May 28, 2024
Welcome to www.exhalefi.com (the “Site”), a website of Exhale Financial, Inc., a Delaware corporation (“Exhale” “we,” or “us”). This page explains the terms by which you may use the financial services we make available to you on our Site or on our mobile application (collectively the “Services”).
By submitting your application to obtain an account with us (“Account”) and to use the Services, you signify that you have read, understood, and agree to be bound by these Exhale Terms of Service (“Agreement”), Exhale Account Agreement, the Deposit Account Agreements of the banking service provider for your account, other applicable terms and conditions referenced and incorporated in this Agreement, and to the collection and use of your information as set forth in the Exhale Privacy Policy. You also agree to receive all notices and other communications from us electronically. Exhale reserves the right to make unilateral modifications to these terms and will provide notice of these changes by posting an updated version to our legal page. “You” means the individual that is applying for or that has opened an Account to use the Services.
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
This is a contract between you and Exhale. You must read and agree to these terms before using the Services. If you do not agree, you may not apply for an Account or use the Services. You may only apply for an Account or use the Services for personal purposes. By applying for an Account or using the Services you are forming a binding contract with Exhale in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. There may be other eligibility requirements applicable to specific Services.
Your Account gives you access to various Services, including the demand deposit account (“Deposit Account”) and other services as made available from time-to-time by Exhale and by our sponsor banks (our "Banking Services Provider"), and any other functionality that we may establish and maintain from time to time and in our sole discretion.
You will need to provide personal information (“Personal Information”), when you apply for an Account for personal purposes. Personal Information may include your name, contact information, date of birth and certain other personal information; proof of address, personal identification, and any other documentary information used to verify your personal information. We provide Personal Information to our Banking Services Provider and other third-party service providers to determine your eligibility for the Services. We rely on the accuracy of the Personal Information you provide us when opening and maintaining your Account. We may deny your applications, suspend provision of the Services to you, or close your Account if Personal Information is out of date, incomplete, or inaccurate. At any time during the term of this Agreement and as part of your use of the Services, we may require additional Personal Information from you to verify your identity, to open and maintain accounts and aspects of the Services, and to assess your financial condition. You expressly consent and authorize us to retrieve additional Personal Information about you from our vendors and other third parties solely to assess the history and risks and to prevent fraud, including by obtaining information from credit reporting agencies and information bureaus, and you authorize and direct such third parties to compile and provide such information to us. You acknowledge that this may include names, addresses, credit history, and other data. You acknowledge that we may use Personal Information to verify any other information you provide to us, and that any information we collect may affect our assessment of your overall risk to our business.
You are solely responsible for the activity that occurs on your Account, and you must keep your Account password secure. We encourage you to use “strong” passwords (for recommendations on what constitutes a strong password, check NIST SP 800-63B) with your Account. You must notify Exhale immediately of any breach of security or unauthorized use of your Account. Exhale will not be liable for any losses caused by any unauthorized use of your Account. We may suspend access to your Account if we believe that your Account has been compromised.
You may not use the Account or the Services (a) for any purpose that is unlawful or prohibited by this Agreement; (b) business purposes; (c) for the benefit of an individual, organization, or country identified on the United States Office of Foreign Assets Control’s Specially Designated Nationals List.
By registering for and using the Services, you are confirming that you will not use the Services (i) to accept payments in connection with any illegal, unauthorized, or not bona fide transactions; (ii) to handle, process, or transmit funds for any third party.
We may, at any time and without notice, suspend or terminate your Account or your access to any of the Services if you engage in activities that violate the letter or spirit of this section. Our determination of whether a violation of this section has occurred will be final and binding, and any action taken with respect to enforcing this section will be at our sole discretion. Exhale may modify this section at any time by posting a revised version in this Agreement.
Your Deposit Account is a checking account held with our Banking Services Provider and is subject to the terms of this Agreement and the additional terms of our Banking Services Provider. Checking accounts are provided by Lewis & Clark Bank, Member FDIC. Your funds may be insured by the Federal Deposit Insurance Corporation up to $250,000. The FDIC’s deposit insurance coverage only protects against the failure of a FDIC-insured depository institution. Your Deposit Account will be used in connection with the provision of the other Services under this Agreement. You may also use your Deposit Account to the extent provided in the terms of our Banking Services Provider.
Per the Fee Schedule in Section D, Exhale does not collect any fees for banking services.
Should any fees be added to the Fee Schedule in the future, you will be required to keep a valid payment method on file with us to pay for all fees owed. We will debit fees from your Deposit Account or another payment method that you authorize. Exhale will charge the payment method that you authorize for all applicable fees until the Services are terminated, and any and all outstanding fees have been paid in full. If we are unable to process payment of fees using your payment method on file, we will make a second attempt to process the payment using the payment method on file within three (3) days. If the second attempt is not successful, we will notify you, and may suspend and revoke access to the Services. If the Services are suspended, your Services will be reactivated upon payment of any amounts owed. If the outstanding fees remain unpaid for sixty (60) days following the date of suspension, then Exhale reserves the right to terminate your Account. You may change your payment method through your account settings.
Per the Fee Schedule in Section D, Exhale does not collect any fees for banking services.
Your use of the Services is subject to the fees on the Fee Schedule, which may be updated from time-to-time at our discretion. Should any fees be added to the Fee Schedule in the future, we will automatically charge you using the payment method you have on file with us and by agreeing to this Agreement, you authorize us to do this. You will be charged via invoice each month on your billing date (“Billing Date”) for all outstanding fees that have not previously been charged or collected. All fees are exclusive of applicable taxes. You are responsible for all applicable taxes that arise from or as a result of your use of the Services.
You agree to pay all amounts owed to us on demand. Your failure to pay amounts owed to us under this Agreement is a breach and you will be liable for any costs we incur during collection in addition to the amount you owe. Collection costs may include attorneys’ fees, costs of arbitration or court proceeding, collection agency fees, any applicable interest, and any other related cost. We may collect amounts you owe to us under this Agreement by deducting any amounts you owe to use from your Deposit Account. You grant us a security interest in and right to set off against the Deposit Account.
Exhale Banking Services Fees
Exhale will apply the following Fees:
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Services as permitted by the features of the Services. Exhale reserves all rights not expressly granted herein in the Services and the Exhale IP (as defined below). Exhale may terminate this license at any time for any reason or no reason. The Services and all materials therein or transferred thereby, including, without limitation, all software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and other content available on the Site (the “Exhale IP”), and all Intellectual Property Rights related thereto, are the exclusive property of Exhale and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Exhale IP. Use of the Exhale IP for any purpose not expressly permitted by this Agreement is strictly prohibited. For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
You may choose to, or we may invite you to, submit comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction, and will not place Exhale under any fiduciary or other obligation, and that we are free to use your Feedback without any additional compensation to you, or to disclose your Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Exhale does not waive any rights to use similar or related ideas previously known to Exhale, or developed by its employees, or obtained from sources other than you.
If you believe that any material on the Site infringes upon any copyright which you own or control, you may send a written notification of such infringement to our Designated Agent as set forth below:
Exhale Financial, Inc., 500 Westover Drive #13032, Sanford, NC 27330
legal@exhalefi.com
To meet the notice restrictions under the Digital Millennium Copyright Act, the notification must be a written communication that includes the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You understand that by using the Services you consent to the collection, use and disclosure of Personal Information and aggregate data we collect from your use of the Services (“Site Data”) as set forth in our Privacy Policy, and to have Personal Information and Site Data collected, used, transferred to and processed in the United States. You grant us a worldwide, irrevocable license to use, modify, distribute, copy, and create derivative works from Site Data for the purposes identified in this Agreement. Exhale uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your Personal Information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use Personal Information for improper purposes. You acknowledge that you provide Personal Information at your own risk. Your use of the Deposit Account and other financial services is subject to the privacy policies of our Banking Services Provider.
The Services may contain links to third-party materials that are not owned or controlled by Exhale. Exhale does not endorse or assume any responsibility for any such third-party services, information, materials, products, or Services. If you access a third-party website, application or service from the Services, you do so at your own risk, and you understand that this Agreement and Exhale’s Privacy Policy do not apply to your use of such third-party services. You expressly relieve Exhale from any and all liability arising from your use of any third-party websites, applications, services, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Exhale shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.
You agree to defend, indemnify and hold harmless Exhale and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, our Banking Services Provider, and our third-party service providers, from and against any and all third-party claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of, related to, or resulting from : (a) your use of and access to the Services, including any data or content transmitted or received by you; (b) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (c) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (d) your violation of any applicable law, rule or regulation; (e) your intentional misconduct; or (f) any other party’s access and use of the Services with your unique username, password or other appropriate security code.
THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Exhale OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, Exhale ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE INFORMATION PROVIDED TO YOUR THROUGH THE SERVICES IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.
Exhale DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND Exhale WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL Exhale, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL Exhale BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Exhale ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL Exhale, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING $100.00. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OROLID ANY OTHER BASIS, EVEN IF Exhale HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
This Agreement is effective when you submit your application to us and continues until terminated by either you or us, or in accordance with the Banking Services Provider’s agreements, third-party payment processor agreements, or as otherwise set forth in this Agreement. You may terminate this Agreement by paying all amounts you owe and providing notice to us; except that you will still be responsible for any charges, fees, fines, and other losses caused by your action or inaction prior to terminating this Agreement. We may terminate this Agreement, or suspend your Account for any reason, by providing you notice, or we may terminate this Agreement immediately in the event you breach or violate any of the terms of this Agreement, as determined in the sole discretion of Exhale.
You agree that: (i) the Services shall be deemed solely based in Delaware, except as may be set forth in the Bank Provider Agreements; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Delaware. This Agreement shall be governed by the internal substantive laws of the State of Delaware, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). You agree to submit to the personal jurisdiction of the federal and state courts located in Delaware for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. Subject to Section 11.B, you agree that the federal or state courts located in Delaware is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the Arbitration provision below is found to be unenforceable.
READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM Exhale. For any dispute with Exhale, you agree to first contact us at 500 Westover Drive #13032, Sanford, NC 27330 and attempt to resolve the dispute with us informally. In the unlikely event that Exhale has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims arising from protection of Intellectual Property Rights, breach of Confidential Information, which will be resolved through litigation in accordance with Section 11.A, or for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS. Claims with amounts claimed greater than $250,000 will apply the JAMS Comprehensive Arbitration Rules and Procedures; and Disputes with amounts claimed less than or equal to $250,000 will apply the JAMS Streamlined Arbitration Rules. The arbitration will be conducted in San Francisco County, California, unless you and Exhale agree otherwise. If JAMS cannot administer the Claim, either party may petition the US District Court for the Northern District of California to appoint an arbitrator. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Either party may commence arbitration by providing a written demand for arbitration to JAMS and the other party detailing the subject of the Claim and the relief requested. Each party will continue to perform its obligations under this Agreement unless that obligation or the amount (to the extent in dispute) is itself the subject of the Claim. Nothing in this Section shall be deemed as preventing either party from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights. Proceedings and information related to them will be maintained as confidential, including the nature and details of the Claim, evidence produced, testimony given, and the outcome of the Claim, unless such information was already in the public domain or was independently obtained. Person and Exhale, and all witnesses, advisors, and arbitrators will only share such information as necessary to prepare for or conduct arbitration or other legal proceeding, or enforcement of the outcome, unless additional disclosure is required by law.
With respect to all persons and entities, regardless of whether they have obtained an account or used the services for personal, commercial or other purposes, all Claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims. You agree that, by entering into this agreement, you and Exhale are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.
By providing us with a telephone number for a mobile device, including a number that you later convert to a mobile device number, you are expressly consenting to receiving communications—including but not limited to prerecorded or artificial voice message calls, text messages, and calls made by an automatic telephone dialing system—from us and our affiliates and agents at that number, about any product or services offered by Exhale. This express consent applies to each such telephone number that you provide to us now or in the future. Calls and messages may incur access fees from your mobile services provider. You understand that you need not provide this consent as a condition of obtaining goods or services from Exhale, and that you may decline to provide or revoke your consent at any time by emailing legal@exhalefi.com or by any other method that reasonably ensures we receive your revocation. By providing us with a telephone number, you agree that Exhale may record any telephone conversation with you (or any another individual) during any telephone call to or from that number for training purposes, whether or not the call was initiated by you, and whether or Exhale disclosed the fact that the call was recorded during the call.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Exhale without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
You consent to us providing notices to you under this Agreement electronically and understand that this consent has the same legal effect as a physical signature. We will provide notices to you electronically through your Account, and via text or SMS to the phone numbers provided to us by you. If you sign up to receive certain Exhale notifications or information via text or SMS, you may incur additional charges from your wireless provider for these notices. You agree that you are solely responsible for any such charges. Notices affecting the terms of this Agreement will be sent to you and are considered received 24 hours after they are sent. You understand that you may not use the Services unless you consent to receive notices from us electronically. You may only withdraw consent to receive notices electronically by closing your Account. Notices may include alerts about the Services, your Account, and your Deposit Account and may provide you the ability to respond with information about Deposit Account transactions or your Account. You may disable notification preferences to limit the use of certain Service features or to decrease financial risks to yourself. You are required to maintain a regularly updated web browser, and computer and mobile device operating systems to receive notices correctly. You will be responsible for all costs imposed by internet or mobile service providers for sending or receiving notices electronically. Contact us immediately at 500 Westover Drive #13032, Sanford, NC 27330 if you are having trouble receiving notices from us.
This Agreement, together with any amendments and any additional agreements you may enter into with Exhale in connection with the Services, shall constitute the entire agreement between you and Exhale concerning your Account and the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Exhale’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
We may respond to and comply with any subpoenas, warrants, liens, or any other legal order we receive related to your use of the Services. We are not responsible to you for any losses you incur due to our response to such legal order. We may hold funds or provide information as required by the issuer of the legal order or take any other actions we believe are required of us under legal orders. Where permitted, we will provide you reasonable notice that we have received such an order.
Any and all provisions of this Agreement reasonably giving rise to continued obligations of the parties will survive termination of this Agreement.
No joint venture, partnership, employment, or agency relationship exists between you and Exhale as a result of this Agreement or your use of the Site.
This agreement for Earned Wage Access (EWA) is between you and Exhale Financial, Inc. ("Exhale," "we," or "us") and supplements the Exhale Terms of Service. Your participation in this EWA program is entirely voluntary and you are not required to participate. Choosing not to participate will not affect you or your employment.
By participating in EWA, you acknowledge and agree that:
- You have read and understand these EWA terms and conditions (the "EWA Terms").
- Exhale is providing the EWA service to you at no cost, based on your request. Exhale is not lending you money, nor are you selling or assigning us the right to your earnings.
- EWA is completely optional.
- Exhale reserves the right to modify the terms, conditions, and policies of EWA from time to time, and to suspend or revoke participation in EWA at any time.
- We will collect your payroll information, direct deposit allocation data or other payroll information from your employer or another third-party. We will use this information to determine your eligibility for EWA.
- You are responsible for the safety and security of access to your computer and devices used to access the EWA product.
- Exhale will not require you to pay any charges or fees in connection with the EWA product or any individual Transfer Amount.
- Exhale has no legal or contractual claim or remedy, direct or indirect, against you in the event the payroll deduction is insufficient to cover the Transfer Amount.
- Exhale will not engage in any debt collection activities related to a Transfer Amount, place a Transfer Amount as a debt with or sell it to a third party, or report to a consumer reporting agency concerning a Transfer Amount or your use of the EWA service.
To be eligible to participate in EWA, you must meet the following criteria: (i) you must have a Exhale account in your name ("Exhale Account"); (ii) your wages must not be subject to reduction in whole or in part by reason of a lien or garnishment; and (iii) you must allow Exhale to access payroll information. We will not assess your credit risk, for example by checking your credit score, to determine your eligibility as this is NOT a loan.
EWA provides access to funds that are equivalent to a portion of the accrued wages that you are entitled to receive under State law in the event of separation from your employer for work you have performed, but for which you have not yet been paid ("Transfer Amount").
Exhale may work with third-party service providers to process your timecard or other payroll information in connection with our providing you with EWA service. We rely on timecard data, pay stub information, direct deposit allocation data or other payroll information provided by Finch to determine your eligibility for EWA and the Transfer Amount for which you are eligible. You authorize Exhale and Finch to share information for this purpose.
The third-party service providers may require you to agree to its terms of service and privacy policy. Your obligations under these EWA Terms do not replace or supersede any obligation you have under the service providers' terms of service that apply to your use of the service providers' products and services as integrated into the EWA service.
You may access EWA through the Exhale web and mobile applications. We will tell you the Transfer Amount that is available to you, as determined by us in our sole discretion.
After you select the Transfer Amount, Exhale will use its funds to deposit the Transfer Amount into your linked Exhale Account. Exhale may reject your request for a Transfer Amount for any reason in its sole discretion.
You must affirmatively opt into the EWA Service each time you would like to use it – i.e., your election will not be carried forward automatically to any future transfers.
We will route the Transfer Amount to your linked Exhale Account.
Exhale will deduct the Transfer Amount from the direct deposit into your Exhale Account of your next regularly scheduled paycheck. You authorize Exhale to deduct the Transfer Amount from your Exhale Account. Your authorization to deduct the Transfer Amount will be deemed renewed each time you use the EWA service. YOU MUST NOTIFY US AT LEAST THREE (3) BUSINESS DAYS BEFORE THE SCHEDULED PAYROLL DEDUCTION DATE IN ORDER TO CANCEL THIS AUTHORIZATION.
If we are unable to deduct the Transfer Amount from your paycheck due to administrative or technical errors, one additional payroll deduction may be attempted to recover the Transfer Amount, or a portion thereof. Administrative or technical errors include, for example, an API malfunction or a mistake in payroll processing.
If you resign, you are terminated, or you stop working for any reason, you agree that we have the right to deduct any Transfer Amount that you have received if your final paycheck is directly deposited into your Exhale Account.
You are not required to pay any fees, charges, or interest to use the EWA service. Your use of the EWA service will not reduce your total wages. Any use of your Exhale Account services or features after the Transfer Amount is added to your Exhale Account is subject to the terms that apply to those services or features.
At exhalefi.com, we value your commitment to saving and want to reward you for your efforts. Our rewards policy is designed to encourage you to continue contributing deposits from your paychecks and reaching your saving goals. Here's how it works:
1. Eligibility:
- All registered users with active accounts on exhalefi.com and whose employer offers the Save benefit are eligible to participate in the rewards program.
- Users must comply with our Terms of Service and any additional guidelines or rules set forth by exhalefi.com.
2. Paycheck Deposits:
- By creating a Save account in Exhale, you acknowledge that this account is not a savings account that accrues interest, but a checking account where you can deposit funds from your paycheck to reach a saving goal.
- If you regularly deposit a portion of your paychecks into your account on our platform, you will be eligible for our saving rewards or “Boosts”.
- The more frequently and consistently you make deposits, the higher your potential reward.
3. Boost Period:
- To provide an additional incentive for not withdrawing from your saved funds prematurely, we offer a boost period.
- During the boost period, which will be communicated when setting or changing your deposit amount, you earn the boost reward.
- If the funds deposited into your account, less any withdrawals, fall within or above the levels described in the Exhale application through the end of the boost period, you will receive the boost reward in your account.
4. No Fees or Withdrawal Restrictions:
- We believe in making saving as easy and accessible as possible.
- Therefore, there are no fees associated with our rewards program and no restrictions on how you use your saved funds or your earned and deposited rewards.
- You have the freedom to withdraw from your saved funds and rewards whenever you choose, without any penalties.
5. Reward Calculation:
- The amount of funds eligible for rewards will be calculated based on a comparison of your deposits and withdrawals during the boost period.
- exhalefi.com reserves the right to determine the methodology and calculations for the boost period and reward distribution, which may be subject to change at any time.
- Any change to the boost amount or boost period will take effect after your current boost period, and will be clearly communicated in the details of your account. The reward you are eligible for will not change during an active boost period.
6. Reward Abuse:
- exhalefi.com reserves the right to disqualify users from participating in the rewards program if any fraudulent or abusive activities are detected.
- Any attempts to manipulate or exploit the rewards program will result in immediate disqualification and potential legal action.
7. Policy Changes:
- exhalefi.com reserves the right to modify or terminate the reward policy at any time without prior notice.
- Users will be notified of any significant changes to the policy through our website, application, or other communication channels.
By participating in our rewards program, users acknowledge and agree to abide by the terms and conditions outlined in this policy. exhalefi.com reserves the right to make final decisions regarding reward eligibility, distribution, redemption, and any disputes arising from the rewards program.
At exhalefi.com, we want to empower you to achieve your financial goals. Our rewards policy is designed to motivate and support your saving goals while providing tangible benefits along the way.
1. Overview
Exhale’s loan policy allows you to apply for and receive an interest-free loan, referred to as an "advance," sent directly to your personal bank account. An advance is intended to help you cover upcoming expenses or unexpected costs. Once you accept an advance offered to you, the funds will be deposited into the personal bank account you have linked and selected in Exhale. You may have only one active advance at a time.
2. Eligibility
To create an Exhale account and apply for an advance, you must be at least eighteen (18) years old.
We determine your eligible advance options based on factors including, but not limited to, your anticipated income, previous paychecks, and any history of advances with Exhale.
We may modify our eligibility criteria at any time, with or without prior notice. If you have questions about eligibility or wish to request a reconsideration of your eligible advance amount, please contact us at help@exhalefi.com.
3. Application
By requesting an advance from Exhale, you authorize Exhale to conduct a soft inquiry to obtain credit information from a credit reporting agency. This inquiry will not affect your credit score. We reserve the right to decline any loan submission or application for an advance at our discretion.
4. Delivery
When you request or accept an advance, the funds will be sent to your selected bank account via an Automated Clearing House ("ACH") transfer. ACH transfers generally take between one (1) and three (3) business days to appear in your bank account.
Please note that the time frames provided are estimates only. Once we have initiated the transfer of advance funds to your bank account, the exact timing of availability will depend on your bank's processing schedule, which Exhale does not control.
5. No Interest, Fees, or Withdrawal Restrictions
Annual percentage rate (APR): 0.00%
Finance charges: $0
Late payment fees: none
Service fees and charges: none
Interest rate increases: none
See also: D. Fee Schedule
6. Repayment
Before accepting an advance, you will receive a repayment schedule and an estimated repayment date. If the scheduled repayment date falls on a weekend or holiday, we may adjust it to the next business day.
By accepting an advance, you authorize Exhale to automatically withdraw each repayment, in accordance with the repayment schedule, directly from your paycheck. If you choose to turn off automatic paycheck withdrawals, you may instead make payments via electronic funds transfer (ACH) from a designated bank account.
You may prepay your advance, in whole or in part, at any time without penalty.
If any authorized repayment is (i) returned by your financial institution, (ii) declined for processing due to insufficient funds, or (iii) otherwise unable to be processed, we will notify you via email of the unsuccessful transfer. You will then be responsible for completing your repayment using an alternative payment method to ensure timely repayment.
7. Default and Remedies
Subject to the limitations of applicable state law and any rights to notice and cure under state law, you will be considered in default (“Default”) under this Note if you (a) fail to make any payment when due; (b) file for bankruptcy, have a bankruptcy or insolvency proceeding filed against you, or make an assignment for the benefit of creditors; (c) pass away; (d) commit fraud or make a material misrepresentation in this Note or in any loan application; or (e) fail to comply with any terms of this Note. In the event of a Default, we may, at our sole discretion, accelerate the maturity of this Note and declare any outstanding amounts immediately due and payable.
8. Policy Changes
Exhale reserves the right to modify or terminate the advance policy at any time without prior notice.
Users will be informed of significant policy changes through our website, application, or other communication channels.
By using Exhale’s services, you acknowledge and agree to abide by the terms and conditions outlined in this policy. Exhale reserves the right to make final decisions regarding eligibility, distribution, redemption, and any disputes arising under this policy.
