Terms of Service

These Terms of Service ("Terms") govern access to and use of the Forthwell Pay platform, websites, and related services (collectively, the "Platform") provided by Forthwell Pay ("Forthwell", "we", "us"). By using the Platform, you agree to these Terms on behalf of yourself and your business ("Customer", "you").

1. Relationship with your bank

Forthwell Pay is a software platform licensed to financial institutions ("Bank Partner") and made available by the Bank Partner to its business customers. Forthwell Pay is not a bank, is not a party to your deposit account agreement, does not accept deposits, does not extend credit, and is not a money transmitter or payment processor of record. All banking, deposit, lending, payment, and card services are provided by the Bank Partner under the Bank Partner's separate account, payments, and disclosure agreements. Those agreements — not these Terms — govern your banking relationship, funds availability, dispute rights, and any fees for banking services.

Where these Terms conflict with the Bank Partner's account agreement with respect to banking services, the Bank Partner's agreement controls. Where these Terms conflict with the Bank Partner's agreement with respect to the Platform software, these Terms control.

2. Eligibility and account

• You must be authorized to bind your business and to accept the Bank Partner's account terms.
• You are responsible for the accuracy of information you enter (invoices, clients, payment details).
• You are responsible for maintaining the confidentiality of your credentials and for all activity on your account.

3. Acceptable use

• No unlawful, fraudulent, deceptive, or infringing use.
• No use for prohibited activities under the Bank Partner's account agreement, sanctions programs, or applicable AML/BSA rules.
• No attempts to reverse-engineer, disrupt, overload, or gain unauthorized access to the Platform.

4. Payments and disputes

Payment processing, settlement, funds availability, chargebacks, and payment disputes are governed by the Bank Partner and its payment processors. Forthwell Pay is not responsible for the availability of funds, the timing of settlement, or the outcome of any banking dispute. Contact your Bank Partner for banking-related issues.

5. Customer data

You retain rights in the content you submit. You grant Forthwell Pay a limited license to host, process, and display that content solely to operate the Platform for you and your Bank Partner. Data handling is described in the Privacy Policy.

6. Disclaimers

The Platform is provided "as is" and "as available." To the maximum extent permitted by law, Forthwell Pay disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted operation. Forthwell Pay does not warrant that the Platform will be error-free, that projections or AI-generated content will be accurate, or that any specific financial outcome will result from its use. AI-assisted features (such as cash forecasts, collection recommendations, or lending suggestions) are informational only, are not underwriting, credit, or investment decisions, and must be independently reviewed before action is taken.

7. Limitation of liability

To the maximum extent permitted by law, Forthwell Pay will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, lost goodwill, or business interruption, arising out of or relating to the Platform, even if advised of the possibility of such damages. Forthwell Pay's aggregate liability arising out of or relating to these Terms will not exceed the fees paid by you to Forthwell Pay for the Platform in the twelve (12) months preceding the event giving rise to the claim, or one hundred U.S. dollars (US$100), whichever is greater. Some jurisdictions do not allow certain limitations, and those limitations apply only to the extent permitted by law.

8. Indemnification

You will defend and indemnify Forthwell Pay and its Bank Partners against third-party claims arising from your use of the Platform, your content, or your violation of these Terms or applicable law, and will pay resulting damages and reasonable legal fees.

9. Suspension and termination

We or your Bank Partner may suspend or terminate access for suspected misuse, security risk, non-payment (of fees owed to the Bank Partner), or as required by law or regulator. You may stop using the Platform at any time; deletion of underlying banking records is governed by the Bank Partner's retention obligations.

10. Changes

We may update these Terms. Material changes will be communicated in the product or by your Bank Partner. Continued use after the effective date constitutes acceptance.

11. Governing law

These Terms are governed by the laws of the State of [State — pending legal review], without regard to conflict-of-law rules. Venue and dispute-resolution mechanics (arbitration, class-action waiver, jury waiver) are subject to counsel review and will be inserted here in the final version.

12. Contact

Forthwell Pay — info@forthwellpay.com