Visa Cardholder Agreement

This Visa Card Cardholder Agreement (“Agreement”) outlines the terms and conditions under which the Fizz Visa Card (as defined below) has been issued to you by Lead Bank (“Lead Bank” or “Bank” or “Issuer”), member of the Federal Deposit Insurance Corporation (“FDIC”), and has been made available to you by ShoulderTap Technologies, Inc. d/b/a Fizz or one of its subsidiaries (“Fizz”), the program partner responsible for managing the Card program.

THIS AGREEMENT REQUIRES ALL DISPUTES TO BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION. THE TERMS OF THE ARBITRATION CLAUSE APPEAR AT THE END OF THIS AGREEMENT. PLEASE CAREFULLY READ SECTION E.

This Agreement governs your relationship with the Issuer and Fizz with respect to your Card. Additional agreements and policies governing your relationship with Fizz and any other Partner Banks (as defined below) are available at https://joinfizz.com/policies. 

A. USING THE SERVICES

1. Definitions

• “Account” means the account you create via the Fizz App (as defined below) or Fizz’s website, which serves as the means of access to the Services offered by us. Your Account does not hold any funds.  Instead, all funds are provided, received, and/or held (in each case, as applicable) by our Partner Banks.

• “Card” or "Fizz Visa Card" means the Visa payment card issued to you by Issuer. The Card is not a gift card, nor is it intended for gifting purposes. The Card is also not designed for business use.  Your account with the Issuer is not interest bearing.  The Card is non-reloadable.

• “Funding Source” means the transactional account maintained in connection with your Card for the purpose of funding your Card transactions and recording transactions made using your Card. The loan offered to you in connection with your Funding Source is originated by one or more of Fizz’s Bank Partner(s) and is governed by a separate agreement between you and the lender (such agreement, the “LOC Agreement” and such loan, the “Loan”). The LOC Agreement is available at https://joinfizz.com/policies/line-of-credit-agreement. 

• “Partner Banks” means Fizz’s bank partners that provide financial services to Fizz’s customers, such as the banks Fizz may use to perform ACH debits or payment card acquiring transactions to fund your purchases.  Depending on the context, “Partner Banks” may also include the Issuer.

• “Services” means the Fizz software and technology that provide you with the opportunity to apply for and use a Card, including one or more Fizz-branded Visa cards issued in connection with your Account. The Services include Fizz's website, mobile application (the “Fizz App”), and other platforms, as applicable. Fizz is not a bank and does not offer banking services as defined by the United States Department of Treasury. You must open an Account before accessing the Services.

• “We”, “us”, and “our” mean Lead Bank.

• “You” and “your” mean the individual consumer who has been authorized to use the Card as provided for in this Agreement.

2. About the Program

a. Fizz Terms of Use

By using the Services, you agree to be bound by the Fizz Terms of Use (available at https://www.joinfizz.com/terms), this Agreement, and all other terms, policies and guidelines applicable to the Services used, which are located at https://joinfizz.com/policies (including but not limited to the Fizz Privacy Policy, which is available at https://www.joinfizz.com/privacy-policy) (collectively, the “Terms of Use”).

b. The Card

The Card will be linked to your Account. The transaction details of a purchase made with your Card will generally become visible in your Fizz App following such purchase.

You may use your Card to make purchases using your PIN (as defined below) at any merchant with a POS device anywhere that displays the Visa acceptance marks. You may also use your Card to make purchases without your PIN anywhere that Visa debit cards are accepted.

Fizz and/or its Partner Bank(s) may restrict transactions based on attributes such as, but not limited to, merchant category code, merchant ID, merchant name, and/or location.

c. The Funding Source

When you use your Card to make purchases, those purchases will be covered by your Funding Source. 

Your use of Loan proceeds to fund your Funding Source is not subject to this Agreement. Such Loans are subject to the LOC Agreement and may be subject other limitations; contact Fizz for questions about any specific terms or conditions related thereto. The Card is not a credit card, a prepaid card, or a gift card and may not be gifted, sold, or transferred. 

3. Fees and Account Information

Your purchases may be subject to additional fees from your Connected Account provider or from individual merchants. These fees are not assessed or received by Fizz and are not included in the above list.

For purposes of these disclosures, our business days are Monday through Friday. Holidays are not included. 

Fizz can be reached for contact on business days, which are Monday through Friday, excluding holidays. Contact information for Fizz is as follows:

• Website: joinfizz.com

• Telephone: (940) 260-2704

• Mailing address: Fizz, 450 Broadway, Floor 2, New York, NY 10013

4. Requirements to Use the Services

You agree that the Card will be used primarily for personal, family, and household purposes only and not for business use. You may not use the Card for any of the purposes outlined in the Section entitled “Prohibited Uses” below or otherwise in contravention of this Agreement or any of the Terms of Use. We reserve the right to cancel, close, suspend, or restrict use of the Card, including by refusing to process any transaction, with or without notice to you and with or without cause or reason, subject to applicable law. 

You must activate the Card and complete the activation process, including setting a Personal Identification Number (“PIN”), before it may be used. You should memorize your PIN and not write down your PIN or keep your PIN with your Card. If you believe that anyone has gained unauthorized access to your PIN, you should advise the Bank or Fizz immediately, subject to the Section entitled “Your Liability for Unauthorized Transfers” below. You may need to provide personal information in order for your identity to be verified and for completion of the activation process. You agree to exercise reasonable control over your Access Code and maintain strict control over and confidentiality of your PIN(s), user ID(s), and password(s) and any other access code related to your Card. 

In order to access the Services, you represent and warrant that:

• You are either a legal resident of the United States or a United States citizen residing in the fifty (50) states of the United States ("U.S.") or the District of Columbia;

• You are at least 18 years old;

• You have provided us with a verifiable U.S. street address (not a P.O. Box) belonging to you; 

• The personal information you provide to us in connection with the Card is true, correct and complete; 

• You received a copy of this Agreement and agree to be bound by and to comply with its terms;

• You have not been previously banned from using the Services, and that you have not previously violated the Fizz Terms of Use; and

• You have not been barred from receiving similar services under the laws of the United States.  

By accepting these terms, you also represent that:

• You have the capacity to be bound by them;

• Any information you provide in connection with the Fizz Services accurately and truthfully represents your identity and the identity of any associated business;

• You and all transactions initiated by you will comply with all federal, state, and local laws, rules, and regulations applicable to you; and

• You will not use the Services, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the operation of the Services.

5. Your Agreement on Card Use

With each transaction you process through the Services you represent, warrant and agree that:

• The Card transaction represents a bona fide sale;

• The Card transaction accurately describes the goods and/or services obtained from the merchant;

• You will fulfill all of your obligations to the merchant and will resolve any dispute or complaint directly with the merchant;

• You and the Card transaction comply with all federal, state, and local laws, rules, and regulations applicable to you, including any applicable tax, wage and hour, and tip laws and regulations; and

• You will not use the service in a fraudulent, disruptive, aggressive, manipulative or any other in appropriate matter.  

6. Prohibited Uses

In connection with your use of the Services or the Card, you may not, nor may you permit any third party, directly or indirectly, to:

• Export the Services, which may be subject to export restrictions imposed by U.S. law, including U.S. Export Administration Regulations (15 C.F.R. Chapter VII);

• Use and benefit from the Services via a rental, lease, timesharing, service bureau or other arrangement;

• Use the Service in conjunction with automated purchasing software programs;

• Use the Service to exploit new users, referral programs, promotions offered by other merchants, or otherwise use the Service to violate the terms and conditions of a merchant;

• Act as a payment facilitator or otherwise resell the Services to any third party; 

• Use the Services to handle, process or transmit funds for any third party; or

• Violate the Terms of Use (including, without limitation, Fizz’s Acceptable Use Policy available at https://joinfizz.com/policies/acceptable-use-policy) or any other agreement between you and Fizz, any of its Bank Partners, or any third party in connection with the Services.  

In addition, you may not, nor may you permit any third party, directly or indirectly, to use the Card or the Services for the following businesses or activities:

• Any illegal activity or goods;

• Paraphernalia that may be used for illegal activity;

• Unauthorized multi-level marketing businesses;

• Rebate based businesses;

• Betting, including lottery tickets, sports related gambling, casino gaming chips, off-track betting, and wagers at races;

• Manual or automated cash disbursements;

• Prepaid cards or checks;

• Sales of money-orders or foreign currency;

• Wire transfers or money orders; 

• High-risk products and services, including telemarketing sales; 

• Deposit or access manual or automated cash disbursements, including at an ATM or point-of-sale device; or

• Transacting with or engaging in any transaction involving a prohibited country or prohibited business or, under certain circumstances, certain high-risk countries or restricted businesses. 

7. Authorized Users

Except where prohibited by law, you are responsible for all authorized transactions initiated and fees incurred by use of the Card. You may not permit anyone else to use your Card. Without limiting the foregoing, you are responsible for all authorized transactions initiated and fees incurred by use of your Card(s). If you permit another person to have access to a Card or Card number, this will be treated as if you authorized such use, and you will be liable for all transactions and fees incurred by those persons. You are wholly responsible for the use of each Card according to the terms and conditions of this Agreement.

8. Payment Authorizations

a. Adding a Connected Account

In order to use the Services, you must first add an eligible external bank account (the “Connected Account”) to your Account via the Fizz App. By entering your Connected Account information in the Fizz App, you agree that:

• You are the owner of the Connected Account;

• You are authorized to transfer funds from that Connected Account;

• You authorize Fizz to initiate debits from your Connected Account according to your instructions; and

• You will maintain a balance in the specified Connected Account that is sufficient to cover all payments you made using your Card.

When connecting your Connected Account, you may have signed an ACH authorization. You should print and save a copy for your records. 

You can modify your Connected Account in the Fizz App.

b. Your Electronic Funds and Transfer and ACH Debit Authorization

When you use the Services, you authorize the Issuer to immediately debit the Funding Source, as applicable, by the amount of any transactions made using the Card including any applicable fees. Your authorizations will remain in full force and effect until you close a Card or your Account is closed or terminated.  Any attempt by you to revoke this authorization will result in your inability to use the Services.

If you provide Fizz with the ACH routing and account information for your Connected Account, you authorize Fizz and our Partner Bank(s) to initiate electronic transfers (via the Automated Clearing House (“ACH”) of Nacha - The Electronic Payment Association (“Nacha”)) from your Connected Account up to your card spending limits, as applicable, on a daily (or such other applicable) basis. You agree that ACH transactions you authorize comply with all applicable laws.

When your account is used as your Connected Account, you are requesting that the Issuer or another of Fizz’s Partner Banks initiates an electronic transfer on your behalf from your bank account. You agree that Fizz may resubmit any ACH debit you authorized that is returned for insufficient or uncollected funds, except as otherwise provided by Nacha's rules, or applicable law.  Where any amount owed by you for use of the Services is more than your card spending limits, as applicable, you authorize Fizz and its Partner Banks to debit your Connected Account for the amount owed.

For all other payment methods, such as debit card funding, you authorize Fizz to transmit payment details to a bank acting under Fizz's instructions to charge your Connected Account. You agree to maintain funds in the specified Connected Account that are sufficient to cover all of your activities with the Services.

You indemnify and hold us, Fizz, and Fizz’s Partner Banks harmless from any claims by any other owner of the bank account. You are responsible for confirming the accuracy of the information you provide about each payment.

c. Inability to Access Funds from your Connected Account

If we are unable to access funds from your specified Connected Account to complete a transaction that you request for any reason (for example, if there are insufficient funds or credit available in your Connected Account to cover the requested transaction), the transaction may not be completed. In such case, you agree:

1. You will reimburse Fizz immediately, upon demand, for the transaction amount to the extent that Fizz sent a payment to the payee on your behalf;

2. You will reimburse Fizz for any fees imposed on Fizz as a result of the failed transaction; and

3. You will reimburse us for any fees we incur in attempting to collect the amount of the failed transaction from you.

4. We nor Fizz are responsible for any overdraft fees, over-the-limit fees, or insufficient fund charges (including finance charges, late fees, or similar charges) that result from your failure to maintain a balance or available credit in the Connected Account that is sufficient to fund all payments you initiate.

d. Bank Account Information and Authorized Actions

If you choose to add a bank account as your Connected Account for your Services, you will be asked to provide access credentials (such as a username and password) that allow you to gain online access to your account at that third-party financial institution (your “Authorized Bank Account”).

Fizz works with third party services, including but not limited to Plaid Technologies, Inc. (together with its affiliates, “Plaid”), who will securely store pursuant to industry standards any Authorized Bank Account access credentials that you provide and will access your Authorized Bank Account for the purposes of providing and improving the Services. You may only provide account access credentials for and authorize Fizz to access valid bank accounts that you hold in your own name. You may not provide access credentials for a bank account that is held by a third person.

If you choose to provide your Authorized Bank Account credentials to Fizz, you authorize Fizz to use this information to provide you with the Services. This authorization will remain in effect until you notify Fizz that you wish to revoke it, which may affect your ability to receive the Services. Plaid's services and use of your information, including on or through the Services, are governed by its Terms of Use and its Privacy Policy located at https://plaid.com/legal.

9. Foreign Transactions

Charges from foreign merchants and financial institutions may be made in a foreign currency. We will bill you in U.S. dollars based on the exchange rate on the day we settle the transaction, plus any special currency exchanges charges that may be imposed by us, the Visa network and/or by any third-party used to complete the transaction.

The exchange rate between the transaction currency and the billing currency used for processing international transactions is a rate selected by Visa from the range of rates available in wholesale currency markets for the applicable central processing date. This rate may vary from the rate Visa itself receives, or the government-mandated rate in effect for the applicable central processing date. The conversion rate may be different from the rate in effect on the date of your transaction and the date it is posted to your Account.

Regardless of whether the transaction is made in foreign currency or in U.S. dollars, additional fees may apply to all international transactions using the Card. Please refer to our current fee schedule for more information about our fees.

10. Digital Wallet

You may have the opportunity to use a virtual Card through a third-party wallet service (“Digital Wallet”). If you do, you may be required to accept additional terms and conditions regarding your use of the Digital Wallet and/or virtual Card. We are not responsible for any third-party Digital Wallet service.

By adding your Card to a Digital Wallet, you accept and agree to use the digital Card and Digital Wallet in accordance with this Agreement, including the following:

1. If your Card or your Fizz account is not in good standing or your account is frozen for any reason, then your Card will not be eligible to be added to any Digital Wallet and, if already in a Digital Wallet, the Card may be deactivated or removed. When you add your Card to the Digital Wallet, you may use the Digital Wallet to transact with retailers who support that Digital Wallet. Note that a Digital Wallet may not be accepted everywhere where your Card is accepted (and vice versa).

2. In addition to this Agreement and all other Terms of Use, you agree that when you use a Digital Wallet, you will remain subject to the terms and conditions of all your existing agreements with us, your mobile service carrier, and your Digital Wallet Provider (e.g., Apple, Google, Samsung, etc.). Those agreements do not amend or supersede this Agreement or any of the Terms of Use, including the arbitration provisions contained herein.

3. Any applicable interest, fees, and charges that apply to your Card or underlying account will also apply when you use a Digital Wallet to make purchases with your Card. We currently do not charge any additional fees for adding your Card to a Digital Wallet, but we reserve the right to impose a fee in the future. You understand that a Digital Wallet provider, or another third-party supporting a Digital Wallet provider, may however charge a fee or impose certain restrictions or limitations for using your Card in a Digital Wallet. You agree that you are solely responsible for compliance with such agreements.

4. You understand and agree that, because we are not a Digital Wallet provider and are not responsible for the products and services associated with a Digital Wallet, you will resolve any disputes directly with the Digital Wallet provider or third-party service provider (such as your mobile service carrier) without involving us or Fizz. Such disputes may include, but are not limited to, payment failures caused by the Digital Wallet and errors or delays caused by or the inability to use the Digital Wallet for a transaction. Neither we nor Fizz are responsible for the security, accuracy, legality, appropriateness or any other aspect of the content or function of the Digital Wallet or any third party’s products or services.

5. You consent to us and/or the Digital Wallet provider sending you notifications through the Digital Wallet from time to time reflecting your Card account activity and/or marketing messages. If you do not wish to receive notifications, you may turn them off through your device’s settings or by the procedures established by the Digital Wallet provider. You agree that Fizz may collect, transmit, store, and use technical, location, log in, or other information about you or your use of your Card through a Digital Wallet. You also acknowledge that Fizz may share certain details of your Card Digital Wallet transactions with the Digital Wallet provider, merchants, a payment network, and others in order to provide the services you have requested, to make information available to you about your Card transactions, and to improve our ability to offer these services. 

6. The transaction history displayed in a Digital Wallet is for illustrative purposes only and may be preliminary and/or incomplete. You understand and agree that the transaction amount that ultimately clears, settles, and posts to your monthly statement serves as the final record, even if it does not match the details of the Digital Wallet provider’s transaction history.

7. Some Digital Wallets can only be used with a compatible device determined by the Digital Wallet provider for that Digital Wallet (“Eligible Device”). Devices modified contrary to the manufacturer’s software or hardware guidelines, including by disabling hardware or software controls—sometimes referred to as “jailbreaking”—are not Eligible Devices. You acknowledge that the use of a modified device to use your Card in connection with a Digital Wallet is expressly prohibited, constitutes a violation of this Agreement and the Terms of Use, and is grounds for us to deny you access to your Fizz Card through a Digital Wallet(s).

8. If you believe your Eligible Device or your credentials have been lost, stolen or otherwise compromised, or someone has used or may use your Eligible Device or your credentials without your authorization, you must contact Fizz immediately. Additionally, please refer to and follow the instructions provided by the Digital Wallet provider. If you fail to notify Fizz without delay, you may be liable for part or all the losses in connection with any unauthorized use of your Card in connection with that Digital Wallet

9. If your physical Card is lost or stolen, but your Eligible Device is not lost or stolen, the information on the newly reissued card may be automatically assigned to your existing device account number. Due to the way a Digital Wallet operates, you may need to present your Eligible Device to a merchant when you return an item purchased using that Digital Wallet on such Eligible Device. 

10. We reserve the right to discontinue offering or supporting Digital Wallet services at any time for any reason. You agree that neither we nor Fizz will be liable to you or any third party for any suspension, cancellation or termination of your use of a Digital Wallet.

B. OUR RIGHTS REGARDING THE SERVICES

1. Modifications to this Agreement

You agree that Fizz and the Issuer may modify this Agreement, or any other Fizz terms, policies, or guidelines at any time in our sole discretion. Any new agreement will be effective immediately, by posting a new agreement on the Fizz website and updating the “Last Updated” date at the top of these terms, except as otherwise required by law.  You agree that, even if you have not personally visited the Fizz website with the new terms of this Agreement, the newest version of the Agreement will have full force immediately. To the extent permitted by applicable law, you agree to waive any right you may have to receive additional notice of such changes.

Your continued use of the Services following the posting of changes or modifications will confirm your acceptance of such changes or modifications. You should frequently review these Terms and all applicable terms, policies and guidelines to understand the terms and conditions that apply to your use.

If you do not agree to the amended terms, you must stop using the Services. Any use of the Services in violation of these terms may result in, among other things, termination or suspension of your right to use the Services. You agree that your use of the Services will always be subject to the most current version of these terms at the time of such use.

2. Limits on Your Use of the Services

You acknowledge that Fizz or our Partner Banks may impose limits on your use of the Services. Fizz may not allow payment from all types of funding sources and may otherwise limit payments, and/or payees at Fizz’s discretion.  You cannot use the Cards in any way beyond their intended purpose.

For security and fraud protection, Fizz may impose limits on the dollar amount that you can authorize in a transaction, and over a period of time. In addition to these set limits, Fizz and its Partner Banks retain the right to impose additional limits at their discretion. Limits are subject to increase or decrease at Fizz’s and its Partner Banks’ discretion based on manual or algorithmic review processes. Except as required by applicable law, other limits may apply, as may be described on or in Fizz 's website, Fizz App, dashboard, and/or Terms of Use.

3. Investigations, Account Suspensions and Termination

Fizz and our Partner Banks reserve the right to investigate your use of the Service for compliance with this Agreement, and in order to comply with law, regulation, legal process or government request.

Fizz or Issuer may refuse to process any transaction that we believe violates the terms of this Agreement, the Terms of Use, any other agreements between you and Fizz or any applicable network rule or law.

The Card is the property of the Issuer and must be surrendered upon demand. The Card is non-transferable, and it may be canceled, repossessed, or revoked at any time without prior notice.

If we suspect you of violating any applicable Terms of Use, network rule or law, Fizz or Issuer may suspend or terminate your ability to access the Services under any or all of your Accounts. We and Fizz reserve the right to determine whether or not you have access to these services.

4. Identity Verification

To help the government fight the funding of terrorism and money laundering activities, federal law requires us to obtain, verify, and record information that identifies each person who requests to use the Services.

When you register for the Services, Fizz will ask you for your name, address, date of birth, individual tax identification number (“ITIN”), and other information that will allow us to identify you. You authorize us, Fizz, and our partners to make inquiries that we consider appropriate and use third party services to help us verify your identity and determine if we should open, maintain, collect or close your Account.

We and/or Fizz may make additional requests for information at any time. We and/or Fizz may require you to provide or otherwise validate your ITIN, take steps to confirm ownership of your email address or financial instruments, provide a copy of a government-issued identification card such as a driver's license or passport, and verify information you provide against third-party databases or through other sources.

We, Fizz, and its Partner Banks, may also report the status, history and/or closure of your Account to third-party services.

If you do not provide this information or we cannot verify your identity, we can refuse to allow you to use the Services or suspend or terminate your Account. 

C. HISTORY, REFUNDS, ERRORS, DISPUTES, AND REGISTRATION

1. Payment History

When you use your Card, a record of the transaction will generally subsequently be recorded in the Fizz App. You should also receive a receipt directly from the Merchant.

Except as required by law, you are responsible for:

• Compiling and retaining permanent records of all transactions and other data associated with your Account and your use of the Services, and

• Reconciling all transactional information that is associated with your Account.

You may obtain information about the amount of money you have remaining in your Account by contacting Fizz through the Fizz App or at [email protected]. This information, along with a twelve (12) month history of Account transactions, is also available through your Fizz App. If you believe that there is an error or unauthorized transaction activity is associated with your Account, you must contact us immediately.

2. Refunds and Returns

If you are entitled to a refund for any reason for goods or services obtained with your Card, the return and refund will be handled by the merchant. If the merchant credits your Card, the credit may not be immediately available. While merchant refunds post as soon as they are received, please note that neither we nor Fizz have 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 Fizz App.

3. Processing Errors

In case of errors or questions about your Account, contact Fizz by phone at (940) 260-2704, in writing at Fizz, 450 Broadway, Floor 2, New York, NY 10013, or by email at [email protected] as soon as you can, if you think an error has occurred in your Account. We must allow you to report an error until sixty (60) days after the earlier of the date you electronically access your Account, if the error could be viewed in your electronic history, or the date we sent the FIRST written history on which the error appeared. You may request a written history of your transactions at any time using the contact methods above. You will need to provide:

• Your name and Account number;    

• Why you believe there is an error, and the dollar amount involved; and

• Approximately when the error took place.

If you contact Fizz orally, Fizz may require that you provide your complaint or question in writing within ten (10) business days.

Fizz will determine whether an error occurred within 10 business days after hearing from you and will correct any error promptly. If Fizz needs more time, however, Fizz may take up to forty-five (45) days to investigate your complaint or question. If Fizz decides to do this, Fizz will credit your account within ten (10) business days for the amount you think is in error, so that you will have the money during the time it takes to complete Fizz’s investigation. If Fizz asks you to put your complaint or question in writing and Fizz does not receive it within 10 business days, Fizz may not credit your account.

For errors involving new Accounts, or point-of-sale or foreign-initiated transactions, Fizz may take up to ninety (90) days to investigate your complaint or question. For new accounts, Fizz may take up to twenty (20) business days to credit your account for the amount you think is in error.

Fizz will tell you the results within three business days after completing their investigation. If Fizz decides that there was no error, Fizz will send you a written explanation.

You may ask for copies of the documents that Fizz used in its investigation.

If you need more information about Fizz’s error-resolution procedures, email Fizz at [email protected], call Fizz at (940) 260-2704, or visit joinfizz.com.

4. Your Liability for Unauthorized Transfers

If you believe your Card has been lost or stolen, you believe a transaction has been made without your permission using information from your Card or Account, or you believe your Account credentials have been used without your permission, tell Fizz AT ONCE, and FREEZE the relevant card via the card screen in the Fizz App. Reporting (i) your Card as lost or stolen, and (ii) any unauthorized or unexpected activity to [email protected] as soon as possible is the best way of keeping your possible losses down.         

Fizz may suspend or cancel your Card and corresponding Account in the event of excessive reports of Card loss or theft. You agree that any unauthorized use does not include use by a person to whom you have given authority to use the Card or PIN and that you will be liable for any and all such uses by such person. For example, if you have given your Card or Card information to another person to use, such as a friend or relative, you are responsible for that person's transactions with your Card, and if you have given your Card information to a merchant for a transaction, you have given authority to that merchant to debit the Card for that transaction. 

If you tell Fizz within two (2) business days after you learn of the loss or theft of your Card, you can lose no more than $50 if someone used your Card without your permission. If you do NOT tell Fizz within two (2) business days after you learn of the loss or theft of your Card, and Fizz can prove that it could have stopped someone from using your Card without your permission if you had told Fizz, you could lose as much as $500.

Additionally, if you become aware of and/or your periodic statement (if applicable) or transaction history (if applicable) shows transactions you did not make, notify Fizz at once following the procedures stated in Section C.3 of this Agreement titled “Processing Errors.” If you do not notify Fizz within sixty (60) days after you become aware of the transaction and/or after the transaction information was made available to you, you may not get back any value you lost after the sixty (60) days if Fizz can prove that we could have stopped someone from taking the value if you had notified Fizz in time. If a good reason (such as a long trip or hospital stay) kept you from telling Fizz, Fizz may extend the time periods. If the Card has been lost or stolen, the Card will be blocked to keep losses down and/or, if there is a physical Card associated with the account, are placement may be sent to you.

You agree to cooperate reasonably with Fizz and the Issuer in any attempts to recover funds from, and to assist in the prosecution of, any unauthorized users of your Card.

5. Additional Limits on Liability Under Visa Rules

Your Card may also be eligible for certain benefits provided by Visa. Please see the Visa Debit Card Benefits Guide (https://usa.visa.com/support/consumer/debit-cards.html) for a full description of all additional benefits to which you may be eligible, specifically Visa Zero Liability Benefits (https://usa.visa.com/pay-with-visa/visa-chip-technology-consumers/zero-liability-policy.html).

You may also be eligible for Visa’s Fraud Alerts Program.

D. OTHER TERMS

1. Electronic Delivery of Notices

As part of your use of the Services provided by Fizz and the Issuer, you are entitled by law to receive certain information in writing. The federal ESIGN Act allows us to provide this information to you electronically, instead, with your prior consent. You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, “Communications”) that Fizz and the Issuer provide in connection with your Account and your use of the Services. Fizz or the Issuer will provide these Communications to you by posting them on joinfizz.com, pushing notifications through the Services, or by emailing them to you at the email address registered to your Account.

Electronic disclosures and notices have the same meaning and effect as if they had been provided to you as paper copies. Such disclosures and notices are considered received by you within twenty-four (24) hours of the time posted to the Fizz website, or within twenty-four (24) hours of the time emailed to you unless Fizz or the Issuer receives notice that the email was not delivered.

If you wish to withdraw your consent to receive Communications electronically, you may do so by sending a writing to Fizz at 450 Broadway, Floor 2, New York, NY 10013.

Please note, however, that if you withdraw your electronic consent, you may no longer use the Services.

YOU MUST KEEP YOUR EMAIL OR ELECTRONIC ADDRESS CURRENT WITH FIZZ in order for Fizz to be able to provide you with important notices and other information from time to time, and you must ensure that the contact information, including the email address registered to your account, is current.

2. Telephone Communication

We, Fizz, or our program partners may record and/or monitor any telephone conversations with you. If telephone conversations with you are recorded, the recordings are not required to be kept unless applicable law says that they must. When you give Fizz your mobile number, we, Fizz, and our program partners have your permission to contact you at that number about your account. Your consent allows us, Fizz, and our program partners or service providers to use text messaging, artificial or prerecorded voice messages, and automatic dialing technology for informational and service calls, but not for telemarketing or sales calls. This communication may include contact from companies working on our or Fizz’s behalf to service your account. Message and data rates may apply. You may change these texting and messaging preferences by emailing [email protected].

3. Address or Name Changes

You are responsible for notifying Fizz of any change in your name, physical address, mailing address, email address, or phone number. Requests for address or name changes may be subject to additional verification requirements.

Fizz will attempt to communicate with you only by use of the most recent contact information you have provided. You agree that any notice or communication sent to you at an address noted in Fizz’s records shall be effective unless Fizz has received an address change notice from you.

We cannot accept responsibility for any email messages not received by you or for any delay in the receipt or delivery of any email notification. If you make your email account available to any other individual, you agree that you are responsible for any release of any Account information to such individual.

4. Recurring Card Payments (Preauthorized Transfers)

If you authorize a merchant or other third party to take payments from your Account using your Card through recurring card payments, you can place a stop payment on one or all of those payments by contacting us by contacting Fizz through the Fizz App or by emailing [email protected] at least three (3) business days before the next payment is scheduled to be made.

You must provide Fizz with (1) your name, (2) your Account number, (3) the company or person taking the payments, and (4) the date and amount of the scheduled payment you wish to stop. If you want all future payments from that company or person stopped, you must tell Fizz that as well. If you do not provide Fizz with the correct information, such as the correct payee or the correct amount of the payment you wish to stop, we may not be able to stop the payment.

5. Confidentiality

You acknowledge and agree that the Issuer and Fizz may, subject to applicable law, share information regarding you, your Card, your Account, your Card request and Card transaction activity as necessary to provide customer service, service the Card or your Account, investigate and act on the Card or your Account and/or your Card- or Account-related claims and as necessary to comply with applicable law. Information about the Card, your Account, or the transactions you make with any of them may be disclosed to third parties:

• Where it is necessary for completing transactions;

• In order to verify the existence and condition of the Card for a third party, such as a
  merchant;

• In order to comply with government agency, court order, or other legal, regulatory or
  administrative reporting requirements;

• In order to prevent, investigate or report possible illegal activity;

• In order to issue authorizations for transactions on the Card;

• If you consent by giving us your written permission;

• To service providers who help us and Fizz administer and provide the Card and related Services;

• To our and Fizz’s employees, auditors, affiliates, service providers, or attorneys as needed;

• As permitted by applicable law;

• As necessary to fulfill our obligations under this Agreement; or

• As set forth in the Fizz Privacy Policy and Issuer's privacy policy.

6. No Warranty Regarding Goods or Services as Applicable

Fizz and the Issuer are not responsible for the delivery, quality, safety, legality, or any other aspect of any goods or services you purchase with a Card. If you have a problem with a purchase you made with the Card, or if you have a dispute with the merchant, you must handle it directly with the merchant. If you are entitled to a refund for any reason for goods or services obtained using your Card, you agree to accept credits to your Funding Source for the refund and agree to the refund policy of the merchant. The amounts credited to your Card for refunds may not be available for up to five (5) business days from the date the refund transaction occurs.

7. No Warranty of Availability or Uninterrupted Use

From time to time the Services may be inoperative, and when this happens, you may be unable to use your Card or obtain information from your Card, including your Account. Please notify Fizz immediately at [email protected] if you have any problems using your Card. You agree that the Issuer, Fizz, and their respective affiliates, employees, or agents are not responsible for any interruption of service.

8. Miscellaneous

a) ASSIGNMENT: TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE MAY ASSIGN THIS AGREEMENT WITHOUT OBTAINING YOUR CONSENT. YOU MAY NOT ASSIGN OR TRANSFER YOUR CARD, OR YOUR RIGHTS OR OBLIGATIONS UNDER THIS AGREEMENT, WITHOUT OUR PRIOR WRITTEN CONSENT.

b) Severability: This Agreement will be enforced to the fullest extent permitted under applicable law. If any provision of the Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of the Agreement will remain in effect. Neither the Issuer nor Fizz waives its rights by delaying or failing to exercise them at any time. This Agreement will be governed by the laws of the State of Missouri except to the extent governed by federal law.

c) Language: This Agreement was drafted in English. In the event that this Agreement, or any part thereof, is translated to a language other than English, the English-language version shall control in the event of a conflict. 

d) Section Headings: Section headings in this Agreement are for convenience of reference only, and shall not govern the interpretation of any provision of this Agreement.

e) Cancellation: The Issuer or Fizz may cancel or suspend the Card or this Agreement at any time. You may cancel this Agreement by returning the Card to the Issuer or Fizz, or contacting [email protected]. Your termination of this Agreement will not affect any of the Issuer's or Fizz's rights or your obligations arising under this Agreement prior to termination. In the event your Card is canceled, closed or terminated for any reason, any remaining available funds and/or credits associated with the Card would revert to your Connected Account. 

f) Entire Agreement: This Agreement comprises the entire agreement between you and the Issuer with respect to the above subject matter and supersedes and merges all prior proposals, understandings and contemporaneous communications.

9. Indemnification

You agree to defend, indemnify, and hold harmless Fizz, Issuer, our program partners, the parties with whom we contract to offer the Cards, the Account, and related services, and any parents, subsidiaries, and other affiliated companies of any of the foregoing (collectively, the “Indemnified Parties”), and all Indemnified Parties' employees, contractors, officers, and directors against any and all claims, suits, damages, costs, lawsuits, fines, penalties, liabilities, and expenses (including, without limitation, reasonable attorneys' fees) that arise from your violation of this Agreement, applicable law, or any third-party rights or your fraud or willful misconduct. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate in asserting any available defenses.

10. Limitation of Liability

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR AS OTHERWISE REQUIRED BY APPLICABLE LAW, NONE OF FIZZ, ISSUER, OUR PROGRAM PARTNERS, THE PARTIES WITH WHOM WE CONTRACT TO OFFER THE CARDS, YOUR ACCOUNT, AND RELATED SERVICES, AND ANY PARENTS, SUBSIDIARIES, AND OTHER AFFILIATES OF ANY OF THE FOREGOING (THE “LIMITED PARTIES”), AND ALL LIMITED PARTIES' EMPLOYEES, CONTRACTORS, OFFICERS, AND DIRECTORS ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING IN ANY WAY TO THE CARDS, THE SERVICES, ANY PRODUCTS OR SERVICES PURCHASED USING A CARD, OR THIS AGREEMENT (AS WELL AS ANY RELATED OR PRIOR AGREEMENT THAT YOU MAY HAVE HAD WITH US).

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OF THE LIMITED PARTIES IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES EARNED BY FIZZ IN CONNECTION WITH YOUR USE OF THE SERVICES DURING THE ONE (1) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY OR (B) $10.

11. Survival

The provisions related to indemnification, limitation of liability, arbitration and any other provisions necessary to give effect to a party's rights shall survive the termination of the Agreement, the bankruptcy of any party, any transfer, sale or assignment of the Card, or expiration of the Card.

E. ARBITRATION

YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO REJECT THIS PROVISION AS PROVIDED IN SECTION E.2 BELOW.

1. Election to Arbitrate

Each of you, Fizz, and the Issuer agree that the sole and exclusive forum and remedy for resolution of a Claim (as defined below) be final and binding arbitration pursuant to this Section E (the “Arbitration Provision”), unless you opt out as provided in Section E.2 below or your Claim is subject to an explicit exception to in this Arbitration Provision. As used in this Arbitration Provision, “Claim” shall include any past, present, or future claim, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including (except to the extent provided otherwise in the last sentence of Section E.6 below) the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise, except that both you and the Issuer retain the right: (a) to bring an individual action in small claims court (a “Small Claims Action”); or (b) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, the misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (an “IP Protection Action”). Claims include matters arising as initial claims, counter‐claims, cross-claims, third-party claims, or otherwise. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.

2. Opt-Out of Arbitration Provision

You may opt out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to Issuer c/o Fizz at [email protected] or ShoulderTap Technologies, Inc. d/b/a Fizz, 450 Broadway, New York, NY 10013, within thirty (30) days of the date of your electronic acceptance of the terms of this Agreement (such notice, an “Arbitration Opt-Out Notice”). The opt out notice must clearly state that you are rejecting arbitration; identify the Agreement to which it applies by date; provide your name, address, and social security number; and be signed by you. If you don’t provide the Issuer with an Arbitration Opt-Out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Claim except with regard to a Small Claims Action or an IP Protection Action, as expressly set forth above.

3. Judicial Forum for Disputes

In the event that (i) you or we bring an IP Protection Action; (ii) you timely provide the Issuer with an Arbitration Opt-out Notice; or (iii) this Section E is found not to apply, the exclusive jurisdiction and venue of any Claim will be the state and federal courts located in Missouri and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You and we both further agree to waive our right to a jury trial.

4. Informal Dispute Resolution

If a Claim arises, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost-effective means of resolving the dispute quickly. You agree that before filing any claim in arbitration, you will try to resolve the Claim informally by contacting Fizz at [email protected] or ShoulderTap Technologies, Inc. d/b/a Fizz, 450 Broadway, New York, NY 10013. Similarly, the Issuer will undertake reasonable efforts to contact you (if we have contact information for you) to resolve any claim we may possess informally before taking any formal action. If a Claim is not resolved within thirty (30) days after the email noting the Claim is sent, you, Fizz, or the Issuer may initiate an arbitration proceeding as described below.

5. WAIVER OF RIGHT TO LITIGATE

Unless you timely provide the Issuer with an Arbitration Opt-out Notice, YOU ACKNOWLEDGE THAT YOU HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.

6. NO CLASS ACTIONS

You and Fizz agree that the arbitration of any Claim shall proceed on an individual basis, and neither you nor Fizz may bring a claim as a part of a class, group, collective, coordinated, consolidated or mass arbitration (each, a “Collective Arbitration”). Without limiting the generality of the foregoing, a claim to resolve any Claim against Fizz will be deemed a Collective Arbitration if (i) two (2) or more similar claims for arbitration are filed concurrently by or on behalf of one or more claimants; and (ii) counsel for the claimants are the same, share fees or coordinate across the arbitrations. “Concurrently” for purposes of this provision means that both arbitrations are pending (filed but not yet resolved) at the same time.

You and the Issuer agree that the arbitration of any Claim shall proceed on an individual basis, and neither you nor the Issuer may bring a claim as a part of a class, group, collective, coordinated, consolidated or mass arbitration (each, a “Collective Arbitration”). Without limiting the generality of the foregoing, a claim to resolve any Claim against the Issuer will be deemed a Collective Arbitration if (i) two (2) or more similar claims for arbitration are filed concurrently by or on behalf of one or more claimants; and (ii) counsel for the claimants are the same, share fees or coordinate across the arbitrations. “Concurrently” for purposes of this provision means that both arbitrations are pending (filed but not yet resolved) at the same time.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YOU NOR THE ISSUER SHALL BE ENTITLED TO CONSOLIDATE, JOIN OR COORDINATE CLAIMS BY OR AGAINST OTHER INDIVIDUALS OR ENTITIES, OR ARBITRATE OR LITIGATE ANY CLAIM IN A REPRESENTATIVE CAPACITY, INCLUDING AS A REPRESENTATIVE MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. IN CONNECTION WITH ANY CLAIM, ANY AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED. ANY CHALLENGE TO THE VALIDITY OF THIS SECTION E.6 SHALL BE DETERMINED EXCLUSIVELY BY THE ARBITRATOR.

7. Arbitration Procedures

The party initiating arbitration shall do so with Judicial Alternatives and Mediation Services (“JAMS”). Claims involving claims and counterclaims with an amount in controversy under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’ most current version of the Streamlined Arbitration Rules; all other Claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures (the applicable rule set, the “JAMS Rules”). If you have any questions concerning JAMS or would like to obtain a copy of the JAMS Rules, you may call 1(800) 352-5267 or visit their web site at: www.jamsadr.com. In the case of a conflict between the JAMS Rules and this Arbitration Provision, this Arbitration Provision shall control, subject to countervailing law, unless all parties to the arbitration consent to have the JAMS Rules apply. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the JAMS Rules. Arbitration will proceed on an individual basis and will be handled by a sole arbitrator. The single arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from JAMS’ roster of arbitrators. If the parties are unable to agree upon an arbitrator within fourteen (14) days of delivery of the Demand for Arbitration, then JAMS will appoint the arbitrator in accordance with the JAMS Rules. The arbitrator(s) shall be authorized to award any remedies, including public injunctive relief, that would be available to you in an individual lawsuit and that are not waivable under applicable law. Notwithstanding any language to the contrary in this Section E.7, if a party seeks injunctive relief that would significantly impact other Fizz users as reasonably determined by either party, the parties agree that such arbitration will proceed on an individual basis but will be handled by a panel of three (3) arbitrators. Each party shall select one arbitrator, and the two party-selected arbitrators shall select the third, who shall serve as chair of the arbitral panel. That chairperson shall be a retired judge or an attorney licensed to practice law and with experience arbitrating or mediating disputes. In the event of disagreement as to whether the threshold for a three-arbitrator panel has been met, the sole arbitrator appointed in accordance with this Section E.7 shall make that determination. If the arbitrator determines a three-person panel is appropriate, the arbitrator may – if selected by either party or as the chair by the two party-selected arbitrators – participate in the arbitral panel. Except as and to the extent otherwise may be required by law, the arbitration proceeding and any award shall be confidential. This Arbitration Provision shall be construed under and be subject to the Federal Arbitration Act, notwithstanding any other choice of law set out in this Agreement.

8. Arbitration Location

Unless you and the Issuer otherwise agree, the arbitration will be conducted in the county where you reside, or if you so elect, all proceedings can be conducted via videoconference, telephonically or via other remote electronic means. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and the Issuer submit to the arbitrator, unless the arbitrator determines that a videoconference, telephonic or in-person hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the JAMS Rules. Subject to such rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

9. Arbitration Fees

If the Issuer elects arbitration, we shall pay all the administrator's filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator's rules. However, if the value of the relief sought is $10,000 or less, at your request, we will pay all filing, administration, and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). In such circumstances, fees will be determined in accordance with the administrator rules. Each party shall bear the expense of its own attorneys' fees, except as otherwise provided by law.

10.  Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the administrator rules. 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.

11. Survival and Severability of Arbitration Provision

This Arbitration Provision shall survive the termination of this Agreement. With the exception of Section E.6, if a court decides that any part of this Arbitration Provision is invalid or unenforceable, then the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force. In the event that a court finds that all or any portion of Section E.6 to be invalid or unenforceable, then the entirety of this Arbitration Provision shall be deemed void and any remaining Claim must be litigated in court pursuant to Section E.3.

12. Changes

If the Issuer changes this Section E after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you may reject any such change by sending us written notice (including by email to Issuer c/o Fizz at [email protected] within thirty (30) days of the date such change became effective, as indicated in the “Last revised” date above or in the date of the Issuer’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Claim between you and the Issuer in accordance with the provisions of this Section E as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement).

IF YOU DO NOT AGREE TO THE TERMS OF THESE ARBITRATION PROVISIONS, DO NOT ACTIVATE OR USE THE CARD, OR IF IT HAS ALREADY BEEN ACTIVATED, CANCEL IT.

YOU MAY CANCEL THE CARD BY CONTACTING CUSTOMER SERVICE AT [email protected].