Platform Agreement

GOLDBRIDGE IS A FINANCIAL TECHNOLOGY COMPANY AND NOT A BANK. Goldbridge provides you with access to banking products and services offered by First Internet Bank of Indiana, Member FDIC.

PLEASE READ THIS PLATFORM AGREEMENT CAREFULLY BEFORE USING THE GOLDBRIDGE PLATFORM OR SERVICES. BY ACCESSING OR USING OUR PLATFORM, A GOLDBRIDGE ACCOUNT, OR ANY GOLDBRIDGE SERVICES, YOU AGREE TO BE BOUND BY THIS PLATFORM AGREEMENT, REGARDLESS OF WHETHER YOU OBTAIN ANY PRODUCT OR OTHER GOLDBRIDGE SERVICE THROUGH US. IF YOU DO NOT AGREE WITH THE TERMS SET FORTH IN THIS PLATFORM AGREEMENT, PLEASE EXIT THE PLATFORM IMMEDIATELY AND REFRAIN FROM ACCESSING OR USING THE GOLDBRIDGE SERVICES.

This Goldbridge Platform Agreement (the "Platform Agreement") governs your access to and use of our website and mobile application (collectively, the "Platform"). The Goldbridge Services offered by Goldbridge Technologies, Inc. ("Goldbridge," "we," "our," or "us"), its Third-Party Service Providers, or Financial Service Providers are each governed by separate service agreements. "You," "your," and "yours" refers to the business that is applying for or has already opened a Goldbridge Account.

By accepting this Platform Agreement, you acknowledge and accept our Goldbridge Privacy Policy (available at https://app.goldbridgebanking.com/legal/privacy). Capitalized terms used in this Platform Agreement are defined within this document or in the Glossary at the end of this Platform Agreement.

Specific products and services will be governed by separate, product and service-specific agreements ("Product Agreements"). By applying for any product or service provided by us, our Financial Service Providers, and Third-Party Service Providers, you acknowledge and agree to be bound by their applicable Product Agreements, including any applicable privacy policies of our Financial Service Providers and Third-Party Service Providers.

IF YOU ARE NOT ELIGIBLE FOR OR DO NOT AGREE TO THIS PLATFORM AGREEMENT OR ANY APPLICABLE PRODUCT AGREEMENTS SPECIFIC TO PRODUCTS AND SERVICES OFFERED BY US, OUR FINANCIAL SERVICE PROVIDERS, AND THIRD-PARTY SERVICE PROVIDERS, OR DO NOT ACKNOWLEDGE THE GOLDBRIDGE PRIVACY POLICY AND ANY APPLICABLE PRIVACY POLICIES OF OUR FINANCIAL SERVICE PROVIDERS AND THIRD-PARTY SERVICE PROVIDERS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE GOLDBRIDGE SERVICES. YOUR USE OF THE GOLDBRIDGE SERVICES AND GOLDBRIDGE'S PROVISION OF THE GOLDBRIDGE SERVICES TO YOU CONSTITUTE AN AGREEMENT BY BOTH YOU AND GOLDBRIDGE TO BE BOUND BY THIS PLATFORM AGREEMENT.

1. Opening a Goldbridge Account

1.1 Eligibility Requirements

Business entities, charitable organizations, not-for-profit organizations that are duly organized and validly registered in the United States, and individual consumers, are eligible to use the Goldbridge Services. Certain Goldbridge Services may only be available to business entities or individual consumers as indicated on the Platform or in applicable Product Agreements. By using the Goldbridge Services, you represent, warrant, and covenant to Goldbridge that:

- Company conforms and will conform to all applicable laws and the terms of this Platform Agreement;

- Company is not engaged in, knowingly or unknowingly, and will not engage in any Prohibited Activities;

- Any Admin User or User of Company is not a Prohibited User;

- You maintain exclusive control over your login credentials to access the Goldbridge Account and Platform, and you are not operating the Goldbridge Account on behalf of any third party;

- The signatory of this Platform Agreement has the legal authority to bind Company to this Platform Agreement and to perform hereunder;

- All information you provided to Goldbridge is and will be current, accurate, and complete;

- You have had the opportunity to review this Platform Agreement with legal counsel prior to accepting the terms hereof;

- You shall immediately advise Goldbridge of defects in the Goldbridge Services or any claim or threatened claim against Goldbridge; and

- As between you and Goldbridge, you assume all responsibilities and liabilities associated with any Product that you purchase or sell and your Relationships.

Business entities may use their Goldbridge Account and Goldbridge Services for business purposes in connection with property ownership and property management operations. You acknowledge that certain Goldbridge Services are designed for business use and that certain consumer protection laws may not apply to such business use, while other Goldbridge Services may be designed for consumer use and subject to applicable consumer protection laws.

1.2 Personal Information: Collection, Use, and Disclosure

To access the Goldbridge Services, you must maintain an active Goldbridge Account in good standing. Upon opening a new account with Goldbridge or a Financial Service Provider, Goldbridge will request certain information about your Company and its control persons - including, but not limited to, names, addresses, phone numbers, email addresses, Account Information (as defined below), and account information for accounts you hold with third parties - in order to identify you and your control parties. Goldbridge may act in its capacity as program manager on behalf of a Financial Service Provider when collecting this information. Goldbridge may also seek to obtain, verify, and record the same information for each individual authorized to act as an Admin User or User of your Goldbridge Account or any Goldbridge Service.

You represent that all information you provide to Goldbridge will be complete and accurate, and you agree to promptly update or correct any information that becomes inaccurate or out of date. You further represent that you have obtained all necessary consents and authorizations to disclose to Goldbridge any information you provide. Goldbridge may deny your application, suspend or terminate access to the Goldbridge Services, or close your Goldbridge Account if, in Goldbridge's sole determination, any information you have provided is incomplete, inaccurate, or outdated. Where Goldbridge requests additional information or consent required to maintain access to your Goldbridge Account or the Goldbridge Services, you must provide such information or consent within thirty (30) days of the date of Goldbridge's request.

To help the government fight the funding of terrorism and money laundering activities, federal law requires financial institutions to obtain, verify, and record information that identifies each person who opens an account. Goldbridge reserves the right to collect, store, use, and disclose your Data as required by applicable law. Goldbridge will maintain your Data in accordance with its data retention policies and applicable laws and regulations. Notwithstanding any deletion requests you may submit, Goldbridge may retain your Data as required by its data retention policies or applicable laws and regulations and, in such cases, will not be obligated to honor deletion requests that would conflict with such requirements.

You acknowledge and agree that we may use and provide your Data to any Financial Service Provider and Third-Party Service Provider to validate the information you have provided and determine your eligibility for the Services. YOU HEREBY AUTHORIZE GOLDBRIDGE, DIRECTLY OR THROUGH OUR FINANCIAL SERVICE PROVIDERS OR OTHER THIRD-PARTY SERVICE PROVIDERS, TO MAKE ANY INQUIRIES AND CONDUCT ANY INVESTIGATION TO VERIFY YOUR IDENTITY.

1.3 Third-Party Account Information

By submitting information, data, passwords, usernames, PINs, other login credentials, materials, and other content through the Platform ("User Content"), you grant us a license to use the User Content solely for the purpose of providing the Goldbridge Services. We may use and store User Content as needed. By submitting User Content, you represent that you are duly entitled to provide it to us for this purpose, free of any additional limitations or any obligation on our part to pay fees in connection therewith.

We cannot always foresee or anticipate technical or other difficulties, which may result in failure to obtain data or loss of data, personalization settings, or other service interruptions. We cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery, or failure to store any user data, communications, or personalization settings. Account Information may be stale as of the time viewed, reflecting the fact that time may have passed between when the information is downloaded from the third-party financial institution and when it is viewed by you. Such information may be more up to date when obtained directly from the relevant sites.

You authorize us to use Account Information you provide, including usernames and passwords, to access the third-party site(s) that maintain your Account Information. You hereby authorize and permit us to use and store such information to accomplish the foregoing and to configure the services for compatibility with those third-party sites. To the extent necessary, you grant Goldbridge a limited power of attorney and appoint Goldbridge as your attorney-in-fact and agent to access third-party sites and retrieve and use your Account Information, with full power and authority to do and perform each thing necessary as you could do in person, but solely in connection with providing you with the Account Information as part of the Goldbridge Services.

YOU ACKNOWLEDGE AND AGREE THAT WHEN WE ARE ACCESSING AND RETRIEVING ACCOUNT INFORMATION FROM THIRD-PARTY PLATFORMS, WE ARE ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY.

Notwithstanding anything in this Platform Agreement, we shall have no authority to take or have possession of any assets in the accounts maintained by such third parties or to direct delivery of any securities or payment of any funds held in such account to itself or to direct any disposition of such securities or funds. You agree that third-party account providers shall be entitled to rely on the foregoing authorization, agency, and power of attorney granted by you.

1.4 Electronic Communications

Products and services offered by Goldbridge, our Financial Service Providers, and any other Third-Party Service Provider are exclusively provided to you electronically, and these terms govern the condition of your acceptance of the Platform Agreement and any applicable Product Agreement accessible through the Platform relating to the Goldbridge Services.

(A) Electronic Signature. By accepting this Platform Agreement on behalf of your Company, your control persons, and each authorized User, your Company is adopting an electronic signature, and the Company consents and agrees that:

- Your electronic agreement to the Platform Agreement and any Product Agreement accessible through the Platform (including any related documents) has the same effect as if you signed them in ink.

- Goldbridge, our Financial Service Providers, and any Third-Party Service Provider can provide any and all information and disclosures to you electronically.

- Goldbridge, our Financial Service Providers, and any Third-Party Service Provider can send important communications and disclosures to you electronically, either through the Platform or to the email address that you provided to Goldbridge for that purpose.

(B) Applicability of Consent. Your consent applies to acceptance of this Platform Agreement as well as to any and all required disclosures and notices, all future communications to you at any time, and other communications that Goldbridge, our Financial Service Providers, and any Third-Party Service Provider provide to you electronically. All communications provided electronically will be deemed to be "in writing."

(C) Hardware and Software Requirements. In order to access and retain electronic communications, you will need the following:

- A connection to the Internet;

- A Current Version of an Internet browser we support that includes 128-bit encryption with cookies enabled;

- A Current Version of a program that accurately reads and displays PDF files;

- A valid email address;

- Sufficient storage space to save past communications or an installed printer to print them; and

- A computer or electronic device and an operating system capable of supporting all of the above.

(D) Notice of Changes. Goldbridge will notify you if there are any material changes to the hardware or software needed to receive electronic communications from Goldbridge, our Financial Service Providers, and any Third-Party Service Provider. By giving your electronic consent, you are confirming that you have access to the necessary equipment and are able to receive, open, and print or download a copy of any communications or its records. You should print or save a copy of these communications for your records in case they are not accessible online at a later date.

(E) Federal Law. You acknowledge and agree that your consent is being provided in connection with a transaction affecting interstate commerce that is subject to the federal Electronic Signatures in Global and National Commerce Act (the "Electronic Signatures Act"), and that Goldbridge, our Financial Service Providers, and any Third-Party Service Provider intend that the Electronic Signatures Act applies to the fullest extent possible to validate our ability to conduct business and communicate with you by electronic means.

By "Current Version," we mean a version of the software we support that is currently being supported by its publisher or the applicable platform (e.g., Apple's iOS). We support the Current Version and, for a period of time (at least three (3) months), the version immediately prior to the Current Version of Firefox, Google Chrome, Microsoft Edge, Safari, iOS, and Android.

1.5 Goldbridge Account Access

(A) Access Codes. Goldbridge shall provide you with access codes for the Goldbridge Account. You agree not to disclose such codes or permit any third party to use them. Disclosure of such codes or any other unauthorized activity involving your Goldbridge Account may result in a loss of access to your Goldbridge Account or having your Goldbridge Account temporarily suspended or permanently closed. You agree that we can rely on any request or transaction initiated through such codes without the need for further confirmation. The Goldbridge Account shall provide you a record of your Transactions under the Goldbridge Services, including any fees.

(B) Users and User Roles. Each individual who is granted access to your Goldbridge Account shall be assigned a User Role that determines the scope of their access to the Goldbridge Services. Available User Roles may include, but are not limited to, Admin, Property Manager, Tenant, Bookkeeper, Analyst, and Viewer, as examples of roles that may be shown on the Platform, each with varying degrees of privilege. The specific User Roles available to your Account, and the permissions and capabilities associated with each User Role, are defined within the Goldbridge Account settings and may be updated by Goldbridge from time to time. All Users granted access to your Goldbridge Account must be affiliated with and authorized by you. No more than one individual shall gain access to a User account at any given time. From time to time, you will be invited to enter certain preferences and specifications within the Goldbridge Account that will apply to the Goldbridge Services.

(C) Admin Role. A User assigned the Admin role shall have the highest level of administrative privileges in your Goldbridge Account, including the right to add, remove, and manage other Users, assign or modify User Roles, and configure account-level preferences. Users assigned other roles (e.g., Property Manager, Tenant, Bookkeeper, Analyst, or Viewer) shall have access only to those features and functions associated with their assigned role, as described on the Platform. Any additional terms and conditions posted to the Platform with respect to the Goldbridge Account, User Roles, or specific Goldbridge Services preferences selected by you are incorporated herein by reference.

You acknowledge that Goldbridge will not have any obligation to verify any Transaction in your Goldbridge Account initiated by a User of any User Role, and you may be held liable for any loss, damage, or expense arising from access to your Goldbridge Account by any User - regardless of their assigned User Role - including individuals using credentials to access your Goldbridge Account, whether or not such access was authorized. You are solely responsible for ensuring that each User is assigned an appropriate User Role commensurate with their responsibilities. You agree to indemnify and hold Goldbridge harmless against any and all actions, claims, or demands arising from activity in your Goldbridge Account by you, any Admin, or any other User of any role, including any person using their credentials to access your Goldbridge Account.

(D) Third-Party Access. Except as required to deliver the Goldbridge Services or as otherwise required by law, Goldbridge shall not grant any third party access to your Goldbridge Account. You shall notify Goldbridge by email to support@goldbridgebanking.com immediately in the event of any loss or disclosure, whether voluntary or otherwise, of any Goldbridge Account password or access code to a third party. Goldbridge may interrupt or refuse all access and any orders made using this password within one (1) business day following the receipt of notification.

1.6 Device Security

You shall use commercially reasonable efforts to secure your Data in your possession or under your control. You assume exclusive responsibility for ensuring the security of your Device and the Data on it. You agree to use a password or other security device(s) to lock your Device. You shall immediately notify Goldbridge of any actual or suspected breaches in the security of your devices or any Data. Goldbridge is not liable for the operation or failure of your Devices or those of any third party, including but not limited to processors, hosting services, internet service providers, Financial Service Providers, and other Third-Party Service Providers. You will not operate your Device in a manner that does not meet the applicable security requirements of our Financial Service Providers and Third-Party Service Providers.

2. Goldbridge Services

2.1 Access to Goldbridge Services

Goldbridge will provide the Goldbridge Services to you for the term of this Platform Agreement, subject to timely payment of all applicable fees and full compliance with the terms hereof. In connection with the Goldbridge Services, Goldbridge grants you a non-exclusive, non-transferable, non-assignable, and revocable right to use the Goldbridge Services in accordance with this Platform Agreement. Business entities may use the Goldbridge Services for their business purposes, and individual consumers may use the Goldbridge Services for personal, family, or household purposes, in each case as permitted by the applicable Product Agreements and as made available on the Platform. Goldbridge does not convey any right, title, or interest in the Goldbridge Services or the Goldbridge System to you. You acknowledge that the Goldbridge Services are cloud-based and that no copies of the Goldbridge Services or Goldbridge System will be delivered to you. Your right to use the Goldbridge Services will terminate upon termination of this Platform Agreement or any termination or suspension of the Goldbridge Services applicable to you or all Users.

2.2 Platform Fees

Your access to and use of the Goldbridge Services may be conditioned on your payment of applicable fees charged by Goldbridge for technology platform services (“Platform Fees”). The current schedule of Platform Fees will be posted at https://goldbridgebanking.com/fees, as updated from time to time. The fee schedule posted at that URL is incorporated into this Platform Agreement by reference. In the event of any conflict between such fee schedule and this Platform Agreement, this Platform Agreement controls.

Platform Fees may vary based on the Goldbridge Services, features, account type, customer type, transaction type, or other criteria selected by Goldbridge in its discretion. Goldbridge may introduce, modify, suspend, or eliminate Platform Fees at any time, to the maximum extent permitted by law. Goldbridge may also offer promotional pricing, fee waivers, or other special pricing arrangements that may not apply to all users or accounts.

Unless otherwise stated by Goldbridge in writing or required by applicable law, Platform Fees are non-refundable once incurred or paid. Goldbridge may assess Platform Fees on a per-transaction, monthly, annual, usage-based, or other basis as disclosed on the Platform or applicable invoice.

Platform Fees are separate from and in addition to any fees, charges, or expenses imposed by any Financial Service Provider, payment network, correspondent bank, or other Third-Party Service Provider in connection with banking services or other products. Such third-party fees are governed by the applicable Product Agreements or third-party terms, and are not included in Platform Fees unless expressly stated otherwise by Goldbridge.

Fees are exclusive of taxes, levies, duties, or similar governmental assessments of any kind, including sales, use, value-added, or withholding taxes, except taxes based on Goldbridge’s net income. You are solely responsible for all such taxes associated with your use of the Goldbridge Services. If Goldbridge is required to pay any such amounts on your behalf, you will reimburse Goldbridge promptly upon invoice.

2.3 Payment Authorization; ACH and Other Payment Methods

You authorize Goldbridge, and where applicable its affiliates or service providers, to collect Platform Fees and any other amounts due under this Platform Agreement by invoice, by debit from your Goldbridge Account, Bank Account, or Linked Account, or through any other payment method authorized by you and made available through the Platform, in each case to the extent permitted by applicable law and applicable agreement.

If Goldbridge collects amounts by ACH, you authorize Goldbridge and/or its affiliates to initiate debit and, where necessary, credit entries to the applicable Bank Account identified by you through the Platform or by other means acceptable to Goldbridge, for the purpose of collecting Platform Fees and other amounts due under this Platform Agreement. You represent and warrant that you are authorized to provide such instructions and to bind the owner of the applicable account. You agree to maintain sufficient funds in the applicable account to satisfy authorized debits. If we use the ACH network, the debits will be governed by the rules established by the National Automated Clearinghouse Association for business-related ACH debits, and you agree to the ACH Consent that is defined and set out below. If any invoice remains unpaid after the stated due date, or if any authorized debit is rejected, returned, or unsuccessful, Goldbridge may, without limiting its other rights or remedies, suspend or terminate your access to the Goldbridge Services and/or reattempt collection. Goldbridge’s acceptance of a partial payment does not waive its right to collect the remaining balance or exercise any other right or remedy. This payment authorization will remain in effect until revoked by you in writing and accepted by Goldbridge, provided that any such revocation will not affect obligations already incurred or any other collection rights available to Goldbridge under this Platform Agreement or applicable law.

The following is the "ACH Consent":

You request to effect settlement of credits and debits from your Bank Account(s) by means of ACH and/or wire transfer in conjunction with the Goldbridge Services. In accordance with your request, you authorize Goldbridge and/or its affiliates to initiate debit and credit entries to your Bank Account (the details of which are provided by you through the Goldbridge Account or by other means acceptable to Goldbridge). You agree to maintain sufficient funds in your Bank Account to cover your requested debit transactions. You confirm that you have the authority to agree to such transactions and that your Bank Account indicated is a valid and legitimate account for the handling of these transactions. This authority is to remain in effect until Goldbridge receives written notice from you revoking it. This authorization is for the payment of fees or any other sums owed to Goldbridge. You certify that the appropriate authorizations are in place to allow you to authorize this method of settlement. All changes to the identification of your Bank Account under this authorization must be made in writing in accordance with this Platform Agreement. You understand that if the information supplied as to the ABA routing number and account number of your Bank Account is incorrect and funds could be incorrectly deposited, Goldbridge will attempt to assist you in the recovery of such funds but has no liability as to restitution of the same. You acknowledge that the origination of ACH transactions to your Bank Account must comply with the provisions of applicable U.S. law.

2.4 Messages

Certain functionality within the Goldbridge Services may allow you to send messages to other parties. By using such functionality, you represent and warrant that: (i) you will only send messages to recipients who have provided their express prior consent to receive such messages; (ii) you bear sole responsibility for all messages sent, and Goldbridge acts only as a Data transfer service in connection therewith; and (iii) you will indemnify and hold Goldbridge harmless from any and all claims arising out of or related to your messages. In the event that a recipient requests that Goldbridge prevent you from sending further messages to them through the Goldbridge Services, Goldbridge will honor such request and block you from sending messages to that person.

2.5 Interstate and Cross-Border Nature of Communications

You acknowledge that in contributing User Content or using the Goldbridge Services to send electronic communications, you will be causing communications to be sent through our computer networks, portions of which are located in various states and localities in the United States and portions of which may be located abroad. As a result, and also as a result of Goldbridge network architecture and business practices and the nature of electronic communications, even communications that seem to be intrastate in nature may result in the transmission of interstate or cross-border communications regardless of where you are physically located at the time of transmission. Accordingly, by agreeing to this Platform Agreement, you acknowledge that the contribution of User Content and use of the Goldbridge Services results in interstate data transmissions.

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or any country in which you originate the transmission.

2.6 Use of Goldbridge Services for Transactions

You agree to use the Goldbridge Services only for good-faith Transactions and not for Transactions on behalf of third parties. You agree to review Transactions on the Platform and promptly notify Goldbridge of any irregularities or actual or suspected unauthorized activity.

You shall provide Goldbridge and, where applicable, the Financial Service Providers with all of your Data necessary for Goldbridge to carry out a Transaction. Depending on the availability of such services from the Financial Service Providers, Transactions may include, for example, the transfer of Data from you to the Financial Service Providers to initiate an outgoing electronic funds transfer payment or a wire transfer, either from your Bank Account or other account held by you with the Financial Service Provider pursuant to your applicable Product Agreement with such Financial Service Provider.

You hereby grant Goldbridge permission to not deliver Transaction Data to a Financial Service Provider where such Data may result, as determined by Goldbridge or the Financial Service Provider in its sole discretion, in a payment transaction for which your Bank Account or other account held by you with the Financial Service Provider contains insufficient funds.

Goldbridge offers no guarantee as to the financial results of any Transaction, all of which are the sole and exclusive responsibility of the Financial Service Provider. Goldbridge makes no representation or warranty as to the accuracy or completeness of any Transaction or other Data where the input is your responsibility. Goldbridge does not have the ability to undo Transactions. Goldbridge is under no affirmative obligation to monitor the content of Data to, for example, detect fraud by you, our Financial Service Provider, or other Third-Party Service Providers.

2.7 Maintenance and Modification of Services

Goldbridge shall use commercially reasonable efforts to maintain the smooth operation of the Goldbridge Services throughout the term of this Platform Agreement. Notwithstanding the foregoing, Goldbridge shall have no liability to you in connection with any failure, bug, or interruption in the Goldbridge Services. Upon becoming aware of any error, anomaly, malfunction, or bug - whether reported by you or otherwise - Goldbridge will respond in such manner as it deems appropriate in its sole discretion.

If required, you agree that you will promptly install any and all upgrades, bug fixes, and other improvements to the Platform as they may be made available from time to time.

During the term of this Platform Agreement, Goldbridge may maintain, update, or replace the Goldbridge Services and the Platform in such a manner as it determines to be appropriate. Goldbridge may, but has no duty to, provide new Goldbridge Service versions to correct errors, improve, develop, or adapt the existing version and add new functions and features.

Goldbridge reserves the right to modify any Goldbridge Service at its sole discretion. We do not guarantee that each of the Services will always be offered or available to you. In the event Goldbridge modifies or discontinues a Goldbridge Service you are using in a way that materially reduces the features or functionality of the Service, we will use commercially reasonable efforts to provide at least thirty (30) days' advance notice to you before the Goldbridge Service is discontinued or materially modified.

2.8 Limitations on Goldbridge Services

In order to reduce the risk of Goldbridge Services being used for money laundering, the financing of terrorism, or other Prohibited Activity, or otherwise in breach hereof, and to limit Goldbridge's and Third-Party Service Providers' exposure to excessive security, financial, or reputational risk, Goldbridge reserves the right to impose limits on Transactions and other elements of the Goldbridge Services at its sole discretion and where in compliance with applicable law, without prior notice. New accounts may be subject to longer hold or review periods. Our Financial Service Provider may separately reserve such rights to impose limits on your accounts held directly with any Financial Service Provider pursuant to the terms of your Bank account agreement or other Product Agreement with such Financial Service Provider.

2.9 Intellectual Property

The Goldbridge System - including its source and object codes, documentation, appearance, structure, and organization - is a proprietary product of Goldbridge protected by copyright and other applicable laws. Title to the Goldbridge System, and any copy, update, modification, or merged portion thereof, shall remain exclusively with Goldbridge at all times. Goldbridge expressly reserves all right, title, and interest in and to the Goldbridge System, and retains the exclusive right to reproduce, publish, sell, modify, distribute, create derivative programs of, and sublicense the Goldbridge System to other licensees. You shall not decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code of the Goldbridge System or use any expression of the Goldbridge System in other than object code form. You shall not alter or modify the Goldbridge System, remove any trademarks, proprietary legends, or copyright notices, or reproduce, publish, sell, distribute, or sublicense the Goldbridge System in any manner. Nothing in this Platform Agreement grants or conveys to you any Intellectual Property Rights in the Goldbridge Services or the Goldbridge System.

2.10 Feedback and Suggestions

If you choose to provide input and suggestions regarding the Goldbridge Services ("Feedback"), you hereby grant Goldbridge an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Platform and Goldbridge Services and create other products and services.

We are under no obligation to provide support or improvements for the Goldbridge Services. Questions, comments, or requests submitted to the Goldbridge customer service department shall be directed to support@goldbridgebanking.com.

3. Credits Program

3.1 Overview

Goldbridge may offer Credits to eligible users as incentives for platform usage and engagement. Credits are provided by Goldbridge pursuant to this Platform Agreement as compensation for your use of Goldbridge's technology platform services and are separate from and in addition to any banking services or products provided by our Financial Service Providers.

3.2 Credits Are Not Interest; Not Cash

YOU ACKNOWLEDGE AND AGREE THAT CREDITS: (i) ARE NOT INTEREST ON ANY DEPOSIT ACCOUNT; (ii) ARE NOT BANKING PRODUCTS OR SERVICES; (iii) ARE NOT CASH OR CASH EQUIVALENTS; (iv) HAVE NO CASH REDEMPTION VALUE; (v) ARE NON-TRANSFERABLE AND CANNOT BE SOLD, ASSIGNED, OR CONVEYED TO ANY THIRD PARTY; AND (vi) ARE PROVIDED BY GOLDBRIDGE, NOT BY ANY FINANCIAL SERVICE PROVIDER, PURSUANT TO THIS PLATFORM AGREEMENT FOR TECHNOLOGY SERVICES.

3.3 Separation from Banking Services

Platform Credits are offered pursuant to this Platform Agreement, which governs your use of Goldbridge's technology platform services. Credits are entirely separate from any deposit account agreement, banking relationship, or other Product Agreement you may have with a Financial Service Provider. Nothing in the Platform Credits Program affects, modifies, or diminishes any obligations under deposit account agreements or other Product Agreements, including without limitation any obligations to pay interest on security deposits or other funds as required by applicable law. Platform Credits are funded by Goldbridge. Credits are not funded by any Financial Service Provider(s).

3.4 Eligibility and Earning Credits

Goldbridge may make Credits available to business users who meet eligibility criteria established by Goldbridge in its sole discretion. Credits are available to business accounts, including accounts used by landlords, property managers, and other business entities for business purposes related to property management operations Eligibility criteria, earning rates, and Credit accrual methods will be disclosed on the Platform and may be modified by Goldbridge at any time. Credits may be calculated based on various platform usage metrics, including but not limited to deposit volumes, transaction counts, platform feature utilization, or other engagement measures. The manner in which Credits are calculated and awarded is determined solely by Goldbridge and may vary by user, account type, or over time.

3.5 Closed-Loop Redemption; Authorized Uses

Credits are closed-loop, non-fungible benefits that may be redeemed solely for specific technology services and products made available through the Platform from Goldbridge or designated third-party vendors. Credits cannot be redeemed for cash. The specific services and products for which Credits may be redeemed will be identified on the Platform and may include, without limitation: property management software subscriptions, tenant screening services, online payment processing tools, digital marketing services, compliance and reporting tools, or other eligible services designated by Goldbridge. For further information on how to earn and redeem Credits, please visit the Credits Program page at https://goldbridgebanking.com/credits-program. Goldbridge reserves the right to modify this information at any time, including the list of eligible redemption options, pursuant to Section 3.7.

3.6 Credit Terms and Expiration

Credits have no cash value and expire in accordance with terms disclosed on the Platform at the time Credits are awarded. Expired Credits cannot be reinstated. Goldbridge may establish maximum Credit balances, redemption limits, or other restrictions in its sole discretion. Credits are personal to your Account and cannot be transferred, sold, or assigned to any other person or entity. Unless otherwise stated at the time Credits are awarded, Credits expire at the end of each calendar year.

3.7 Program Modifications and Termination

Goldbridge reserves the right to modify, suspend, or terminate the Credits Program at any time, with or without notice, in its sole discretion. Modifications may include changes to credits earned, , redemption options, expiration terms, or eligibility criteria. In the event Goldbridge terminates the Credits Program, Goldbridge will provide reasonable notice and opportunity for users to redeem any unexpired Credits, but Goldbridge shall have no obligation to provide cash or other compensation in lieu of unredeemed Credits.

3.8 No Guarantee; Discretionary Program.

The Credits Program is a discretionary incentive program offered by Goldbridge. Goldbridge makes no guarantee that Credits will be awarded at any particular rate or that the Program will continue for any particular duration. Users have no vested right to Credits, and Credits do not constitute property of the user until and unless redeemed in accordance with Program terms.

3.9 Tax Reporting and Liability

You acknowledge that Platform Credits may have tax consequences and you are solely responsible for determining and satisfying any tax obligations arising from the receipt or redemption of Credits. Goldbridge may report Credit values to tax authorities as required by applicable law. You agree to provide any information reasonably requested by Goldbridge for tax reporting purposes.

3.10 Security Deposit Interest Obligations and Disclaimers

IF YOU ARE A LANDLORD OR PROPERTY MANAGER WHO MAINTAINS TENANT SECURITY DEPOSITS AT A FINANCIAL SERVICE PROVIDER THROUGH THE PLATFORM: (i) YOU ACKNOWLEDGE THAT CERTAIN STATES AND LOCALITIES REQUIRE LANDLORDS TO PAY INTEREST ON TENANT SECURITY DEPOSITS AT SPECIFIED RATES; (ii) YOU UNDERSTAND AND AGREE THAT ALL INTEREST REQUIRED BY APPLICABLE LAW ON TENANT SECURITY DEPOSITS BELONGS TO TENANTS AND MUST BE PAID TO TENANTS IN ACCORDANCE WITH APPLICABLE LAW; (iii) YOU ACKNOWLEDGE THAT PLATFORM CREDITS ARE SEPARATE FROM AND IN ADDITION TO ANY INTEREST ON SECURITY DEPOSITS, AND CREDITS DO NOT CONSTITUTE INTEREST ON DEPOSITS WITHIN THE MEANING OF ANY STATE OR LOCAL SECURITY DEPOSIT INTEREST REQUIREMENT; (iv) YOU REMAIN SOLELY RESPONSIBLE FOR ENSURING COMPLIANCE WITH ALL APPLICABLE STATE AND LOCAL LAWS REGARDING SECURITY DEPOSITS, INCLUDING INTEREST PAYMENT REQUIREMENTS, REGARDLESS OF YOUR PARTICIPATION IN THE PLATFORM CREDITS PROGRAM; AND (v ) YOU AGREE TO INDEMNIFY AND HOLD GOLDBRIDGE AND OUR FINANCIAL SERVICE PROVIDER(S) HARMLESS FROM ANY CLAIMS, DAMAGES, OR LIABILITIES ARISING FROM YOUR FAILURE TO COMPLY WITH SECURITY DEPOSIT LAWS OR FROM ANY ALLEGATION THAT PLATFORM CREDITS CONSTITUTE INTEREST ON SECURITY DEPOSITS.

3.11 Forfeiture; Prohibited Conduct

(A) Forfeiture for Cause. Goldbridge reserves the right, in its sole and absolute discretion, to forfeit, cancel, or reclaim any and all Credits (whether earned, pending, or redeemed) and to suspend or terminate your participation in the Credits Program immediately and without prior notice upon Goldbridge's determination that you have engaged in, attempted to engage in, or facilitated any Prohibited Conduct (as defined below).

(B) Prohibited Conduct. For purposes of this Section 3.11, "Prohibited Conduct" means any conduct that Goldbridge determines, in its sole discretion, to be inconsistent with the intended purpose of the Credits Program or otherwise abusive, and includes without limitation: (i) any attempt to manipulate, game, exploit, or circumvent the Credits Program or its terms, conditions, earning criteria, or redemption mechanisms; (ii) creating multiple accounts or causing multiple accounts to be created for the purpose of obtaining additional Credits; (iii) engaging in artificial, simulated, or sham transactions or activities designed to generate Credits without corresponding bona fide business purpose or economic substance; (iv) making any false, misleading, or deceptive statement or representation to Goldbridge in connection with the Credits Program or otherwise providing inaccurate information for the purpose of obtaining Credits; (v) opening an account or maintaining deposit balances for the primary or substantial purpose of earning Credits and subsequently closing such account or withdrawing such balances within a time period that Goldbridge determines, in its sole discretion, to constitute "churning" or other abusive conduct; (vi) coordinating with other Users or third parties to maximize Credits in a manner that Goldbridge determines to be abusive or contrary to the Credits Program's intended purpose; or (vii) otherwise taking advantage of, abusing, or misusing the Credits Program or engaging in conduct that Goldbridge determines to be detrimental to Goldbridge, its Financial Service Providers, or the integrity of the Credits Program.

(C) Investigation and Determination. Goldbridge may investigate any suspected Prohibited Conduct and may suspend Credits accrual or redemption pending such investigation. Goldbridge's determination as to whether Prohibited Conduct has occurred shall be final and binding. You agree to cooperate fully with any investigation and to provide such information and documentation as Goldbridge may reasonably request.

(D) No Liability. Goldbridge shall have no liability to you for any forfeiture, cancellation, reclamation, suspension, or termination pursuant to this Section 3.11, and you hereby waive and release any and all claims against Goldbridge arising from or relating to any action taken by Goldbridge under this Section.

4. Cash Back Rewards Program

4.1 Overview

Goldbridge may offer you the opportunity to earn Cash Back through your enrollment in the Rewards Program as an incentive for eligible usage of your Spend Card(s). The Rewards Program is separate from and in addition to any banking services or products provided by our Financial Service Providers. Cash Back is a promotional incentive funded by Goldbridge and is not interest, is not APY, and is not deposit account earnings.

4.2 Earning Cash Back

(A) You may earn Cash Back based on eligible purchase activity and usage of your Spend Card. You can review the current cash back rates, calculation methodology, payout timing, exclusions, and other program details at https://goldbridgebanking.com/rewards-program, as updated from time to time.

(B) Unless Goldbridge states otherwise, Cash Back is calculated each calendar month using the following methodology:

Monthly Cash Back = Eligible Settled Purchase Volume × Applicable Cash Back Rate

(C) You will automatically begin earning Cash Back, if eligible, upon using your Spend Card, subject to this Agreement, the Rewards Program, and any additional promotional terms Goldbridge may make available from time to time. You may notify Goldbridge that you want to withdraw from the Rewards Program at any time.

(D) If earned, Cash Back will generally be credited automatically to the Bank Account linked to the applicable Spend Card or otherwise designated by Goldbridge. Cash Back typically accrues to the Company associated with the applicable Goldbridge Account, and not to any individual User or cardholder, regardless of which User initiated the underlying transaction. Goldbridge expects, but does not guarantee, that earned Cash Back will generally be posted within ten (10) business days after the end of the applicable calendar month.

(E) Goldbridge may withhold, decline to pay, reverse, adjust, offset, or recoup Cash Back at any time if the underlying transaction is refunded, returned, reversed, charged back, disputed, fraudulent, unauthorized, or otherwise determined by Goldbridge to be ineligible, or if Goldbridge reasonably suspects misuse, abuse, fraud, prohibited conduct, or a violation of this Agreement, the Rewards Program, or any other applicable terms.

4.4 Good Standing

You are not eligible to earn or receive any Cash Back during any period during which your Goldbridge Account, any Spend Card, or your use of the Goldbridge Services is designated by Goldbridge as lost, stolen, closed, suspended, revoked, delinquent, charged off, in recovery, associated with fraud or suspected fraud, or otherwise not considered by Goldbridge to be in good standing. No Cash Back will be retroactively credited for otherwise qualifying transactions occurring during any period in which your Goldbridge Account was not in good standing.

4.5 Questions and Error Claims

Cash Back may not be immediately credited. If you believe you should have earned Cash Back for an eligible transaction and it does not appear within thirty (30) days after the end of the calendar month in which the transaction settled, you may contact customer service and we will investigate. You agree to notify Goldbridge promptly of any alleged error relating to the calculation, payment, reversal, or adjustment of Cash Back, but in no event later than sixty (60) days after the date the relevant Cash Back was paid, withheld, reversed, or adjusted. Goldbridge may be unable to investigate claims submitted after that time.

4.6 Modification or Termination of the Rewards Program

Goldbridge reserves the right, in its sole discretion, to suspend, cancel, modify, or terminate the Rewards Program at any time and for any reason, with or without prior notice, subject to applicable law. Goldbridge reserves the right, in its sole discretion, to add, delete, change, or revise the terms and conditions of the Rewards Program, including but not limited to qualifications for participation, program features or procedures, special promotions or offers, Cash Back rates, payout timing, excluded transactions, merchant-specific or category-specific offers, caps or limitations, disqualifying events, and new, revised, or additional Rewards Program terms.

4.7 Taxes

You are solely responsible for determining and paying any federal, state, or local taxes, fees, or other charges, if any, that may be imposed by any governmental or regulatory authority on any Cash Back earned through the Rewards Program, whether imposed at the time Cash Back is credited or subsequently. If Goldbridge is required to report taxes in connection with any Cash Back, such tax reporting may be made using the tax information associated with the applicable Goldbridge Account.

4.8 Disqualification

Goldbridge reserves the sole and absolute right to disqualify you or any other User from participation in the Rewards Program and to withhold, cancel, reverse, adjust, offset, or recoup any Cash Back in cases of actual or suspected abuse, misuse, fraud, prohibited conduct, violation of this Agreement, or violation of any other applicable terms and conditions.

4.9 Liability

Neither Goldbridge nor its Third-Party Service Providers or Financial Service Providers, nor any of their respective employees, officers, affiliates, or agents, shall be liable to you or any User for any action or inaction relating to the Rewards Program, or for any financial loss, property loss or damage, accident, delay, inconvenience, or irregularity arising from any act, default, nonperformance, or wrongful, careless, negligent, or unauthorized act or omission of any Rewards Program supplier or other third party involved in the Rewards Program, except as required by applicable law.

4.10 Intellectual Property

All trademarks, service marks, and trade names used by Goldbridge in connection with the Rewards Program are the property of Goldbridge or its licensors. You and your Users may not use them for any purpose without the prior written authorization of Goldbridge.

5. General

5.1 Term and Termination

The term of this Platform Agreement shall start on the earlier of the date that you have accepted the terms of this Platform Agreement via the Platform, or your use of Goldbridge Services, and will continue until terminated in accordance with the terms hereof.

You can terminate this Platform Agreement at any time by closing your Goldbridge Account or by sending notice to Goldbridge at legal@goldbridgebanking.com that you wish to terminate this Platform Agreement. Goldbridge can terminate or suspend access to the Platform, any Goldbridge Service provided hereunder, and performance hereunder at any time for no reason or for any reason without prior notice to or consent from you. Goldbridge also reserves the right to suspend supply of the Goldbridge Services or terminate this Platform Agreement without prior notice to you in the event that Goldbridge determines, in its sole discretion, that continuing to perform hereunder would expose Goldbridge to excessive risk, whether legal, regulatory, compliance, security, financial, reputational, or otherwise.

Upon termination of this Platform Agreement, you shall no longer be entitled to use the Goldbridge Account, Goldbridge Services, or the Platform. Upon request by Goldbridge at termination, you agree to either destroy or return all Goldbridge Data and documentation related to the Platform and Goldbridge Services, in all forms, both complete and partial, in all media. All provisions regarding indemnification, representations, warranties, liability and limits thereon, governing law, arbitration, assignment, and Confidential Information shall survive termination. Termination of this Platform Agreement shall not relieve you of your obligations to pay accrued fees or other liabilities incurred hereunder.

5.2 Goldbridge Is Not a Bank, Financial Planner, Broker, or Tax Advisor

GOLDBRIDGE IS A FINANCIAL TECHNOLOGY COMPANY AND NOT A BANK, FINANCIAL INSTITUTION, OR FINANCIAL ADVISORY SERVICE. THE GOLDBRIDGE SERVICES ARE NOT INTENDED TO CONSTITUTE LEGAL, FINANCIAL, INVESTMENT, OR TAX ADVICE, AND NEITHER GOLDBRIDGE NOR THE GOLDBRIDGE SERVICES SHOULD BE RELIED UPON FOR SUCH PURPOSES. Your financial circumstances are unique, and any information or guidance accessed through the Goldbridge Services may not be suitable for your specific situation. Before making any material financial decisions or implementing any financial strategy, you should consult with your accountant or other qualified financial advisers who have full knowledge of your individual circumstances.

5.3 Prohibited Users

The following Persons are prohibited from using the Goldbridge Services: (i) Persons who appear on the U.S. Department of the Treasury, Office of Foreign Assets Control (OFAC), Specially Designated Nationals List (SDN) or are otherwise subject to sanctions enforced by OFAC or any government authority, including the United Nations, the European Union, the State Secretariat for Economic Affairs of Switzerland, the Swiss Directorate of International Law, H.M. Treasury of the United Kingdom, the Hong Kong Monetary Authority, or the Monetary Authority of Singapore; (ii) authorized Users who are natural Persons who are less than 18 years of age or the age of majority in the state in which your business is located, or in the case of individual consumers, the state in which the consumer resides; and (iii) Persons, or their Affiliates, who have procured any services from Goldbridge and have been terminated for cause by Goldbridge.

5.4 Prohibited Activities

It is forbidden for you to use the Goldbridge Services to, directly or indirectly, knowingly or unknowingly, assist in any Prohibited Activity (defined in the Glossary below) or any illegal activity. Without limiting the foregoing, you agree not to use the Goldbridge Services to:

- Attempt unauthorized access to systems, accounts, or data;

- Use bots, scrapers, or automation tools not expressly authorized by Goldbridge;

- Interfere with the normal functioning of the Platform or Goldbridge Services;

- Reverse engineer or copy our software or infrastructure; or

- Use the Goldbridge Services in any way that violates applicable local, state, national, or international laws or regulations.

5.5 Arbitration Provision and Class Action Waiver

THIS ARBITRATION PROVISION AFFECTS YOUR RIGHTS. PLEASE READ CAREFULLY BEFORE AGREEING TO THESE TERMS. EXCEPT AS OTHERWISE NOTED, CAPITALIZED TERMS HAVE THE MEANING SPECIFIED IN THE PLATFORM AGREEMENT.

EXCEPT FOR CERTAIN KINDS OF DISPUTES DESCRIBED IN THIS SECTION, YOU AGREE THAT DISPUTES ARISING UNDER THIS PLATFORM AGREEMENT WILL BE RESOLVED BY BINDING ARBITRATION, AND BY ACCEPTING THIS PLATFORM AGREEMENT, YOU AND GOLDBRIDGE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS UNDER THIS CONTRACT. YOUR RIGHTS WILL BE DETERMINED BY A SINGLE ARBITRATOR AND NOT A JUDGE OR JURY.

(A) Generally. Any dispute arising in connection with this Platform Agreement will be resolved by binding arbitration, 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 Platform Agreement. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS PLATFORM AGREEMENT, YOU AND GOLDBRIDGE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

(B) Exceptions. Notwithstanding the foregoing, nothing in this Platform Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) file suit in a court of law to address an intellectual property infringement claim.

(C) Arbitrator. Any arbitration between you and Goldbridge will be settled under the Federal Arbitration Act and administered by the American Arbitration Association ("AAA"). If you have any questions concerning the AAA or would like to obtain a copy of the AAA arbitration rules, you may call (800) 778-7879 or visit the AAA's website at www.adr.org. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement. There shall be a single arbitrator who shall be an attorney practicing commercial law in the State of Delaware. The arbitration shall take place in English.

(D) Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail, by Federal Express (signature required), or, only if that other party has not provided a physical address, by electronic mail ("Notice of Arbitration"). Goldbridge's address for Notice is: Goldbridge Technologies, Inc., 50 W Manor Dr #1756, Pacifica, CA 94044. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). The parties will make good-faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within thirty (30) days after the Notice of Arbitration is received, you or Goldbridge may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Goldbridge must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Goldbridge in settlement of the dispute prior to the award, Goldbridge will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) $10,000.

(E) Arbitration Fees. If you commence arbitration in accordance with these Terms, payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in the State of California, but if the claim is for $10,000 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 or video hearing; or (c) by an in-person hearing as established by the AAA Rules in the county of your billing address. 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)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Goldbridge for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.

(F) No Class Actions. YOU AND GOLDBRIDGE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Goldbridge agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

(G) Modifications to This Arbitration Provision. If Goldbridge makes any future change to this arbitration provision, other than a change to Goldbridge's address for Notice of Arbitration, you may reject the change by sending us written notice within thirty (30) days of the change to Goldbridge's address for Notice of Arbitration, in which case your Goldbridge Account will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected, will survive.

5.6 Cross Guaranty

(A) Guarantee of Obligations. You hereby guarantee, as primary obligor and not merely as surety, the full and punctual payment and performance of all Guaranteed Obligations (as defined in Section 5.6 (B) below), including all obligations of your Affiliates and all obligations arising under any Affiliate Agreement. This guarantee is absolute, unconditional, and irrevocable, and extends to all present and future obligations of you and each of your Affiliates under this Platform Agreement, any applicable Product Agreement, and any Affiliate Agreement.

(B) Defined Terms; Scope of Guaranteed Obligations. As used in this Section 5.6, the following terms have the meanings set forth below:"Affiliate," for purposes of this Section 5.6 only, means any subsidiary or parent entity that directly or indirectly owns you."Affiliate Agreement" means any Platform or Product Agreement entered into by Goldbridge or any of its affiliates, on the one hand, and you or any Affiliate, on the other hand."Guaranteed Obligations" means all present and future obligations, liabilities, covenants, and amounts owed by you and/or any of your Goldbridge Accounts or any Affiliate under or relating to this Platform Agreement or any Affiliate Agreement, and includes, without limitation: (i) all obligations under this Platform Agreement and any applicable Product Agreements; (ii) all obligations of you or any Affiliate under any Affiliate Agreement; (iii) all obligations arising from your or any Affiliate's use of the Platform and the Goldbridge Services, including any Goldbridge Account; (iv) all Transactions initiated by you, any User, or any Affiliate, and all Charges arising therefrom; (v) all indemnity and reimbursement obligations arising from your or any Affiliate's use of the Goldbridge Services; (vi) all fees, penalties, or similar amounts payable from time to time hereunder or under any Affiliate Agreement; and (vii) all costs, expenses, and fees (including the reasonable and documented fees and expenses of Goldbridge's counsel) in any way relating to the enforcement or protection of Goldbridge's rights hereunder or under any Affiliate Agreement.

Waiver of Defenses. Your obligations under this guarantee (this "Affiliate Guaranty") are irrevocable, continuing, absolute, and unconditional. The Affiliate Guaranty shall not be discharged, impaired, or otherwise affected by any of the following, and you hereby irrevocably waive any and all defenses to enforcement, whether now existing or hereafter arising, including any defense based on: (i) any illegality, invalidity, or unenforceability of any Guaranteed Obligation, this Platform Agreement, any Affiliate Agreement, or any related agreement or instrument; (ii) any change in the time, place, or manner of payment or performance of, or in any other term of, the Guaranteed Obligations, or any rescission, waiver, release, assignment, amendment, or other modification of this Platform Agreement or any Affiliate Agreement; (iii) any default, failure, or delay, willful or otherwise, in the performance of the Guaranteed Obligations; (iv) any change, restructuring, or termination of the corporate structure, ownership, or existence of you or any Affiliate, or any insolvency, bankruptcy, reorganization, or other similar proceeding affecting you, any Affiliate, or your or any such Affiliate's assets; (v) any failure of Goldbridge to assert any claim or demand or to exercise or enforce any right or remedy under the provisions of this Platform Agreement or any Affiliate Agreement; or (vi) any other circumstance (including, without limitation, any applicable statute of limitations), act, omission, or manner of administering this Platform Agreement or any Affiliate Agreement that might vary the risk of you or otherwise operate as a defense available to, or a legal or equitable discharge of, you.

You further acknowledge and agree that: (a) this Affiliate Guaranty is a guaranty of payment and performance and not of collection; (b) Goldbridge is not obligated to enforce or exhaust its remedies against any Affiliate under any Affiliate Agreement before proceeding to enforce this Affiliate Guaranty; (c) this Affiliate Guaranty is a direct guaranty and independent of the obligations of any Affiliate under any Affiliate Agreement; and (d) your guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time all or part of any payment of any Guaranteed Obligation is voided, rescinded, or recovered or must otherwise be returned by Goldbridge upon the insolvency, bankruptcy, or reorganization of any Affiliate.

You hereby unconditionally and irrevocably waive any right to revoke this Affiliate Guaranty and acknowledge that this Affiliate Guaranty is continuing in nature and applies to all presently existing and future Guaranteed Obligations, until the complete, irrevocable, and indefeasible payment and satisfaction in full of the Guaranteed Obligations.

5.7 Indemnification

You agree to defend, indemnify, and hold harmless Goldbridge and its directors, officers, employees, agents, assigns, processors, suppliers (including our Financial Service Providers and Third-Party Service Providers), and successors-in-interest from and against any and all third-party liability, damages, losses, claims, demands, actions, causes of action, costs, and expenses (including reasonable attorneys' fees and expenses) arising out of or in connection with: (i) your performance or non-performance under this Platform Agreement, including any statement, misstatement, representation, or misrepresentation made by you; (ii) any negligent or willful acts or omissions of you or your Users, agents, and/or employees; (iii) any statements, claims, representations, or warranties made by you or your Users, agents, and/or employees with respect to any Product or any other matter; (iv) your provision of, or failure to provide, any Product; (v) any of your Relationships; (vi) your acts or omissions generally; (vii) your relationship with any Financial Service Provider or Third-Party Service Provider; (viii) any tax liabilities associated with Transactions or the sale of any Product, regardless of which party bears the legal duty to collect and remit; (ix) use of the Goldbridge Account; (x) any of your vendors; (xi) attorneys' fees and other costs incurred by Goldbridge in enforcing this Platform Agreement or collecting amounts due from you; (xii) responding to third-party requests for your Data or information, including subpoenas or court orders; and (xiii) Transactions or financial transactions involving you, our Financial Service Providers, or other Third-Party Service Providers.

5.8 Limitations on Goldbridge's Liability

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, GOLDBRIDGE, ITS AFFILIATES, ITS FINANCIAL SERVICE PROVIDERS, THIRD-PARTY SERVICE PROVIDERS, AGENTS, LICENSORS, DISTRIBUTORS, OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") SHALL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES ATTRIBUTABLE TO LOSS OF PROFITS, SALES OR BUSINESS, LOSS OF ANTICIPATED SAVINGS, LOSS OF USE OR BUSINESS INTERRUPTION, WORK STOPPAGE, OR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR EXEMPLARY DAMAGES, EVEN IF GOLDBRIDGE HAS BEEN APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. EXCEPT AS REQUIRED BY LAW OR PURSUANT TO THE "ARBITRATION PROVISION AND CLASS ACTION WAIVER" SECTION ABOVE, GOLDBRIDGE'S LIABILITY (WHETHER BASED ON AN ACTION OR CLAIM IN CONTRACT, TORT, OR OTHERWISE) TO YOU OR ANY THIRD PARTY, IN ANY WAY CONNECTED WITH OR ARISING OUT OF THIS PLATFORM AGREEMENT, WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $500.00 (FIVE HUNDRED UNITED STATES DOLLARS).

Goldbridge shall use commercially reasonable efforts to perform its obligations under this Platform Agreement; however, Goldbridge, its Affiliates, Financial Service Providers, Third-Party Service Providers, agents, suppliers, or licensors shall not be liable for any loss resulting from your activities, any erroneous statements or errors in data transmission, or any loss arising from a delay, interruption, or failure to perform due to circumstances beyond Goldbridge's reasonable control, including without limitation acts of God, fire, explosion, earthquake, riot, terrorism, war, sabotage, accident, embargo, storms, strikes, lockouts, lockdowns, pandemics, or any interruption, failure, or defects in Internet, telephone, or other interconnection services or in electronic or mechanical equipment. Goldbridge's obligations under this Platform Agreement shall be suspended for the duration of any such event, and such suspension shall not give rise to a right of termination by you.

5.9 Disclaimer of Warranties

THE PLATFORM, GOLDBRIDGE SERVICES, INFORMATION, DATA, FEATURES, AND ALL CONTENT AND OTHER SERVICES AND PRODUCTS ASSOCIATED WITH OR PROVIDED THROUGH THE GOLDBRIDGE SERVICES ARE PROVIDED TO YOU ON AN "AS-IS," "AS AVAILABLE," AND "WITH ALL FAULTS" BASIS. GOLDBRIDGE AND ITS SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE PLATFORM OR OF THE GOLDBRIDGE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE GOLDBRIDGE SERVICES IS AT YOUR SOLE RISK.

NEITHER GOLDBRIDGE NOR ITS SUPPLIERS MAKE ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF THE CONTENT ON THE PLATFORM OR OF THE GOLDBRIDGE SERVICES, AND EXPRESSLY DISCLAIM ANY WARRANTIES OF NON-INFRINGEMENT, USABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY WARRANTIES THAT THE GOLDBRIDGE SERVICES OR THEIR OPERATION WILL BE INTERRUPTION-FREE, ERROR-FREE, OR WITHOUT VIRUSES OR OTHER HARMFUL MATERIALS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

5.10 Errors

In the event of an error in a Transaction, you shall immediately notify Goldbridge of the error via email at support@goldbridgebanking.com. Goldbridge uses commercially reasonable efforts to investigate the error but makes no representation as to its ability to correct the error. You shall provide Goldbridge with any information necessary to investigate an error in a Transaction. Some payment transactions, such as wire transfers, may be irreversible, so you agree to exercise extreme caution when initiating any Transaction.

5.11 Your Relationships

Goldbridge is not a party to any of your Relationships that give rise to Transactions or your other use of the Goldbridge Services. You are solely responsible for any Transactions arising from the use of the Goldbridge Services. Goldbridge shall not be liable for any errors caused by you or interruptions of any hosting company computer systems or communication lines. Where your Relationship or a Transaction relates to the purchase or sale of Product, Goldbridge has no liability with respect to such Product or any third-party supplier thereof.

5.12 Independent Contractor

Neither party has any right to create any obligations on the part of the other party without the other's prior written consent. Nothing in this Platform Agreement or the course of dealing of the parties shall be construed to constitute the parties as partners, joint ventures, or as agents or employees of one another, or as authorizing either party to obligate the other in any manner.

5.13 Assignment

You may not assign this Platform Agreement, or any rights hereunder, directly or by operation of law, without the prior written consent of Goldbridge, which consent may be withheld for any reason at Goldbridge's sole discretion. Goldbridge may assign any of its rights or obligations hereunder without prior notice to or consent from you. Any assignment hereof not in accordance with this provision shall be null and void.

5.14 Successors

This Platform Agreement shall be binding upon and inure to the benefit of each party and its respective successors and permitted assigns. No assignment of this Platform Agreement or of any rights or obligations hereunder shall be effective except as expressly permitted under Section 5.13 (Assignment), and any purported assignment in violation thereof shall be null and void. In the event of a merger, acquisition, consolidation, or other change of control involving Goldbridge, this Platform Agreement shall continue in full force and effect and shall bind any successor or surviving entity, which shall be deemed to have assumed all of Goldbridge's rights and obligations hereunder as of the effective date of such transaction.

5.15 Non-Disparagement

Neither party shall publish negative statements concerning the other party during the term of this Platform Agreement. You shall not use the names, logos, or marks of Goldbridge other than as expressly permitted in writing by Goldbridge.

5.16 Confidentiality

Each party acknowledges that it may directly or indirectly disclose Confidential Information to the other party in the course of negotiation of and performance under this Platform Agreement. All such Confidential Information disclosed hereunder shall remain the sole property of the disclosing party, and the receiving party shall have no interest in, or rights with respect thereto, except as set forth herein. Each party agrees to treat such Confidential Information with the same degree of care and security as it treats its most confidential information. Each party may disclose such Confidential Information to employees and agents who require such knowledge to perform services under this Platform Agreement. Except as otherwise contemplated by this Platform Agreement, neither party shall disclose the Confidential Information of the other party to any third party without the prior written consent of the disclosing party (to the extent legally permissible), and the duty of confidentiality created by this section shall survive any termination of this Platform Agreement. Nothing in this Platform Agreement shall prevent Goldbridge from collecting, storing, using, and disclosing your Confidential Information for the purpose of providing the Goldbridge Services or complying with applicable law.

5.17 Governing Law

This Platform Agreement is governed by the laws of the State of Delaware without regard to conflict of law principles.

5.18 Claims

No legal action of any kind arising out of this Platform Agreement may be brought by you against Goldbridge if the event giving rise to said legal action occurred more than one (1) year before the legal action is commenced. To the extent permitted by law, the parties agree to waive their rights to a jury trial or class action.

5.19 Remedies

All remedies of either party hereunder are cumulative and may be exercised concurrently or separately. The exercise of any one remedy shall not be deemed to be an election of such remedy and shall not preclude the exercise of any other remedy. No failure on the part of either party to exercise, and no delay in exercising, any right or remedy hereunder shall operate as a waiver of such right or remedy.

5.20 Third-Party Beneficiaries

Each Financial Service Provider with whom you have a Product Agreement or any other applicable agreement or terms for banking or other applicable services, including deposit or card products, is a third-party beneficiary under this Platform Agreement that is entitled to enforce the rights of Goldbridge against you.

5.21 Online or Written Formation of Contract

Upon acceptance of the terms hereof online or by execution of a written acceptance, this Platform Agreement - together with any supplemental terms - constitutes the entire and legally binding agreement between the parties with respect to its subject matter, and supersedes all prior and contemporaneous agreements, representations, and understandings between them. No waiver of any provision of this Platform Agreement shall be deemed or construed as a waiver of any other provision, whether or not similar, nor shall any waiver operate as a continuing waiver. No waiver shall be enforceable unless made in writing and signed by the waiving party.

5.22 Amendments

Goldbridge may amend or revise this Platform Agreement - including by adding or adjusting fees - at any time by providing written notice to you through your Goldbridge Account, the Platform, or by email to your email address of record. Any such amendment will take effect on the date notice is provided, or on such later date as specified in the notice (the "Effective Date"). If you do not agree with an amendment, you must cease using the Platform and the Goldbridge Services prior to the Effective Date. Your continued use of the Platform or the Goldbridge Services on or after the Effective Date will constitute your acceptance of the amendment. Goldbridge reserves the right to modify the method by which you access the Goldbridge Services or your Goldbridge Account at any time without prior notice.

This Platform Agreement replaces any earlier versions hereof appearing on the Platform or otherwise.

5.23 Severability

The provisions of this Platform Agreement are severable. If any provision is found to be unenforceable, all remaining provisions shall continue in full force and effect. Any provision that is not enforceable as written shall be reformed to the minimum extent necessary to make it enforceable in a manner that preserves, to the greatest extent permitted by law, the rights and protections intended to be afforded to Goldbridge.

5.24 Whole Agreement

This Platform Agreement and any terms, agreements, or policies incorporated by reference constitute the entire understanding of the parties with respect to the subject matter described and supersede all other proposals or previous understandings, written or oral, between the parties. No other agreements, representations, or warranties other than those provided in this Platform Agreement and any terms, agreements, or policies incorporated by reference will be binding unless in writing and signed by Goldbridge and Company.

5.25 Notices and Electronic Communication

You consent to communication under this Platform Agreement by electronic and telephonic means. Any notice, demand, request, or other communication required or permitted to be given under this Platform Agreement shall be in writing and delivered personally, or sent by prepaid registered mail (return receipt requested), recognized courier, or by email to Goldbridge at the address set forth in Section 5.29 ; to you at the address provided upon completion of the Application or registration with the Platform; or to such other address as either party may have previously indicated to the other in writing in accordance with the foregoing. Any such notice, request, demand, or communication shall be deemed to have been received on the day it was delivered personally or by email, or on the fifth (5th) day following mailing unless there is a disruption of postal service.

You agree that we may contact you via text or SMS using the contact information provided to us with respect to issues relating to an Application submitted by you, your Goldbridge Account, and/or activity in connection with your Goldbridge Account. Text or SMS messages may incur additional charges from your wireless provider. You further agree that we may monitor or record any communications for quality assurance or other reasonable business purposes.

5.26 Notice for Apple Users

This section applies solely to your use of our mobile application on an iOS device. You acknowledge and agree that this Platform Agreement is entered into between you and Goldbridge only, and not with Apple Inc. ("Apple"). Apple is not responsible for the Goldbridge Services or any content thereof and has no obligation to furnish maintenance or support services with respect to the Goldbridge Services. If the Goldbridge Services fail to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation with respect to the Goldbridge Services. Apple is not responsible for addressing any claims by you or any third party relating to the Goldbridge Services or your possession or use thereof, including: (a) product liability claims; (b) any claim that the Goldbridge Services fail to conform to any applicable legal or regulatory requirement; or (c) claims arising under consumer protection or similar legislation. Apple and Apple's subsidiaries are third-party beneficiaries of this Platform Agreement, and upon your acceptance of this Platform Agreement, Apple will have the right to enforce this Platform Agreement against you as a third-party beneficiary thereof. You represent and warrant that: (i) you are not located in a country subject to a U.S. Government embargo or designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

5.27 Content

Any information provided on our website and in other communications from us, other than the agreements, offers, policies, and terms referenced or otherwise incorporated by this Platform Agreement or other Product Agreements, or that we otherwise expressly denote as governing your relationship with Goldbridge, is for informational purposes only. We may, at our sole discretion, change or update such information from time to time without notice.

5.28 Publicity

We may publicly reference you as a Goldbridge client on our website or in other communications. You grant Goldbridge a limited license to use your trademarks or service marks for this purpose. Please contact support@goldbridgebanking.com if you wish to be removed from these displays. Any publicity by you concerning or naming Goldbridge, including but not limited to press releases, is prohibited without the prior written approval of Goldbridge.

5.29 Contact Information

The Goldbridge Services are offered by Goldbridge Technologies, Inc. You may contact us by sending correspondence to our mailing address below or by emailing us at support@goldbridgebanking.com.

Goldbridge Technologies, Inc.

50 W Manor Dr #1756

Pacifica, CA 94044

6. Glossary

The following terms shall have the meanings indicated below:

"ACH" means Automated Clearing House payment transaction.

"Admin User" or "Admin" means a User assigned the Admin User Role, who is authorized to make Goldbridge Services selection preferences on your behalf, activate and deactivate other Users, assign and modify User Roles, and exercise the highest level of administrative privileges in your Goldbridge Account.

"Affiliate" means, in relation to a Person, another Person that directly or indirectly owns or controls, is owned or controlled by, or is under common ownership or common control with the Person, or a Person's principal partners, shareholders, or owners of some other ownership interest.

"Application" means the paper or online application completed by you when applying for the Goldbridge Services, all of which is incorporated herein by reference.

“Applicable Cash Back Rate” is used when calculating Rewards associated with your usage of the Spend Card and means the then-current standard base cash back rate, unless a higher merchant-specific, category-specific, promotional, or custom rate applies.

"Bank Account" means your account, if any, with a Financial Service Provider.

"Cash Back" means the promotional cash back amounts, if any, that Goldbridge may credit under the Rewards Program based on eligible Spend Card activity.

"Company" means the business that has accepted this Platform Agreement, as identified in an Application, on the Platform, in the Goldbridge Account, or by other means acceptable to Goldbridge.

"Confidential Information" means all proprietary, secret, or confidential information or data relating to either party and its affiliates, operations, employees, products or services, or clients. Confidential Information shall include lists, pricing information, computer access codes, instruction and/or procedural manuals, and the terms and conditions of this Platform Agreement. Information shall not be considered Confidential Information to the extent that such information is: (i) already known to the receiving party free of any restriction at the time it is obtained; (ii) subsequently learned from an independent third party free of any restriction and without breach of this Platform Agreement; (iii) becomes publicly available through no wrongful act of the receiving party; (iv) independently developed by the receiving party without reference to any Confidential Information of the other; or (v) required to be disclosed by law.

"Credits" means the closed-loop incentive benefits offered by Goldbridge pursuant to Section 3 of this Platform Agreement."Credits Program" means the discretionary incentive program offered by Goldbridge to eligible business users as described in Section 3 of this Platform Agreement, pursuant to which Credits may be earned and redeemed for designated technology services and products.

"Data" means any and all non-public personal information of yours related to Transactions or Goldbridge Data.

“Eligible Settled Purchase Volume” means purchase transactions made with your eligible Spend Card(s) that have posted and settled during the applicable month, net of refunds, returns, reversals, chargebacks, disputed transactions, fraudulent or unauthorized transactions, card fees, account fees, ATM transactions, cash access transactions, person-to-person transfers, money movement transactions, and any other transaction categories or merchant types designated by Goldbridge as ineligible from time to time.

"Financial Service Provider" means a bank, broker-dealer, financial institution, or other partner or their affiliates that provide services directly related to one or more Goldbridge Services. First Internet Bank of Indiana, Member FDIC is the current Bank partner of Goldbridge.

"Goldbridge Account" means an account made available to you through which you can transmit instructions or receive information in relation to the Goldbridge Services.

"Goldbridge Data" means information concerning the Goldbridge Services or provided to you by Goldbridge through the Goldbridge Account or otherwise.

"Goldbridge Services" means our Platform, along with our related websites, networks, applications, mobile applications, and other services provided by us hereunder, including (i) the secure communication of Data between and among Goldbridge, our Affiliates, you, our Financial Service Provider, and any other Third-Party Service Providers; (ii) access to any deposit product, credit product, debit card, credit card, spend card or other financial services offered by Goldbridge or through a Financial Service Provider; and (iii) such other services as are available to you through the Goldbridge Account from time to time. For the avoidance of doubt, Goldbridge is a financial technology company and not a bank. Banking products and services are provided by our Financial Service Provider, First Internet Bank of Indiana, and are not Goldbridge Services.

"Goldbridge System" means the cloud-based system operated by Goldbridge that allows you to access your Goldbridge Account and initiate Transactions.

"Intellectual Property Rights" means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights, and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefor and registrations, renewals, and extensions thereof, under the laws of any state, country, territory, or other jurisdiction.

"Linked Account" means any account to which you provide payment details to Goldbridge, a Third-Party Service Provider, or Financial Service Provider, or any account linked to a Goldbridge Account through the Platform, a Third-Party Service Provider, or a Financial Service Provider.

"Person" is to be broadly interpreted and includes an individual, a corporation, a partnership, a trust, an unincorporated organization, the government of a country or any political subdivision thereof, or any agency or department of any such government, and the executors, administrators, or other legal representatives of an individual in such capacity.

"Platform" means https://goldbridgebanking.com/ or such other sites or mobile applications as Goldbridge indicates are engaged in the supply of the Goldbridge Services.

"Product" means any product or service for sale or provided by you or for which a Financial Service Provider is used to make payment or for which Goldbridge Services are used to assist in a payment.

"Prohibited Activity" means the operation of, or the direct or indirect facilitation of, any act that is illegal in the United States or in the jurisdiction where the person carrying out the activity is resident, domiciled, or located; including without limitation: gambling; money laundering; financing of terrorism; digital goods regulated as securities or derivatives or digital currencies; multi-level marketing businesses; obscene or pornographic material; any business on the OFAC Specially Designated Nationals List; using the Goldbridge Services for any illegal purpose or in violation of any local, state, national, or international law, including laws governing intellectual property, taxation, and privacy; using the Goldbridge Services in a manner that Goldbridge or any payment card network reasonably believes to be an abuse of the payment card system or a violation of payment card network rules; using the Goldbridge Services to collect payments that support pyramid or Ponzi schemes; using the Goldbridge Services to defame, harass, abuse, threaten, or defraud others; using the Goldbridge Services while impersonating any person or entity; or any other activity that Goldbridge, in its sole discretion, determines to be harmful to Goldbridge, its Financial Service Providers, Third-Party Service Providers, or any other party.

"Rewards Program" means the discretionary promotional cash back program offered by Goldbridge to eligible business users as described in Section 4 of this Platform Agreement, pursuant to which eligible holders of a Spend Card may earn Cash Back based on qualifying Spend Card activity.

"Spend Card" means the card product that you or your User may use for transactions and, if eligible, to earn Cash Back under the Rewards Program. .

"Third-Party Service Provider" means an affiliate, agent, representative, or other third party that assists us in providing the Goldbridge Services to you, Company, and/or an affiliate, or that provides other services related or connected to, or provided through, your Goldbridge Account or the Goldbridge Services.

"Transaction" means (i) the sending or attempted sending of Data, by way of the Goldbridge Services, between any of you, Goldbridge, and a Financial Service Provider; or (ii) any other payment or financial transaction initiated through the Goldbridge Platform.

"User" means a natural person your Company has given access to your Goldbridge Account for the Goldbridge Services, who is assigned a User Role determining the scope of their access and privileges.

"User Content" means any information, data, passwords, usernames, PINs, other login information, materials, and other content submitted by you through the Platform.

"User Role" means a designated level of access and permissions assigned to a User within a Goldbridge Account, such as Admin, Bookkeeper, Analyst, or Viewer, each with varying degrees of privilege as described on the Platform.

"your Device" means any computer system, tablet, or phone used by you to manage Data or your business.

"your Relationship(s)" means any agreement, arrangement, course of dealing, or other relationship between you and (i) a Financial Service Provider, (ii) a Third-Party Service Provider, or (iii) any other third party, including any counterparty to a purchase or sale of any Product, in each case in connection with which you use or access the Goldbridge Services or initiate Transactions.