Terms and Privacy

Last updated: December 16, 2020

Welcome to DailyPay Cycle Payment!

We want you to completely understand DailyPay Cycle Payment. These DailyPay Cycle Payment Terms (“Cycle Payment Terms”) are a contract and explain important things you should know about DailyPay Cycle Payment.

By using the DailyPay Program, you agree to these Cycle Payment Terms, the DailyPay Program Terms available at https://www.dailypay.com/legal/program-terms, and the DailyPay Site Terms available at www.dailypay.com/legal/site-terms. Please read
these Cycle Payment Terms, the DailyPay Program Terms, and the DailyPay Site Terms carefully.

Capitalized terms used in these Cycle Payment Terms have the meanings provided in Section 8 below.

Other Languages: We may offer you a version of these Cycle Payment Terms in another language to facilitate your understanding of these Cycle Payment Terms, but in case of disputes or controversies the English version will prevail.

1. If the Hiring Entity Participates, DailyPay Cycle Payment Allows You to Receive Payments for Off-Cycle Amounts

As described more specifically below, DailyPay Cycle Payment allows you, if the entity to which you provide services (the “Hiring Entity”) participates in DailyPay Cycle Payment, to access amounts the Hiring Entity owes you that do not arise from
your regular pay, such as net bonus pay, incentive pay, expense reimbursements, termination pay, and other off-cycle amounts that do not arise from the regular pay, wage or salary payment cycle. We will not charge you a fee for the DailyPay
Cycle Payment feature described in this Section 1.

For clarity, the DailyPay Cycle Payment does not relate to your regular pay. Instead, the DailyPay Program relates to your regular pay. Here is how the DailyPay Cycle Payment feature works:

From time to time, the Hiring Entity may choose to use DailyPay Cycle Payment in connection with your Cycle Amount. The Hiring Entity may choose to offer you the DailyPay Program either with or without also offering you DailyPay Cycle Payment.
If the Hiring Entity chooses not to offer you DailyPay Cycle Payment, then you will need to make separate arrangements with the Hiring Entity in connection with your Cycle Amount.

As a participant in the DailyPay Program, you link at least one of your own bank accounts to your DailyPay account. From time to time, we will ask you to confirm your linked bank account for your receipt of payments. When we deliver to you the
Cycle Amount Provided, you give us all right, title, and interest to the related Cycle Amount. We will deliver the Cycle Amount Provided to your linked bank account.

We do not assume any liabilities or duties related to any Cycle Amount: any such liabilities and duties will remain solely with you. By giving us your right, title, and interest in and to your Cycle Amount, you agree that we can stand in your
shoes and receive payment for the Cycle Amount from the Hiring Entity.

Our right to receive your Cycle Amount is non-recourse. This means that if the Hiring Entity pays us an amount that is less than the amount of the Cycle Amount—for example, if the Hiring Entity is unable to pay because its business has slowed
down or closed in the ordinary course of business—and if you have not breached these Cycle Payment Terms, then you will owe us nothing.

We know that having the right to receive your Cycle Amount has associated risks, and we assume these risks based on the representations, warranties, and promises you make in these Cycle Payment Terms. You agree that the provisions of these Cycle
Payment Terms are designed to give us a reasonable and fair opportunity to receive the benefit of our transaction with you.

Your participation in DailyPay Cycle Payment does not require you to set up new direct deposit arrangements with the Hiring Entity. As a participant in the DailyPay Program, you receive from us a DailyPay Routing and Account Number for an account
that we establish for your participation in the DailyPay Program. The same DailyPay Routing and Account Number is used for your participation in DailyPay Cycle Payment. You agree to make direct deposit arrangements with the Hiring Entity using
your DailyPay Routing and Account Number as the account of record in the Hiring Entity’s payments processes for amounts the Hiring Entity owes you that do not arise from your regular pay, such as net bonus pay, incentive pay, expense reimbursements,
termination pay, and other off-cycle amounts that do not arise from the regular pay, wage, or salary payment cycle. You agree to instruct the Hiring Entity to direct all such net bonus pay, incentive pay, expense reimbursements, termination
pay, and other off-cycle amounts that do not arise from the regular pay, wage, or salary payment cycle to your DailyPay Routing and Account Number, and you authorize us to convey such instructions to the Hiring Entity on your behalf. This means
that when the Hiring Entity runs its payments processes, all of your net bonus pay, incentive pay, expense reimbursements, termination pay, and other off-cycle amounts that do not arise from the regular pay, wage, or salary payment cycle will
be directly deposited in the account bearing the DailyPay Routing and Account Number. For each such payment, we will keep any Cycle Amount, and you will receive the Cycle Amount Provided in your linked bank account.

DailyPay Cycle Payment is not compatible with debit cards linked to your DailyPay account, unless such debit card is a paycard. As a result, even if payments related to the DailyPay Program are delivered to your linked debit card, payments related
to DailyPay Cycle Payment will be delivered to your linked bank account.

You must notify us immediately if your linked bank account or linked paycard information changes. If you do not, your DailyPay account and your participation in DailyPay Cycle Payment, including your payments or Cycle Amount, could be adversely
impacted. We are not liable for any of these adverse impacts. We also do not control when your bank posts incoming payments to your linked bank account or linked paycard, so there may be delays which are beyond DailyPay’s control and which you
may resolve with your bank. You may change the linked bank account or linked paycard we have on file for you through the Site by changing your DailyPay account settings. If you have any difficulty changing your settings, you may email us a request
for assistance at: support@dailypay.com.

We may use third-party service providers to interact with your linked bank account or linked paycard, including obtaining and exercising your authority to manage and initiate debit and credit transactions involving your linked bank account or
linked paycard. You authorize us and these third-party service providers to interact with your linked bank account or linked paycard to the extent necessary to provide you DailyPay Cycle Payment.

We reserve the right, in our sole discretion, to delay, suspend, or terminate your access to your DailyPay account, your participation in DailyPay Cycle Payment, and payments if we believe there has been fraudulent or suspicious activity related
to your DailyPay account.

2. You Consent to the Hiring Entity Sharing Data with Us and Receiving Data from Us

DailyPay Cycle Payment relies upon information from the Hiring Entity about you. You consent to the Hiring Entity sharing data required for us to provide DailyPay Cycle Payment. This includes:

The information you consented to the Hiring Entity sharing with us in connection with the DailyPay Program;
Your gross and net bonus or other incentive payment information;
Your travel, entertainment, and other business expense and reimbursement details, including transaction receipts, reports, and other related documentation;
Your payment information, including information related to payment corrections, paid time off, and termination pay;
Your employment status, including your termination date, if applicable; and
Any other related data shared by the Hiring Entity.

DailyPay only requests information from the Hiring Entity that is required to provide DailyPay Cycle Payment, and such information is not shared outside of DailyPay, other than with regulators, the Hiring Entity, and DailyPay’s service providers
that are necessary to provide DailyPay Cycle Payment.

If your DailyPay account is closed, you authorize us to inform the Hiring Entity and to provide the Hiring Entity for payment and expense reimbursement purposes the linked bank account or linked paycard information and related information we have
on file for you. You consent to your Cycle Amount being sent to the linked bank account or linked paycard we have on file for you after your DailyPay account is closed unless you specify otherwise.

You may also provide information or content directly to us through DailyPay Cycle Payment. You grant and will grant to DailyPay and its affiliated companies a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual,
irrevocable license to: (A) copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content in connection with the operation of DailyPay Cycle Payment; and (B) use your User Content in aggregated and/or anonymized
format in connection with (i) the promotion, advertising, or marketing of DailyPay Cycle Payment or (ii) other services we provide to our customers and business partners. You represent and warrant that you have the rights to upload, input, or
submit the User Content to DailyPay Cycle Payment and grant the foregoing license. DailyPay is not obligated to pre-screen or review User Content, but DailyPay reserves the right to do so to ensure your compliance with these Cycle Payment Terms.
DailyPay will also have the right (but not the obligation) in its sole discretion to disable access to or delete any User Content that it considers to violate these Cycle Payment Terms or be otherwise illegal. DailyPay may share User Content
with the Hiring Entity, and any third-party service providers, as well as otherwise described in the Privacy Policy.

3. Rules of the Road

You promise us that:

You will take all actions, including the execution of documents requested by us, to preserve and protect our right, title, and interest in and to any Cycle Amount;
You will not take any action or make any omission (including redirecting payments, or placing or allowing placement of a lien or security interest on any Cycle Amount) that has, individually or in the aggregate, an adverse effect on our ability
to collect on or retain any Cycle Amount; and
You will not use DailyPay Cycle Payment to obtain more than the Cycle Amount you are owed by the Hiring Entity, including receiving payments on the Cycle Amount from both DailyPay and another person for the same obligation. If you receive
a payment on the Cycle Amount from the Hiring Entity or someone other than DailyPay, you must notify us immediately and hold the amount in trust for our benefit, or if we otherwise learn that you are expected to receive such a payment from
the Hiring Entity or someone other than DailyPay, and in either case we may debit your linked bank account in the amount of the Amount Provided, as provided in Section 6, or otherwise provide remittance instructions to you.

4. You Make Certain Representations and Warranties to Us

You represent and warrant to us on a continuing basis that:

These Cycle Payment Terms constitute a legal and valid contract that is binding on you and enforceable against you as written;
The execution, delivery, and performance of these Cycle Payment Terms by you does not violate any law or the provisions of any agreement to which you are bound;
There are no claims, actions, suits, audits, inquiries, proceedings, or governmental investigations pending or threatened involving you or the transactions contemplated by these Cycle Payment Terms that, if adversely determined, would be reasonably
expected to have an adverse effect on our ability to collect on or retain any Cycle Amount; and
You have not used any name with us or with the Hiring Entity other than the name you used or verified to establish your DailyPay account.

And each time you use DailyPay Cycle Payment to access of your Cycle Amount, you also represent and warrant to DailyPay that at the time we deliver the Cycle Amount Provided:

You hold all legal right, title, and interest to and in the Cycle Amount, free and clear of any liens, encumbrances, judgments, or garnishments; and you have not sold, pledged, assigned, or encumbered the Cycle Amount;
The Cycle Amount is presently and unconditionally owing and has not been modified, dismissed, settled, or paid; is not currently past due; and represents the amount owed by the Hiring Entity arising solely from your actual and timely provision
to the Hiring Entity in the ordinary course of business of lawful services or of advancement of expenses, which you have accurately recorded and described to the Hiring Entity;
The Cycle Amount is not subject to any Dispute, claim, offset, deduction, discount, defense, or counterclaim of any kind; and
There has been no error, misrepresentation, negligence, fraud, omission, or violation of law on the part of you with respect to the Cycle Amount or its underlying services or advancement of expenses.

5. You Are Responsible for All Disputes Between You and the Hiring Entity

DailyPay Cycle Payment relies upon information from the Hiring Entity about you. Sometimes the Hiring Entity might disagree with you about the amount of the Cycle Amount you earned, you advanced, or the amount that it owes you. We do not resolve
or otherwise become involved in Disputes between you and the Hiring Entity. Instead, resolving such Disputes is your sole responsibility. You must notify us of any Dispute immediately but in no event more than five days of becoming aware of
it, and you must work directly with the Hiring Entity to resolve the Dispute. A Dispute is resolved when the Hiring Entity pays the full amount of the disputed Cycle Amount. You will provide DailyPay periodic updates, as requested by DailyPay,
regarding the status of the Dispute.

You must resolve any Dispute related to the Cycle Amount within 30 days of becoming aware of it. If you are unable to resolve a Dispute related to the Cycle Amount within 30 days of becoming aware of it, then you must immediately send us payment
in the amount of the Cycle Amount Provided but in no event more than three additional days. If we learn that you did not send us payment pursuant to this paragraph, we may debit your linked bank account as provided in Section 6.

6. We May Debit Your Linked Bank Account to Correct Errors, Fraud, and Other Breaches of these Cycle Payment Terms

You authorize us to initiate an ACH account debit from your linked bank account in the amount specified below whenever any of the following events occur:

If we pay you an amount you did not request or more than the Cycle Payment Amount due to an operational error, then the difference up to the amount of the error;
If you directly receive any payment on the Cycle Amount from the Hiring Entity or someone other than DailyPay pursuant to Section 3, or if we learn that you are expected to receive such a payment from the Hiring Entity or someone other than
DailyPay, then up to amount of the Cycle Amount you received; or
If you otherwise receive or retain an Cycle Payment Amount that was determined with respect to Cycle Amount in excess of those to which you were legally entitled to receive from the Hiring Entity, misdirect funds from DailyPay, or commit any
other act (or omit any other act) that is a breach the representations, warranties, or promises of Sections 3, 4, or 5 (including if you are unable to resolve a Dispute related to the Cycle Amount and did not send us payment), then up to
the Cycle Payment Amount. If we decide to debit your linked bank account, we will notify you at least one business day before we debit your account; provided, if we reasonably and in good faith believe that you have defrauded or intend to
defraud us, we may notify you contemporaneously with the debit transaction. In addition to exercising the ACH account debit authority you provide us in this Section 6, we retain the right to pursue any other remedy permitted by law or equity.

7. We Have the Right of Setoff

We have the right of setoff, and we may offset against any outstanding or uncollected amounts owed to us by you from any amounts we would otherwise be obligated to furnish to you or any amounts we might otherwise owe you under these Cycle Payment
Terms or any other agreement. If we decide to exercise our right of setoff, we will notify you at least seven days before we exercise it. In addition to exercising our right of setoff, we retain the right to pursue any other remedy permitted
by law or equity.

8. Definitions Used in These Cycle Payment Terms

The following terms used in these Cycle Payment Terms have the following meanings:

“Cycle Amount” means the right to payment (e.g., account receivable) owed to you by the Hiring Entity that are not part of the regular fee, wage, or salary payment cycle, such as (A) earned or accrued but unpaid or other incentive payments, travel, entertainment, or other business expenses, (B) termination payments, relating to services you have provided, (C) amounts you have advanced on behalf of the Hiring Entity or its customers and any other related rights, (D) payment corrections, (E) paid time off, and (F) other off-cycle amounts that do not arise from the regular fee, wage, or salary payment cycle. For clarity, the Cycle Amount does not include your regular pay.
“Cycle Amount Provided” means the Cycle Amount we have agreed to make available to you.
“Cycle Payment Terms” means these DailyPay Cycle Payment Terms.
“DailyPay,” “our,” “us,” and “we” mean DailyPay, Inc.
“DailyPay Cycle Payment” means a Service offered by DailyPay to facilitate the payment of Cycle Amounts.
“DailyPay Routing and Account Number” means an account and routing number (which account and routing number DailyPay may change from time to time) that DailyPay establishes for your participation in the DailyPay Program.
“Dispute” means a situation in which the Hiring Entity questions, objects, denies, challenges, or contradicts the quality, quantity, or other aspect of any of your services or advanced expenses that are related to the Cycle Amount, and is unwilling to pay or claims a right to recover any portion of the Cycle Amount.
“DailyPay Program” has the meaning set forth in the opening paragraphs of the DailyPay Site Terms.
“Service” has the meaning set forth at the top of the DailyPay Site Terms.
“Site” has the meaning set forth at the top of the DailyPay Site Terms.
“Site Information” has the meaning set forth in Section 3 of the DailyPay Site Terms.
“User Content” means, in addition to information that is made available to DailyPay through your use of DailyPay Cycle Payment, information about you that you provide DailyPay, including information about your financial, personal, or professional activities.