EWA Service Agreement

SUMMARY OF FEES & YOUR RIGHTS AND DUTIES WHEN REQUESTING EWA PAYMENTS

*For purposes of this Addendum, “business days” are weekdays, excluding Federal Reserve holidays.

See the Teambridge EWA Service Agreement for more information on the Teambridge EWA Service and the rights and obligation of you and us related to the EWA Service.

THIS AGREEMENT INCLUDES A JURY TRIAL WAIVER AND A BINDING ARBITRATION PROVISION THAT CONTAINS A CLASS ACTION WAIVER. PLEASE REFER TO SECTIONS 6 AND 7 BELOW FOR MORE INFORMATION.

1. EWA Service Agreement

This Teambridge EWA Service Agreement (“Agreement”) is the contract between “you”, the person using the Teambridge Earned Waged Access Service (“EWA Service”), and Teambridge LLC ("Teambridge", "our", "us", or "we").

The EWA Service is a benefit program offered through the company that you work for as an employee or contractor (“Your Company”) that uses Teambridge to support its workforce. Certain features and terms of the EWA Service may vary depending on Your Company and where you reside. The EWA Service Addendum (“Addendum”) provides more details on the EWA Service, including certain payment features and fees (where applicable). The Addendum is incorporated into, supplements, and amends this Agreement. Any reference to “Agreement” herein means this Agreement and the Addendum. In the event of a conflict between the Addendum and the Agreement, the Addendum shall govern.

In order to use the EWA Service, you must download and install the Teambridge mobile application. By enrolling in the EWA Service, you agree that you have read, understood, and accept this Agreement, the Teambridge Terms of Use (“Terms of Use”) which governs use of our website and mobile application, the Teambridge Privacy Policy (“Privacy Policy”) and the Teambridge E-Communication Consent & E-Sign Agreement (“Consent & E-Sign Agreement”). These agreements and disclosures may be updated from time-to-time by us in our sole discretion. Current versions of these agreements and disclosures can be accessed at www.teambridge.com/policies/instant-pay-compliance. You agree to only use the EWA Service for its intended purpose and solely in accordance with this Agreement and the Terms of Use.

We may terminate this Agreement or suspend or terminate your access to or use of the EWA Service, the Teambridge website and/or the Teambridge mobile application, in our sole discretion, for any reason at any time.

2. EWA Service

2.1 THE EWA SERVICE IS A VOLUNTARY BENEFIT PROGRAM. YOUR COMPANY DOES NOT REQUIRE YOU TO PARTICIPATE IN THIS PROGRAM

2.2 Earned Wage Access Payments. The EWA Service allows eligible employees and contractors to access a portion of their wages or contractor fees (collectively defined as “Earnings”) that have already been earned but have not yet been paid (“Earned Wages”). If you are eligible, payments of your Earned Wages through the EWA Service (each an “EWA Payment”) will be electronically transferred to either: (a) a debit card; (ii) an eligible prepaid card; or (iii) the checking or savings account that you have linked to you to receive your paychecks through the Teambridge mobile application (“Linked Bank Account”). EWA Payments may only be transferred to cards or accounts registered in your legal name. At the time that you request an EWA Payment, you can choose to have such EWA Payment funds electronically deposited into your Linked Bank Account or pushed directly to your selected debit card or eligible prepaid card.

2.3 Fees for the EWA Service. When you choose the standard ACH transfer option for delivery of an EWA Payment, which typically delivers your EWA Payment funds to your selected card or Linked Bank Account within 2-3 business days, there is no fee to access an EWA Payment. If you choose to receive your EWA Payment funds through an expedited delivery method, a transfer fee may apply. The transfer fee will be disclosed prior to your confirmation of your request to access the EWA Payment. See the Addendum for more details on EWA Payment options, timing and fees.

2.4 Your Eligibility for EWA Service. For you to be eligible to access the EWA Service, Your Company must be an active participant in the EWA Service program and be in good standing with the program at the time you submit a request for an EWA Payment. You acknowledge and agree that we may, in our sole discretion, decline or terminate your eligibility for the EWA Service at any time.

We may require you to verify your identity to be eligible for the EWA Service and/or to request an EWA Payment. You agree to provide information that we request to verify your identity and you authorize us to obtain identity verification information about you from time to time from consumer reporting agencies, verification services, our affiliates, and other third parties to verify your identity. If you do not provide this information or we are not able to verify your identity, we may not permit you to use EWA Service. Please note that we will not use credit scores or other credit performance information in connection with your enrollment in or use of the EWA Service.

2.5 Determining Funds Available for EWA Payments. If you initiate an EWA Payment request, we will display your Earned Wages along with the amount of such Earned Wages which are available for you to request as an EWA Payment (“Available Earnings”). Generally, up to 50% of your Earned Wages will be made available for you to access through an EWA Payment. At any time, in their sole discretion, Teambridge or Your Company may change the Available Earnings made available to you. Available Earnings will be determined based only on your Earned Wages and will not be based upon any bonus, incentive pay, expense reimbursements or other amounts owed to you by Your Company.

2.6 EWA Payment Requests. You may request one or more EWA Payments during a pay period in any amount up to an aggregate amount of your Available Earnings during that pay period. For each EWA Payment request, you will direct us to electronically transfer the funds to either: (a) a debit card; (ii) an eligible prepaid card; or (iii) your Linked Bank Account. When you request an EWA Payment, you also authorize us to recoup the amount of the EWA Payment requested and any service fees for the EWA Payment from your next scheduled paycheck through payroll deduction through Your Company. If your requested EWA Payment is approved, the amount of the EWA Payment will be transferred to the card or account you selected. See the Addendum for more details on EWA Payment options, timing and fees.

2.7 Repayment of EWA Payments. The EWA Payment amount and any related service fees will be recouped by us through a payroll deduction from your next regularly scheduled paycheck. On the date of your next regularly scheduled payday, Your Company will deduct the total amount of your outstanding EWA Payments and any related service fees from your paycheck and transfer those funds to us. If the deduction to your paycheck cannot be made and transferred to us due to technical errors, you authorize Your Company to resubmit the paycheck deduction on the following regularly scheduled payday.

2.8 Our Recourse in the Event of Non-Repayment. In accordance with applicable law, we will not attempt to collect, report to credit bureaus, or engage a debt collector to recover any EWA Payment or associated fees that were not successfully recouped through payroll deduction, unless such funds were obtained through fraud, identity theft, or other unlawful means. We will not take action against you, directly or through a third party, to recoup an EWA Payment or any related service fees that we are unable to recoup through paycheck deduction in accordance with the terms of this Agreement, except as otherwise provided in this Section. We will not report any failure to recoup such amounts through payroll deduction to any consumer reporting agency. If we cannot recoup an EWA Payment repayment, you will be prohibited from obtaining another EWA Payment from us until the outstanding EWA Payment has been repaid. Please note that we do not waive any rights regarding identity theft, fraudulent activity, or other illegal activity, and we will pursue instances of fraud and identity theft, such as by taking legally permitted steps to recover EWA Payments that were fraudulently obtained.

3. Additional Terms Related to EWA Service

3.1. Consent to Sharing Your Information with Us. By enrolling in the EWA Service, you expressly consent to Your Company sharing with us any information necessary to facilitate the provision of the EWA Service. You acknowledge and agree that we can use any information that we have about you as part of providing workforce related services to Your Company to facilitate and manage the provision of the EWA Service and EWA Payments for you. . Such information may include, but is not limited to your name, address, mobile phone number, employee identification number, wage or fee rates, time and attendance records, and payroll card or bank account details.

3.2 Improper Use of EWA Service. You agree not to use the EWA Service for any fraudulent or illegal purpose. We may monitor your transactions for fraudulent, illegal or other suspicious activity. If we detect what we reasonably believe to be fraudulent, illegal or other suspicious or any activity that is inconsistent with this Agreement related to your use of the EWA Service, we may take appropriate steps to stop or prevent such activity, to report it to law enforcement and regulators and to recover the full amount of any associated EWA Payments. We reserve the right to restrict or terminate your use of the EWA Service, in our sole discretion, if we believe such action is necessary for legal, security or any other reason to protect the EWA Service, Your Company or Teambridge.

3.3 Notifying Us about Misuse of Your EWA Service Credentials. If you believe or have reason to believe that your Teambridge username and password have been compromised, or that another person is accessing the EWA Service with your username and password, you agree to notify us as soon as possible by contacting us at support@teambridge.com.

3.4 Updating Your Information. You agree to update information about you that we need to provide the EWA Service to you, including changes to your name, address, email address, phone number and your Linked Bank Account, debit card or eligible prepaid card as soon as possible by emailing us at support@teambridge.com or calling us (415) 349-0025.

3.5 Notifying Us About Incorrect Information from Your Company. If for any reason you suspect that the information being provided to us by Your Company, including your Available Earnings, is incorrect, you must immediately notify us of the potential problem by contacting us at support@teambridge.com. You agree not to request an EWA Payment based on information which you know or suspect is incorrect and you agree that we may take legally permitted steps to recover EWA Payments that you requested knowing that such amounts were based on incorrect information.

3.6 Your Disputes with Your Company. You agree that we may rely upon information regarding your Earnings provided by Your Company. In the event of a dispute between you and Your Company as to the amount of Earnings owed to you, you agree to resolve such dispute with Your Company. You agree that we are under no obligation to make any disputed amount available for access through the EWA Service.

4. Disclaimer of Warranties

Please note that the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.

5. Limitation of Liability

6. Jury Trial Waiver

7. Binding Arbitration and Class Action Waiver

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

7.1 Binding Arbitration. This arbitration agreement shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16. All claims and disputes, including all statutory claims and disputes, arising out of or relating in any way to this Agreement shall be finally resolved by binding arbitration on an individual basis. This means that unless you opt out of arbitration as provided below or except for the equitable relief described in the previous sentence, neither you nor we will sue in court before a judge or jury. One neutral arbitrator will decide the dispute, and the arbitrator’s decision will be final except for a limited right of appeal under the Federal Arbitration Act. The arbitrator may award declaratory or injunctive relief only for individual claims between you and us.

The arbitration will be administered by the American Arbitration Association (“AAA”), in accordance with its rules of practice and procedure, including its Consumer Arbitration Rules (collectively, the “Rules”) in effect at the time that the claim is filed, except to the extent the Rules conflict with this. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. The AAA Consumer Arbitration Rules are available online at www.adr.org/Rules, by calling AAA at 1-800-778-7879 or by email request sent to CustomerService@adr.org. Any claims or disputes involving less than US $10,000 may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the amount sought is US $10,000 or more, the right to an in-person oral hearing will be determined by the Rules.

The arbitrator will be bound to follow applicable federal and state laws and regulations in deciding all issues and in rendering any award. You and we will be entitled to invoke the rules of discovery applicable to state court proceedings. The arbitration proceedings will be conclusive and not appealable, and any party to any award rendered in any arbitration proceeding will be entitled to have judgment entered on that award. The number of arbitrators shall be one, selected in accordance with the Rules, and the language of the arbitration will be English. Unless non-appearance arbitration is elected, the arbitration will be held in Delaware, provided that, if you notify us in writing within 30 days after the initial notice of arbitration is delivered by a party, the arbitration may be held in Chicago, Illinois or San Francisco, California. If non-appearance arbitration is elected, the arbitration will be conducted by phone, online, written submissions, or a combination of the three, at the election of the party initiating arbitration, and the arbitration will not involve a personal appearance by parties or witnesses unless the parties mutually agree otherwise. Other than costs that we are required to pay under the Rules, each party shall bear its own costs and expenses of the arbitration and one-half (1/2) of the fees and costs for the arbitrator, except as otherwise provided in the Rules or if the arbitrator determines the fees and costs should be borne by one of the parties. The arbitrator may not award or assess punitive damages against either party.

You may opt out of the binding arbitration and class actions waiver set forth above by sending a written notice of your decision to opt-out in accordance with this Section 7. If you do so, neither you nor we can force the other to arbitrate. To opt out, you must notify Teambridge in writing, which may be provided via email, no later than sixty (60) days after first becoming subject to this Agreement. Your notice must include your full legal name, your address and your username for the EWA Service, and an unequivocal statement that you want to opt out of this arbitration provision and class action waiver.

To opt out of this arbitration and class action provision, you may mail your notice to:

TEAMBRIDGE OPT-OUT NOTICE

Teambridge

612 Howard St, Suite 100

San Francisco, CA 94105

ATTN: COMPLIANCE

Alternatively, you may provide your opt-out notice via email to: compliance@teambridge.com. If you choose to send an email to opt out of this arbitration and class action provision, your email must contain, at a minimum, a subject line that states: “TEAMBRIDGE– ARBITRATION OPT-OUT NOTICE.”

In the event of a dispute between you and us regarding whether you have exercised your opt-out right, you must retain a copy of your opt-out notice, as well as proof of mailing of your opt-out notice within the prescribed period (e.g., within 60 days of the date that you first enrolled in the EWA Service).

If you elect to opt out, you and we irrevocably (i) consent to the exclusive jurisdiction and venue of the state and federal courts located in San Francisco, California in connection with any matter arising out of this Agreement, (ii) waive any objection to such jurisdiction or venue, (iii) agree not to commence any legal proceedings related hereto except in such courts, (iv) consent to and agree to accept service of process to vest personal jurisdiction over it in any such courts and (v) waive any right to trial by jury in any action in connection with this Agreement.

This Section 7.1 may be amended from time to time in accordance with this Agreement. If you did not opt out of mandatory arbitration as provided above, you may reject any subsequent change we make to this Section 7.1 by sending us a notice within thirty (30) days after first becoming subject to the amended Section 7.1 by following the opt-out instructions above. In the event of a dispute between you and us regarding whether you have exercised your opt-out right and have version of this Section 7.1, you must retain a copy of your rejection notice, as well as proof of mailing of your rejection notice within the prescribed period. Teambridge reserves the right to make additional amendments to this Section 7.1I. If you wish to reject additional changes to this Section 7.1, you must notify us in accordance with this Section 7.1 for each change in accordance with the terms hereof.

7.2 Class Action Waiver. YOU AND WE AGREE THAT ANY PROCEEDINGS TO RESOLVE ANY DISPUTE, INCLUDING ARBITRATION AND LITIGATION IN COURT, WILL BE CONDUCTED ONLY INDIVIDUALLY. Neither you nor we will seek to have any dispute heard as a class action, a class wide arbitration, a private attorney-general action, or any other proceeding in which either of you or we act(s) or propose(s) to act as a representative for others. You and we also agree that no arbitration or other proceeding will be combined with another arbitration or proceeding without the written consent of you, us and every other party to that arbitration or proceeding.

7.3 Survival. This arbitration provision shall survive the termination of this Agreement and the bankruptcy of you or us. If any portion of this arbitration provision is deemed invalid or unenforceable, the remaining portions shall nevertheless remain in force. Any different agreement regarding arbitration must be agreed to in writing.

8. General Provisions

8.1 Entire Agreement. This Agreement is the entire understanding and agreement between the parties. This Agreement supersedes any previous agreements relating to early wage access to which you and we may have been bound. This Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. All rights not expressly granted herein are hereby reserved by the parties.

8.2 Assignment. We may assign any or all of our rights and obligations under this Agreement. You may not assign any of your rights or obligations under this Agreement.

8.3 Amendments. We may at any time change or delete any term of this Agreement or add new terms to the Agreement. If we materially change a provision of this Agreement so as to restrict a term or impose one or more new material conditions on you, and if we have your current email address, we will send you an email notifying you of the material revision(s) of this Agreement. We shall use the email address you have on file with us, and we shall not be liable for resending any returned or undelivered email so long as we have used the email address in our file. If you are unwilling to agree to such new terms, you have the right to discontinue using the EWA Service prior to the changes taking effect. Your continued use of the EWA Service after the effective date of the change constitutes your agreement to the amended Agreement.

8.4 Governing Law. This Agreement and your use of the EWA Service are governed by the laws of the State of Delaware without regard to its principles of conflicts of law. Notwithstanding the foregoing, for users of the EWA Service in certain states, state law may require that a different governing law be applied.

8.5 Waiver. We may delay enforcing or waive certain of our rights under this Agreement in certain situations. If any rights are waived, we may still exercise any and all rights under this Agreement in the future.

8.6 Severability and Savings Clause. If any part of this Agreement conflicts with applicable law, that provision will be considered modified to conform to applicable law. If any part of this Agreement is invalid, the rest shall remain in effect. You and we agree that we do not intend to impose any fees or liability prohibited by applicable law. To the extent any fee is determined to exceed that allowed by applicable law, then you agree that any such fee or liability may be reduced to an amount allowable by law, and any excess charge(s) will be refunded to you.

9. State Laws

9.1 Terms May Vary Based on Your State of Residence. Depending on your state of residence, you may have certain rights under that state’s laws that affect the terms and conditions of this Agreement and the EWA Service. To the extent there may be a conflict between a term or condition of this Agreement and the applicable law of the state in which you reside, the term or condition of this EWA Agreement may be modified or not apply. In addition, the terms or conditions of the provision of the EWA Service under this Agreement, including the prices for or access to the EWA Service, may vary depending on your state of residence. For example, if you reside in a state that imposes certain conditions on the provision of the EWA Service, we may adjust the price of or change the availability to you (including by prohibiting your access to) of expedited delivery of an EWA Payment due to applicable state law.

9.2 State-Specific Disclosures. Certain state-specific requirements may apply to your use of the EWAs Service based on your state of residence, as determined by us based on the address that you provided to us:

For California residents:

For Missouri residents:

The Missouri Division of Finance has jurisdiction our earned wage access service performed by us. Customers can submit complaints about our EWA Service to the Missouri Division of Finance at https://finance.mo.gov/consumers/ or by calling (573) 751-3242.

For South Carolina residents:

Customers can submit complaints about our earned wage access service to the South Carolina Department of Consumer Affairs at https://consumer.sc.gov or by calling (803) 734-4200.

10. Contacting Us

If you have a general question regarding the EWA Service or the Agreement, please contact us support@teambridge.com or calling us at (415) 349-0025

If you have a question or a complaint about a specific EWA Payment or about your use of the EWA Service, please notify us as soon as possible at compliance@teambridge.com. In your notice, please include your: (1) legal name; (2) residential or mailing address; (3) username for the EWA Service; and (4) telephone number. As an alternative, you may mail your notice with this information to:

Teambridge

612 Howard St, Suite 100

San Francisco, CA 94105

ATTN: COMPLIANCE