BizNOW® Commercial Prepaid Mastercard® & the BizNOW™ Visa® Prepaid Card Account Administrator Agreement
This BizNOW Commercial Prepaid Mastercard® (“BizNOW Mastercard”) BizNOW Mastercard Account or the BizNOW Visa ® Prepaid Cards (collectively known as “Services” or “BizNOW) Administrator Agreement, including the Schedule of Fees and Charges (collectively referred to as this “Agreement”), sets forth the terms of your BizNOW Account. Please read it carefully and retain it for your records. This Agreement is issued by Sunrise Banks, N.A. St. Paul, MN 55103, Member FDIC, pursuant to a license from Mastercard International or Visa International. Company shall be responsible for notifying Cardholders of the relevant terms applicable to their Card use and for ensuring that each Cardholder complies with the terms and conditions set forth in this Agreement.
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW BizNOW ACCOUNT:
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each entity or person who opens an account. What this means for you: When you open an account, we will ask for your name, physical address, date of birth, taxpayer identification number and other information that will allow us to identify you. We may also ask to see your driver’s license or other identifying documents.
When a BizNOW Account is opened on behalf of a Company, we may ask for copies of certain information that will help us verify a Company’s information, and/or the identity of its BizNOW Account Administrators, Trusted Agents, and Cardholders. Company information which may be collected includes, but is not limited to; address, corporate organizational documents and certificates, and federal employer identification number (EIN). Personal information which may be collected from Company’s principal owners and Cardholders includes, but is not limited to; name, address, phone number, date of birth, social security number or individual taxpayer identification number (ITIN), driver’s license and/or passport.
- In this Agreement, the words “you” and “your” or “BizNOW Account Administrator” means the Company, the BizNOW Account Administrator and any Trusted Agent associated with the administration of the BizNOW Account on File.
- “We”, “us”, “our” and the “Bank” mean Sunrise Banks, N.A., the issuer of the Card.
- “Authorized Card Servicer” means Karmic Labs, Inc., the servicer for the BizNOW program, and its successors, affiliates, licensees or assignees. Any request for a BizNOW Account or Company Card will be processed by the Authorized Card Servicer, acting on behalf of the Bank.
- “Company” means the commercial business who qualified for and opened the BizNOW Account and owns the funds in the BizNOW Account and associated Company Cards issued to its employees. Company must be a commercial business and may be an individual operating as a sole proprietorship, partnership, limited liability company, trust or other form of commercial entity authorized by applicable law. The owners or principals of the commercial business must also personally guaranty and be personally liable for all transactions associated with the BizNOW Account and all associated Company Cards. All such guaranties are unlimited and joint and several in the case Company has multiple owners or principals.
- “BizNOW Account Administrator” means the person opening the BizNOW Account and authorized by the Company in writing to open and close the BizNOW Account and associated Company Cards, add or remove Company Trusted Agents whom, like the BizNOW Account Administrator, will, obtain BizNOW Account information, load the BizNOW Account, transfer or allocate funds to registered Cardholders and to take all other administrative actions on behalf of Company in connection with the BizNOW Account as contemplated by this Agreement.
- “Trusted Agents” means any person registered and assigned to the BizNOW Account at the request of the BizNOW Account Administrator and authorized by Company to load the BizNOW Account, transfer or allocate funds to registered Company Cards and to take all other administrative actions on behalf of Company in connection with the BizNOW Account as contemplated by this Agreement.
- “Company Cardholders” are persons designated by the Company to make purchases on behalf of the company and who will be issued his or her own BizNOW linked to the Company’s BizNOW Account.
- “Company Card” means the BizNOW issued by us to Cardholders and linked to Company’s BizNOW ccount.
- “BizNOW Account” means the Sunrise Banks, N.A. custodial accounts linked to your Company Card(s) or its associated proxy number and refers to the BizNOW Account and/or Company Card(s).
- “Proxy Number” means the 13-digit number used to identify the BizNOW Account and each of the issued Company Cards.
- “Card Number” means the 16-digit number embossed on the Card.
- “Business days” are Monday through Friday, excluding federal holidays. Saturday, Sunday, and federal holidays are not considered business days, even if we are open.
- “PIN” means personal identification number.
- “Access Information” means collectively Cardholder PIN, online username, password, challenge questions, and any other security information used to access your BizNOW Account and/or Company Card.
- “Website” means the BizNOW Card website accessible at https://app.biznowcard.com
Agreement to Terms
By registering and being approved by the Authorized Card Servicer, you agree to the terms of this Agreement. If you do not agree to the terms of this Agreement or do not want to use the BizNOW, call us at 1-855-982-2541 to cancel your BizNOW Account (along with cutting in-half all BizNOW Company Cards). When any provision in this Agreement states that we may take certain actions, we may do so in our sole discretion. The terms of this Agreement are subject to amendment at any time in accordance with Cancellation and Suspension section below.
BizNOW Account Description
The BizNOW Account is a prepaid virtual account made available to Company’s designated Cardholders for commercial business purposes. The BizNOW Account allows the BizNOW Account Administrator and all registered and approved Trusted Agents of the Company to access funds loaded to the BizNOW Account by the BizNOW Account Administrator or any of the Company’s Trusted Agents that have been authorized by Company to load funds to the BizNOW Account. The BizNOW Account does not constitute a checking or savings account. The BizNOW Account is not a traditional prepaid card account, nor is it intended to be used for commercial or household spending purposes. The BizNOW Account is not a credit or line of credit account. Company will not receive any interest on the funds in the BizNOW Account. The funds in the BizNOW Account will be FDIC-insured for the benefit of Company once we have been able to verify Company’s identity. The BizNOW Account will remain the property of the Bank and must be surrendered upon demand. The BizNOW Account is nontransferable and may be canceled or revoked at any time without prior notice except as required by law.
Business Use Only
This BizNOW Account is to be used solely for funding the company card for business purposes and may not be used for commercial, consumer or household purposes. By using the BizNOW Account or providing the Company Card Number to any person, you represent and warrant to us that use of the BizNOW Account is solely for business funding of Company Card purposes.
The Company Card is to be used solely for business purposes and may not be used for consumer or household purposes. By using the Company Card or providing the Company Card Number to any person, you represent and warrant to us that use of the Company Card is solely for business purposes.
Using the BizNOW Account
Once the BizNOW Account Administrator and the Company’s information has been verified, the BizNOW Account will be active. The opening balance will be Zero Dollars and Zero Cents ($0.00) in US Denomination. The Company, the BizNOW Account Administrator and any Trusted Agent associated with the administration of the BizNOW Account on File will be able to fund the BizNOW Account by associating a registered financial institution account to the BizNOW Account and authorizing monetary transfers per the monthly limits. Although no credit history is required to open a BizNOW Account; the Company, the BizNOW Account Administrator and any Trusted Agent associated with the administration of the BizNOW Account on File authorize us to obtain information about you from time to time from credit reporting agencies, the employers and other third parties for our internal processes.
After you have funded the BizNOW Account and Company Cardholders have received their Company Cards, you may transfer funds to Company Cards provided that such transfer of funds does not exceed the limits imposed at the Company Card by us. If any Company Cards are in a negative balance state, the Authorized Card Service provider reserves the right to return such BizNOW Account balance to a zero dollar and zero cent ($0.00) state by transferring funds from the BizNOW Account to such negative balance Company Card. In the event that the BizNOW Account does not have sufficient funds to remedy a negative balance Company Card, then the Authorized Card Service provider may assess fees pursuant to the fee schedule below.
Each time you use the BizNOW Account to fund any Company Card, you authorize us to reduce the value available on the BizNOW Account by the amount of the transaction plus applicable fees, if applicable. Any transaction that is completed using the correct logon credentials of the BizNOW Account Administrator and or the Company’s Trusted Agents, will be considered an authorized transaction. Company will be liable for all transactions arising from any use of the BizNOW Account. If any Company Cardholder is permitted to use the Company Card, Company will be responsible for any transactions made and any fees incurred by the Company Cardholder even if the Cardholder exceeds the scope of the authority granted to such Company Cardholder by Company. Company Cardholders should only be persons Company trusts to honor its instructions and limitations.
Managing the BizNOW Account
Through the Authorized Card Service Providers Website or Mobile Application, the BizNOW Account Administrator and Trusted Agents will have full administrative rights to the BizNOW Account and will be able to view and print account transaction activity 24 hours a day, 7 days a week for all BizNOW Account and all Company Cards associated with the BizNOW Account. Company Cardholders will have reduced access to view their Company Card transaction activity through the Authorized Card Service Website or Mobile Application. It is the Cardholder’s responsibility to keep Access Information confidential to deter other person(s) from using their BizNOW Account or accessing their BizNOW Account without their permission. Please allow at least one (1) business day after each transaction for the information to be updated online or on a mobile device.
Limitations on Usage
All transactions are subject to the limitations set forth in this Agreement, and no transaction may exceed the available balance in the BizNOW Account. Unusual or suspicious load attempts may prompt a BizNOW Account Suspension to allow us to investigate such unusual activity.
- BizNOW Account Load Limitations – The balance in the BizNOW Account may not exceed One Hundred Thousand Dollars ($100,000). Unusual or suspicious load attempts may prompt an Account Suspension to allow us to investigate such unusual activity.
- BizNOW Account Use Limitations – This BizNOW has been issued solely for commercial business purposes. Any Company Cards issued may not be used for payroll expenses under any circumstances. BizNOW Account Administrator(s) and Trusted Agents agree that they will: (i) endorse the use of Commercial Cards as a corporate card solely for commercial business purposes; (ii) prohibit the use of Company Cards at gambling websites or to purchase illegal goods or services; (iii) promptly notify us through our Authorized Card Servicer of any loss or theft of any Company Cards; (iv) promptly notify us of the loss, theft, or unauthorized disclosure of any Access Information used to access the BizNOW Account or Company Cards; (v) prohibit the use of Company Cards for payroll expenses; and (vi) use the Company Card only as permitted by this Agreement. In addition, they acknowledge that Company Card may not be accepted by certain merchants whose goods or services are not legal for minors. We may refuse to process any transaction that we believe violates the terms of this Agreement. We may suspend any Company Card and/or your BizNOW Account to investigate any unusual activity that indicate any Company Cards issued to their BizNOW Account are being used for restricted activities such as payroll expense. Failure to comply with the restrictions on use will cause the immediate termination of the BizNOW Account and any Company Cards associated with the BizNOW Account.
- Card Purchase Limitations – A Cardholder may not make purchases that in the aggregate exceed the available balance in a Company Card as determined by the BizNOW Account Administrator or its Trusted Agents. If a merchant attempts to process a transaction for more than the value available in a Company Card, then the transaction will be declined. Unusual or multiple purchases may prompt a merchant inquiry or Company Card suspension to allow us to investigate such unusual activity.
- Card Use Limitations – A Company Card has been assigned to the Cardholder for solely commercial business purposes. Any Company Card assigned is not to be used as a payroll expense card. The Company, the BizNOW Account Administrator, and any Trusted Agent associated with the administration of the BizNOW Account on File agree that they will: (i) use the Company Card as a corporate card solely for commercial business purposes; (ii) not use the Company Card at gambling websites or to purchase illegal goods or services; (iii) promptly notify us of any loss or theft of the Company Card; (iv) promptly notify us of the loss, theft, or unauthorized disclosure of any Access Information used to access the Company Card information or Company Card funds; (v) not use the Company Card for payroll expenses; and (vi) use the Company Card only as permitted by this Agreement. The Company Card may not be accepted by certain merchants whose goods or services are not legal for minors. We may refuse to process any transaction that we believe violates the terms of this Agreement. We may suspend your Company Card and/or Company’s BizNOW Account to investigate any unusual activity that indicates a Company Card assigned to a Company Cardholder is being used for restricted activities such as payroll expense. Your failure to comply with the restrictions on use will cause the immediate termination of your Company Card and any Company Cards associated with your Company’s BizNOW Account.
The BizNOW Account Administrator or Trusted Agent may add funds (referred to as “value loading”) to the BizNOW Account via ACH or wire transfer from the Company Bank Account to the BizNOW Account.
NO OTHER TYPE OF VALUE LOADING IS ALLOWED FOR THE BizNOW Account, INCLUDING CASH LOADS THROUGH RETAIL LOAD NETWORKS (e.g. GreenDot, MoneyGram, Western Union, etc.) OR DIRECT DEPOSIT.
The maximum amount that may be value loaded to the BizNOW Account is $100,000. At any time, the Bank may require that the Company maintain a balance equal to the Company’s previous week’s purchase volume in their BizNOW Account, not to exceed the $100,000 limit. The BizNOW Account Administrator or its Trusted Agents may transfer funds from the BizNOW Account to any Company Card at any time through the Authorized Service Provider website or mobile application. The maximum amount that may be value loaded from the BizNOW Account to any Company Card is $10,000 The maximum aggregate value of the BizNOW Account, inclusive of all associated Company Cards, is restricted to $100,000 at any point in time. We reserve the right to accept or reject any request to load to the BizNOW Account or Company Cards. Loads are subject to appropriate anti-fraud verification. Prior to crediting loads to a BizNOW Account or any Company Card and making funds available to any Company Cardholder, certain delays may be required to assure funds are available for such loads.
The BizNOW Account Administrator may NOT use the Bank’s routing number and the BizNOW Account Number to make preauthorized payments from the BizNOW Account. You are not authorized to use the Bank’s routing number and Account Number for any other purpose. You do not have the right to stop payment on any purchase or payment transaction originated by use of your Company Card, except as otherwise permitted by this Agreement. If any Company Cardholder authorizes a transaction and then fails to make a purchase of that item as planned, the approval may result in a hold of that Company Card (see “Reversal of Transactions” below).
The BizNOW Account Administrator and its Trusted Agents have the sole discretion in requesting the opening and closing of Company Cards. Each Company Card will consist of a branded BizNOW Card which is to be funded through the BizNOW Account only and which is to be used for business related purchases only. The Company Card must be assigned to an individual associated to the Company and is authorized to make changes to select information (Address, Telephone Number, Email and PIN) associated with their Company Card with or without the prior consent of either the BizNOW Account Administrator or the Company’s Trusted Agents. The Company is the owner of all funds in the Company Card at all times and Company Cardholder agrees that the Company Card shall only be used as authorized by Company.
Activating the Company Card
All confirmed Company Card Administrators will be assigned a personalized BizNOW sent in the mail to Company within 10-12 Business Days of submitted application. The BizNOW should arrive activated and without a balance. Although no credit history is required to open a Company Card, Cardholders authorize us to obtain information about them from time to time from credit reporting agencies, employers and other third parties for our internal processes.
Using the Company Card
After the Cardholder receives their Company Card, they may use it to purchase goods and services everywhere Debit is accepted. If the Cardholder does not have enough funds available on their Company Card, they can instruct the merchant to charge a part of the purchase to the Company Card and pay the remaining amount with other funds. These are called “split transactions,” and some merchants do not permit them. If the Cardholder makes a purchase without presenting the Company Card (such as for internet, mail or phone order purchases), the legal effect will be the same as if they used the Company Card itself. With the PIN, the Cardholder may also use their Company Card at merchants requiring PIN entry transactions as part of a point-of-sale (“POS”) transaction.
Each time the Cardholder uses the Company Card to purchase goods or services, they authorize us to reduce the value available on the Company Card by the amount of the transaction plus applicable fees. Any transaction that is completed using the correct signature, or with the correct entry of the designated PIN number, will be considered an authorized transaction. Company will be liable for all transactions arising from any use of the Company Card(s). If any Company Cardholder is permitted to use the Card, Company will be responsible for any transactions made and any fees incurred by the Company Cardholder even if the Company Cardholder exceeds the scope of the authority granted to such Company Cardholder by Company. Company Cardholders should only be persons Company trusts to honor its instructions and limitations.
Managing Company Cards
Through our Authorized Service Provider Website or Mobile Application, the BizNOW Account Administrator and Trusted Agents will have full administrative rights to the Company Card and will be able to view and print account transaction activity 24 hours a day, 7 days a week. The Company Cardholder, will be able to access the same Authorized Service Provider Website and Mobile Application; however, have reduced access to view their Company Card transaction activity only. It is the Cardholder’s responsibility to keep Access Information confidential to deter other person(s) from using their Company Card or accessing their Company Card without their permission. Please allow at least one (1) business day after each transaction for the information to be updated online.
A PIN is a four-digit code that may be used by a Company Cardholder to make purchase instead of signing for the transaction. All Company Cardholders will be provided a PIN at the time of Company Card enrollment. Only one (1) PIN will be issued per Company Card. To prevent unauthorized access to the BizNOWAccount balance, all Company Cardholders will need to agree to keep their PIN confidential. In the event that a Company Cardholder does not recall their PIN, Cardholders can change their PIN by visiting cardholder services at https://app.biznowcard.com. A PIN is not assigned to, nor can a PIN be used by a BizNOW Account as the BizNOW Account cannot be used for purchases. Company Card PIN may NOT be used (i) to obtain cash or to (ii) check balances at any ATM or POS terminals.
Merchant Authorization Holds
When a Company Cardholder uses their BizNOW to pay for goods or services, certain merchants may ask us to authorize the transaction in advance and may estimate its final value. When we authorize the transaction, we commit to make the requested funds available when the transaction finally settles and may place a temporary hold on the funds in the Company Card in the amount indicated by the merchant (which may be more than the final settled transaction amount). We also may add an amount for certain merchants to ensure that sufficient funds will be available to cover the final transaction. Transactions at certain merchants that authorize high dollar amounts, especially rental car companies and hotels, may cause an “authorization” or “hold” on the Company Card available balance for up to thirty (30) days. Until the transaction finally settles or we determine that it is unlikely to be processed, the funds subject to the hold will not be available to the Company Card for other purposes. We will only charge the Company Card for the correct amount of the final transaction, and we will release the hold on any excess amount when the transaction finally settles.
Because a Company Card may be assessed transaction fees even if a transaction is declined, it is possible for a rejected transaction to cause the Company Card to have a negative account balance and be overdrawn. We do not extend credit, so if any Company Card becomes overdrawn, the Company agrees to pay us the overdrawn amount immediately without further demand through the process of withdrawing funds from the BizNOW Account. We may deduct any negative balance amounts from any current or future funds on this or any other Company Card maintain with us, or the BizNOW Account. If the BizNOW Account has a zero or negative balance, we may, at our option, cancel your BizNOW Account and any Company Cards associated with your BizNOW Account without notice, and/or pursue collection of any negative account balance plus all costs of collection including attorney fees.
Refunds for Purchases Made with the Company Card
Any refund for goods or services purchased with the Company Card will be made in the form of a credit to the Company Card subject to the refund policy of the merchant. The Cardholder is not entitled to receive a cash refund.
Disputes with Merchants
We are not responsible for the delivery, quality, safety, legality or any other aspect of goods and services that the Cardholder purchases from others with a Company Card. All such disputes should be addressed to the merchants from whom the goods and services were purchased.
Reversal of Transactions
Point of sale transactions cannot be reversed. If a Company Cardholder authorizes a transaction and then fails to make a purchase of that item as planned, the approval may result in a hold of funds equal to the estimated purchase amount, for up to seven (7) days.
Schedule of Fees and Charges
We will charge the Company, and the Company and Trusted Agents agrees to pay, the fees and charges set forth in the Schedule of Fees and Charges below. You may also login via our Authorized Service Provider Website to view a complete list of fees. Unless otherwise stated, we generally deduct fees and charges from the BizNOW Account at the time a fee or charge is incurred. Such other fees and charges may be deducted from the Company Card incurring the fee. If you request a service that is not included in the Schedule of Fees and Charges and there is a fee for such service, the fee will be disclosed at the time of the request, and you agree that any such fee may be deducted from your BizNOW Account.
Fees Matrix Assessed to the BizNOW Account
The following fees will be withdrawn from your BizNOW account and will be assessed as long as there is a remaining balance on your BizNOW Account, except where prohibited by law. Any time your remaining BizNOW Account balance is less than the fee amount being assessed, funds from Company Cards will be returned to the BizNOW Account and the balance of your BizNOW Account will be applied to the fee amount.
|Fee Description||Fee Amount||Frequency of Charge|
|Expedited Shipping Fees – All Company Cards will be fulfilled using United States Postal Service at no cost. Karmic Labs will charge an additional fee if you request expedited processing (2 business days) of a replacement or reissued Card. If a fee is imposed, the fee will be denoted as “Expedited Shipping Fees” on Cardholder transaction history/statement||$35.00 per Company Card Fulfillment||One time for each fulfillment request|
|Paper Statement Fee – All statements are available electronically, at no cost, through our Authorized Service Provider Website. If a monthly paper statement is requested for any Cardholder; a fee will be assessed per Account for each monthly paper statement requested and issued. If a fee is imposed, the fee will be denoted as “Paper Statement” on Cardholder transaction history/statement.||$10.99 per Month per Account requesting Paper Statements (there is no fee for statements made available electronically)||Monthly|
|Paper Statement – EComm – The E-Communication Statements are available electronically, at no cost, through our Authorized Service Provider Website: https://app.biznowcard.com. A fee will be assessed if Company elects to withdraw from receipt of E-Communications Statements and, instead, requests a paper copy of E-Communications. If a fee is imposed, the fee will be denoted as “Paper Statement – EComm” on Cardholder transaction history/statement.||$10.99 for each E-Communication paper publication and fulfillment (there is no fee for statements made available electronically)||Per instance|
|Paper Check Issuance Fee – If Company elects to close its BizNOW Account and if remaining funds exist on either the BizNOW Account or any Company Cards, the Company may transfer all BizNOW funds back to its financial institutional account electronically at no cost charge. However, a one-time fee will be assessed if Company requests remaining funds be mailed to Company in the form of a check. If a fee is imposed, the fee will be denoted as “Paper Check Issuance Fee” on Cardholder transaction history/statement.||$39.99||One time instance|
Fees Matrix Assessed to the Company Card
The following fees will be withdrawn from a Company Card and will be assessed at the time of authorization to purchase goods and services everywhere in the United States and International, where cards are accepted.
|Fee Description||Fee Amount||Frequency of Charge|
|Foreign Transaction Fee – A fee charged on a transaction in which the merchant is in a Country other than the U.S. or processes transactions outside of the U.S. If a fee is imposed, the fee will be denoted as “Foreign Transaction Fee” on Cardholder transaction history/statement.||3% of purchase value||Immediate upon authorization|
If the Cardholder makes a purchase in a currency other than U.S. dollars, the amount deducted from their funds will be converted by the Card Association into U.S. dollars. The Card Association will establish a currency conversion rate for this convenience using a rate selected by the Card Association from the range of rates available in wholesale currency markets for the applicable central processing date which may vary from the rate the Card Association itself receives, or the government-mandated rate in effect for the applicable central processing date, in each instance. Fees may apply for foreign transactions (see fee table).
Company Card Balance and Transaction History
You, your Trusted Agents and or Company Cardholders can obtain information about the current available balance on Company Cards by calling 1-855-982-2541 or visiting https://app.biznowcard.com or by accessing information on your mobile iOS or Android supported device. Company will not be assessed a fee to check Company Card balances using our Authorized Service Provider automated technology. The desktop will display balance information, along with a 60-day history of account transactions on your BizNOW Account and all Company Cards, at no charge. The mobile application will display balance information along with a 60-day history of account transaction on your BizNOW Account and all Company Cards, at no charge. The BizNOW Account Administrator also has the right to obtain a 60-day written history of account transactions by calling 1-855-982-2541 or by writing our Authorized Service Provider at Karmic Labs – Customer Service, PO Box 411226, San Francisco, California, 94141-1226. Company may be assessed a fee for obtaining this written history (see “Schedule of Fees and Charges”).
Change in Terms
We may (a) amend or change the terms and conditions of this Agreement or (b) cancel or suspend any BizNOW Account or this Agreement at any time without prior notice to you, except as required by applicable law. We may revise this Agreement at any time without notification or consent of any Company Cardholder. Any future revisions will be binding upon the Company and all BizNOW Account Administrators and the Company’s Trusted Agents and effective immediately upon posting the revised Agreement on the Website. Continued use of any Company Card(s) and BizNOW Account constitutes your consent and acceptance of any revisions to the Agreement. If you do not accept an amendment or revision made to this Agreement, your sole and exclusive remedy is for the BizNOW Account Administrator or any Company’s Trusted Agents to cancel all Company Card(s) and close your BizNOW Account with us. You may also login to the Authorized Service Provider Website, https://app.biznowcard.com, for the most up-to-date Agreement.
Cancellation and Suspension
We reserve the right, in our sole discretion, to limit your use of the BizNOW. We may refuse to issue a Company Card or may revoke BizNOW Account privileges with or without cause or notice other than as required by applicable law. The BizNOW Account Administrator or any of the Company’s Trusted Agents may cancel any Company Card by calling the Authorized Servicer at 1-855-982-2541 or by logging into your BizNOW Account via the Website https://app.biznowcard.com. You agree not to use or allow others to use an expired, revoked, cancelled, suspended or otherwise invalid Company Card. Our cancellation of BizNOW Account privileges will not otherwise affect your rights and obligations under this Agreement. If we cancel or suspend BizNOW Account privileges through no fault of yours, Company will be entitled to a refund of any remaining balance, as provided in this Agreement.
Company Card Expiration/Settlement
Subject to applicable law, Company Cardholders may use their Company Cards only through its expiration date, which is stated on the front of the Card. If you attempt to use Company Cards or add funds to Company Cards after the expiration date, the transactions may not be processed. If there is a balance remaining on any Company Card upon expiration, a new Company Card may be assigned to the Company Cardholder. If a Company Card has expired, is defective, or has been lost/stolen, the Company Cardholder shall contact the Company Administrator, notifying them of their issue with the Company Card. If warranted under Company policy, the Company Adiministrator will request a new Company Card for the Company Cardholder. The new Company Card will be shipped to the Company Administrator, who will distribute the Card to their Cardholder. The new Company Card will arrive activated but not funded. If we choose not to issue a new Company Card to the Company Cardholder or if we cancel the Company Card for any reason, we will attempt to refund to Company the balance remaining in the Company Card less any amounts owed to us (e.g., fees and charges). The remaining balance will be returned to the BizNOW Account.
Information Given to Third Parties
We may disclose information (including personally identifiable information) to third parties about any BizNOW Account Administrator, Trusted Agents, Company Beneficial Owners (those owning 10% or greater stake in the Company), and Company Cardholder: (i) where it is necessary or helpful for completing a transaction; (ii) in order to verify the existence and condition of a Company Card for a third party (e.g., a merchant); (iii) in order to comply with any law or to comply with requirements of any government agency or court order; (iv) if you give us your written consent; (v) to service providers who administer your BizNOW or any Company Card or perform data processing, records management, collections, and other similar services for us, in order that they may perform those services; (vi) in order to prevent, investigate or report possible illegal activity; (vii) in order to issue authorizations for transactions on a Company Card; and (viii) as otherwise permitted by law.
No Warranty of Availability or Uninterrupted Use
From time to time, services related to Cardholder’s BizNOW may be inoperative. When this happens, Cardholder’s may be unable to use the BizNOW Account or a Company Card or obtain information about the BizNOW Account. Please notify us if any Company Cardholder has any problems using Company Cards. You agree that we will not be responsible for temporary interruptions in service due to maintenance, website changes, or failures. Nor shall we be liable for extended interruptions due to failures beyond our control, including but not limited to the failure of interconnecting and operating systems, computer viruses, forces of nature, labor disputes and armed conflicts.
Additional Risk Associated with Use of Business Purpose Company Cards
Company agrees it will be responsible for all authorized and unauthorized transactions made through the use of any Company Card, except as otherwise described in this Agreement. Company Cardholders will not have the benefit of any consumer law limiting liability with respect to the unauthorized use of a Company Card. This means liability for the unauthorized use of a Company Card could be greater than the liability in a consumer prepaid card transaction. You accept and agree to undertake the additional risk and greater measure of liability associated with the use of business purpose cards as described in the Agreement.
Lost or Stolen Company Card; Unauthorized Transactions or Errors
A Company Cardholder should protect the Company Card against theft, loss and unauthorized use with the same level of care used to protect the cash in their wallet. Unless otherwise required by law, we will not be liable for unauthorized transactions unless we failed to process the transaction in good faith and in compliance with commercially reasonable security procedures. If a Company Card and/or PIN has been lost or stolen or Company Cardholder believes someone has made an unauthorized transaction with a Company’s Card and/or PIN (or may attempt to use the Company Card and/or PIN without permission) or the Cardholder believes an error has occurred with the Company Card, they agree to notify their BizNOW Account Administrator immediately. Once the BizNOW Account Administrator has been notified, the Administrator should contact us IMMEDIATELY at 1 (855) 982-2541 and in no event later than thirty (30) days of the date of the transaction at issue. This verbal notification must then be promptly confirmed by a written notice to us at Karmic Labs – Customer Service, PO Box 411226, San Francisco, California, 94141-1226. When the BizNOW Account Administrator notifies us, they must provide Company’s name, Cardholder’s name, Company Card number and other identifying details, and describe the error or transaction that they dispute (if applicable). We will cancel the Company Card, and if our records show that available funds remain in the Company Card, we will issue a replacement Company Card loaded with the remaining value. There may be a fee associated with ordering a replacement Card (see “Schedule of Fees and Charges”). We reserve the right in accordance with applicable law to decline to issue the Company Cardholder a replacement Company Card. The BizNOW Account Administrator or any of the Company’s Trusted Agents agree to assist us in determining the facts relating to any possible unauthorized use or error associated with the Company Card, and to comply with the procedures we may require for our investigation.
Additional Limits on Liability Under Rules
Unless otherwise required by law or rules, we will not be liable for unauthorized transactions unless we failed to process the transaction in good faith and in compliance with commercially reasonable security procedures. Under Rules, you will not be liable for any unauthorized transactions using your Company Card you can demonstrate that the Company Cardholder has exercised reasonable care in safeguarding their Company Card from risk of loss or theft. You must notify us within 2 days after the electronic statement was made available to you showing unauthorized transaction(s) in order to take advantage of any such limited liability provisions.
Disclaimer of Warranties
EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS AGREEMENT, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND TO YOU, AND HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, REGARDING THE CARD(S) OR BizNOW ACCOUNT, OR RELATING TO OR ARISING OUT OF THIS AGREEMENT AND THE SERVICES CONTEMPLATED HEREIN, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Limitation of Liability
We shall have no liability to you if we are unable to complete a transaction for any reason beyond our control. In no event shall we be liable to you for any indirect, consequential, exemplary or special damages (whether in contract, tort or otherwise), even if you have advised us of the possibility of such damages. This provision shall not be effective to the extent prohibited by law.
The Authorized Card Servicer, as the third party that administers the Card program, is responsible for customer service and for resolving any errors in transactions made with the BizNOW Account. If you have questions regarding the Card, you may call 1-855-982-2541 or write Karmic Labs – Customer Service, PO Box 411226, San Francisco, California, 94141-1226, or visit our Website, https://app.biznowcard.com.
We may contact the Company, or any of the Company’s Trusted Agents, from time to time regarding your BizNOW Account. We may contact you in any manner we choose unless the law says that we cannot. For example, we may:
(1) contact you by electronic communications; (2) contact you by mail, telephone, email, fax, recorded message, text message or personal visit; (3) contact you by using an automated dialing or similar device (“Autodialer”); (4) contact you at your home and at your place of employment; (5) contact you on your mobile telephone; (6) contact you at any time, including weekends and holidays; (7) contact you with any frequency; (8) leave prerecorded and other messages on your answering machine/service and with others; and identify ourselves, your relationship with us and our purpose for contacting you even if others might hear or read it.
Our contacts with you about your BizNOW Account are not unsolicited and might result from information we obtain from you or others. We may monitor or record any conversation or other communication with you. Unless the law says we cannot, we may suppress caller ID and similar services when contacting you regarding your BizNOW Account. When you give us your mobile telephone number, we may contact you at this number using an autodialer and can also leave prerecorded and other messages.
If you ask us to discuss your BizNOW Account with someone else, you must provide us with authorizing documents that we ask for and that are acceptable to us.
Notification of Changes
If your U.S. mail or postal address, your email address, or telephone number changes you must notify us immediately. Failure to do so may result in information regarding the BizNOW Account or Company Cards being delivered to the wrong person or Company Card transactions being declined. In such event, we shall not be responsible for any resulting misuse of funds available in any Company Card. Company must notify us immediately in the event of the insolvency, receivership, conservatorship, bankruptcy or reorganization of Company or change in principal owners. Company must also notify us immediately in the event of the insolvency or bankruptcy of any guarantor of the BizNOW Account. Company’s Company Card(s) and BizNOW Account may be terminated by us in the event a change of control, reorganization, restructuring, conversion, consolidation, division or merger of Company. We may require at our discretion that any new owner or principal of the Company to be a guarantor of the BizNOW Account. Any notice given by us shall be deemed given to the you if delivered to you at the last email or mailing address for the BizNOW Account furnished by you. You agree that we may accept changes of address from the U.S. Postal Service. You also agree that if you attempt to change your address to a non-U.S. address, your BizNOW Account may be cancelled and funds returned to you in accordance with this Agreement. We reserve the right to request copies of certain information that will allow us to confirm the identity of the Company, BizNOW Account Administrator and Trusted Agents. Information may include, but is not limited to; address, corporate organizational documents and certificates, and federal employer identification number (EIN). Personal information which may be collected from Company’s principal owners, representatives authorized to act on behalf of Company, and Cardholders includes, but is not limited to; name, address, phone number, date of birth, social security number or individual taxpayer identification number (ITIN), driver’s license and/or passport.
Governing Law, Court Proceedings, Damages, Arbitration
Except as set forth in the Waiver of Jury Trial and Arbitration Agreement below, (1) this Agreement will be governed by, construed and enforced in accordance with federal law and the laws of the State of Minnesota; (ii) any action or proceeding with respect to this Agreement or any services hereunder shall be brought only before a federal or state court in the State of Minnesota; and (iii) you agree to pay upon demand all of our costs and expenses, including attorney fees, incurred in connection with the enforcement of this Agreement. If we are served garnishments, summonses, subpoenas, orders or legal processes of any type, we are entitled to rely on the representations therein and may comply with them in our own discretion without regard to jurisdiction. We may charge you the costs of compliance, including reasonable attorney fees, with all such requests if permitted by applicable law.
ARBITRATION AGREEMENT AND WAIVER OF JURY TRIAL: PLEASE READ THIS PROVISION OF THE AGREEMENT CAREFULLY. UNLESS WE EXERCISE OUR RIGHT TO OPT-OUT OF ARBITRATION IN THE MANNER DESCRIBED BELOW, YOU AGREE THAT ANY DISPUTE WILL BE RESOLVED BY BINDING ARBITRATION. ARBITRATION REPLACES THE RIGHT TO GO TO COURT, INCLUDING THE RIGHT TO HAVE A JURY TRIAL, TO ENGAGE IN DISCOVERY (EXCEPT AS MAY BE PROVIDED FOR IN THE ARBITRATION RULES), AND TO PARTICIPATE AS A REPRESENTATIVE OR MEMBER OF ANY CLASS OF CLAIMANTS OR IN ANY CONSOLIDATED ARBITRATION PROCEEDING OR AS A PRIVATE ATTORNEY GENERAL. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE IN ARBITRATION.
Agreement to Arbitrate
You and we (defined below) agree that any Dispute (defined below) will be resolved by Arbitration, unless we elect to opt out of Arbitration by filing an initial action in any court of competent jurisdiction. This agreement to arbitrate is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and the substantive law of the State of Minnesota (without applying its choice-of-law rules).
What Is Arbitration?
“Arbitration” is a means of having an independent third party resolve a Dispute. A “Dispute” is any claim or controversy of any kind between you and us. The term Dispute is to be given its broadest possible meaning and includes, without limitation, all claims or demands (whether past, present, or future, including events that occurred prior to your application for a BizNOW and whether or not a BizNOW is provided to you, based on any legal or equitable theory (contract, tort, or otherwise) and regardless of the type of relief sought (i.e., money, injunctive relief, or declaratory relief). A Dispute includes, by way of example and without limitation, any claim based upon a federal or state constitution, statute, ordinance, regulation, or common law, and any issue concerning the validity, enforceability, or scope of this arbitration agreement.
For purposes of this arbitration agreement, the terms “you” and “your” include any BizNOW Account Administrator, Trusted Agents, and Company Card members and also your heirs, guardian, personal representative, or trustee in bankruptcy. The terms “we,” “our,” and “us” mean the Bank and include employees, officers, directors, members, managers, attorneys, affiliated companies, predecessors, and assigns the Bank as well as the marketing, servicing, and collection representatives and agents of either or both.
How Arbitration Works
If a Dispute arises, the party asserting the claim or demand must initiate arbitration, provided you or we may first try to resolve the matter informally or through customary business methods, including collection activity. The party filing an arbitration complaint must choose either of the following arbitration firms for initiating and pursuing arbitration: the American Arbitration Association (“AAA”) or JAMS, The Resolution Experts. If the parties mutually agree, a private party, such as a retired judge, may serve as the arbitrator. If you claim you have a Dispute with us, but do not initiate arbitration or select an arbitrator, we may do so. You may obtain copies of the current rules of each of the arbitration firms and forms and instructions for initiating arbitration by contacting them as follows:
- American Arbitration Association
1633 Broadway, 10th Floor
New York, NY 10019
Telephone: (800) 778-7879
- JAMS, The Resolution Experts
1920 Main Street, Suite 300
Irvine, CA 92614
Telephone: (949) 224-1810 or (800) 352-5267
In the event both AAA and JAMS are unavailable to decide a Dispute, the parties agree to select another neutral party experienced in financial matters to decide the Dispute. If such an independent arbitrator cannot be found, the parties agree to submit any Dispute to a state or federal judge, sitting without a jury, for resolution on an individual and not a class-wide basis.
The policies and procedures of the selected arbitration firm will apply provided such policies and procedures are consistent with this arbitration agreement. To the extent the arbitration firm’s rules or procedures are different than the terms of this arbitration agreement, the terms of this arbitration agreement will apply.
The parties must pay their respective filing fees and other costs or fees of arbitration.
Location of Arbitration
The arbitration will be conducted in the county where you reside unless we elect, in our sole discretion, for the arbitration to be conducted in Minneapolis, MN. We must notify you within ten (10) business days of a notice of arbitration if we choose to conduct the arbitration in a location other than the county where you reside. We and you may also mutually agree to a different location for the arbitration.
Waiver of Rights
You are waiving your right to a jury trial, to have a court decide your Dispute, to participate in a class action lawsuit, and to certain discovery and other procedures that are available in a lawsuit. You and we agree that the arbitrator has no authority to conduct class-wide arbitration proceedings and is only authorized to resolve the individual Disputes between you and us. The validity, effect, and enforceability of this waiver of class action lawsuit and class-wide arbitration, if challenged, are to be determined solely by a court of competent jurisdiction and not by the AAA, JAMS, or any other arbitrator. If such court refuses to enforce the waiver of class-wide arbitration, the Dispute will proceed in court and be decided by a judge, sitting without a jury, according to applicable court rules and procedures, and not as a class action lawsuit. The arbitrator has the ability to award all remedies available by statute, at law, or in equity to the prevailing party.
Applicable Law and Review of Arbitrator’s Award
The arbitrator shall apply applicable federal and Minnesota substantive law and the terms of this Agreement. The arbitrator must apply the terms of this arbitration agreement, including without limitation, the waiver of class-wide arbitration. The arbitrator shall make written findings and the arbitrator’s award may be filed with any court having jurisdiction. The arbitration award shall be supported by substantial evidence and must be consistent with this Agreement and with applicable law, and if it is not, it may be set aside by a court. The arbitration award shall be binding unless grounds exist under the Federal Arbitration Act for vacating, modifying, or correcting an award.
This arbitration provision shall survive: (1) cancellation, payment, charge-off, or assignment of this Agreement; (2) the bankruptcy of any party; and (3) any transfer, sale, or assignment of this Agreement, or any amounts owed under this Agreement, to any other person or entity. If any portion of this arbitration provision is deemed invalid or unenforceable under any principle or provision of law or equity, consistent with the FAA, it shall not invalidate the remaining portions of this arbitration provision, the Agreement or any prior agreements you may have had with us, each of which shall be enforceable regardless of such invalidity.
Attorney Fees and Costs
You agree to pay all costs incurred by us or our successors or assigns in collecting unpaid indebtedness or in enforcing this Agreement, including attorneys’ fees and costs, as well as those costs, expenses and attorneys’ fees incurred in appellate, bankruptcy, and post-judgment proceedings, except to the extent such costs, fees, or expenses are prohibited by applicable law.
We may assign or transfer our rights and obligations under this Agreement at any time without prior notice to you. The BizNOW and your obligations under this Agreement may not be assigned by you. Notwithstanding the foregoing, this Agreement shall be binding on you and your heirs, your executors, administrators, guardians, personal representatives, or trustee in bankruptcy.
When any provision in this Agreement states that we may take certain actions, we may do so in our sole discretion. We do not waive our rights by delaying or failing to execute them at any time. To the extent permitted by law and as permitted by the Waiver of Jury Trial and Arbitration above, you agree to be liable to us for any loss, costs, or expenses that we may incur as a result of any dispute or legal proceeding involving the BizNOW Account. If a court finds any provision of this Agreement invalid or unenforceable, such finding shall not make the rest of this Agreement invalid or unenforceable. To the fullest extent possible, any such provision shall be deemed to be modified so as to be rendered enforceable or valid; however, if such provision cannot be so modified, it shall be stricken and all other provisions of this Agreement in all other respects shall remain valid and enforceable.
Customer Service For all customer service information regarding the BizNOW Account, please contact: 1-855-982-2541 or Karmic Labs – Customer Service, PO Box 411226, San Francisco, California, 94141-1226
This Agreement is effective February 04, 2019