General Terms of Service

These terms of use (the “Agreement”) are a legal contract between you (also referred to herein as “Customer”) and Yell Services Inc. (“YELL”) governing your use of the YELL Account (the “Account”), YELL Card, and the associated services provided by YELL (the “Services”). By opening an account, you also agree to comply with our Cardholder Agreement which outlines the terms and conditions under which the YELL Card has been issued to you by Bangor Savings Bank, (“YELL Card”). In this Agreement, “you” or “your” means all persons responsible for complying with this Agreement, including any persons that you authorize to use your Account and “we,” “our” or “us” means YELL.

PLEASE READ THIS AGREEMENT AND EACH OF THE OTHER TERMS AND AGREEMENTS THAT APPLY TO YOU CAREFULLY. Your use of an Account or any Service constitutes acceptance of this Agreement and you agree to be bound by these Terms. By creating an account through www.yellpayment.com (the “Website”) or through the YELL mobile application (the “YELL App”), you agree that you have read, understood and accepted all of the terms and conditions set forth in this Agreement, including Section 5.4 “Arbitration” as well as our Privacy Policy, and E-SIGN Consent.

Your right to use an Account and the Services is conditioned upon your acceptance and compliance with this Agreement. If you do not agree to be bound by the terms and conditions set forth in this Agreement, you are not authorized to use an Account or the Services and you agree to immediately discontinue any access to or use of an Account or the Services.

YELL does not provide any banking, processing, or other financial services. Financial services shall be provided by third-party services providers or partners, including financial institutions, (“Third-Party Providers”), and the use of such services may be subject to additional terms and conditions provided to you by either us or the Third-Party Providers.

Prior to using our Services, you should review the following agreements from our Third-Party Providers, which are hereby incorporated into this Agreement:

• Treasury Prime: the Terms of Service found at: 2261 Market St., #4037, San Francisco, CA 94114;
• Bangor Savings Bank found at: 24 Hamlin Way, Bangor, ME 04401;
• Plaid: the relevant agreements found at: https://plaid.com/legal;
• Financial Institution: we recommend that you read all applicable agreements from your banks and financial institutions.

YELL MAY, FROM TIME TO TIME, AND RESERVES THE RIGHT, IN ITS SOLE AND ABSOLUTE DISCRETION, TO MODIFY, LIMIT, CHANGE, DISCONTINUE, OR REPLACE THE YELL CARD, ACCOUNT, WEBSITE OR THIS AGREEMENT. IN THE EVENT YELL MODIFIES, LIMITS, CHANGES, OR REPLACES THE YELL CARD, APP, WEBSITE OR THIS AGREEMENT, YOUR USE OF THE YELL CARD, APP AND/OR WEBSITE AFTER SAID MODIFICATION, LIMITATION, CHANGE, OR REPLACEMENT CONSTITUTES YOUR MANIFESTATION OF ASSENT TO THE MODIFICATION, LIMITATION, CHANGE, OR REPLACEMENT.

4. Services

4.1 Third Party Services

The Services include services that are not provided by YELL (“Third-Party Services”). YELL does not warrant that this Agreement or Privacy Policy are the same as those of the Third-Party Services. Your use of Third-Party Services are subject to the respective terms, conditions, and privacy policies of the Third-Party Services. YELL is not responsible for the privacy practices, functionality, or content of the Third-Party Services and assumes no liability for your use of, interactions with or access to such services. You are solely responsible for reading and complying with any licenses, restrictions, privacy policies, terms of use or service or other terms and conditions that govern the use of any Third-Party Services you choose to access, visit, or link to through your use of the Services and you are solely liable for any violations of those terms and conditions that arise out of or relate to your use of the Third-Party Services. You hereby acknowledge and agree that if you decide to use, interact with or otherwise access any Third-Party Service linked to the Services, you do so entirely at your own risk and are responsible for and assume all risk arising from your use of or reliance on any Third-Party Services.

(a) Disclaimer: Third-Party Data Integration

By connecting your external accounts with the Yell Payment app, you consent to the use of third-party data providers, including but not limited to Plaid, to access and manage your account information. Yell Payment relies on these third-party services to retrieve your account balances, transaction history, and other relevant data. Please note that Yell Payment is not responsible for the accuracy or completeness of any information provided by third-party services. In the event of discrepancies or issues related to your account balances, transaction history, or any other data obtained through third-party providers, we recommend you refer directly to your external account provider to resolve such issues. Your use of the Yell Payment app confirms your acknowledgment and acceptance of these terms.

4.2 Transactions

You may use your Account to access your YELL Card, which is a Mastercard payment card issued to you by our issuing bank partner, Bangor Savings Bank. You may use your YELL Card to conduct transactions with merchants. You acknowledge that we are not responsible for any goods or services that you may receive from, or any action by, a third party with respect to any transaction you conduct using your YELL Card via your Account. YELL is not responsible for ensuring that a third party you transact with will complete the transaction or is authorized to do so. If you have a dispute with any third party with respect to any transaction you should resolve the dispute directly with that third party.

4.3 Taxes

Any fees we charge are listed at www.yellpayment.com. The fees do not include any taxes, levies, duties or similar governmental assessments of any nature, accessible by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for determining whether any Taxes may apply to the transactions you complete using the Services and it is your responsibility to report and remit the relevant Taxes to the appropriate taxing authorities. We are not responsible for determining whether you owe taxes in connection with your access to or use of the Services or for collecting, reporting, or remitting taxes arising from your access to or use of the Services, except for our own income taxes.

4.4 Transactions Limits

There may be limitations on the volume or value of your transactions. You may view any applicable limitations through your Account. We may change applicable limitations at any time by posting the limitations to your Account and without any other notice to you. Our decision may be based on confidential information and we may be restricted by law, a court order or a governmental authority from disclosing certain information to you regarding such limits.

4.5 Transaction History

Transaction history will be reflected in your Account. Your transaction history will display the amount and currency of each transaction you conduct using your Account, any fees charged to you and the date of the transaction.

4.6 Privacy

You acknowledge that we receive and process personal information from you. Please review our Privacy Policy, located at www.yellpayment.com, to understand our commitment to maintain your privacy. You represent and warrant that you have read and understood our Privacy Policy before providing us with your personal information. You consent to the collection, use and disclosure of information as described in the Privacy Policy.

4.7 Account Communications

Except as otherwise required by U.S. law, we may provide any notice permitted or required under this Agreement via mail, email, on the Website or App, Account notification, or any other reasonable means. We may send you communications, including notices about your Account (e.g., change in password). Please see our E-SIGN Consent available at www.yellpayment.com for more details regarding electronic communications.

4.8 Suspension and Termination

We may suspend or terminate your Account or restrict your access to the Services, at any time in our sole discretion, with or without cause, with or without notice, and without incurring any liability. If we suspend or close your Account or terminate your use of the Services for any reason, we will provide you with notice of our actions unless a court order, governmental authority, law, regulation or other legal process prohibits us from doing so.

4.9. Acceptable Use

By using the Services, you agree and represent for each transaction you make using your YELL Card or Account that: the transaction represents a bona fide sale; you will fulfill all of your obligations to the merchant and will resolve any dispute or complaint directly with the merchant; you and the transaction comply with all federal, state, and local laws, rules, and regulations applicable to you; and you will not use the Services in a fraudulent, disruptive, aggressive, manipulative or any other inappropriate matter. You further represent and warrant that you will not engage in any practices that are prohibited. Prohibited uses can be found at www.yellpayment.com.

4.10 Refunds

If you are entitled to a refund for any reason for goods or services obtained with your YELL Card, the return and refund will be handled by the merchant. In the event that the merchant credits your YELL Card, the credit may not be immediately available. While merchant refunds post as soon as they are received, please note that we have no control over when a merchant sends a credit transaction, and the refund may not be available for a number of days after the date the refund transaction occurs. Refunds will be recorded along with your transactions in the App. Neither YELL nor our issuing partner bank is responsible for the delivery, quality, safety, legality or any other aspects of the goods or services you purchase from others with the YELL Card. If you have a problem with a purchase you made with the YELL Card, or if you have a dispute with the merchant, you must handle it directly with the merchant. YELL does not refund any transaction fees or fees addressed in Section 4.2.

4.11. Surcharging

A 3% credit card fee will be applied to all credit card transactions. Cash and debit card transactions are not subject to a surcharge.

5. General Terms

5.1 Indemnity

You agree to indemnify, defend and hold harmless YELL and its directors, officers, owners, agents, co-branders or other partners, employees, information providers, licensors, licensees, consultants, contractors and other applicable third parties (collectively “Indemnified Parties”) from and against any and all claims, demands, investigations, causes of action (the “Claims”), debt or liability, including reasonable attorney’s fees, including without limitation attorney’s fees and costs incurred by the Indemnified Parties arising out of, related to, or which may arise from:

• (a) your use of your Account or the Services;
• (b) any breach or non-compliance by you of any of the terms of this Agreement; or
• (c) any dispute or litigation caused by your actions or omissions.

5.2 Disclaimer

THE APP, ACCOUNT, AND SERVICES ARE PROVIDED ON AN “AS IS’’ AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO WARRANTY IS PROVIDED THAT THE WEBSITE, APP, ACCOUNT, OR THE SERVICES WILL BE FREE FROM DEFECTS OR VIRUSES OR THAT OPERATION OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE. YOUR USE OF THE WEBSITE, APP, ACCOUNT, OR THE SERVICES AND ANY OTHER MATERIAL OR SERVICES DOWNLOADED OR MADE AVAILABLE TO YOU THROUGH THE WEBSITE, APP OR SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM THEIR USE.

5.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL YELL OR ANY OF ITS CONTRACTORS, THIRD-PARTY PROVIDERS OR OTHER PROVIDERS OR ANY OF THEIR AFFILIATES BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO, ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE OR OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH ANY CLAIM IS BASED. IN ANY CASE, THE LIABILITY OF YELL OR ANY OF THE OTHER PERSONS OR ENTITIES DESCRIBED IN THIS PARAGRAPH ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED $100.00

THE LIMITATIONS IN THIS SECTION DO NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

5.4 Arbitration

YOU AND YELL AGREE TO ARBITRATE – RATHER THAN LITIGATE IN COURT - any and all claims or disputes between you and YELL (including any subsidiaries and affiliates, and their officers, directors, employees, or agents of the foregoing) that arise out of or in any way relate to this Agreement, the Website, the App, your Account or the Services (“Claims”), under any legal theory. (the “Arbitration Agreement”). All Claims shall be decided by an arbitrator and not by a court. Notwithstanding this agreement to arbitrate, you and YELL may bring Claims against each other in small claims court, if the Claims fall within the small claims court’s jurisdiction.

Arbitrator Authority: The arbitration between you and YELL will be binding. In arbitration, there is no judge and no jury. Instead, disputes will be resolved by an arbitrator, whose authority is governed by this Agreement. You and YELL agree that an arbitrator may only award such relief as a court of competent jurisdiction could award, limited to the same extent as a court would limit relief pursuant to this Agreement. An arbitrator may award attorneys’ fees and costs if a court would be authorized to do so, and may issue injunctive or declaratory relief if that relief is required or authorized by the applicable law, but that injunctive or declaratory relief may not extend beyond you and your dealings with YELL. Review of arbitration decisions in the courts is very limited

Arbitration Procedures: You and YELL agree that this Agreement affects interstate commerce and that the Federal Arbitration Act applies. All arbitrations shall be conducted by the American Arbitration Association (“AAA”) under the AAA’s Consumer Arbitration Rules in effect at the time the arbitration is commenced. The AAA’s rules are available on its website at www.adr.org or by calling 1-800-778-7879. If there is a conflict between the AAA’s rules and this Arbitration Agreement, this Arbitration Agreement shall control. To initiate arbitration, you must send a letter requesting arbitration and describing your claims to YELL at [email protected] or via U.S. mail to YELL Payment Chief Operating Officer, 1350 Avenue of the Americas, Suite 3200, New York, NY 10019. You must also comply with the AAA’s rules regarding initiation of arbitration, which can be found on the AAA’s website. YELL will pay the AAA’s Case Management Fee and any arbitrator fees. Each party shall be responsible for paying its own attorneys’ fees. The arbitration will be held in a mutually convenient location.

You may opt out of this Agreement to Arbitrate, and the Class Action Waiver, by notifying us in writing of your intention to do so. Written notice should be provided to YELL Payments Chief Operating Officer, 1350 Avenue of the Americas, Suite 3200, New York, NY 10019 AND MUST BE POSTMARKED WITHIN 30 DAYS OF YOUR ACCEPTANCE OF THESE TERMS. Any opt-out request postmarked after that date will not be effective, and you will continue to be bound by the Agreement to Arbitrate, including the Class Action Waiver.

Class Action Waiver: You and YELL agree that all Claims will be arbitrated individually, and that there will be no class, representative, or consolidated actions in arbitration. If you or YELL brings a Claim in small claims court, the class action waiver will apply, and neither party can bring a Claim on a class or representative basis against the other. Furthermore, neither party may participate in a class or representative action as a class member if the class action asserts Claims that would fall within the scope of this Arbitration Agreement if they were directly asserted by you or YELL. If a court or arbitrator determines in an action between you and YELL that any part of this Class Action Waiver is unenforceable with respect to some claims, the Arbitration Agreement and Class Action Waiver will not apply to those claims only but will remain in force with respect to all other claims. Except for this express exception, this Class Action Waiver may not be severed from our Arbitration Agreement.

Jury Trial Waiver: If for any reason this Arbitration Agreement is found to be unenforceable, you and YELL expressly and knowingly WAIVE THE RIGHT TO TRIAL BY JURY. This means that a judge rather than a jury will decide disputes between you and YELL if, for any reason, the Arbitration Agreement is not enforced.

5.5 Ownership of Website and App; License to Use

You acknowledge and agree that YELL is the owner of, or has rights in and to, the Website, YELL App, and its associated content, including but not limited to all intellectual property rights inherent therein. The Website and YELL App are protected by all applicable laws and you are expressly prohibited from using the Website and/or App for any purposes not explicitly stated in this Agreement. Absent prior written permission from YELL, you are not permitted to reproduce, prepare derivative works, distribute copies, perform, display, or use for commercial purposes the Website and/or App or its related content.

5.6 Intellectual Property

Our intellectual property, including our techniques, methods, trade secrets, proprietary rights, trademarks, patents, trade names, logos, service marks, product names and descriptions and any and all other intellectual property or proprietary notices (“Intellectual Property”), is the sole property of YELL and its affiliates, together with any goodwill associated therewith. You are not authorized to use our Intellectual Property or any variations thereof, other than as expressly set forth in this Agreement, and YELL does not grant you any express or implied rights to any Intellectual Property. All express or implied ownership or other rights are retained by YELL and its affiliates. YELL is sole owner of any derivatives, modifications, enhancements, updates and changes to its Intellectual Property, even if such changes are based, in whole or in part, on your ideas, comments, suggestions, questions, requests, and other feedback.

5.7 Compliance with Law

You agree that you will use your Account, the Website, the App, and the Services in accordance with applicable law, including any regulations. You further agree that you will not use your Account, the Website, the App, or the Services in connection with or in furtherance of any activity that would violate applicable law and/or any related regulations.

5.8 Investigations

You agree that you will use your Account, the Website, the App, and the Services in accordance with applicable law, including any regulations. You further agree that you will not use your Account, the Website, the App, or the Services in connection with or in furtherance of any activity that would violate applicable law and/or any related regulations.

5.9 Choice of Law

This Agreement is governed by and construed in accordance with the laws of the State of Delaware, excluding that body of laws pertaining to conflict of laws. If any provision of these Terms is determined by a court of law to be illegal or unenforceable, such provision will be enforced to the maximum extent possible and the other provisions will remain effective and enforceable.

5.10 Survival

All provisions of this Agreement, which by their nature extend beyond the termination of this Agreement, including, without limitation, sections related to suspension and arbitration, shall survive the termination or expiration of this Agreement.

5.11 No Waiver

The failure by YELL to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of that right or provision.

5.12 Severability

If any provision of this Agreement is determined to be invalid, illegal, void or unenforceable, under any rule, law, or regulation of any local, state, or federal government agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable rule, law, or regulation and the validity or enforceability of any other provision of this Agreement shall not be affected.

5.13 Entire Agreement

This Agreement, together with any other terms and conditions, policies, appendices, or agreements referenced herein, constitutes the entire agreement between the parties concerning the Services and governs your use of the Services. The failure of YELL to exercise any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree the other provisions of this Agreement remain in full force and effect. The section headings used in this Agreement are for convenience only and have no legal effect.

5.14 Notices

Any notices regarding to be delivered to YELL by this Agreement must be submitted in writing to: YELL Payment 1350 Avenue of the Americas, Suite 3200, New York, NY 10019 with an email copy sent to: [email protected].