ACHPC account to review your transaction history.
You must TELL US AT ONCE if you believe your Login Credentials have been lost or stolen, or your ACHPC account has been otherwise compromised, or if you believe that an unauthorized transfer has been made from your account.
If you tell us within 2 business days after you learn of the loss or theft of your Login Credentials or of the compromise of your ACHPC account, you can lose no more than $50 if someone used your Login Credentials or account without your permission.
If you do NOT tell us within 2 business days after you learn of the loss or theft of your Login Credentials or of the compromise of your ACHPC account, and we can prove we could have stopped someone from using your Login Credentials or ACHPC account if you had told us within 2 business days, you could lose as much as $500.
If you believe there is an unauthorized transfer on your account, you must tell us AT ONCE, but at least within 60 days of the transfer posting to your ACHPC payment history. If you do NOT tell us within 60 days of the unauthorized transfer posting to your ACHPC payment history, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time.
If a good reason (such as a long trip or a hospital stay) kept you from telling us about the loss or theft of your Login Credentials or the compromise of your ACHPC account, or about an unauthorized transfer on your account, we will extend the time periods above.
(b) Who to Contact for Unauthorized Transfers or Other Concerns
If you believe that your ACHPC Login Credentials have been lost, stolen, or otherwise compromised, or you believe there may be an unauthorized transfer on your ACHPC account, you must contact us IMMEDIATELY.
(c) Our Business Days
For purposes of these disclosures, our business days are Monday through Friday. Holidays are not included.
(d) Transfer Types and Limitations
(1) Account access. You may use your Login Credentials and the ACHPC Service as provided in our Terms of Service.
(2) We may limit the frequency and available of transfers as provided in our Terms of Service.
(3) We may limit the dollar amount of transfers, on a per transaction or cumulative basis, as provided in our Terms of Service.
(1) Per transfer charge. We will charge you a transaction fee for each EFT you make using the ACHPC Service. Information on transaction fees is available here.
(2) Fixed charge. If you have a subscription account, we will charge you a monthly subscription fee for the ACHPC service. Information on monthly subscription fees is available here.
We will disclose information to third parties about your account or the EFTs you make:
(i) Where it is necessary for completing transfers, or
(ii) In order to verify the existence and condition of your account for a third party, or
(iii) In order to comply with government agency or court orders, or
(v) If you give us your written permission.
(g) Transaction History
You will get a full transaction history for your account that can be accessed at any time from any device through your ACHPC account.
(h) Preauthorized Payments
(1) Right to stop payment and procedure for doing so. If you have told us in advance to make regular payments out of your account, you can stop any of these payments. Here’s how:
You may make changes to scheduled payments through your ACHPC account, or you may contact us through our customer support portal, in time for us to receive your request 3 business days or more before the payment is scheduled to be processed. If you reach out to us through our customer support portal, we may also require you to put your request in writing and get it to us within 14 days after you call. We may charge you a fee for each stop-payment order that you give.
(2) Notice of varying amounts. If these regular payments may vary in amount, we will tell you, at least 10 days before each payment, when it will be made and how much it will be.
(3) Liability for failure to stop payment of preauthorized transfer. If you order us to stop one of these payments 3 business days or more before the transfer is scheduled to be processed, and we do not do so, we will be liable for your losses or damages.
(i) Our Liability for Incomplete EFTs
If we do not complete an EFT to or from your account on time or in the correct amount according to our Terms of Service, we will be liable for your losses or damages. However, there are some exceptions.
We will not be liable, for instance:
(1) If, through no fault of ours, you do not have enough money in your linked account to make the transfer.
(2) If the ACHPC system was not working properly and you knew about the breakdown when you started the transfer.
(3) If circumstances beyond our control (such as a fire or flood) prevent the transfer, despite reasonable precautions that we have taken.
(4) Other exceptions as stated in our Terms of Service.
Error Resolution Notice
For purposes of this EFT Agreement, an error includes the following:
- An unauthorized transfer.
- You send a payment through the ACHPC Service and an incorrect amount is debited from your account.
- You receive a payment through the ACHPC Service and an incorrect amount is credited to your account.
- An EFT payment does not appear in your ACHPC account transaction history.
- An EFT payment does not appear correctly in your ACHPC account transaction history.
- Your request for information about your account related to an EFT transaction(s), including for information needed to determine whether an error has occurred.
- An inquiry into the status of a pending EFT payment transaction.
- You request account or transaction documentation related to an EFT payment documentation, other than a request for a duplicate copy, a request for tax or recordkeeping purposes or a request for a paper copy when you have consented to electronic delivery.
An error does not include the following:
- A routine inquiry about your ACHPC account balance.
- Your request for account or transaction documentation related to an EFT payment documentation if that request is for a duplicate copy, for tax or recordkeeping purposes, or for a paper copy when you have consented to electronic delivery.
If you believe there is an unauthorized transfer or other error on your ACHPC account, or if you need more information about your account to determine if there is an unauthorized transfer or other error on your account, contact us through our customer support portal AS SOON AS YOU CAN. We must hear from you no later than 60 days after the transfer or error posted to the payment history on your ACHPC account.
We will investigate and, where appropriate, resolve any suspected error that you report within 60 days of the error posting to your ACHPC account. We may also investigate and/or resolve suspected errors that are reported after 60 days of posting to your ACHPC account, in our sole discretion.
When you contact us, be prepared, if possible, to:
(1) Tell us your name and account number (if any).
(2) 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.
(3) 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 10 business days.
We will determine whether an error occurred within 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 45 days to investigate your complaint or question. If we decide to do this, we will credit your account within 10 business days for the amount you think is in error, so that you will have 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 10 business days, we may not credit your account.
For errors involving new accounts or foreign-initiated transactions, we may take up to 90 days to investigate your complaint or question. For new accounts, we may take up to 20 business days to credit your account for the amount you think is in error.
We will tell you the results within three (3) business days after completing our investigation. If we decided 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.
This Privacy Notice applies to all ACHPC, LLC (along with its affiliates, successors, and assigns, “ACHPC”) websites, applications, promotions, products and services (collectively, the “ACHPC Service” or the “Service”), including all those that link to this Privacy Notice, and describes how ACHPC collects, uses, shares, transfers, stores, retains, or otherwise processes your personal information. This Privacy Notice also applies to any surveys, rewards, promotions, sweepstakes, contests, referrals, or other marketing activities conducted by ACHPC or in connection with the ACHPC Service (collectively “ACHPC Marketing”). This Privacy Notice does not apply to any third party website or service that ACHPC does not own or control. Capitalized terms not defined in this Privacy Notice have the meanings given to them in ACHPC’s Terms of Service. Please review this Privacy Notice carefully.
ACHPC will share your information only as described in this Privacy Notice, or as permitted by law. ACHPC will not sell, lease, rent, or trade your personal information to any third party for that party’s marketing or promotional purposes, unless you give your consent.
If you are an individual, or are acting on behalf of an individual, and obtained a ACHPC account primarily for personal family or household purposes, please read our Consumer Privacy Notice to understand our privacy practices and the privacy choices available to you.
By continuing to use the Service or participating in ACHPC Marketing after being provided with this Privacy Notice, you consent to ACHPC’s policies and practices as described herein.
Information we collect and the sources from which we collect it
ACHPC collects information about you from:
- your use of the Service or your participation in ACHPC Marketing; and
- third parties.
Information that We Collect from You
Account information. When you sign up for a ACHPC account or register as a ACHPC User, we collect contact and identifying information about you, including but not limited to: your name; billing address; phone number; email; Tax Identification Number or Social Security Number (collectively, “TIN”); date of birth (natural persons); government-issued identification (natural persons); and Organization information, including company name and address, formation documents, business license, tax documents, phone number and business email address. We require you to choose a strong password, and may require you to provide device information to receive multi-factor authentication. We collect information from you when you use the Service, contact us for support, or provide us with feedback on the Service. As we introduce new products, services or features, we may collect new and different types of information from you when you use the Service or contact ACHPC in connection with your account.
US PATRIOT Act. To help the U.S. government fight the funding of terrorism and money laundering activities, federal and state law requires financial institutions, including money services businesses like ACHPC, to obtain, verify, and record information that identifies every customer.
What this means for you: When you use the Service, we will ask you for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver’s license or other identifying documents, such as business related documents. We will let you know if additional information is required.
Financial information. When you use the ACHPC Service to make or receive payments, we collect certain financial information from you, such as bank routing and account information, including bank statements and verification of bank account ownership, and/or a credit or debit card to bill Service Fees. We may also collect information to verify financial condition and creditworthiness.
Information about your Customers and Vendors. We may collect information from you about your Customers and Vendors, including but not limited to name, address, email address, phone number, TIN, and financial information, based on your use of the Service and payment instructions.
Payment transaction information. When you request, make, receive, record, or otherwise process a payment through the ACHPC Service, we collect information about the payment transaction and the transacting parties, such as the date, time and location(s) of the transaction, identifying information of the sender and recipient, the payment or transfer amount(s), bank account information for the sender and/or recipient, a description of the transaction, and the Service Fees charged by ACHPC.
Feedback. We collect information that you choose to provide to us in connection with your feedback about ACHPC or the ACHPC Service, including through your use of the ACHPC Service or your participation in ACHPC Marketing.
Online forms. We collect the information that you provide to us through online forms, including but not limited to forms on our Website or social media forms, such as ACHPC webinar sign-up forms or LinkedIn forms.
ACHPC marketing participant information. We collect the information that you provide voluntarily in connection with your participation in ACHPC Marketing, including but not limited to engagement at event booths, sweepstakes, contests, promotions, surveys, and referrals.
Importing your contacts. If you choose to import contacts from your email account, including to invite those contacts to use the Service, we will collect the username and password for the linked email account, as well as the contact information for your contacts. We will only use this information for the purposes for which it is shared by you.
Other. When you use the ACHPC Service or otherwise engage with ACHPC, even if you do not establish or use a ACHPC account, we may collect information about you, such as name, email address, phone, and mailing address. We may also collect information from you when you visit our Website.
Information We Collect from Your Use of the ACHPC Service
Device information. We collect information about your device when you install, access, or use the ACHPC Service on that device. The device information that we collect may include IP address, hardware model, operating system information, ACHPC app version, browser information, and mobile network. Your device may also allow us to collect and use information received through device-based settings, such as access to your contacts, camera, or photos, based on your settings.
Geolocation information. When you use the Service, we collect the location of the device that you are using to access ACHPC.
How you interact with the ACHPC Services. We collect information about how you access and use the Service, including but not limited to: your IP address; the domain name of the Internet Service Provider you use; and the date(s) and time(s) you access the Service; the pages you access and view; any term(s) you search; and the individual address of the device that you use to interact with the ACHPC Service.
Information from third parties you choose to interact with through ACHPC. We collect information about you from third parties with whom you interact through the ACHPC Service, including but not limited to your Vendors or Customers. We may also collect information about you from third party services that are supported by, or sync or integrate with the Service, including but not limited to third-party data entry services or accounting software providers.
Information We Collect about You from Third Parties
Identify verification. We collect information about you from third parties as required and permitted by law, including but not limited to for purposes of verifying your identity and/or complying with anti-money laundering and anti-terrorism financing laws, “know your customer” regulations, and OFAC sanctions requirements.
Compliance and fraud. We collect information about you from third parties for purposes of fraud detection and prevention, in connection with certain types of investigations, or as otherwise permitted by law to ensure the safety and security of the Service.
Address and Organization information. We collect information about you or your Organization from commercially available sources to ensure your account information, for example your address, is accurate and up-to-date.
Marketing. We collect information about current and prospective users of the Service from third party services, including but not limited to lead generation services and providers of customer and lead data, as well as enriched data about visitors to our Website, all as permitted by law.
How we use the information we collect
We use the information that we collect for purposes of:
- providing the ACHPC Service,
- improving the Service,
- maintaining the security of the Service and our network,
- marketing our products and services (unless you choose to opt out), and
- as required or permitted by law.
To Provide the ACHPC Service
Registering your account. When you create a ACHPC account or enroll as a ACHPC account User, we use the information that we collect about you, including any identifying information or financial information, for purposes related to the review, establishment, provision, administration, maintenance and monitoring of your ACHPC account or your use of the Service. We also use this information to verify your identity and your eligibility to use the ACHPC Service, and to comply with applicable law.
Providing our Service to you. We use the information that we collect about you, together with information that you provide about your Customers and Vendors and the content that you upload to the Service, to provide the Service to you in accordance with your instructions and ACHPC account settings and elections. We also use your information to process payments requested by you and to provide you with transaction history and account information.
Providing customer service and technical support. We use your information, including your name, phone number, email address, account number, payment history and device information, to process and respond to your requests or inquiries, and to provide you with customer service, technical support, or software updates.
Communicating with you. We will use your information to contact you about the Service or your ACHPC account, and to provide you with security, technical, support and administrative messages, including for purposes of multi-factor authentication.
When contacting you by phone, we may use, and you consent to receive, as permitted by applicable law, informational autodialed calls and text messages, as described in our Terms of Service. If you wish to opt out of receiving autodialed calls or text messages from ACHPC, you can contact ACHPC Customer Support through our customer support portal. You understand that if you opt out of receiving informational autodialed calls or text messages, such as for multi-factor authentication, you may lose access to certain features and functionalities of the Service, including but not limited to the ability to request or send payments through the Service. ACHPC may, without further notice or warning and in its sole discretion, where permitted by law, monitor or record telephone conversations between ACHPC or its agents and you or anyone acting on your behalf, for quality control and training purposes or for ACHPC’s protection. While your communications with ACHPC may be overheard, monitored, or recorded, not all telephone lines or calls may be recorded by ACHPC, and ACHPC does not guarantee that recordings of any particular telephone calls will be retained or retrievable.
To Improve the ACHPC Service
Improving and developing the Service. We aggregate your information, including your payment transaction information and your feedback to ACHPC, with information from other ACHPC users and use that data to improve the Service, to develop new ACHPC products or features, and to enhance the quality of the Service. We use this information to provide you with a better experience, to administer the Service, to improve the quality and value of the Service, and to gather broad demographic information about how the Service is used.
To Maintain a Secure Environment
Protecting your account. We use the information we collect from you to prevent, detect, investigate, and report fraud or security incidents related to your use of the Service or your ACHPC account. We use your information to investigate any error, unauthorized transaction, or other fraud or security incident that we discover or that you report to us.
Ensuring the reliability, safety and security of the Service. We use the information that we collect to comply with and enforce our Terms of Service and all laws and regulations applicable to the Service. We use the information that we collect to secure and protect the integrity of our network, prevent unauthorized access to the Service, help diagnose and troubleshoot potential hardware malfunctions, and otherwise secure the Service.
Marketing and Promotional Purposes
Marketing and advertising. We use the information that we collect about you to market the Service to you, and to communicate with you about ACHPC products or features, or ACHPC Marketing, that may be of interest to you. If we send you a marketing email, we will provide you with information on opting out of future marketing emails or communications from us. If you opt out, we can continue to send you informational communications relating to the use of the ACHPC Service, such as transaction receipts or administrative messages about your ACHPC account. We may also use information about you for our marketing purposes, including to identify other similar prospective customers who may be interested in the Service.
Referrals. If you refer another person to the ACHPC Service, we will collect a name and email address for the referral. We will use this information to send an email invitation to use ACHPC to the person you are referring. ACHPC may retain the referral information, but solely for the purpose of tracking the success of our referral program.
Sweepstakes, contests, and other promotions. We may use the information that you voluntarily provide in connection with a sweepstakes, contest or other promotion (“Promotion”) sponsored by ACHPC in accordance with the official rules for the Promotion.
As Required or Permitted by Law
We may use the information that we collect about you as required or permitted by law. Such uses include but are not limited to compliance with anti-money laundering and anti-terrorism financing laws, “know your customer” regulations, and OFAC sanctions requirements.
How we share the information that we collect
We share your information:
- within the ACHPC corporate family,
- with third parties that you authorize,
- with our partners and service providers,
- as required or permitted by law, and
- with your consent.
With Third Parties That You Authorize
With other Users on your ACHPC account. If you are the Administrator for a ACHPC account, we will share your information with your Users in accordance with your account settings and preferences. If you are a ACHPC User, the account Administrator can access your information and change certain of your settings, and ACHPC may send information about your use of the Service to the Administrator.
With your authorized service providers. If you sign up or authorize your accountant or another third party service provider to use or access the Service on your behalf or to use your ACHPC account, including by linking your ACHPC account to a Console, we will share your information with that authorized third party.
Fraud prevention. We may share information about changes to your ACHPC account, such as changes to a bank account or to your address, with your Vendors or Customers for purposes of fraud prevention and detection.
With Our Third Party Service Providers and Partners
With our third-party service providers and business partners. We may share your information with our third-party service providers and business partners as needed to provide, maintain, support, secure, and improve the Service. Services provided to ACHPC by these third-party providers include, but are not limited to, identity verification, payment processing, fraud prevention, database management, data storage, web analytics, and marketing services. Our third-party service providers have access to your information only for the purposes of performing specific tasks on our behalf in compliance with our Terms of Service, and are obligated not to use or disclose your information for any other purpose or in any manner that is inconsistent with this Privacy Notice.
Aggregated and non-identifying information. We share aggregated and anonymized information with third parties for industry and clickstream analysis, demographic profiling, and other purposes. Aggregated and anonymized information shared for these purposes will not contain personal information that can be associated with you.
As Required or Permitted by Law
As required by law. We will share your information with third parties as required by law. ACHPC cooperates with government, law enforcement, and private third party requests for information as we, in our sole discretion, determine is reasonably necessary to comply with any applicable law, regulation, government request or legal process, including but not limited to subpoenas.
As permitted by law. We may share your personal information as permitted by law, including, but not limited to, as we, in our sole discretion, believe necessary or appropriate to ensure the security and confidentiality of the Service, to prevent, detect or respond to fraud or security incidents, to respond to claims and legal process, to protect the property or rights of ACHPC or a third party, to protect the safety of the public or any person, or to prevent or stop any illegal, unethical or legally actionable activity.
In connection with business transactions or corporate changes. The information that we collect in connection with the Service is a business asset. As a result, we may share or transfer your information if we enter bankruptcy or are party to a business transaction, such as a merger, acquisition, reorganization, or asset sale.
With Your Consent
We may share your information at your direction or with your consent.
How long we retain information
ACHPC will retain your information in accordance with our internal records retention and management policies and procedures, including as necessary to provide you with the Service or administer your ACHPC com account, or as long as necessary to comply with our legal obligations, resolve disputes, reserve our legal rights, and enforce our agreements.
How to cancel or make changes to your ACHPC account
You can update, correct, or restrict processing of the information associated with your ACHPC account at any time. You can make such changes through the Service, or you can request changes to your account information by contacting ACHPC Customer Support through our customer support portal. You understand that if you restrict processing of the information associated with your ACHPC account, you may lose access to certain features and functionalities of the Service, including but not limited to the ability to request or send payments through the Service.
You may cancel your ACHPC account at any time through the Service, or by contacting ACHPC Customer Support through our customer support portal. See our Terms of Service for more information on canceling your ACHPC account. After cancellation of your account, this Privacy Notice will continue to apply to any information collected about you by ACHPC.
Cookies and third party technologies
Cookies are typically assigned to one of the following categories, depending on their function and intended purpose:
- Essential cookies enable you to navigate our Website and to use the Service. Without these cookies, our Website will not perform as smoothly for you as we would like, and we may not be able to provide certain core functions and features.
- Analytics cookies collect information about the use of our Website and application, and enable us to improve the way our Service works. For example, analytics cookies show us the most frequently visited pages and analyze site traffic. We use them to analyze broad trends and patterns of usage on our Website, rather than to monitor the usage of any particular individual.
We use third-party service providers, including Google Analytics, to analyze the use of our Website. You can opt-out of the use of web analysis at any time either by downloading and installing a Browser Plugin offered by Google or by configuring your browser to delete and reject cookies.
- Social Media cookies collect information about your visits to our Website, but only when you are logged in to your social media account(s).
- Customer interaction cookies allow us to communicate with you, including for purposes of real-time communication through our chat feature.
- Marketing cookies track browsing habits and are used to deliver targeted (interest-based) advertising. Most browsers are set up to accept cookies automatically. You can deactivate the storing of cookies or adjust your browser to inform you before the cookie is stored on your computer. Some browsers have “Do Not Track” features that allow you to tell websites not to track you. These features are not all uniform. ACHPC does not currently respond to “Do Not Track” signals.
Your choices and privacy rights
Controlling your profile visibility. When you create a ACHPC account, you will create an account profile. The settings that you choose for your profile will control how your profile information is shared within the ACHPC payment network or with the public. See Network Profile Visibility Settings for details about your profile visibility options.
Updating your account information. You can access, update, change, or correct your account information at any time by accessing your profile through the Service or by contacting ACHPC Customer Support through our customer support portal. You can also change your email preferences through your ACHPC account profile settings at any time.
Managing marketing communications from us. We will honor any request from you to opt out of receiving marketing communications, including emails and text messages.
- To opt out of receiving marketing emails from ACHPC, click the “unsubscribe” link at the bottom of a ACHPC marketing email.
- For marketing text (SMS) messages, reply “STOP” or follow the instructions in the message.
Please note that, even if you choose not to receive marketing communications from ACHPC, we can continue to send you informational communications related to your use of the Service or your ACHPC account.
Device settings. The device that you use to interact with the Service may have setting options that can be enabled or disabled to allow the ACHPC Service to access and use certain information and features on your device, such as mobile app push notifications, your contacts, camera, or photos. You can adjust your device setting if you do not want ACHPC or the Service to have access to this information or these features. You can also adjust your device or browser settings to block or provide notice of Cookies on your browser or mobile device. Please note, however, that disabling or limiting certain cookie settings on your device or browser may prevent you from interacting with some or all of the features of the Service, or may require you to do additional authentication. Learn more about cookies here.
If you sync or connect your ACHPC account with third party services. If you choose to sync or connect your ACHPC account with third-party services, such as accounting software services or social media sites, we will share your information with the third-party service provider. If you do not want us to share your information with these third parties, you can choose not to sync or connect your ACHPC account with the third party service.
Community forums. ACHPC may offer blogs and publicly accessible community forums. You should be aware that any information you provide in these forums may be read, collected, and used by others who access them. To request removal of your information from a blog or community forum, contact ACHPC Customer Support through our customer support portal.
Supplemental privacy notice. Residents of some states and countries have additional privacy rights. Information on these rights are provided in the following supplemental privacy notices:
How we protect the security of your information
ACHPC is committed to protecting the security and privacy of your information. ACHPC recognizes the importance and confidentiality of your information. We have implemented technical, administrative, and physical security measures designed to protect your information from unauthorized access, disclosure, use, and modification. ACHPC maintains industry standard attestations and has formal SSAE18 SOC1, SOC2 and SOC3 attestation reports. Please be aware however that no security measures are perfect or impenetrable.
Notices to consumers
ACHPC’s E-SIGN Disclosure and Consent
Information for children under the age of 18
Persons under the age of 18 year are not eligible to use, access or otherwise interact with ACHPC or the Service. If we become aware that a child under the age of 18 has created an account with us or is otherwise using the Service, we will take steps to remove access, disable the account, and delete any information related to the child as soon as reasonably possible.
Updates to this Privacy Notice
This Privacy Notice may be updated periodically and will be posted on the Website, indicating when it was last updated. If there are material changes to our Privacy Notice, we will post a notice on our website and/or provide other notice as required by law. If you object to any changes to this Privacy Notice, you can cancel your account at any time.
California Consumer Privacy Act
This Supplemental Privacy Notice applies to you only if you are a natural person and a California resident (as defined under California law). This Supplemental Privacy Notice is incorporated into and forms part of the ACHPC Privacy Notice.
The California Consumer Privacy Act of 2018 (CCPA), as amended, requires ACHPC to describe how we collect, process, and share your personal information. This Supplemental Privacy Notice is designed to help you understand the categories of personal information that we collect about you, where we get that personal information, who we share it with, and the rights you have to know and control your personal information.
This Supplemental Privacy Notice does not apply to any employees, owners, directors, officers, or contractors of ACHPC or its affiliates.
ACHPC DOES NOT SELL YOUR PERSONAL INFORMATION.
General Information. To understand all of the rights granted to covered California consumers under the CCPA, please review the California State Attorney General’s CCPA Fact Sheet, available at https://oag.ca.gov/privacy/ccpa.
Exercising Your Rights. Subject to the exceptions and limitations described below, you have the following rights under the CCPA with respect to the personal information that ACHPC collects about you:
- Right to Know. You have the right to request that we give you information about our collection, use, and sharing of your personal information over the prior 12 months. If you want to exercise this Right to Know, you can submit a Request to Know by email. We will confirm receipt of your Request to Know within 10 days. If you do not receive a confirmation of receipt within 10 days, we may not have received your Request to Know and you should re-submit it. We may take up to 90 days to respond to your Request to Know.
Once we receive your Request to Know and verify your identity, we will disclose to you the following information for the 12 months prior to the date on which we received your Request:
- The categories of personal information we collected about you.
- The categories of sources from which we collected your personal information.
- Our business and commercial purpose(s) for collecting your personal information.
- The categories of service providers or third parties with whom we share your personal information.
- The specific pieces of personal information we collected about you, to the extent permitted by law. We can never share, even with you, your Social Security number, government-issued identification number(s), health or medical information, financial account number(s), password, or security questions and answers.
We reserve the right to deny your Request to Know, in whole or in part, if we cannot verify your identity or if responding to your Request would create a substantial security risk. If we deny your Request to Know, we will inform you and will provide the basis of the denial.
- Right to Delete. Subject to the exceptions described below, you have the right to tell us to delete the personal information that we have collected from you. If you want to exercise this Right to Delete, you can submit a Request to Delete by email your request by initiating a chat with our Support Team. We will confirm receipt of your Request to Delete within 10 days. If you do not receive a confirmation of receipt within 10 days, we may not have received your Request to Delete and you should re-submit it. We may take up to 90 days to respond to your Request to Delete.
Please note that, under the CCPA, we will not delete personal information that we have collected from you if we need to maintain that personal information in order to:
- Complete a transaction that you requested, or provide our Service to you;
- Reasonably maintain our ongoing relationship with you;
- Perform a contract between ACHPC and you;
- Detect security incidents;
- Protect you, ACHPC or others against malicious, deceptive, fraudulent or illegal activity, or prosecute those responsible for that activity;
- Debug to identify and repair errors that impair the functioning of our Service or internal systems;
- Perform internal uses or operations that are reasonably aligned with your expectations based on our business relationship;
- Comply with a legal obligation; or
- Otherwise perform internal uses or operations in a lawful manner compatible with the context in which we collected your personal information, including as needed to protect our legal rights.
Once we receive your Request to Delete and verify your identity, we will delete your personal information from our records, unless one of the exceptions listed above applies. In that case, we will notify you that your Request to Delete is denied, in whole or in part, and we will identify the applicable exception(s).
We may delete your personal information by any of the following means:
- Permanently and completely erasing the personal information from our systems;
- De-identifying the personal information so that it cannot reasonably be linked or identified to you; and/or
- Aggregating the personal information such that individual consumer identities have been removed.
We will specify the means used to delete your personal information in our response to you. Please note that if your personal information is stored on an archived or backup system, we are not required to delete your personal information from that system until the next time we use or access the system.
We reserve the right to deny, in whole or in part, your Request to Delete if we cannot verify your identity. If we deny your Request to Delete, we will inform you and will provide the basis of the denial.
- Right to Opt out of Sale of Your Personal Information. If a business sells consumer personal information, the CCPA grants consumers a right to tell a business not to sell (i.e., opt out of the sale of) their personal information. ACHPC does not sell your personal information. For clarity, ACHPC does not permit persons under the age of 18 years old to use our Service, and we do not collect personal information from any person under the age of 16 years.
- Right Against Discrimination. We will not discriminate against you for exercising your rights under the CCPA. We will not:
- Deny you goods or services for exercising your rights;
- Charge you a different price or rates for goods or services, including through granting discounts or other benefits, or imposing penalties, because you exercised your rights;
- Provide you a different level or quality of goods or services because you exercised your rights; or
- Suggest that you may receive a different price or rate for goods or services or a different level or quality of goods or services as a result of exercising your rights.
- Verifying Your Identity. When you submit a Request to Know or a Request to Delete, we must verify your identity. If you are a ACHPC account holder, we will ask you to verify your identity by logging in to your account. To verify identity, we may ask you for additional information, including by asking you to confirm other personal information you have provided to us. We reserve the right to deny your Request to Know or a Request to Delete if we cannot reasonably verify your identity.
- Requests from Authorized Agents. If you have authorized another person to make a Request to Know or a Request to Delete on your behalf, that person must provide to us your written authorization allowing them to make such a request on your behalf. We reserve the right to deny a Request to Know or a Request to Delete by an authorized agent if we are not reasonably able to confirm proper authorization and/or verify your identity as the requestor.
Data Processing Addendum
This Data Processing Addendum (the “Addendum”) amends and forms part of the ACHPC Terms of Service (or a successor site designated by ACHPC) and/or other agreement(s) (collectively, the “Agreement”) between you (“Customer”) and ACHPC, LLC (“ACHPC”) governing your use of ACHPC’s standard offering for payment and payment processing, invoicing and other cash flow management services that ACHPC makes generally available at www.ACHPC, as such is updated from time to time (the “ACHPC Service”). This DPA shall apply to the extent Your User Data (as defined in the ACHPC Terms of Service) includes any “Personal Data,” as that term is defined below. This DPA shall be effective as of the date set forth above.
1.1 “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
1.2 “California Personal Information” means Personal Data that is subject to the protection of the CCPA.
1.3 “CCPA” (also known as the California Consumer Privacy Act of 2018) means California Civil Code Sec. 1798.100 et seq. and its implementing regulations.
1.4 “Controller” means the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the Processing of Personal Data.
1.5 “Data Protection Laws” means all applicable worldwide legislation relating to data protection and privacy which applies to the respective party in the role of Processing Personal Data in question under the Agreement, including without limitation European Data Protection Laws, the CCPA; in each case as amended, repealed, consolidated, or replaced from time to time.
1.6 “Data Subject” means the identified or identifiable individual to whom Personal Data relates.
1.7 “End Customer” means any individual or entity that Customer pays or is paid by through the ACHPC Service.
1.8 “End Customer Data” means Personal Data relating to an End Customer. California End Customer Data means California Personal Information consisting of End Customer Data. European End Customer Data means European Data consisting of End Customer Data.
1.9 “Personal Data” means information relating to an identified or identifiable individual.
1.10 “Personal Data Breach” means any confirmed breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored, or otherwise Processed.
1.11 “Processing” means any operation or set of operations which is performed on Personal Data, encompassing the collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination, or otherwise making available, alignment or combination, restriction or erasure of Personal Data.
1.12 “Processor” means a natural or legal person, public authority, agency, or other body which Processes Personal Data on behalf of the Controller.
1.13 “Subcontractor” or “Subprocessor” means an entity engaged by a party to provide Processing services to assist in fulfilling the party’s obligations outlined in the Agreement or this DPA where such entity processes Personal Data. Subcontractors or subprocessors may include ACHPC affiliates or third parties.
- Compliance with Laws.Within the scope of the Agreement and in the use or provision of the ACHPC Service, the parties agree to comply with all requirements that apply under applicable Data Protection Laws with respect to the Processing of Personal Data.
- Confidentiality.ACHPC will ensure that any personnel authorized to Process Personal Data are subject to appropriate (contractual and/or statutory) confidentiality obligations with respect to that data. ACHPC will ensure that such confidentiality obligations survive the termination of the authorized personnel engagement.
- ACHPC’s Processing of Personal Data.
4.1 ACHPC will collect, use, and share Personal Data as set forth in its Privacy Notice.
4.2 ACHPC will Process End Customer Data only for the purposes of providing the ACHPC Service in accordance with Customer’s written instructions as specified in the Terms of Service, this DPA and in accordance with applicable Data Protection Laws.
- Information Security.ACHPC will maintain commercially reasonable technical and organizational security measures and procedures designed to provide an industry-level of safeguards to protect the security, confidentiality, and integrity of Personal Data. Such measures are designed to protect Personal Data from loss, alteration, unauthorized access, acquisition, use, disclosure, or accidental or unlawful destruction.
- Personal Data Breach.In accordance with applicable Data Protection Laws, ACHPC will notify Customer without undue delay after becoming aware of any Personal Data Breach and will provide timely information relating to the Personal Data Breach as it becomes known or reasonably requested by Customer. At Customer’s request, ACHPC will promptly provide such reasonable assistance as necessary to enable Customer to notify relevant Personal Data Breaches to competent authorities and/or affected Data Subjects, if Customer is required to do so under applicable Data Protection Laws.
- Data Subject Requests.ACHPC agrees to promptly cooperate and provide commercially reasonable assistance to Customer to enable Customer to respond to requests from a Data Subject seeking to exercise their rights under applicable Data Protection Law. ACHPC shall not respond to data subject request itself, except to inform the Data Subjects that they should direct their request to the Customer for appropriate handling.
- Subcontractors.Where ACHPC engages any Subcontractors to Process Personal Data on its behalf, it will enter into a written contract with the Subcontractor that contains security terms substantially similar as those set out in this DPA and requires the Subcontractor to maintain the security and confidentiality of any Personal Data it Processes on ACHPC’s behalf.
- Verification of Compliance.Upon Customer’s written request, at reasonable intervals and subject to Customer agreeing to confidentiality terms, ACHPC will make available copies of the most recent audit report for Service Organization Controls (SOC) Type 2 (or similar report), so that Customer can verify ACHPC’s compliance with the audit standards against which it has been assessed, and this Data Processing Addendum.
- Return or Deletion of Data.On termination of the Agreement for any reason or expiry of its term, Customer will have thirty (30) calendar days to request a download of Customer’s transaction history by contacting ACHPC Customer Support. In the event Customer does not contact ACHPC Customer Support for this purpose within 30 calendar days after the end of the provision of the ACHPC Service, ACHPC will delete or de-identify Personal Data except for (i) back-ups deleted in ordinary course, and (ii) retention as required for legal, regulatory, and compliance purposes. In the event of either (i) or (ii), ACHPC will continue to comply with the relevant provisions of this DPA until such data has been deleted.
- Additional Provisions for California Personal Information
11.1 Scope. This Section will apply only with respect to California Personal Information, if applicable to the ACHPC Services.
11.2 Roles of the Parties. With respect to California End Customer Data, ACHPC is a “Service Provider” as that term is defined in the CCPA. With respect to all other California Personal Information, the parties acknowledge and agree that they are each a “Business” as that term is defined in the CCPA.
11.3 Responsibilities. The parties agree that their respective Processing of California Personal Information under the Agreement will be consistent with the requirements of the CCPA. ACHPC will collect, use, and share California Personal Information as set forth in its Privacy Notice.
- General Provisions
12.1 Amendments. Subject to section 19 of the Terms of Service, ACHPC may, in its sole discretion, modify, change or terminate this DPA, as reasonably determined by ACHPC is necessary to address the requirements of applicable Data Protection Laws.
12.2 Severability. If any individual provision of this Addendum is determined to be invalid or unenforceable, the validity and enforceability of the other provisions of this Addendum will not be affected.
12.3 Indemnity. The indemnities arising out of or related to this Addendum are limited to those indemnities stated in the Agreement.
12.4 Limitation of Liability. ACHPC’s liability arising out of or related to this Addendum is subject to the provisions on limitation of liability stated in the Agreement.
12.5 Order of Precedence. With regard to the subject matter of this Addendum, in the event of inconsistencies conflicts between this Addendum and the Agreement, the provisions of this Addendum will control. All other provisions of the Agreement apply to this Addendum.
CONSENT TO ELECTRONIC DELIVERY OF COMMUNICATIONS AND USE OF ELECTRONIC SIGNATURES
This E-SIGN Disclosure and Consent (“Consent”) allows ACHPC, LLC, on behalf of itself, its affiliates and any service providers (“ACHPC” or “We”), to provide you (“You” or “Your”) with electronic versions of communications, notices, agreements, statements, or disclosures (“Communications”) associated with Your ACHPC account or Your use of or interactions with ACHPC’s products, services, or other offerings (collectively, the “Service”).
By enrolling in or using the Service, You are agreeing to this Consent and that ACHPC may, in its sole discretion, send You Communications electronically by email, text, or by making them accessible via the ACHPC websites or applications.
All Communications provided electronically to You under this Consent will be considered to have been provided “in writing.”
Communications covered by this Consent include, but are not limited to: (1) agreements, disclosures, policies and notices related to Your ACHPC account or Your use of the Service (such as ACHPC’s Terms of Service, Privacy Notice and Acceptable Use Policy), (2) ACHPC payment or transaction records, (3) account statements and history, and (4) any disclosure or notice required under applicable federal, state or local law to be provided “in writing”.
This Consent also allows ACHPC to use electronic signatures and obtain them from You.
Electronic Delivery of Documents: System Requirements
Electronic Communications may be sent to You by email, text, or may be made available on the ACHPC websites or applications, as permitted by law. By providing Your consent here, You are confirming that You have access to the computer hardware and software needed to access these electronic Communications, including but not limited to:
- An internet-ready device (including a computer, tablet, mobile phone, or other similar device),
- A reliable connection to the internet,
- Recent internet browser software with 256-bit encryption, supported browsers include Google Chrome, Microsoft Edge, Mozilla Firefox, and Apple Safari,
- A valid email address and access that email account,
- Access to software that allows print, download, or otherwise store electronic Communications, and
- A mobile device with a recent device operating system that supports email, text messages and attachments.
Keeping Your Contact Information Updated
It is Your responsibility to keep Your primary email address and other electronic addresses up-to-date so that ACHPC can communicate with You electronically. By consenting here, You agree that if We send you an electronic Communication, but You do not receive it because Your electronic addresses are incorrect or out-of-date, or You cannot receive electronic Communications as provided under this Consent, ACHPC will have met any requirement to provide the Communication to You.
FOR CONSUMERS ONLY: Withdrawing Your Consent
If You are, or You are acting on behalf of, an individual using the Service for personal, family or household purposes, You may withdraw this Consent at any time. If You decide to withdraw this Consent because You do not want to receive future Communications electronically, You can contact ACHPC Customer Support through our customer support portal. Your withdrawal of this Consent will become effective after We have had a reasonable opportunity to process it and upon confirmation by You of an up-to-date address for delivery of paper copies of Communications.
PLEASE BE AWARE, HOWEVER, THAT IF YOU WITHDRAW THIS CONSENT, ACHPC MAY RESTRICT OR TERMINATE YOUR USE OF THE SERVICE.
Requesting a Paper Copy of Electronic Communications
If You do not wish to withdraw this Consent, but You wish to obtain a paper copy of a Communication that was provided electronically, You can contact ACHPC Customer Support through our customer support portal.
Termination or Changes to the Consent
We reserve the right, in our sole discretion, to terminate or change this Consent or the way in which We provide You with Communications.
Acceptable Use Policy
Under the ACHPC General Terms of Service, you confirmed that you will not use the ACHPC service in connection with the following businesses or business activities. The following list is representative but not exhaustive.
- ACHPC does not allow its services to be used to promote hate, violence, or other forms of intolerance that are discriminatory
- Illegal Activities
- Counterfeit/unauthorized goods, intellectual property or proprietary rights infringement
- Practices inconsistent with intended use or otherwise prohibited by the General Terms & Conditions