Terms of Service

Last Updated: January 28, 2021

THESE TERMS OF SERVICE SET FORTH THE TERMS AND CONDITIONS THAT APPLY TO YOUR ACCESS AND USE OF THE SERVICE LICENSED BY BILLGO. PLEASE READ THESE TERMS OF SERVICE CAREFULLY BECAUSE THEY – ALONG WITH BILLGO’S PRIVACY POLICY AND ANY SUBSCRIPTION DOCUMENT BETWEEN YOU AND BILLGO – FORM THE LEGAL “AGREEMENT” BETWEEN YOU AND BILLGO AND CONTAIN IMPORTANT RESTRICTIONS AND WAIVERS WITH REGARD TO YOUR RIGHTS.

FOR EXAMPLE, SECTION 18 BELOW CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER. THESE PROVISIONS WILL AFFECT HOW YOU ARE ABLE TO RESOLVE A DISPUTE WITH BILLGO. UNLESS YOU OPT OUT OR HAVE A CERTAIN TYPE OF DISPUTE WITH BILLGO AS DESCRIBED IN SECTION 18.1, ALL DISPUTES BETWEEN YOU AND BILLGO MUST BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU HEREBY WAIVE YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION.

THERE ARE SOME TERMS USED BELOW THAT ARE CAPITALIZED BUT AREN’T IMMEDIATELY DEFINED. THOSE TERMS HAVE THE MEANINGS GIVEN TO THEM IN EXHIBIT A.

IF YOU HAVE ANY QUESTIONS ABOUT A PAYMENT, INCLUDING SCHEDULING A PAYMENT, CANCELLING A SCHEDULED PAYMENT, OR DISPUTING A PAYMENT, PLEASE READ AND FOLLOW THE INSTRUCTIONS IN EXHIBIT B BELOW.

IF YOU HAVE QUESTIONS ABOUT THE USE OF BANKS OR SINGLE-USE VIRTUAL CREDIT CARDS IN CONNECTION WITH THE SERVICE, PLEASE READ SECTIONS 2-4 AND EXHIBIT B BELOW.

1. Acceptance; Modifications

You accept this Agreement by signing up for the App after being presented with a link to this Agreement, or by clicking “AGREE” or another acceptance button, or by otherwise showing you assent to the terms of this Agreement. BillGO may modify this Agreement following notice to you. BillGO’s notice may be provided via in-App messaging or email to your email address on file with BillGO. BillGO will also post any modified terms on its Website. By agreeing to the modified Agreement or by using the Service after you receive notice that the Agreement has been modified, you agree to the terms of the modified Agreement. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, OR ANY MODIFIED AGREEMENT, YOU ARE NOT AUTHORIZED OR LICENSED TO USE THE SERVICE.

2. Description of the Service

2.1. What the Service Does

You may use the Service to link your bank, credit card, and bill payment accounts, review and track your bills, and facilitate your bill payments to Billers in the amounts and on the days you request (the “Purpose”). The Service then facilitates your bill payments by providing your payment instructions (including applicable Bill Pay Data) to a Biller, who then processes your payment. A payment may be made through your method of choice, which may (where available) include BillGO’s use of a single-use virtual credit card, in which case BillGO will: (A) make a payment on your behalf pursuant to your instructions while using a single-use virtual credit card; and (B) provide your applicable Bill Pay Data to a Bank (as defined below) that will debit the amount of the bill payment from your financial institution (the “Single Use Card Process”).

2.2. SINGLE USE CARD PROCESS

WHEN USING THE SINGLE USE CARD PROCESS, YOUR PERSONAL PAYMENT ACCOUNT INFORMATION (INCLUDING YOUR NAME) IS NOT EXPOSED, WHICH CAN REDUCE THE POTENTIAL FOR FRAUD AND MISUSE OF YOUR PAYMENT ACCOUNT INFORMATION. MOREOVER, BILLGO’S USE OF A SINGLE USE VIRTUAL CREDIT CARD DOES NOT IMPACT YOUR CREDIT SCORE. HOWEVER, WHEN A SINGLE USE VIRTUAL CREDIT CARD IS USED TO MAKE YOUR PAYMENT, YOU ACKNOWLEDGE THAT BILLGO MAY EARN INTERCHANGE FEES AS PART OF THE TRANSACTION. YOU FURTHER ACKNOWLEDGE THAT, ALTHOUGH BILLGO MAY INITIATE THE SINGLE USE CARD PROCESS BASED ON YOUR DIRECTION AND CHOICES MADE WITHIN YOUR USER PROFILE, THE DECISION OF WHETHER TO USE SUCH PROCESS IS AT BILLGO’S SOLE DISCRETION.

2.3. What the Service Doesn’t Do

The Service is limited to the Purpose. BillGO and the Service do not: (A) take possession of your payment funds; (B) transmit or transfer funds or provide deposit account or other financial services; (C) set the terms of any payment transaction between you and Billers; (D) endorse or have any liability for transactions between you and Billers; or (E) control or have any liability for returns, refunds, chargebacks, or other questions or disputes you may have with any Biller related to any payment transaction.

2.4. Bank Transmission

The Service is operated by BillGO in conjunction with Atlantic Capital Bank, a national bank, and MVB Bank, a West Virginia state-chartered bank, both Member FDIC (each, a “Bank” and together the “Banks”). The Banks only have the limited responsibility set forth in Section 2.1 above, are not parties to this Agreement, and have no other responsibilities under this Agreement. This Agreement does not modify any separate written agreement you may have with any Bank or Biller.

2.5. Supplemental Bill Pay Terms

Additional terms and conditions relating to the bill payment process are set forth in Exhibit B to this Agreement. In the event of a conflict between the terms in the body of this Agreement and the terms in Exhibit B, the terms in Exhibit B will control but solely to the extent of the conflict.

2.6. Accuracy

It is your responsibility to ensure that all of the payment details are accurate and complete before you initiate a bill payment. Failure to provide accurate and complete information may result in errors in your requested payments to Billers, and you may not be able to recover a payment sent to an incorrect account or recipient.

2.6. Limitations

The Service does not support payments to all types of Billers. For example, you may not initiate payments to Billers outside of the U.S., or to certain government agencies for certain types of payments (e.g., tax payments or certain court-ordered payments). In addition, when you send a payment using the Service, a Biller is not obligated or required to accept it. You acknowledge that Billers may not accept payment from all types of funding sources and that BillGO may otherwise limit the payment methods available for a particular Biller. BillGO may refuse to permit payment to a Biller if it reasonably believes such refusal is necessary or advisable for legal or security reasons. If you fail to maintain a balance in the applicable Payment Account that is sufficient to fund any payment that you initiate, the transaction may not be completed, and BillGO will have no liability for such incomplete transaction. Finally, your Payment Accounts must be held with U.S. financial institutions.

3. Authorization and Account Information

3.1. Biller Account Information

By using the Service, you authorize BillGO to access your Biller Account, including via the Biller’s website, on your behalf and as your limited agent, in order to provide the Service. In the event a Biller employs the use of a “CAPTCHA” or similar technology on its website during the login process, you further authorize the Service (or any third-party technology therein) to decode such “CAPTCHA” or similar technology as your limited agent on your behalf. After linking or adding a Biller Account through the Service, the Service will submit information, including usernames and passwords that you provide, to log into the Biller’s website. You authorize BillGO as your limited agent to use and store information associated with your Biller Account in order to provide the Service, including by ensuring the Service is compatible with the applicable Biller website.

3.2. Payment Account Information

By initiating a bill payment through the Service, you authorize BillGO and the Service to act as your limited agent to perform the actions described in Section 2.1 above and this Section 3.2, including accessing your applicable Bill Pay Data and transmitting that data to Banks and Billers. If BillGO uses a single-use virtual credit card to make a payment on your behalf, you specifically authorize: (A) BillGO to pay your bill using a single-use virtual credit card; and (B) a Bank to initiate a debit from your applicable Payment Account in the amount of your bill payment. You are solely responsible for complying with any terms set by your bank, credit union, or financial institution with respect to your Payment Account, including any terms relating to transaction limitations or fees, such as those pertaining to non-sufficient funds or overdrafts. If you are entitled to a reversal, refund, or other adjustment associated with a payment you made using the Service, you also authorize the crediting of your Payment Account to complete that transaction.

3.3. Payment Account Information

AN IMPORTANT NOTE ABOUT BILLERS AND THEIR IP. THE APP PROVIDES EASY WAYS FOR YOU TO IDENTIFY YOUR BILLERS. HOWEVER, ALL REFERENCES TO THIRD PARTIES (I.E., ANY PARTY OTHER THAN YOU AND BILLGO) ARE FOR IDENTIFICATION PURPOSES ONLY AND DO NOT IMPLY ANY ENDORSEMENT OR SPONSORSHIP OF, OR ANY AFFILIATION WITH, THE APP OR BILLGO. ALL INTELLECTUAL PROPERTY NOT OWNED BY BILLGO (INCLUDING, BUT NOT LIMITED TO, THIRD-PARTY TRADEMARKS, TRADE NAMES, LOGOS, AND DOMAIN NAMES) IS THE PROPERTY OF THEIR RESPECTIVE OWNERS. USE OF SUCH INTELLECTUAL PROPERTY DOES NOT IMPLY ANY ENDORSEMENT, SPONSORSHIP OR AFFILIATION.

4. Privacy and Personal Information

4.1. Privacy Policy

Your use of the Service is subject to BillGO’s Privacy Policy, which is located at https://www.prismmoney.com/about/privacy. You agree that BillGO may as part of the Service process your Personal Information according to BillGO’s Privacy Policy and the terms of this Agreement, and that the Banks’ may process your data according to their privacy policies and any agreement they may have with you. Please note that BillGO may, but only to the extent allowed by applicable law, process your data in multiple countries, including countries outside of your own.

4.2. Disclosure of Information

In addition to the Privacy Policies referenced above, you specifically acknowledge that it is necessary for BillGO and the Service to use and disclose your Personal Information (including your Bill Pay Data) in order to:

(A) allow your Billers to receive bill payments from you;
(B) allow Banks to initiate debits from your Payment Accounts;
(C) allow Banks to initiate credits to your Payment Accounts in the event of a transaction issue or error;
(D) initiate and process the Single Use Card Process;
(E) resolve identified problems related to a bill payment;
(F) perform account verification, including verifying the validity of your bank accounts or credit or debit cards;
(G) perform identity verification, including verifying your identity;
(H) comply with applicable laws and regulations, including any anti-money laundering, export, and trade sanctions laws and their implementing regulations;
(I) comply with the rules, requirements and guidelines of any card or ACH associations or networks (e.g., NACHA Operating Rules);
(J) comply with orders, subpoenas, requests, or other inquiries made by a Government Body;
(K) provide and improve Service, including without limitation by performing data analysis, analytics, and audits.

5.0. Eligibility for the Service

In order to use the Service, you state to BillGO that the following facts are true:

(A) you are at least 18 years old and have the power and authority to enter into this Agreement;
(B) you are an individual and not a commercial entity and will use the Service for household and personal bill payment activities;
(C) you are a citizen or permanent resident of, or are lawfully allowed to reside in, the United States;
(D) you have not previously been suspended from using the Service;
(E) you are not now and have never been on the Office of Foreign Assets Control (OFAC) Specially Designated Nationals list;
(F) you are authorized to access and use any Payment Accounts for the purposes described in this Agreement;
(G) you have available funds or credit in your applicable Payment Account that are sufficient to fund any payments initiated through the Service;
(H) you have a lawful account with each Biller;
(I) the information provided by you to BillGO is true, accurate, complete, and current; and
(J) you have the right to authorize the transactions described in this Agreement.

You acknowledge that BillGO is relying on these statements being true in order to provide you the Service.

6. The App

6.1. License

BillGO hereby grants you a non-exclusive, non-transferable, non-sublicensable license to reproduce and use one copy of the App on your mobile device, solely as a component of the Service, provided you comply with the conditions in Section 6.2 (Conditions on License).

6.2. Conditions on License

Copies of the App created or transferred pursuant to this Agreement are licensed, not sold, and you receive no title to or ownership of any copy or of the App itself. Furthermore, you receive no rights to the App other than those specifically granted in Section 6.1 above. Without limiting the generality of the foregoing, you must not: (a) modify, create derivative works from, distribute, publicly display, publicly perform, or sublicense the App; (b) use the App in any way forbidden by Section 7.1 below; or (c) reverse engineer, decompile, disassemble, or otherwise attempt to derive any of the App’s source code, except to the extent allowed by law or any open source software distributed with the App, if any.

7. Your Responsibilities and Restrictions

7.1. Conditions on Use

The Service is provided to you on the condition that you not: (A) access or use any portion of the Service in a manner not permitted by this Agreement; (B) resell or otherwise make the Service available to any third party in connection with any hosting, time-sharing, service bureau, SaaS, or other service; (C) alter or remove any copyright, trademark, or other proprietary notices provided through the Service; (D) use the Service in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of a Person; (E) use the Service to commit fraud; (F) use the Service to attempt to gain unauthorized access to one or more accounts of any Person; (G) use the Service in violation of any applicable law or regulation, including the Digital Millennium Copyright Act, Bank Secrecy Act or USA Patriot Act; (H) use the Service to transmit any unsolicited or unauthorized advertising, promotional materials, or spam; or (I) access or use the Service for purposes of competitive analysis of the Service, or benchmarking of the Service, or the creation or use of a competitive service.

7.2. Unauthorized Access

You agree to take reasonable steps to prevent unauthorized access to the Service, including by protecting your usernames, passwords, personal identification numbers, and other authentication credentials. You must notify BillGO immediately if you know of or suspect unauthorized use of the Service or breach of its security.

7.3. Service Security

You are responsible and liable for: (A) your use of the Service, including unauthorized conduct and conduct that would violate one or more provisions of this Agreement; and (B) any use of the Service through use of your account or credentials, whether authorized or not.

7.4. Internet Access

In order to use the Service, you must upload, link, and store your Bill Pay Data on BillGO’s Hosted System. Accordingly, the Service requires a working Internet connection, and you acknowledge that you, and not BillGO, are solely responsible for obtaining, maintaining, and paying for your own Internet and data connections. If you don’t have a working Internet connection, certain components of the Service will not work.

7.5. App Platform

You may download the App through one or more app platforms or another method chosen by BillGO. If you download the App through an app platform (e.g., Google Play, Apple’s App Store) then you, and not BillGO, are responsible for complying with such app platform’s terms. If you downloaded the App from Apple, the terms set forth in Exhibit C to this Agreement apply.

8. Early Releases

BillGO may periodically include new or updated early-release features or functionality (the “early release features”) in the Service for your use and which permit you to provide feedback. You acknowledge that your use of these early release features is voluntary and BillGO is under no obligation to provide such features to you, either temporarily or permanently. You further acknowledge that the early release features are, by their very nature, not fully tested, and that you have chosen to use them at your own risk, with the understanding that such features are provided “AS-IS”. If you use early release features, you may find they are incompatible with the current production version of the Service, or do not allow you to revert back to earlier versions of the Service, and you therefore agree to backup the Service prior to use installing the early release features.

9. IP Rights; Feedback

9.1. IP Rights in the Service

BillGO retains all right, title, and interest in and to the Service, including without limitation the App, the Hosted System, Derived Data, BillGO-supplied Content, and all user interfaces, logos, and trademarks reproduced through the Service, with the exception of interfaces, logos, trademarks and other intellectual property used to identify third parties, which constitute the property of their respective owners. This Agreement does not grant you any intellectual property license or rights in or to the Service or any of its components, except to the limited extent that this Agreement specifically sets forth your license rights to the App. You recognize that the Service and its components are protected by copyright and other laws.

9.2. Trademarks

“BillGO,” “Prism,” “PrismMoney.com,” “PrismApp.com,” the Prism logos and any other product or service name or slogan used in the Service are trademarks of BillGO or its affiliates and may not be copied or used, without the prior written permission of BillGO or the applicable trademark holder. All other trademarks or logos provided through the Service, including those relating to the Banks, are the property of their respective owners.

9.3. Feedback

BillGO has not agreed to and does not agree to treat as confidential any Feedback that you provide to it, and nothing in this Agreement or in the parties’ dealings arising out of or relating to this Agreement will restrict BillGO’s right to use, profit from, disclose, publish, keep secret, or otherwise exploit Feedback, without compensating or crediting you. You hereby grant BillGO a perpetual, irrevocable right and license to reproduce, modify, distribute, display, perform, and otherwise exploit Feedback in any and every way.

10. Fees

10.1. Free Service

A subscription to use the Service is free as of the “last updated” date set forth above. However, BillGO reserves the right to charge fees for the Service in the future, subject to notice and other requirements imposed by law. The terms applicable to a paid version of the Service are set forth in Section 10.3 below. BillGO may charge fees for returned payments in EXHIBIT B.

10.2. THIRD-PARTY FEES

ALTHOUGH THE SERVICE ITSELF IS FREE AS OF THE “LAST UPDATED” DATE ABOVE, THERE ARE FEES OR CHARGES ASSOCIATED WITH CERTAIN BILL PAYMENTS INITIATED BY YOU . FOR INSTANCE, YOU SPECIFICALLY AUTHORIZE THE BANKS TO DEBIT YOUR PAYMENT ACCOUNT FOR ANY PAYMENTS AND ASSOCIATED FEES RELATING TO YOUR BILL PAYMENTS. THESE FEES MAY BE INCLUDED IN THE AMOUNT CHARGED BY A BILLER OR MAY BE CHARGED SEPARATELY BY BILLGO.

10.3. Paid Service

This Section applies to you only if you have purchased a paid version of the Service.

(A) Paid Service

You are responsible for paying BillGO, a reseller, or an app platform (each, a “Billing Party”) the fees set forth in your Subscription Documents (the “Fees”) without setoff or deduction. Unless otherwise stated in writing, a Billing Party will charge you in advance for the Fees for the subscription period described in your Subscription Documents (“Subscription Term”). Unless otherwise stated in this Agreement, all Fees are guaranteed and non-refundable. If your subscription to the Service renews, a Billing Party will, at or around the end of the then-current Subscription Term, charge you the Fees for the renewal Subscription Term. BillGO reserves the right to increase the Fees in its discretion prior to any renewal Subscription Term, provided such increase is in accordance with applicable law and this Agreement.

(B) Trials of a Paid Service

If you sign up for a free trial of a paid Service, then this Section applies to you. In such circumstances, a Billing Party may require that you provide a valid credit card or other payment method. Unless you cancel your subscription to the Service within the period of time set forth in your App or Subscription Documents, you will be charged for the Service immediately after the expiration of the trial period.

(C) Term for Paid Service

These provisions only apply to you if you purchased a paid version of the Service.

(1)No Renewal If your Subscription Documents do not provide for automatic renewals, then your subscription (and all associated rights) to the Service will expire at the end of the Subscription Term.

(2) Automatic Renewals If your Subscription Documents state that your subscription is subject to automatic renewals, then upon expiration of the initial Subscription Term, your subscription to the Service will automatically renew for the specified renewal Subscription Term at BillGO’s then-current pricing, in accordance with the terms and conditions pertaining to automatic renewals presented to you in the Subscription Documents. You may elect not to renew your subscription pursuant to the terms of such Subscription Documents, or if such Subscription Documents are silent on the matter, then by providing BillGO notice of your intent not to renew at least 30 days prior to the next renewal Subscription Term. All renewals are subject to payment of the applicable Fees.

(D) Taxes for Paid Service

If you purchased a paid version of the Service, then you acknowledge that the Fees charged for such Service exclude taxes.

(E) Interest

All late payments for paid versions of the Service will bear interest at the rate of 1.0% per month (or the maximum amount allowed by law, if less). You must reimburse BillGO for all of its fees and costs incurred in collecting any late payments, including, without limitation, all attorneys’ fees and court costs.

10.4. Taxes in General

You are responsible for payment of all taxes applicable to the Service, including without limitation all federal, state, and local sales, use, excise, and value-added taxes, with the exception of those taxes based solely on BillGO’s net income. You must reimburse BillGO for any interest or penalties assessed on BillGO as a result of your failure to pay taxes in accordance with this Section.

11. Term and Termination

Unless set forth otherwise in any Subscription Documents (e.g., if you have a paid Service as set forth above), this Agreement will continue until terminated by you or BillGO as described below.

11.1. Termination by You

If you want to terminate this Agreement, you may do so by deleting your account within the App and by deleting the App. Simply deleting the App will not delete your account with BillGO, but only delete the data from your mobile device. Therefore, in order to terminate this Agreement, you must close your account with BillGO by clicking “Delete my PRISM Account” (or similar language) in the App.

11.2. Free Service - Termination by BillGO

If you have a free version of the Service, BillGO reserves the right, in its sole discretion, to suspend, terminate or otherwise deny your access to, and use of, the Service and to block or prevent your future access to, and use of, the Service, in which case this Agreement will also terminate. Upon notice of termination, you must delete the App from all your mobile devices. BillGO will have no liability to you for any termination, nor will such action limit any other rights or remedies BillGO may have.

11.3. Paid Service - Termination by BillGO

If you have a paid version of the Service, then BillGO may, by use of a disabling device or any other lawful means, suspend, terminate, or otherwise deny your access to or use of the Service, without incurring any resulting obligation or liability, if: (A) BillGO receives a judicial or other governmental demand, order, subpoena, or law enforcement request that expressly or by reasonable implication requires it to do so; (B) you refuse to accept the terms of any modified Agreement, despite receiving notice of such modified Agreement; (C) any aspect of this Agreement is limited by law or third-party terms of service; (D) BillGO believes, in its reasonable discretion, that: (1) you breached or failed to comply with any term of this Agreement; or (2) you are, have been, or are likely to be involved in any fraudulent or unlawful activities; or (E) this Agreement expires or is terminated. This Section 11.3 does not limit any of BillGO’s other rights or remedies, whether at law, in equity, or under this Agreement. Failure to pay Fees when due constitutes a breach. If BillGO terminates your access to or use of the Service pursuant to one of more provisions of this Section 11.3(A) – (D), this Agreement will automatically terminate.

11.4. Effect of Termination

On the effective date of termination: (A) BillGO will attempt to complete all payment transactions that have begun processing in the App at the time of termination; (B) scheduled but not yet processed payments will be cancelled; and (C) you must stop using the Service and delete the App from all your mobile devices.

11.5. Survival

The following Sections will survive any termination of the Agreement: 4, 5, 7.1, 7.3, the disclaimers in 8, 9, 11.4, 11.5, 12.4, 12.6-12.8, 13-16, 18-24, and Exhibit A.

12. Limited Warranty; Disclaimer of Warranties; Disclaimers in General

12.1. Limited Warranty

BillGO warrants that the Service, when used as permitted under this Agreement, will operate substantially as described in the help documentation provided within the App.

12.2. Exclusive Remedy

Your exclusive remedy, and BillGO’s sole liability, for any breach of this warranty will be for BillGO to use commercially reasonable efforts: (A) to provide you with an error-correction or work-around that corrects the reported non-conformity; (B) to replace the non-conforming features of the Service with conforming features; or (C) if BillGO determines such remedies to be impracticable within a reasonable period of time, to terminate this Agreement and, if you have a paid version of the Service, refund any Fees that are attributable to the period of nonconformance.

12.3. Exclusion of Warranty

THE LIMITED WARRANTY ABOVE WILL NOT APPLY IF: (A) THE SERVICE IS NOT USED IN ACCORDANCE WITH THIS AGREEMENT, INCLUDING SUBSCRIPTION DOCUMENTS; (B) TO THIRD PARTY SERVICES OR PRODUCTS MENTIONED OR IDENTIFIED OR LINKED IN THE APP; (C) TO ANY OBLIGATIONS BETWEEN YOU AND A BILLER; (D) TO THE DATE OR TIME THAT A PAYMENT IS RECOGNIZED BY A BILLER; OR (E) TO THIRD-PARTY SOFTWARE OR OPEN SOURCE SOFTWARE IN THE APP.

12.4. Warranty Disclaimers

EXCEPT AS SET FORTH IN LIMITED WARRANTY ABOVE, YOU ACCEPT THE SERVICE “AS IS” AND AS AVAILABLE, WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (A) BILLGO HAS NO OBLIGATION TO INDEMNIFY OR DEFEND YOU AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY; (B) BILLGO DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL PERFORM WITHOUT INTERRUPTION OR ERROR; (C) BILLGO CANNOT CONTROL AND HAS NO RESPONSIBILITY OVER THE DATE AND TIME THAT PAYMENTS ARE RECOGNIZED BY BILLERS; (D) BILLGO DOES NOT REPRESENT OR WARRANT THAT THE SERVICE IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT YOUR DATA WILL REMAIN PRIVATE OR SECURE.

12.5. Mobile Alerts

You acknowledge that any alerts provided to you through the Service may be delayed or prevented by a variety of factors. Although BillGO may make commercially reasonable efforts to provide alerts in a timely manner with accurate information, it cannot guarantee the delivery, timeliness, or accuracy of the content of any alert, and you use and rely on alerts at your own risk.

12.6. Third Party Sites and Content

You understand that the Service may contain or send You links to third party websites, applications or features not owned or controlled by BillGO (“Third-Party Sites”), and that links to Third Party Sites may also appear in Content available to You through the Service. The Service may also enable interactions between the Service and a Third-Party Site through applications that connect the Service with a Third-Party Site. Through Third Party Sites you may be able to access Content from third parties that BillGO does not control. YOU ACCESS THIRD PARTY SITES ENTIRELY AT YOUR OWN RISK, AND BILLGO WILL HAVE NO LIABILITY FOR YOUR USE OF OR ACCESS TO THIRD-PARTY SITES OR THIRD-PARTY CONTENT.

12.7. Not Legal, Tax, or Financial Advice

NEITHER BILLGO NOR THE SERVICE IS INTENDED TO PROVIDE LEGAL, TAX, OR FINANCIAL ADVICE. BILLGO IS NOT A FINANCIAL PLANNER, BROKER, OR TAX ADVISOR. The Service is intended only to assist you in the Purpose. If any information and advice is provided through the Service (including recommendation for other financial products, if any), it may not be appropriate for your unique situation. Accordingly, before implementing any financial strategy, you should obtain additional information and advice from your accountant and other financial advisers who are aware of your individual financial circumstances.

12.8. Statutory Rights

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN SUCH STATES LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.

13. Limitation of Liability

13.1. Aggregate Liability

IF YOU ARE USING A FREE VERSION OF THE SERVICE, BILLGO’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED $25. IF YOU ARE USING A PAID VERSION OF THE SERVICE, BILLGO’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNT PAID BY YOU TO BILLGO IN THE SIX MONTHS PRECEDING THE EVENT THAT GAVE RISE TO THE CLAIM.

13.2. Excluded Damages

IN NO EVENT WILL BILLGO BE LIABLE TO YOU FOR: (A) LOST DATA, LOST PROFITS, OR LOSS OF BUSINESS; (B) LATE FEES, OVERDRAFT FEES, OR INSUFFICIENT FUND CHARGES, OR OTHER FEES IMPOSED ON YOU BY BILLERS, ONE OR MORE OF YOUR BANKS, OR ANY OTHER THIRD PARTIES; OR (C) ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT. BILLGO IS NOT LIABLE TO YOU FOR A FAILURE TO TRANSFER MONEY OR MAKE A BILL PAYMENT WHERE SUCH FAILURE IS NOT ATTRIBUTABLE TO AN ERROR WITH THE SERVICE.

13.3. CLARIFICATIONS & DISCLAIMERS

THE LIABILITIES LIMITED BY THIS SECTION 13 APPLY: (A) TO LIABILITY FOR NEGLIGENCE; (B) REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT PRODUCT LIABILITY, OR OTHERWISE; (C) EVEN IF BILLGO IS ADVISED IN ADVANCE OF THE POSSIBILITY OF THE DAMAGES IN QUESTION AND EVEN IF SUCH DAMAGES WERE FORESEEABLE; AND (D) EVEN IF YOUR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. IF APPLICABLE LAW LIMITS THE APPLICATION OF THE PROVISIONS OF THIS SECTION 13, BILLGO’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMISSIBLE. FOR THE AVOIDANCE OF DOUBT, BILLGO’S LIABILITY LIMITS AND OTHER RIGHTS SET FORTH IN THIS SECTION 13 APPLY LIKEWISE TO THE BANK PARTIES (AS DEFINED BELOW) AND TO BILLGO’S AFFILIATES, LICENSORS, SUPPLIERS, AGENTS, SPONSORS, DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AND OTHER REPRESENTATIVES (COLLECTIVELY, THE “BILLGO PARTIES”).

13.4. BANKS

YOU ACKNOWLEDGE THAT THE BANKS AND THEIR AFFILIATES AND EACH OF THEIR SHAREHOLDERS, DIRECTORS, OFFICERS, AND EMPLOYEES (COLLECTIVELY, THE “BANK PARTIES”) HAVE NO LIABILITY TO YOU WITH RESPECT TO THE SERVICE OR THIS AGREEMENT. YOU WAIVE ALL CLAIMS OR ACTIONS AGAINST THE BANK PARTIES IN THE EVENT OF ANY BREACH OF THIS AGREEMENT, AND YOU MUST LOOK SOLELY TO THE ASSETS OF BILLGO FOR THE SATISFACTION OF ANY REMEDY UNDER THIS AGREEMENT IN THE EVENT OF A BREACH OF THIS AGREEMENT.

14. Indemnification

You indemnify and hold the BillGO Parties and Bank Parties harmless for all damages, losses, fees, and costs (including reasonable attorneys’ fees and costs) that relate to one or more third-party claims, actions, or investigations arising out of: (A) your actual or alleged violation of applicable law or the applicable rules or policies of any payment card association, network, or company; (B) your use of the Service in breach of this Agreement; (C) your violation of the rights of any third party; (D) lack of funds or credit in any Payment Account; or (E) any dispute between you and a Biller, where such dispute is not due solely to the failure of the Service.

15. Export

You may not export the App or Service except as authorized by U.S. law. In particular, but without limiting the foregoing, the Service may not be exported or re-exported: (A) into any U.S.-embargoed countries; or (B) to anyone on OFAC’s Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Service, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Service for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.

16. U.S. Government Users

The Service is for use by consumers. Notwithstanding the foregoing, the Service and any associated documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users, if at all, only as Commercial Items and with only those rights as are granted to all other end users pursuant to the terms and conditions herein.

17. Open Source Software

The App may contain or be provided with open source software subject to open source software licenses, which means any software license approved as an open source license by the Open Source Initiative or any substantially similar licenses (“Open Source Components”). To the extent required by the licenses covering Open Source Components, the terms of such licenses will apply in lieu of the terms of this Agreement. A list of Open Source Components contained or provided with the App are available at https://www.prismmoney.com/about/legal (the “Notice”). To the extent the terms of a license applicable to an Open Source Component requires BillGO to offer to provide source code for such Open Source Component, such offer is hereby made, and you may exercise such offer by following any links in the Notice directing you to such Open Source Component.

18. BINDING ARBITRATION AND CLASS ACTION WAIVER.

18.1. Agreement to Arbitrate

You and BillGO agree that any dispute, claim, or controversy arising out of or relating in any way to this Agreement or the Service (each, a “Dispute”) must be determined by binding arbitration, except that you retain the right to bring an individual action in small claims court (a “Small Claims Action” ). In addition, because BillGO is allowing you to use certain proprietary technology as set forth in this Agreement, BillGO may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual, suspected, or threatened infringement, misappropriation, or violation of its copyrights, trademarks, trade secrets, patents and patent rights, database rights, and other proprietary and intellectual property rights (each, an “IP Protection Action”).

18.2. Opt-Out

Without limiting the above, you have the right to litigate any Dispute in a court of general jurisdiction if you provide BillGO with written notice via email to arbitrationoptout@billgo.com (such notice, an “Arbitration Opt-out Notice”). To be effective, an Arbitration Opt-Out Notice must: (A) contain your name, the date, your email address, and a statement expressing your desire to opt out of binding arbitration; and (B) be received by BillGO within 30 days following your download of the App and entry into this Agreement or within 30 days following any modification to this Agreement. EXCEPT FOR SMALL CLAIMS ACTIONS, YOU KNOWINGLY AND INTENTIONALLY WAIVE YOUR RIGHT TO LITIGATE ANY DISPUTE IN ANY COURT OF GENERAL JURISDICTION IF YOU DON’T PROVIDE BILLGO WITH AN ARBITRATION OPT-OUT NOTICE IN ACCORDANCE WITH THE FOREGOING REQUIREMENTS. The sole and exclusive jurisdiction and venue for any Small Claims Action or any Dispute where you timely provide BillGO with a valid Arbitration Opt-out Notice are the state and federal courts located in the City and County of Denver, Colorado, and you and BillGO each waive any objection to jurisdiction and venue in such courts. The following Sections 18.3-18.8 below apply to all Disputes that are not Small Claims Actions, IP Protection Actions, or Disputes where you provided BillGO with a valid Arbitration Opt-Out Notice.

18.3. CLASS ACTION WAIVER

ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE IN ANY FORUM MUST BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. NEITHER YOU NOR BILLGO MAY SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, A REPRESENTATIVE ACTION, A COLLECTIVE ACTION, A PRIVATE ATTORNEY-GENERAL ACTION, OR IN ANY PROCEEDING IN WHICH YOU OR BILLGO ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR PROCEEDING MAY BE JOINED, CONSOLIDATED, OR COMBINED WITH ANOTHER ARBITRATION OR PROCEEDING WITHOUT THE PRIOR WRITTEN CONSENT OF YOU, BILLGO, AND ALL PARTIES TO ANY SUCH ARBITRATION OR PROCEEDING.

18.4. Notice of Dispute

In the event of a Dispute, you must first send to BillGO, by email or certified mail, a written notice of Dispute (“Notice of Dispute”). The Notice of Dispute must be either emailed to Legal@BillGO.com or mailed to BillGO, Inc., Attn: General Counsel, P.O. Box 272390, Fort Collins, Colorado, 80527, and in each instance must be titled: NOTICE OF DISPUTE UNDER PRISM TERMS OF SERVICE. The Notice of Dispute must include both your email address and the mailing address you would like BillGO to use when contacting you. If BillGO elects to initiate arbitration against you, it will send its own Notice of Dispute to the email address and mailing address it has on file for you. A Notice of Dispute must: (A) describe the nature and basis of the claim or dispute; and (B) set forth the specific amount of damages or other relief sought (“Demand”).

18.5. Proceedings

If you and BillGO do not reach an agreement to resolve the Dispute within 30 days after the Notice of Dispute is received, you or BillGO may commence an arbitration proceeding. Any arbitration must be governed and administered by the American Arbitration Association (the “AAA”) in accordance with the AAA’s “Consumer Arbitration Rules” effective September 1, 2014, including the “Costs of Arbitration (Including AAA Administrative Fees)” effective September 1, 2014 (collectively, the “Consumer Procedures”), except that this Agreement governs to the extent it conflicts with the Consumer Procedures. ALL ISSUES IN THE DISPUTE ARE SUBJECT TO THE REVIEW OF A NEUTRAL ARBITRATOR. In ruling on a Dispute, the neutral arbitrator will apply the terms of this Agreement and the laws of the State of Colorado. The arbitrator has discretionary authority to conduct the arbitration via conference call or face-to-face hearing. The arbitrator will render an award within the time specified in the Consumer Procedures. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. BillGO and you agree that the arbitrator’s award of damages must be consistent with the terms of Section 13 above (“Limitation of Liability”) as to the types and amounts of damages for which a party may be held liable. You may download or copy the AAA’s forms and rules from https://www.adr.org or by calling the AAA at 1-800-778-7879. Unless you and BillGO otherwise agree in writing, the arbitration must be conducted in the City and County of Denver, Colorado. If your Demand does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and BillGO submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your Demand exceeds $10,000, your right to a hearing will be determined by the Consumer Procedures. Subject to the Consumer Procedures, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

18.6. AAA Not Integral to Agreement to Arbitrate

You and BillGO agree that the use of the AAA to administer arbitration is not integral to the parties’ agreement to arbitrate Disputes. If the AAA will not or cannot conduct an arbitration, you and BillGO will negotiate in good faith to agree on a sole arbitrator who will resolve the Dispute as provided in the Consumer Procedures. If the parties cannot agree on an arbitrator, either party may request a court of competent jurisdiction to appoint an arbitrator, who will follow the Consumer Procedures.

18.7. Severability

If one or more parts of this Section 18 are found to be illegal, invalid or unenforceable as to all or some parts of a Dispute, then, and only in that circumstance, those parts will be severed and the Dispute will be resolved subject to all remaining parts of Section 18. If such severance results in all or some parts of a Dispute proceeding in a court of law, the exclusive jurisdiction and venue for any such court proceeding will be the state or federal courts sitting in the city and county of Denver, Colorado. For purposes of any such court proceeding, you consent to, and will not challenge, such courts’ personal jurisdiction over you, and you further waive objection based upon improper venue or forum non conveniens and will not seek transfer to another district or jurisdiction.

18.8. FAA

The Federal Arbitration Act governs the interpretation and enforcement of all provisions of this Agreement relating to arbitration.

19. Notice

19.1. From You to BillGO

Except as set forth in Section 18 or Exhibit B, all notices from you to BillGO under this Agreement must be sent: (A) by mail to BillGO, Inc., Attn: General Counsel, P.O. Box 272390, Fort Collins, Colorado, 80527; or (B) by email to Legal@BillGO.com. Such notice are effective: (C) in the case of mail, five days after mailing, when sent via certified mail, return receipt requested and postage prepaid; or (D) upon being received at the email address, with a “read receipt” as proof of receipt.

19.2. From BillGO to You

Except as set forth in Section 18 or Exhibit B, you consent to receive all notices from BillGO via email. Such notices are effective upon being sent to the email address. It is your responsibility to notify BillGO of any change to your email address. Notices are also effective upon publication to you (including via in-product messaging) or five days after mailing, when sent via certified mail, return receipt requested and postage prepaid to your address on file or in any Subscription Documents.

20. Severability

If any provision of this Agreement is held to be unenforceable, that provision will be enforced to the extent permissible by law and the remaining provisions will remain in full force and effect.

21. Third-Party Beneficiaries

Except as set forth in this Agreement, there are no third-party beneficiaries to this Agreement.

22. Assignment

You may not assign this Agreement or delegate any rights under this Agreement without the prior written consent of BillGO. BillGO may assign this Agreement or delegate its rights under this Agreement without your consent, although BillGO may notify you of any assignment.

23. Waiver

No provision of this Agreement will be deemed waived unless the wavier is in writing and signed by BillGO.

24. Entire Agreement

This Agreement, including these Terms of Service, BillGO’s Privacy Policy, and any Subscription Document, is the complete and exclusive statement of the mutual understanding between you and BillGO relating to the Service and supersedes and cancels all prior written and oral agreements and communications relating to the Service.

DEFINITIONS

  1. “Affiliate” means an entity that, directly or indirectly, through one or more intermediaries, controls or is controlled by or is under common control with a party.
  2. “Agreement” means these Terms of Service (including all Exhibits), BillGO’s Privacy Policy, and any Subscription Document.
  3. “App” means the PRISM mobile application, which is a component of the Service.
  4. “Biller” means a provider of a bill or invoice to you.
  5. “Biller Account” means your account with a Biller.
  6. “Biller Account Data” means data relating to your Biller Account (e.g., account number, invoice number, etc.).
  7. “BillGO” or “we” or “us” means BillGO, Inc. or its subsidiaries, if applicable.
  8. “Bill Pay Data” means Payment Data and Biller Account Data.
  9. “Business Day” means Monday through Friday, excluding federal holidays and bank holidays.
  10. “Content” means text, images, photos, audio or video files, and other forms of data or communication.
  11. “Derived Data” means information or data that is derived by or through the Service from processing your data but is sufficiently distinct from your Personal Information so that such data cannot reasonably be reverse engineered from the Derived Data alone. Derived Data also includes, to the extent allowed by law, anonymized, aggregated, or de-identified data.
  12. “Feedback” refers to any suggestion or idea for improving or otherwise modifying any aspect of the Service.
  13. “Government Body” means (A) the government of a country or of a political subdivision of a country, (B) an instrumentality of any such government, (C) any other individual, entity, or organization authorized by law to perform any executive, legislative, judicial, regulatory, administrative, military, or police functions of any such government, or (D) an intergovernmental organization.
  14. “Hosted System” means elements of the Service as hosted by BillGO on remote servers owned, licensed, or accessed by BillGO, including via any Infrastructure-As-A-Service or Platform-As-A-Service.
  15. “Payment Account” means your account with your applicable bank, credit union, or financial institution.
  16. “Payment Data” means financial account information for certain payment methods, such as a credit card, debit card, or checking account.
  17. “Person” means an individual, a corporation, partnership, limited liability company, association, trust, unincorporated organization, or other legal entity or organization, or a Government Body.
  18. “Personal Information” has the meaning given to it in BillGO’s Privacy Policy. If the Privacy Policy contains no definition of “Personal Information”, then “Personal Information” means information that identifies, relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual.
  19. “Service” means the App, Website, and any related features offered by BillGO via the Hosted Service.
  20. “Subscription Documents” means those order and transaction documents associated with your subscription to the Service, which may be from an app platform’s checkout page or an email confirmation from BillGO.
  21. “Website” means the PRISM website, which is currently at https://www.prismmoney.com/.
  22. “you” means you as the individual consumer and end user of the Service.

SUPPLEMENTAL TERMS AND CONDITIONS FOR BILL PAYMENTS

1. Scheduling a Payment Transaction

You may use the Service to make a payment today or to schedule a payment for a later date (“Scheduled Payment Date”). If you choose “Today”, the payment will be scheduled to be processed on the same Business Day, except that you must schedule the payment before the Biller’s designated cut-off time on a day that the Biller accepts payments in order for the payment to be received on the same Business Day. A payment that is scheduled for “Today” but submitted after the processing cut-off time (or on a day that is not a day the Biller accepts payments) will be paid on the next day the Biller accepts payments. Actual processing times vary by Biller; Biller deadlines may be shown in the App. If you schedule a payment on a weekend or holiday, your payment may not be processed until the next Business Day. BillGO is not obligated to provide you with any notice of delay in processing your payment to the Biller or of the completion or rejection of your payment to the Biller. You are solely responsible for contacting the designated Biller if you want to confirm receipt of your payment by the designated Biller on the same Business Day. BILLGO MAKES NO GUARANTEE THAT A BILLER WILL RECEIVE THE PAYMENT, OR POST A PAYMENT TO YOUR ACCOUNT, ON THE SAME BUSINESS DAY AS THE “TODAY” DATE. If you choose a Scheduled Payment Date, the payment will be scheduled to be processed on that day at 9:00 AM local time. Your Scheduled Payment Date must be before the actual due date of the bill you are intending to pay to avoid any interest or late payment charges. BillGO is not liable for any fees that result from late payments.

2. Cancelling a Payment Transaction

To cancel a future scheduled payment, open the bill you’d like to cancel and tap where it says “cancel payment”; scheduled payments can be cancelled up until the day of payment. If you want to cancel a payment scheduled for “Today”, you must message us within the App to “stop payment” or “cancel payment”. We will attempt to cancel the payment, but we do not and cannot guarantee that the payment will be cancelled. We will inform you of whether the cancellation was successful.

3. Preauthorized Recurring Payment Transactions

You may schedule a preauthorized recurring bill payment transaction using the Service. By doing so, you authorize BillGO to electronically debit your designated payment method to pay a specific Biller each month for a particular bill payment. As applicable, you also authorize BillGO to electronically debit and credit your designated payment method to correct erroneous debits and credits. You may stop payment of a preauthorized, recurring payment by notifying us orally or in writing at least three Business Days before the scheduled date of the payment by emailing us at compliance@prismmoney.com or calling us at 844-774-7627 (844-PRISM-APP). BILLGO CANNOT GUARANTEE THAT THE BILL PAYMENT WILL BE STOPPED IF YOU FAIL TO CONTACT US AT LEAST THREE BUSINESS DAYS PRIOR TO THE SCHEDULED PAYMENT DATE. Some preauthorized bill payments are for Billers where the amount due or minimum payment amount will vary from the previous bill payment to the same Biller under the same authorization or from the preauthorized amount. For these types of preauthorized recurring bill payments, if you have provided us with the information required to receive bill payment information from the designated payee (e.g., Biller log-in information), we will notify you electronically at least 10 days before the scheduled bill payment of the bill payment amount. You are responsible for any fees or other amounts charged by your Biller or your bank related to the scheduled payments if you do not contact us to make changes or stop a scheduled payment within the timeframes indicated herein.

4. Refunds or Reversals of Completed Payments

You cannot use the Service to request a refund, cancellation, correction, or reversal of a completed payment (a “Payment Modification”). In such situations, you will need to contact a Biller’s customer service department to request such Payment Modification. If the Biller cannot, or is unwilling, to assist you with a request for a Payment Modification, you should contact your financial institution’s customer service department to determine if your financial institution is able to provide additional assistance. If BillGO elected to use the Single Use Card Process as described in the Agreement, you will not be able to make such a request without first obtaining specific information and assistance from us, which we will provide when you contact us.

5. Biller Taxes

It is your (or your Biller’s) responsibility to determine what, if any, taxes apply to the payments you make to such Biller, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. BillGO is not responsible for determining whether taxes apply to your payment transaction or for collecting, reporting, withholding or remitting any taxes arising from any payment transaction.

6. Unauthorized Payment Transactions

6.1. Notice

You must notify BillGO immediately: (A) if you believe that that your Payment Data has been accessed or used in an unauthorized manner within the Service (i.e., in a way not authorized by you, such as an unauthorized electronic funds transfer); or (B) if you believe your phone number or password used to log in to the Service (each, a “Login Credential”) have been lost or stolen. In such circumstances you should contact us via email at: compliance@prismmoney.com. You may also call us at 844-774-7627 (844-PRISM-APP) or write us at:

BillGO, Inc.
Attention: Compliance
3003 Harmony Road, Suite 500
Fort Collins, CO 80528

6.2. Consumer Protections

Depending on the type of payment account used, you may also be directed or required to contact the payment account bank in order to avail yourself of consumer protections under the Electronic Funds Transfer Act (for deposit payment accounts; see Section 9 below for more information) or the Truth in Lending Act (for credit accounts and lines). When BillGO receives notification from you, it will suspend your account. An “Unauthorized Electronic Funds Transfer” is an electronic funds transfer initiated by a person other than you who does not have actual, implied, or apparent authority to initiate the transfer, and from which you do not benefit. If you give access to your account to another person, all payments by that person are authorized unless and until you notify us that payments by that person are no longer authorized.

6.3. MVB Bank Notice

As stated above, you should contact BillGO regarding any unauthorized electronic funds transfers. Additionally, you may contact MVB Bank directly if you should have any questions, concerns, or detect an error with an electronic funds transfer(s) through MVB Bank. You can contact MVB Bank via email at programcompliance@mvbbanking.com. You may also call at 833-MVB-TECH or write to at:

MVB Bank
Attention: Client Delivery Team
2400 Cranberry Square
Morgantown, WV 26508

6.4. Atlantic Capital Bank Notice

As stated above, you should contact BillGO regarding any unauthorized electronic funds transfers. If you have any questions, concerns, or detect an error with an electronic funds transfer through Atlantic Capital Bank, you can email BillGO at mailto:payment-inquiries@billgo.com or call BillGO at 970-829-0809 and BillGO will attempt to resolve your issue or will route your issue to Atlantic Capital Bank.

In addition, Atlantic Capital Bank’s mailing address is: PO Box 550889, Atlanta, GA 30355, Attn: ACH Operations.

7. Payment Transaction Limits or other Suspicious Activity

BillGO may impose limits on the frequency and dollar amount of your payments to Billers and adjust the limits from time to time at our sole discretion. For example, we may limit the maximum dollar amount allowed per transaction, the aggregate dollar amount of transactions allowed over a period of time, or the maximum number of payments allowed over a period of time. The App will identify applicable limits and relevant time periods. A period of time may be measured as a calendar day, a rolling 30-day period, or otherwise. BillGO also reserves the right to decline to process any payment that appears illegal or in breach of this Agreement and to notify relevant authorities.

8. Collection of Returned Item Fees

If your payment is returned unpaid, you authorize BillGO at its sole discretion to instruct a Bank to make a one-time electronic fund transfer from your account to collect a $15 fee. This is in addition to other charges that may apply with your Biller or financial institution.

9. Electronic Fund Transfer Rights & Error Resolution Policy

9.1. Your Liability

(A) Authorized Transfers: You are liable for all electronic fund transfers that you authorize, whether directly or indirectly.

(B) Unauthorized Transfers: Tell us at once if you believe your Login Credential has been lost or stolen or if your Prism account has been, or may have been, subject to Unauthorized Electronic Fund Transfers. Contact us immediately to keep your possible losses to a minimum. You could lose all the money in your bank account(s).

(C) If you tell us within four (4) Business Days after learning of the loss or theft of your Login Credential for your Prism account or after learning of any other Unauthorized Electronic Fund Transfers associated with your Prism account, you can lose no more than $50. However, if you DO NOT tell us within four (4) Business Days after learning of the loss, theft or unauthorized use associated with your Prism account, and we can establish that we could have prevented the Unauthorized Electronic Fund Transfer(s) if you had told us in time, you could lose as much as $500.

(D) If your periodic account statement issued by your bank or financial institution shows Unauthorized Electronic Fund Transfers and you DO NOT tell us within ninety (90) days after the statement was delivered to you, you may not get back any money you lose after the ninety (90) day period if we can prove that we could have prevented the unauthorized transfer(s) if you had told us in time. If an extenuating circumstance (such as extended travel or hospitalization) prevents you from promptly notifying us of a suspected lost or stolen Login Credential or of any other suspected Unauthorized Electronic Fund Transfers(s), the time periods specified in this Section 9.1 may be extended for a reasonable period.

9.2. Types of Transfers; Limitations

You may use the Service to pay Billers using the following types of electronic fund transfers: (A) Payments to Billers using a debit card.

(B) Payments to Billers using automated clearing house (“ACH”) systems.

(C) Preauthorized payments to Billers which result in periodic debits to your debit card or deposit account.

Any limitations regarding such Service, such as the type of electronic fund transfers that you may make, or the frequency or dollar amount of transfers, will be communicated to you in writing or displayed to you through the Service. See Section 3 of this Exhibit B above for more information about stopping payment of preauthorized electronic fund transfers.

9.3. Fees

BillGO charges no fees for electronic fund transfers or for the right to make transfers.

9.4. Documentation

We will provide a receipt to you through the Service for each electronic fund transfer made through the Service. Additionally, your payment history can be viewed within the App on a per-biller basis by navigating to the menu, tapping “Your Billers” and tapping a specific Biller. You are responsible for reviewing your receipts and payment history and maintaining copies for your records.

9.5. Our Liability

See Sections 13 (“Limitation of Liability”) of the main Terms of Service above. If BillGO fails to make or stop an electronic funds transfer in accordance with the terms of this Section 9, we will be liable for your losses or damages. However, there are some exceptions. We will not be liable, for instance:

(A) If, through no fault of ours, you do not have enough money in your bank account or debit card to make a payment.

(B) If the bank account or debit card you specify as the payment source is closed or does not contain sufficient funds to complete the payment or the charge is rejected or returned by your bank or financial institution.

(C) If the Service was not working properly and you knew about the problems when you started your payment.

(D) If we cannot complete a payment due to fraud or attacks on our systems or the Service.

(E) If circumstances beyond our control (such as fire or flood) prevent a payment, despite reasonable precautions we have taken.

There may be other exceptions stated in our Agreement with you.

9.6. Confidentiality Related to Electronic Fund Transfers

We will disclose information to third parties about the electronic fund transfers you make through the Service:

(A) Where it is necessary for completing the electronic fund transfers; or,

(B) In order to comply with government agency or court orders; or,

(C) If you give us written permission; or,

(D) As otherwise provided in our Privacy Policy.

9.7. Error Resolution

In case of errors or questions about your electronic fund transfers, call us at 844-774-7627 (844-PRISM-APP); or write us at BillGO, Inc., P.O. Box 272390, Fort Collins, Colorado, 80527. If you think your bank account statement, receipt or payment history within the App is wrong, or if you need more information about a transfer listed on the statement, receipt, or within the App, contact us as soon as you can. We must hear from you no later than 90 days after the statement or receipt was delivered to you. In your notification to us, you must:

(A) Tell us your name and phone number associated with your Prism account.

(B) Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.

(C) Tell us the dollar amount of the suspected error.

(D) If you tell us orally, we may require that you send us your complaint or question in writing within 10 Business Days.

We will determine whether an error occurred within 10 Business Days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 45 days to investigate your complaint or question. If we decide to do this, we will credit your account within 10 Business Days for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within 10 Business Days, we may not credit your account. For errors involving new Prism accounts, we may take up to 90 days to investigate your complaint or question. For new Prism accounts, we may take up to 20 Business Days to credit your Prism account for the amount you think is in error.

We will tell you the results within three Business Days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

ALL QUESTIONS ABOUT TRANSACTIONS MADE THROUGH THE SERVICE MUST BE DIRECTED TO BILLGO, AND NOT TO THE BANK OR OTHER FINANCIAL INSTITUTION WHERE YOU HAVE YOUR BANK ACCOUNT. We are responsible for the Service and for resolving any errors in transactions made in conjunction with such Service.

We will not send you a periodic statement listing transactions that you make through the Service. The transactions will appear only on the statement issued by your bank or other financial institution. REVIEW THE RECEIPTS YOU ARE PROVIDED THROUGH THE SERVICE, AND CHECK THEM AGAINST THE ACCOUNT STATEMENT YOU RECEIVE FROM YOUR BANK OR OTHER FINANCIAL INSTITUTION. If you have any questions about one of these transactions, call or write us at the telephone number and address indicated below:

Tel: 844-774-7627 (844-PRISM-APP)

Write: BillGO, Inc.
P.O. Box 272390
Fort Collins, Colorado, 80527

Email: compliance@prismmoney.com

IF YOUR LOGIN CREDENTIAL IS LOST OR STOLEN, NOTIFY US AT ONCE by calling or writing to us at the telephone number or address listed above.

10. Consent to Electronic Communications

The App is an electronic, Internet-based service. Therefore you understand, agree and consent to receive electronically all communications, agreements, documents notices and disclosures (collectively “Communications”) that the App provides in connection with your use of the Service. Communications include:

(A) this agreement and any updates, amendments, modifications, or supplements to it;

(B) other disclosures, announcements, and updates related to your use of the Service, including without limitation error resolution notices, privacy notices, and change-in-terms notices;

(C) records of any payment through the Service, including without limitation any payment histories and confirmations of individual transactions;

(D) any courtesy or customer service communications relating to your use of the Service (e.g., notifying you when your credit card has expired, highlighting new services available within the App, or communicating with you to resolve a customer service issue).

BillGO will provide these Communications to you by posting them in the “News” and/or “Notifications” sections of the App. BillGO will also provide updated versions of agreements and policies on its website. You agree that electronic Communications have the same meaning and effect as if we had provided you with paper copies. All Communications will be deemed to have been received by you no later than five Business Days after BillGO posts them in the app or otherwise communicates them to you via the Service (e.g., pop-up notification, email or text message). You agree that these are reasonable procedures for providing electronic Communications. You should maintain copies of electronic Communications by printing paper copies or saving electronic copies, as applicable.

If, after you consent to receive Communications electronically, you would like a paper copy of a Communication we previously sent you, you may request a copy within 180 Days after the date we provided the Communication to you by contacting us as described above. We will send your paper copy to you by U.S. mail. In order for us to send you paper copies, you must provide us with a current street address. If you request paper copies, you understand and agree that BillGO may charge you a fee of up to $15 per document requested. We may also authorize third parties to provide these copies to you.

You may withdraw your consent to receive electronic Communications at any time by emailing us at info@prismmoney.com, calling us at 844-774-7627 (844-PRISM-APP), or writing us at BillGO, Inc., P.O. Box 272390, Fort Collins, CO 80527 or 3003 E. Harmony Road, Suite 500, Fort Collins, CO 80528. However, the ability to receive electronic Communications from the App is a condition of your use of the Service. Accordingly, withdrawal of your consent to receive electronic Communications will result in termination of your access to the Service. Any withdrawal of your consent will be effective immediately after a reasonable period of time for we processing your request. If you do not wish to receive these Terms and other Communications electronically, you may not use the Service.

If you have opened a Prism account and you wish to withdraw your consent to have Communications provided in electronic form, you must close your account right away. Please follow the steps described above in Section 11.1 (“Termination by You”) of the main Terms of Service to do so.

SUPPLEMENTAL TERMS FOR APPS DOWNLOADED FROM APPLE

If you downloaded the App from Apple’s App Store, the following terms also apply to you:

  1. Acknowledgement. You acknowledge that this Agreement is between you and BillGO only, and not with Apple, and BillGO, not Apple, is solely responsible for the App and the content thereof.
  2. Scope of License. The license granted to you for the App is a limited, non-transferable license to use the App on an Apple device that you own or control and as permitted by the Usage Rules set forth in the terms of service applicable to the App Store.
  3. Maintenance and Support. BillGO and not Apple is solely responsible for providing any maintenance and support services, for which additional fees may apply, with respect to the Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
  4. Warranty. BillGO is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be BillGO’s sole responsibility.
  5. Product Claims. BillGO, not Apple, is responsible for addressing any user or third party claims relating to the App or the user’s possession and/or use of the App, including, but not limited to: (A) product liability claims; (B) any claim that the App fail to conform to any applicable legal or regulatory requirement; and (C) claims arising under consumer protection or similar legislation.
  6. Intellectual Property Rights. You acknowledge that, in the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, BillGO, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
  7. Legal Compliance. You represent and warrant that (A) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (B) you are not listed on any U.S. Government list of prohibited or restricted parties.
  8. Developer Name and Address. Please direct any questions, complaints, or claims to: BillGO, Inc., 3003 E. Harmony Road 5th Floor, Fort Collins, CO 80528 or to Legal@BillGO.com.
  9. Third Party Terms of Agreement. You must comply with any applicable third-party terms when using the App.
  10. Third Party Beneficiary. You acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement against you as a third party beneficiary thereof.

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