Technology Services Agreement

This Future Family Terms of Service for Technology Services includes this introduction and the General Terms, and Services Terms, and incorporated documents and terms (“Agreement”) and forms a legal agreement between Future Family, Inc. (“Future Family” or “FF”) and you or the entity you represent (“you” and “your”). This Agreement governs your use of the Services.

This Agreement is effective as of October 1, 2024, (“Effective Date”) and continues until you or Future Family terminates it (this period, the“Term”).

As referenced in Section 12 of the General Terms, any dispute between you and Future Family is subject to a class action waiver and must be resolved by individual binding arbitration. Please read the arbitration provision in this Agreement as it affects your rights under this Agreement.

General Terms

Last modified: October 1, 2024
You and Future Family agree as follows:

1. Your Future Family Account.

1.1 Eligibility.

Only healthcare businesses located in the United States who have an active Terms of Service agreement with Future Family for financing and/or payment services are eligible for a Future Family Account and use of the Services. You and your Representative must not attempt to create a Future Family Account on behalf of or for the benefit of a user whose use of the Future Family services was suspended or terminated by Future Family, unless Future Family approves otherwise.

1.2 Age Requirements.

You must not use the Services if you are under 18 years of age.

2. Services and Support.

2.1 Services.

Future Family (and its Affiliates, as applicable) will make available to you the Services, including those described in the applicable Services Terms.

2.2 Services Terms

The Services included under this Terms of Service agreement include the following:

Access to the secure Future Family Provider Portal, including Single Signer Login (SSL) for approved representatives from your business or entity;
Ability to request funds directly from Future Family 24/7 with the exception of maintenance or upgrade windows when the service is unavailable;
Ability to communicate directly with Future Family staff for support;
Ability to track all Patient Applications and Funding Records;
Digital record of all payments sent from Future Family to cover treatment costs, by patient;
Loan funding within 3 business days, which can be extended to 5 business days, five times per year to allow for system maintenance and upgrades;
Prescreen tools for your website and Patient Journey;
CareMatch: a native funnel management and clinic locator tool for patients.

By accessing or using the above Services, you agree to comply with the applicable Services Terms. Your access to or use of the Services may also be subject to additional terms to which you agree through the Future Family Dashboard.

2.3 Service Modifications and Updates.

Future Family may modify the Services and Future Family Technology at any time, including adding or removing functionality or imposing conditions on use of the Services. Future Family will notify you of material adverse changes in, deprecations to, or removal of functionality from, Services or Future Family Technology that you are using. Future Family is not obligated to provide any Updates. However, if Future Family makes an Update available, you must fully install the Update by the date or within the time period stated in Future Family’s notice; or, if there is no date or period stated in the notice, then no later than 30 days after the date of the notice.

2.4 Subcontracting.

Future Family may subcontract its obligations under this Agreement to third parties.

2.5 Services Restrictions.

You may only use the Services for business purposes. You must not, and must not enable or allow any third party to:

(a) use the Services for personal, family or household purposes;

(b) act as service bureau or pass-through agent for the Services with no added value to Customers;

(c) work around any of the technical limitations of the Services or enable functionality that is disabled or prohibited, or access or attempt to access non-public Future Family systems, programs, data, or services;

(d) except as Law permits, reverse engineer or attempt to reverse engineer the Services or Future Family Technology;

(e) use the Services to engage in any activity that is illegal, fraudulent, deceptive or harmful;

(f) perform or attempt to perform any action that interferes with the normal operation of the Services or affects other Future Family users’ use of Future Family services;

(g) exceed any Services usage limitations stated in the Documentation; or

(h) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any part of the Services, Documentation, or the Future Family Website except as permitted by Law.

2.6 Beta Services.

(a) Classification. Future Family may classify certain Future Family services or Future Family Technology, including a particular release or feature, as Beta. A Future Family service may be generally available in some circumstances (e.g., in some countries or regions) while still classified as Beta in other circumstances.

(b) Nature of Beta Services. By their nature, Beta Services may be feature-incomplete or contain bugs. Future Family may describe limitations that exist within a Beta Service; however, your reliance on the accuracy or completeness of these descriptions is at your own risk. You should not use Beta Services in a production environment until and unless you understand and accept the limitations and flaws that may be present in the Beta Services.

(c) Feedback. Unless Future Family otherwise agrees in writing, your use of Beta Services is confidential, and you must provide timely Feedback on the Beta Services in response to Future Family requests.

(d) Availability During Beta Period. Future Family may suspend or terminate your access to any Beta Services at any time.

2.7 Support.

Future Family will provide you with support to resolve general issues relating to your Future Family Account and your use of the Services and support is available by contacting Future Family at providersupport@futurefamily.com

2.8 Third-Party Services.

Future Family may reference, enable you to access, or promote (including on the Future Family Website) Third-Party Services. These Third-Party Services are provided for your convenience only and Future Family does not approve, endorse, or recommend any Third-Party Services to you. Your access and use of any Third-Party Service is at your own risk and Future Family disclaims all responsibility and liability for your use of any Third-Party Service. Third-Party Services are not Services and are not governed by this Agreement or Future Family’s Privacy Policy. Your use of any Third-Party Service, including those linked from the Future Family Website, is subject to that Third-Party Service’s own terms of use and privacy policies (if any).

3. Information; Your Business.

3.1 User Information.

Upon Future Family’s request, you must provide User Information to Future Family in a form satisfactory to Future Family. You must keep the User Information in your Future Family Account current. You must promptly update your Future Family Account with any changes affecting you, the nature of your business activities, your Representative, beneficial owners, principals, or any other pertinent information. You must immediately notify Future Family, and provide to Future Family updated User Information, if (a) you experience or anticipate experiencing a Change of Control; (b) you experience or anticipate experiencing a material change in your business or financial condition, including if you experience or are likely to experience an Insolvency Proceeding; (c) the regulatory status of the business for which you are using the Services changes, including if it becomes subject, or no longer subject, to regulatory oversight; or (d) a Governmental Authority has notified you that you or your business is the subject of investigative action.

3.2 Information Retrieved by Future Family.

You authorize Future Family to retrieve information about you and your business from Future Family’s service providers and other third parties, including credit reporting agencies, banking partners and information bureaus, and you authorize and direct those third parties to compile and provide that information to Future Family. This information may include your, or your Representative’s, name, addresses, credit history, banking relationships, and financial history.

4. Services Fees; Taxes.

4.1 Services Fees.

The Provider Portal usage fees (“Fees”) are invoiced monthly, and Future Family may revise the Fees at any time, but Future Family will not increase Fees above the initial invoiced amount, until October 1, 2025. If Future Family revises the Fees, Future Family will endeavor to notify you at least 45 days before the revised Fees apply to you.

4.2 Collection of Fees and Other Amounts.

You must pay, or ensure that Future Family is able to collect, Fees and other amounts you owe under this Agreement when due. Future Family may deduct, recoup or setoff Fees and other amounts you owe under this Agreement, or under any other agreements you have with Future Family or any of its Affiliates, from your Future Family Account balance, or invoice you for those amounts. If you fail to pay invoiced amounts when due, if your Future Family Account balance is negative or does not contain funds sufficient to pay amounts that you owe under this Agreement, or under any other agreement with Future Family or any of its Affiliates, or if Future Family is unable to collect amounts due from your Future Family Account balance, then Future Family may, to the extent Law permits, deduct, recoup or setoff those amounts from: (a) if established and applicable, each Reserve; (b) funds payable by Future Family or its Affiliate to you or your Affiliate; (c) if established, each User Affiliate Reserve; (d) each User Bank Account; and (e) the Future Family account balance of each Future Family account that Future Family determines, acting reasonably, is associated with you or your Affiliate. If the currency of the amount being deducted is different from the currency of the amount you owe, Future Family may deduct, recoup or setoff an amount equal to the amount owed (using Future Family’s conversion rate) together with any fees Future Family incurs in making the conversion.

4.3 Taxes.

Future Family’s fees exclude all Taxes, except as the Future Family Pricing Page states to the contrary. You have sole responsibility and liability for:

(a) determining which, if any, Taxes or fees apply to the sale of your products and services, acceptance of donations, or payments you make or receive in connection with your use of the Services; and

(b) assessing, collecting, reporting and remitting Taxes for your business.

If Future Family is required to withhold any Taxes, Future Family may deduct those Taxes from amounts otherwise owed to you and pay those Taxes to the appropriate taxing authority. If you are exempt from paying, or are otherwise eligible to pay a reduced rate on, those Taxes, you may provide to Future Family an original certificate that satisfies applicable legal requirements attesting to your tax-exempt status or reduced rate eligibility, in which case Future Family will not deduct the Taxes covered by the certificate. You must provide accurate information regarding your tax affairs as Future Family reasonably requests, and must promptly notify Future Family if any information that Future Family prepopulates is inaccurate or incomplete. Future Family may send documents to you and taxing authorities for transactions processed using the Services. Specifically, Law may require Future Family to file periodic informational returns with taxing authorities related to your use of the Services. Future Family may send tax-related information electronically to you.

5. Termination; Suspension; Survival.

5.1 Termination.

(a) Your Termination. You may terminate this Agreement at any time by closing your Future Family Account. To do so, you must contact providersupport@futurefamily.com with at least 90 days notice.

(b) Future Family Termination. Future Family may terminate this Agreement (or any part) or close your Future Family Account at any time for any or no reason (including if any event listed in Sections 6.2(a)–(i) of these General Terms occurs) by notifying you. In addition, Future Family may terminate this Agreement (or relevant part) for cause if Future Family exercises its right to suspend Services (including under Section 6.2 of these General Terms) and does not reinstate the suspended Services within 30 days.

(c) Termination for Material Breach. A party may terminate this Agreement immediately upon notice to the other party if the other party materially breaches this Agreement, and if capable of cure, does not cure the breach within 10 days after receiving notice specifying the breach. If the material breach affects only certain Services, the non-breaching party may choose to terminate only the affected Services.

(d) Effect on Other Agreements. Unless stated to the contrary, termination of this Agreement will not affect any other agreement between the parties or their Affiliates.

6.2 Suspension.

Future Family may immediately suspend providing any or all Services to you, and your access to the Future Family Technology, if:

(a) Future Family believes it will violate any Law, Financial Services Terms or Governmental Authority requirement;

(b) a Governmental Authority or a Future Family investor, lender, banking relationship, payments platform or loan purchaser (collectively a “Financial Partner”) requires or directs Future Family to do so;

(c) you do not update in a timely manner your implementation of the Services or Future Family Technology to the latest production version Future Family recommends or requires;

(d) you do not respond in a timely manner to Future Family’s request for User Information or do not provide Future Family adequate time to verify and process updated User Information;

(e) you breach this Agreement or any other agreement between the parties;

(f) you breach any Financial Services Terms;

(g) you enter an Insolvency Proceeding;

(h) Future Family believes that you are engaged in a business, trading practice or other activity that presents an unacceptable risk to Future Family; or

(i) Future Family believes that your use of the Services (i) is or may be harmful to Future Family or any third party; (ii) presents an unacceptable level of credit risk; (iii) increases, or may increase, the rate of fraud that Future Family observes; (iv) degrades, or may degrade, the security, stability or reliability of the Future Family services, Future Family Technology or any third party’s system (e.g., your involvement in a distributed denial of service attack); (v) enables or facilitates, or may enable or facilitate, illegal or prohibited transactions; or (vi) is or may be unlawful.

5.3 Survival.

The following will survive termination of this Agreement:

(a) provisions that by their nature are intended to survive termination (including Sections 4, 6.2, 8.4, 10, 11 and 12 of these General Terms); and

(b) provisions that allocate risk, or limit or exclude a party’s liability, to the extent necessary to ensure that a party’s potential liability for acts and omissions that occur during the Term remains unchanged after this Agreement terminates.

6. Use Rights.

6.1 Use of Services.

Subject to the terms of this Agreement, Future Family grants you a worldwide, non-exclusive, non-transferable, non-sublicensable, royalty-free license during the Term to access the Documentation, and access and use the Future Family Technology, as long as your access and use is (a) solely as necessary to use the Services; (b) solely for your business purposes; and (c) in compliance with this Agreement and the Documentation.

6.2 Feedback.

During the Term, you and your Affiliates may provide Feedback to a Future Family Entity. You grant, on behalf of yourself and your Affiliates, to Future Family and its Affiliates a perpetual, worldwide, non-exclusive, irrevocable, royalty-free license to exploit that Feedback for any purpose, including developing, improving, manufacturing, promoting, selling and maintaining the Future Family services. All Feedback is Future Family’s confidential information.

6.3 Marks Usage.

Subject to the terms of this Agreement, each party grants to the other party and its Affiliates a worldwide, non-exclusive, non-transferable, non-sublicensable, royalty-free license during the Term to use the Marks of the grantor party or its Affiliate solely to identify Future Family as your service provider. Accordingly, Future Family and its Affiliates may use those Marks:

(a) on Future Family webpages and apps that identify Future Family’s customers;

(b) in Future Family sales/marketing materials and communications; and

When using Marks of a Future Family Entity, you must comply with the Future Family Marks Usage Terms and all additional usage terms and guidelines that Future Family provides to you in writing (if any). All goodwill generated from the use of Marks will inure to the sole benefit of the Mark owner.

6.4 No Joint Development; Reservation of Rights.

Any joint development between the parties will require and be subject to a separate agreement between the parties. Nothing in this Agreement assigns or transfers ownership of any IP Rights to the other party. All rights (including IP Rights) not expressly granted in this Agreement are reserved.

7 Privacy and Data Use.

7.1 Privacy Policies.

Each party will make available a Privacy Policy that complies with Law. Future Family’s Privacy Policy explains how and for what purposes Future Family collects, uses, retains, discloses and safeguards the Personal Data you provide to Future Family.

7.2 Disclosures.

When you provide Personal Data to Future Family, or authorize Future Family to collect Personal Data, you must provide all necessary notices to, and obtain all necessary rights and consents from, the applicable individuals (including your Customers) sufficient to enable Future Family to lawfully collect, use, retain and disclose the Personal Data in the ways this Agreement and Future Family’s Privacy Policy describe. You will determine the content of the notices you provide to your Customers.

7.3 Personal Data.

Future Family will Process Personal Data for the purposes described in “Information We Collect” Section of Future Family’s Privacy Policy. You are responsible for being aware of, and complying with, Law governing your use, storage and disclosure of Personal Data.

7.4 Data Processing Agreement.

The Future Family’s Privacy Policy - “How we use Information” and “How We Disclose Information” sections that applies to your use of the Services and transfer of Personal Data, is incorporated into this Agreement by this reference. Each party will comply with the Data Processing Agreement.

7.5 Future Family Data.

You may use the Future Family Data only as this Agreement and other applicable agreements between a Future Family Entity and you (or your Affiliates, if applicable) permit.

7.6 Retention of Data.

Future Family is not obligated to retain data after the Term, except as (a) required by Law; (b) required for Future Family to perform any post-termination obligations; (c) this Agreement otherwise states; or (d) the parties otherwise agree in writing.

8. Data Security.

8.1 Controls.

Each party will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect data in its possession or under its control from unauthorized access, accidental loss and unauthorized modification. You are responsible for implementing administrative, technical, and physical controls that are appropriate for your business.

8.2 PCI-DSS.

Future Family will make reasonable efforts to provide the Services in a manner consistent with PCI-DSS requirements that apply to Future Family.

8.3 Future Family Account Credentials.

You must prevent any Credential Compromise, and otherwise ensure that your Future Family Account is not used or modified by anyone other than you and your representatives. If a Credential Compromise occurs, you must promptly notify and cooperate with Future Family, including by providing information that Future Family requests. Any act or failure to act by Future Family will not diminish your responsibility for Credential Compromises.

8.4 Data Breach.

You must notify Future Family immediately if you become aware of an unauthorized acquisition, modification, disclosure, access to, or loss of Personal Data on your systems.

8.5 Audit Rights.

If Future Family believes that a compromise of data has occurred on your systems, website, or app, Future Family may require you to permit a Future Family approved third-party auditor to audit the security of your systems and facilities. You must fully cooperate with all auditor requests for information or assistance. As between the parties, you are responsible for all costs and expenses associated with these audits. Future Family may share with Financial Services Partners any ensuing audit reports.

9. Representations and Warranties.

9.1 Representations and Warranties.

You represent as of the Effective Date, and warrant at all times during the Term, that:

(a) you have the right, power, and ability to enter into and perform under this Agreement;

(b) you are a business (which may be a sole proprietor) or a non-profit organization located in the United States and are eligible to apply for a Future Family account and use the Services;

(c) you have, and comply with, all necessary rights, consents, licenses, and approvals for the operation of your business and to allow you to access and use the Services in compliance with this Agreement and Law;

(d) your employees, contractors and agents are acting consistently with this Agreement;

(e) your use of the Services does not violate or infringe upon any third-party rights, including IP Rights, and you have obtained, as applicable, all necessary rights and permissions to enable your use of Content in connection with the Services;

(f) you are authorized to initiate settlements to and debits from the User Bank Accounts;

(g) you comply with Law with respect to your business, your use of the Services and Future Family Technology, and the performance of your obligations in this Agreement;

(h) you comply with the Documentation;

(i) you comply with the Financial Services Terms, and are not engaging in activity that any Financial Partner identifies as damaging to its brand;

(j) you do not use the Services to conduct a Restricted Business, transact with any Restricted Business, or enable any individual or entity (including you) to benefit from any Restricted Business;

(k) you own each User Bank Account, and each User Bank Account is located in a Future Family-approved country for the location of your Future Family Account, as described in the Documentation; and

(l) all information you provide to Future Family, including the User Information, is accurate and complete.

9.2 Scope of Application.

Unless this Agreement states to the contrary elsewhere, the representations and warranties in Sections 9.1 and 14.9 of these General Terms apply generally to your performance under this Agreement. Additional representations and warranties that apply only to a specific Service may be included in the Services Terms.

10. Indemnity.

10.1 Future Family IP Infringement.

(a) Defense and Indemnification. Future Family will defend you against any IP Claim and indemnify you against all IP Claim Losses.

(b) Limitations. Future Family’s obligations in this Section 10.1 do not apply if the allegations do not specify that the Future Family Technology, Services, or Mark of a Future Family Entity is the basis of the IP Claim, or to the extent the IP Claim or IP Claim Losses arise out of:

(i) the use of the Future Family Technology or Services in combination with software, hardware, data, or processes not provided by Future Family;

(ii) failure to implement, maintain and use the Future Family Technology or Services in accordance with the Documentation and this Agreement;

(iii) your breach of this Agreement; or

(iv) your negligence, fraud or willful misconduct.

(c) Process. You must promptly notify Future Family of the IP Claim for which you seek indemnification; however, any delay or failure to notify will not relieve Future Family of its obligations under this Section 10, except to the extent Future Family has been prejudiced by the delay or failure. You must give Future Family sole control and authority to defend and settle the IP Claim, but (i) you may participate in the defense and settlement of the IP Claim with counsel of your own choosing at your own expense; and (ii) Future Family will not enter into any settlement that imposes any obligation on you (other than payment of money, which Future Family will pay) without your consent. You must reasonably assist Future Family in defending the IP Claim.

(d) Other Future Family Actions. Future Family may in its discretion and at no additional expense to you:

(i) modify the Future Family Technology or Services so that they are no longer claimed to infringe or misappropriate IP Rights of a third party;

(ii) replace the affected Future Family Technology or Services with a non-infringing alternative;

(iii) obtain a license for you to continue to use the affected Future Family Technology, Services, or Mark; or

(iv) terminate your use of the affected Future Family Technology, Services, or Mark upon 30 days’ notice.

(e) Exclusive Remedy. This Section 10.1 states Future Family’s sole liability, and your sole and exclusive right and remedy, for infringement by the Future Family Technology, Services, or Marks of a Future Family Entity, including any IP Claim.

10.2 User Indemnification.

(a) Defense. You will defend the Future Family Parties against any Claim made against any of the Future Family Parties to the extent arising out of or relating to:

(i) your breach of any of your representations, warranties or obligations under this Agreement;

(ii) your use of the Services, including use of Personal Data;

(iii) an allegation that any of the Marks you license to Future Family, or your Content, infringes on or misappropriated the rights, including IP Rights, of the third party making the Claim; or

(iv) a User Party’s negligence, willful misconduct or fraud.

(b) Indemnification. You will indemnify the Future Family Parties against all Future Family Losses arising out of or relating to Claims described in this Section 10.2.

11. Disclaimer and Limitations on Liability.

The following disclaimer and limitations will apply notwithstanding the failure of the essential purpose of any limited remedy.

11.1 Disclaimer.

Future Family provides the Services and Future Family Technology “AS IS” and “AS AVAILABLE”. Except as expressly stated as a “warranty” in this Agreement, and to the maximum extent permitted by Law, Future Family does not make any, and expressly disclaims all, express and implied warranties and statutory guarantees with respect to its performance under this Agreement, the Services, Financial Partners, the Future Family Technology, Future Family Data and the Documentation, including as related to availability, the implied warranties of fitness for a particular purpose, merchantability and non-infringement, and the implied warranties arising out of any course of dealing, course of performance or usage in trade. The Future Family Parties are not liable for any losses, damages, or costs that you or others may suffer arising out of or relating to hacking, tampering, or other unauthorized access or use of the Services, your Future Family Account, or Protected Data, or your failure to use or implement anti-fraud or data security measures. Further, the Future Family Parties are not liable for any losses, damages, or costs that you or others may suffer arising out of or relating to (a) your access to, or use of, the Services in a way that is inconsistent with this Agreement or the Documentation; (b) unauthorized access to servers or infrastructure, or to Future Family Data or Protected Data; (c) Service interruptions or stoppages; (d) bugs, viruses, or other harmful code that may be transmitted to or through the Service (e) errors, inaccuracies, omissions or losses in or to any Protected Data or Future Family Data; (f) Content; or (g) your or another party's defamatory, offensive, fraudulent, or illegal conduct.

11.2 LIMITATIONS ON LIABILITY.

(a) Indirect Damages. To the maximum extent permitted by Law, the Future Family Parties will not be liable to you or your Affiliates in relation to this Agreement or the Services during and after the Term, whether in contract, negligence, strict liability, tort or other legal or equitable theory, for any lost profits, personal injury, property damage, loss of data, business interruption, indirect, incidental, consequential, exemplary, special, reliance, or punitive damages, even if these losses, damages, or costs are foreseeable, and whether or not you or the Future Family Parties have been advised of their possibility.

(b) General Damages. To the maximum extent permitted by Law, the Future Family Parties will not be liable to you or your Affiliates in relation to this Agreement or the Services during and after the Term, whether in contract, negligence, strict liability, tort or other legal or equitable theory, for losses, damages, or costs exceeding in the aggregate the greater of (i) the total amount of Fees you paid to Future Family during the 3-month period immediately preceding the event giving rise to the liability; and (ii) $500 USD.

12. Dispute Resolution; Agreement to Arbitrate.

12.1 Governing Law.

The laws of the state of California will govern this Agreement, without giving effect to its conflict of law principles.

12.2 Binding Arbitration.

(a) All disputes, claims and controversies, whether based on past, present or future events, arising out of or relating to statutory or common law claims, the breach, termination, enforcement, interpretation or validity of any provision of this Agreement, and the determination of the scope or applicability of your agreement to arbitrate any dispute, claim or controversy originating from this Agreement, but specifically excluding any dispute principally related to either party’s IP Rights (which will be resolved in litigation before the United States District Court for the Northern District of California), will be determined by binding arbitration in San Francisco, California before a single arbitrator.

(b) The American Arbitration Association will conduct the arbitration under its Commercial Arbitration Rules. The Expedited Procedures of the American Arbitration Association’s Commercial Arbitration Rules will apply for cases in which no disclosed claim or counterclaim exceeds $75,000 USD (excluding interest, attorneys’ fees and arbitration fees and costs). Where no party’s claim exceeds $25,000 USD (excluding interest, attorneys’ fees and arbitration fees and costs), and in other cases where the parties agree, Section E-6 of the Expedited Procedures of the American Arbitration Association’s Commercial Arbitration Rules will apply.

(c) The arbitrator will apply the substantive law of the State of California and of the United States, excluding their conflict or choice of law rules.

(d) Nothing in this Agreement will preclude the parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

(e) The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the provisions in this Section 13 referencing applicable substantive law, the Federal Arbitration Act (9 U.S.C. Sections 1-16) will govern any arbitration conducted in accordance with this Agreement.

12.3 Arbitration Procedure.

(a) A party must notify the other party of its intent to commence arbitration prior to commencing arbitration. The notice must specify the date on which the arbitration demand is intended to be filed, which must be at least 30 days after the date of the notice. During this time period, the parties will meet for the purpose of resolving the dispute prior to commencing arbitration.

(b) Subject to Section 12.3(a) of these General Terms, each party may commence arbitration by providing to the American Arbitration Association and the other party to the dispute a written demand for arbitration, stating the subject of the dispute and the relief requested.

(c) Subject to the disclaimers and limitations of liability stated in this Agreement, the appointed arbitrators may award monetary damages and any other remedies allowed by the laws of the State of California. In making a determination, the arbitrator will not have the authority to modify any term of this Agreement. The arbitrator will deliver a reasoned, written decision with respect to the dispute to each party, who will promptly act in accordance with the arbitrator’s decision. Any award (including interim or final remedies) may be confirmed in or enforced by a state or federal court located in San Francisco, California. The decision of the arbitrator will be final and binding on the parties, and will not be subject to appeal or review.

(d) In accordance with the AAA Rules, the party initiating the arbitration is responsible for paying the applicable filing fee. Each party will advance one-half of the fees and expenses of the arbitrator, the costs of the attendance of the arbitration reporter at the arbitration hearing, and the costs of the arbitration facility. In any arbitration arising out of or relating to this Agreement, the arbitrator will award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with those aspects of its claims or defenses on which it prevails, and any opposing awards of costs and legal fees awards will be offset.

12.4 Confidentiality.

The parties will keep confidential the existence of the arbitration, the arbitration proceeding, the hearing and the arbitrator’s decision, except (a) as necessary to prepare for and conduct the arbitration hearing on the merits; (b) in connection with a court application for a preliminary remedy, or confirmation of an arbitrator’s decision or its enforcement; (c) Future Family may disclose the arbitrator’s decision in confidential settlement negotiations; (d) each party may disclose as necessary to professional advisors that are subject to a strict duty of confidentiality; and (e) as Law otherwise requires. The parties, witnesses, and arbitrator will treat as confidential and will not disclose to any third person (other than witnesses or experts) any documentary or other evidence produced in any arbitration, except as Law requires or if the evidence was obtained from the public domain or was otherwise obtained independently from the arbitration.

12.5 Conflict of Rules.

In the case of a conflict between the provisions of this Section 12 and the AAA Rules, the provisions of this Section 12 will prevail.

12.6 Class Waiver.

To the extent Law permits, any dispute arising out of or relating to this Agreement, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, consolidated or representative action. Notwithstanding any other provision of this Agreement or the AAA Rules, disputes regarding the interpretation, applicability, or enforceability of this class waiver may be resolved only by a court and not by an arbitrator. If this waiver of class or consolidated actions is deemed invalid or unenforceable, neither party is entitled to arbitration.

12.7 No Jury Trial.

If for any reason a claim or dispute proceeds in court rather than through arbitration, each party knowingly and irrevocably waives any right to trial by jury in any action, proceeding or counterclaim arising out of or relating to this Agreement or any of the transactions contemplated between the parties.

13. Modifications to this Agreement.

Future Family may modify all or any part of this Agreement at any time by posting a revised version of the modified General Terms (including the introduction to this Agreement and the Definitions), Services Terms or terms incorporated by reference on the Future Family Legal Page or by notifying you. The modified Agreement is effective upon posting or, if Future Family notifies you, as stated in the notice. By continuing to use Services after the effective date of any modification to this Agreement, you agree to be bound by the modified Agreement. It is your responsibility to check the Future Family Legal Page regularly for modifications to this Agreement. Future Family last modified these General Terms on the date listed under the “General Terms” heading, and each set of Services Terms on the date listed under the heading for those terms. Except as this Agreement (including in this Section 13) otherwise allows, this Agreement may not be modified except in a writing signed by the parties.

14. General Provisions.

14.1 Electronic Communications.

By accepting this Agreement or using any Service, you consent to electronic communications as described in the E-SIGN Disclosure , which is incorporated into this Agreement by this reference.

14.2 Notices and Communications.

(a) Notices to Future Family. Unless this Agreement states otherwise, for notices to Future Family, you must contact us. A notice you send to Future Family is deemed to be received when Future Family receives it.

(b) Communications to you. In addition to sending you a Communication electronically as Section 14.1 of these General Terms describes, Future Family may send you Communications by physical mail or delivery service to the postal address listed in the applicable Future Family Account. A Communication Future Family sends to you is deemed received by you on the earliest of (i) when posted to the Future Family Website or Future Family Dashboard; (ii) when sent by text message or email; and (iii) three business days after being sent by physical mail or when delivered, if sent by delivery service.

14.3 Legal Process.

Future Family may respond to and comply with any Legal Process that Future Family believes to be valid. Future Family may deliver or hold any funds or, subject to the terms of Future Family’s Privacy Policy, any data as required under the Legal Process, even if you are receiving funds or data on behalf of other parties. Where Law permits, Future Family will notify you of the Legal Process by sending a copy to the email address in the applicable Future Family Account. Future Family is not responsible for any losses, whether direct or indirect, that you may incur as a result of Future Family’s response or compliance with a Legal Process in accordance with this Section 14.3.

14.4 Collection Costs.

You are liable for all costs Future Family incurs during collection of any amounts you owe under this Agreement, in addition to the amounts you owe. Collection costs may include attorneys’ fees and expenses, costs of any arbitration or court proceeding, collection agency fees, applicable interest, and any other related cost.

14.5 Interpretation.

(a) No provision of this Agreement will be construed against any party on the basis of that party being the drafter.

(b) References to “includes” or “including” not followed by “only” or a similar word mean “includes, without limitation” and “including, without limitation,” respectively.

(c) Except where expressly stated otherwise in a writing executed between you and Future Family, this Agreement will prevail over any conflicting policy or agreement for the provision or use of the Services.

(d) All references in this Agreement to any terms, documents, Law or Financial Services Terms are to those items as they may be amended, supplemented or replaced from time to time. All references to APIs and URLs are references to those APIs and URLs as they may be updated or replaced.

(e) The section headings of this Agreement are for convenience only, and have no interpretive value.

(f) Unless expressly stated otherwise, any consent or approval that may be given by a party (i) is only effective if given in writing and in advance; and (ii) may be given or withheld in the party’s sole and absolute discretion.

(g) References to “business days” means weekdays on which banks are generally open for business. Unless specified as business days, all references in this Agreement to days, months or years mean calendar days, calendar months or calendar years.

(h) Unless expressly stated to the contrary, when a party makes a decision or determination under this Agreement, that party has the right to use its sole discretion in making that decision or determination.

(i) The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement.

14.6 Waivers.

To be effective, a waiver must be in a writing signed by the waiving party. The failure of either party to enforce any provision of this Agreement will not constitute a waiver of that party’s rights to subsequently enforce the provision.

14.7 Force Majeure.

Future Family and its Affiliates will not be liable for any losses, damages, or costs you suffer, or delays in a Future Family Entity's performance or non-performance, to the extent caused by a Force Majeure Event.

14.8 Assignment.

You may not assign or transfer any obligation or benefit under this Agreement without Future Family’s consent. Any attempt to assign or transfer in violation of the previous sentence will be void in each instance. If you wish to assign this Agreement, please contact us. Future Family may, without your consent, freely assign and transfer this Agreement, including any of its rights or obligations under this Agreement. This Agreement will be binding on, inure to the benefit of, and be enforceable by the parties and their permitted assigns.

14.9 Export Control.

You must not use or otherwise export, re-export or transfer the Future Family Technology except as authorized by United States law and the laws of the jurisdiction(s) in which the Future Family Technology was distributed and obtained, including by providing access to Future Family Technology (a) to any individual or entity ordinarily resident in a High-Risk Jurisdiction; or (b) to any High-Risk Person. By using the Future Family Technology, you represent as of the Effective Date and warrant during the Term that you are not (x) located in or organized under the laws of any High-Risk Jurisdiction; (y) a High-Risk Person; or (z) owned 50% or more, or controlled, by individuals and entities (i) located in or, as applicable, organized under the laws of any High-Risk Jurisdiction; or (ii) any of whom or which is a High-Risk Person. You must not use the Future Family Technology for any purposes prohibited by Law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.

14.10 No Agency.

Each party to this Agreement, and each Financial Partner, is an independent contractor. Nothing in this Agreement serves to establish a partnership, joint venture, or general agency relationship between Future Family and you, or with any Financial Partner. If this Agreement expressly establishes an agency relationship between you as principal and a Future Family Entity as agent, the agency conferred, including your rights as principal and a Future Family Entity's obligations as agent, is limited strictly to the stated appointment and purpose and implies no duty to you, or a Future Family Entity, and will in no event establish an agency relationship for tax purposes.

14.11 Severability.

If any court or Governmental Authority determines a provision of this Agreement is unenforceable, the parties intend that this Agreement be enforced as if the unenforceable provision were not present, and that any partially valid and enforceable provision be enforced to the extent that it is enforceable.

14.12 Cumulative Rights; Injunctions.

The rights and remedies of the parties under this Agreement are cumulative, and each party may exercise any of its rights and enforce any of its remedies under this Agreement, along with all other rights and remedies available to it at law, in equity or under the Financial Services Terms. Any material breach by a party of Section 6 or Section 7 of these General Terms could cause the non-breaching party irreparable harm for which the non-breaching party has no adequate remedies at law. Accordingly, the non-breaching party is entitled to seek specific performance or injunctive relief for the breach.

14.13 Entire Agreement.

This Agreement constitutes the entire agreement and understanding of the parties with respect to the Services, and supersedes all prior and contemporaneous agreements and understandings.