Borrow Loan Agreement
[DRAFT SUBJECT TO CHANGE: AGREEMENT FOR DECEMBER EMPLOYEE TESTING EXERCISE ONLY]
Effective December 4, 2024 - present
Terms and Conditions
This Loan Agreement (“Agreement”) is a contract between (i) You (as defined below) and (ii) Square Financial Services, Inc., an FDIC insured Utah state-chartered industrial bank (the “Bank”), as the originator, issuer, and servicer of your closed-end loan. Please read this Agreement and keep a copy.
In consideration of the promises and the respective representations, warranties, covenants, agreements and conditions contained herein, You and the Bank enter into this Agreement and agree to and accept the terms and conditions set forth herein.
1. Definitions
“Amount Financed” means the amount of credit provided to You or on your behalf. The Amount Financed is identified in the Summary of Loan Terms.
“Annual Percentage Rate” or "APR" means the cost of your credit as a yearly rate. The APR is identified in the Summary of Loan Terms.
“Bank” has the meaning set forth in the first paragraph of this Agreement and includes the Bank’s agents and assignees.
“Business Day” means any day except Saturday, Sunday, or any federal or postal holiday which is a day on which banks in the State of Utah are required or permitted to be closed.
“Cash App Stored Balance” means the available cash balance in your Cash App account.
“Check” means a check or money order You use to pay your loan. This includes any image of these instruments.
“Company” means Block, Inc., a Delaware corporation with offices at 1955 Broadway, Suite 815, Oakland, California, 94612, and includes its agents, authorized representatives, successors, and assignees.
“Dispute” means any claim, controversy, or dispute between You and the Bank, its affiliates, agents, service providers, processors, suppliers or licensors (or their respective affiliates, agents, directors or employees), whether arising before or during the effective period of this Agreement, and including any claim, controversy, or dispute based on any conduct of You or the Bank that occurred before the Execution Date, including any claims relating in any way to this Agreement or any other aspect of our relationship.
“Due Date” means the date that payment for your Amount Financed and Finance Charge are due and payable as detailed in the Summary of Loan Terms under “Final Due Date”.
“Execution Date” means the date identified in your Cash App activity feed as “Date borrowed” or the date You agreed to and executed this Agreement.
“Finance Charge” means the U.S. dollar amount the credit will cost You. The Finance Charge is identified in the Summary of Loan Terms.
“Military Borrower” means a “covered borrower”, as that term is defined in 32 C.F.R. § 232.3(g). See Section 23 for more information.
“Outstanding Balance” means the Amount Financed plus the Finance Charge less any payments that have been made on the loan.
“Outstanding Balance Fee” means the one-time fee that may be applied in the event You fail to pay the Outstanding Balance by or on the Due Date.
“Overdue Interest” means a 1.25% per week charge applied to your unpaid Amount Financed in the event You fail to pay the Outstanding Balance by or on the Due Date, as reflected in the Summary of Loan Terms. Overdue Interest is non-compounding.
“Pay as You Go” means an optional prepayment method where You have authorized the Bank or its agents or service providers (including the Company) to withhold 10% of your Cash App inflows and apply those amounts to the Outstanding Balance during the Loan Term. See Section 4 for details.
“Payoff Amount” means the Outstanding Balance plus any Outstanding Balance Fee plus any Overdue Interest.
“Summary of Loan Terms” means the disclosures provided to You prior to executing this Agreement, pursuant to the federal Truth in Lending Act and Regulation Z.
“You” means the person identified as “Borrower” in the Summary of Loan Terms.
2. Credit Reporting
a. The Bank may report information about your loan to credit bureaus. Late payments, missed payments, or other defaults on your loan may be reflected in your credit report.
b. If You believe that inaccurate information has been reported about your loan to a credit bureau or other consumer reporting agency, please send notification to the address below. The notification must include (i) your name, address, email address, telephone number, and $Cashtag; (ii) the specific information that You are disputing and an explanation of the basis for the dispute; and (iii) all supporting documentation or other information reasonably required to substantiate the basis of the dispute.
Square Financial Services, Inc.
3165 East Millrock Drive, Suite 160, Salt Lake City, Utah, 84121
3. Disbursement of Funds
Upon your execution of this Agreement, the Bank will disburse the Amount Financed to your Cash App Stored Balance.
4. Promise to Pay
a. Payment of Outstanding Balance
You agree to pay the Outstanding Balance by the Due Date. You authorize the Bank or any agent or service provider thereof (including the Company) to initiate payments on the Due Date from your Cash App Stored Balance and, if your Cash App Stored Balance is not sufficient to cover the Outstanding Balance, the debit card linked to your Cash App account as a funding source, in an amount not to exceed the Outstanding Balance. This authorization will remain in effect until your Outstanding Balance is paid in full.
b. How Your Payments Are Applied
During the loan term, repayments are applied proportionally to the principal and fee. After a loan goes overdue, repayments are applied as follows: 1) overdue interest, 2) late fees, 3) proportionally to the principal and fees.
c. Optional Prepayment
You may prepay your loan in full or in part at any time. There is no penalty for early payment of all or any part of your loan. If required by applicable law, if You repay the loan before the Due Date, the Bank will refund pro rata any portion of the Finance Charge that exceeds 5% of the Amount Financed, proportional to the number of days remaining until the Due Date. Any other portion of the Finance Charge is nonrefundable in the event You repay the loan before the Due Date and is fully earned on the Execution Date. If You choose to prepay your loan in full or in part before the Due Date, You may do so by using any one of the following payment plans: (i) paying your loan in four weekly amounts, with the first three payments being optional; (ii) Pay as You Go; or (iii) making one or more manual repayments on any day of the Loan Term. If You elect to prepay your loan in weekly amounts or through Pay as You Go, You have the option to skip any scheduled prepayments and to pay your Outstanding Balance in full at any time.
d. Post-Default Payment Practices
If You fail to pay the Outstanding Balance on or before the Due Date, You agree to immediately pay the Outstanding Balance. In the event You fail to pay the Outstanding Balance on or before the Due Date, You authorize the Bank or any agent or service provider to initiate payments from your Cash App Stored Balance and, if your Cash App Stored Balance is not sufficient to cover the Outstanding Balance, or as applicable the Payoff Amount, the debit card linked to your Cash App account as a funding source, in an amount not to exceed the Outstanding Balance, or as applicable, the Payoff Amount. This authorization will remain in effect until your Outstanding Balance, or as applicable, the Payoff Amount is paid in full.
In addition, You authorize the Company (which shall be a third party beneficiary of this provision), in its capacity as the holder of your Cash App Stored Balance, to initiate a payment (or notify the Bank to initiate a payment) (i) up to the amount of the Outstanding Balance, or as applicable, the Payoff Amount or (ii) in the amount of available funds in your Cash App Stored Balance, whichever is less, on our behalf pursuant to standing instructions from the Bank, any time funds are available in your Cash App Stored Balance. This subsection is not intended to create or to give the Bank a security interest in your Cash App Stored Balance or any funds added to your Cash App Stored Balance. The Bank expressly disclaims any priority over other creditors or a bankruptcy trustee in a bankruptcy proceeding or similar proceeding as a result of the payment authorization in this subsection.
5. Payment Methods
You agree to make loan payments electronically or through Check payments that You send to the Bank. You agree that any other form of payment, including cash payments, will not be accepted. You agree that the Bank or any of its agents or service providers are not responsible if your financial institution rejects a payment You make. You will be responsible for any fees charged by your financial institution.
a. Automatic Payments
You may choose to enroll in automatic payments during the application process for optional loan prepayments, listed above in Section 4, to be made during the loan term. Additional disclosures regarding automatic payments for such optional prepayments and for the payments described in Section 4 above are in your Automatic Payment Terms, which will be provided at the time of enrollment. You can opt out of automatic payments for such optional prepayments or for the payments described in Section 4 above at any time through the following steps:
Click the Borrow icon on the home section in your Cash App;
Select your loan;
Click "Autopay" in the loan details page; and
Click "Disable Autopay".
Opting out will, by no later than three Business Days after the date of such opt-out, disable all subsequent automatic payments, including those to be made during the loan term, on the Due Date and (if applicable) after the Due Date.
b. Manual Electronic Payments
You may choose to manually make electronic payments. By choosing this method, You will be required to authorize the Bank to debit your debit card for a stated amount each time You make a payment.
Loan payment funds may be withdrawn from your deposit account as early as the same day your payment is received.
c. Payment by Check
You may send Checks payable to Cash Lending Lockbox Services 208731 to the following address:
Attn: Cash Lending Lockbox Services
P.O. Box 208731
Dallas, Texas 75320-8731.
Your Check must specify your $Cashtag, original Amount Financed, and Execution Date. Your payment must be made in U.S. dollars from a valid U.S. source in a form acceptable to the Bank. A Check must be physically received at the above address by 4:00 PM CT on a Business Day in order to be credited to your account on the same day.
You agree not to send Checks bearing restrictive words, conditions, limitations or special instructions or send any accompanying communications with any payment to any address. If You send such a payment, it may be rejected and returned to You. Your payment may also be accepted and processed without regard to any such restrictive words, conditions, limitations, special instructions or accompanying communications without the Bank losing any rights or remedies. This includes Checks marked “Paid in Full”, Checks that are post-dated, or Checks that otherwise have other restrictive, conditional, limiting, or instructive language. This also includes all accompanying communications.
6. Loan Purpose and Structure
You acknowledge and agree that You will use this loan and the loan proceeds solely for personal, family, or household purposes. You will not use the loan proceeds, in whole or in part, for post-secondary educational or business expenses. You promise not to use any proceeds from this loan to repay, resolve, refinance, or otherwise extinguish any other debt owed to the Company or its affiliates. You acknowledge that the Amount Financed is a one-time extension of closed-end credit subject to verification and evaluation of credit information and other criteria.
7. Outstanding Balance Fee
In the event You fail to pay the Outstanding Balance by or on the Due Date, and the Outstanding Balance remains unpaid for four calendar days following the Due Date, You will be charged a $5 Outstanding Balance Fee if 1) upon acceptance of your loan, You selected a payment schedule other than that which was originally recommended to You or 2) after accepting your loan, You switch from the payment schedule that was originally recommended to You. The Outstanding Balance Fee is immediately due and payable.
8. Overdue Interest Charges
Overdue Interest accrues only if You do not pay your loan by the Due Date. Commencing one week (seven calendar days) after the Due Date, Overdue Interest will accrue on any unpaid Amount Financed on a weekly basis and will continue to accrue on a weekly basis until the Outstanding Balance has been paid in full. The Overdue Interest is immediately due and payable.
9. Notifications
You will take all necessary steps to ensure notifications are not being filtered out of the mode by which You have selected to receive notifications in your Cash App. Your payment will still be due on your regularly scheduled Due Date even if You do not receive a notification from the Bank.
10. Payment Processing
a. You agree that the Bank may accept and process loan payments without waiving any rights or remedies.
b. You agree and authorize the Bank to make electronic reversals or credits to any debit card You have provided for loan payments in the event of an erroneous debit or as otherwise appropriate.
c. You agree and authorize the Bank to adjust your loan to correct errors, process returned and reversed payments, and handle other issues pertaining to your loan.
11. Default
a. Unless expressly prohibited by law, You will be in default on your loan if:
You do not pay the Amount Financed by or on the Due Date;
Any loan payment You make is rejected or not paid by your bank or cannot be processed by your bank;
You file or become the subject of a bankruptcy or insolvency proceeding;
You are unable to repay your obligations, including upon death or legally declared incapacity;
You provided inaccurate, untrue, or incomplete information, or You otherwise tried to defraud or provide material misrepresentations to the Bank and/or its service providers;
Your Cash App account is restricted, suspended, or terminated;
You do not comply with any term of this Agreement; and/or
You permanently reside outside the United States.
b. If You are in default, certain actions by the Bank may be taken with respect to your loan without notifying You unless notification is required by law. For example, depending on the default, the following actions may be taken:
If You are enrolled in automatic payments, your Cash App Stored Balance or debit card may be debited the amount of any Outstanding Balance or Payoff Amount, as applicable, on or after the Due Date, as provided in Section 4;
Your ability to use any or all features on Cash App may be suspended until You pay your Outstanding Balance in full;
You may be charged Overdue Interest as long as your Outstanding Balance remains unpaid;
You will be unable to borrow subsequent closed-end loans from the Bank; and/or
Any other action to the extent not prohibited by applicable law.
12. Personal Financial Information
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for You: When You open an account, the Bank will ask for your name, address, date of birth, and other information that will allow the Bank to identify You. The Bank may also ask to see your driver’s license or other identifying documents.
You agree to provide personal financial information about You that the Bank may request from time to time for underwriting, security, and/or other purposes related to the management of your loan, which may include the above and certain other information.
You promise to promptly update your personal information in your Cash App profile, including but not limited to your name, street address, email address or telephone number. In doing so, You agree that You will not provide false information or signatures, electronic or otherwise, at any time. You may be asked for additional documents to verify any changes.
13. Age and Residency
By entering into this Agreement, You attest that You are at least 18 years of age or older and of sufficient legal age to enter into a contract in the state where You reside and You are a resident of the United States when You execute this Agreement.
14. Communications and Contact Information
a. You consent to accept and receive communications from the Bank, or its agent or service provider, including email, text messages, calls, and push notifications to the cellular telephone number You provide when You inquire about a loan or update your contact information. Such communications may include, but are not limited to, communications regarding applications for credit, credit decisions, disclosures, servicing, collections, requests for secondary authentication, receipts, reminders, and notifications regarding updates to your loan or account support. Call and text message communications may be generated by automatic telephone dialing systems. Standard message and data rates applied by your cell phone carrier may apply to the text messages sent to You.
b. You may opt out of receiving promotional email communications by following the unsubscribe options on such emails. You may opt out of any promotional phone calls by informing the caller that You would not like to receive future promotional calls. You may also opt out of text messages from the Bank or any of its agents or service providers at any time by texting END to the number from which You receive a text message from the Bank, Company, or any of their agents. You acknowledge that opting out of receiving communications may impact your use of the Bank’s and the Company’s services.
15. Loan Documents
The following documents (as updated or amended from time to time, “Loan Documents”) govern your loan:
This Agreement;
The Summary of Loan Terms;
The E-Sign Consent provided to You when You apply for the Loan;
The Autopay Terms You agree to when You apply for the Loan; and
Any privacy policies You agree to when You apply for the Loan.
Please read these carefully and keep them for future reference.
16. The Law That Applies to Your Agreement
This Agreement and any dispute arising hereunder will be governed by Utah law and/or applicable federal law (including the Federal Arbitration Act) as applied to agreements entered into and to be performed entirely within Utah, without regard to its choice of law or conflicts of law principles that would require application of law of a different jurisdiction.
17. Severability
Except as otherwise provided herein (including, without limitation, the arbitration provision below) and to the extent not prohibited by law, if any provision of this Agreement is held to be invalid or unenforceable, such determination shall not affect the validity or enforceability of the remaining provisions of this Agreement.
18. Delay of Enforcement and Waiver
Any failure by the Bank to exercise, or delay by the Bank in exercising, any right or remedy shall not operate as a waiver thereof. The Bank may waive rights or remedies without notifying You. For example, the Bank may waive Overdue Interest that You owe at a particular time without notifying You and without losing any right to impose Overdue Interest that accrues thereafter.
19. Important Information About Procedures for Opening a New Account
a. This Agreement will be binding on, and benefit, any of your and the Bank’s successors and assigns, which such assigns shall include, for the avoidance of doubt, any subsequent holders of your loan. Except as provided by applicable law, the Bank may sell, assign or transfer your loan and this Agreement in whole or in part without your permission and without prior notice to You. Any assignee or assignees, including, for the avoidance of doubt, any subsequent holders of this Agreement, will take the Bank’s place under this Agreement. You must pay them and perform all of your obligations to them and not the Bank. If You pay the Bank after You are notified that your loan or this Agreement has been transferred, the Bank may return the payment to You, forward the payment to the assignee, or handle it in another way that is reasonable. You may not sell, assign, delegate or transfer your loan, this Agreement, or your obligations under this Agreement to someone else without written permission of the Bank or any subsequent holder of your loan. Any sale, assignment or transfer of your loan by You in violation of this Section shall be null and void.
b. If this Agreement is sold, assigned or otherwise transferred, your rights under the law or under this Agreement are in no way altered or impaired.
c. The Bank may retain agents or service providers to perform on our behalf any actions authorized or contemplated by this Agreement. Any authorization or permission that You grant to the Bank in this Agreement (or otherwise in connection with your loan) shall extend to and cover any agent or service provider acting on the Bank’s behalf or at the Bank’s direction. Without limiting the generality of the foregoing, You expressly authorize Company, when acting as the Bank’s agent and service provider, to take any actions authorized or contemplated by this Agreement regardless of whether such actions are authorized or contemplated by the Cash App terms of service. Other provisions in this Agreement that expressly extend rights or protections under this Agreement to our agents or service providers (either generally or to specific service providers) are included for the avoidance of doubt, and should not be interpreted to limit the operation or effect of the general provisions in this Section19(c).
20. Entire Agreement
The Loan Documents constitute the entire agreement between You and the Bank with respect to this loan. You acknowledge and agree that no oral representations shall vary, modify or amend the terms and conditions of the Loan Documents. Any failure by the Bank to exercise, or delay by the Bank in exercising, any right or remedy shall not operate as a waiver thereof.
21. Survival of Obligations
Notwithstanding any other provision in this Agreement, the obligations in Sections 16 (The Law That Applies to Your Agreement), 17 (Severability), 18 (Delay of Enforcement and Waiver), 19 (Assignment and Delegation), 20 (Entire Agreement), 21 (Survival of Obligations), and 22 (Binding Individual Arbitration) of this Agreement will survive any expiration or termination of this Agreement.
22. Binding Individual Arbitration
This arbitration provision does not apply to Military Borrowers.
General. You and the Bank agree that any and all Disputes, except those that are resolved informally or brought in a small claims court, will be individually arbitrated by a neutral arbitrator who has the power to award the same individual damages and individual relief that a court can. ANY ARBITRATION UNDER THESE GENERAL TERMS WILL ONLY BE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS, CLASS ACTIONS, REPRESENTATIVE ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT PERMITTED. YOU WAIVE ANY RIGHT TO HAVE YOUR CASE DECIDED BY A JURY AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST THE BANK. Nothing in this Agreement prevents You or the Bank from settling Disputes on a class, representative or consolidated basis. If any provision of this arbitration agreement is found unenforceable, including the Bellwether Arbitration procedures described below, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced (but in no case will there be a class or representative arbitration).
You and the Bank agree that the Bank and the Company, subsidiaries, affiliates, agents, employees, predecessors, successors, or assigns and any authorized users or beneficiaries of the Borrow program, are intended to be, and shall have the rights of, a third party beneficiary of this section of this Agreement.
Pre-Filing Requirement to Attempt to Resolve Disputes. Before an arbitration is commenced, You and the Bank agree to attempt to avoid the costs of formal dispute resolution by giving each other a full and fair opportunity to address and resolve a Dispute informally. Both parties recognize that this is an important requirement, and that breach of this requirement would be a material breach of the Terms. To provide this opportunity, before commencing any arbitration, proceeding in small claims court or lawsuit (when permitted by these arbitration provisions), each party agrees to send to the other party a written Notice (“Notice”) and personally meet and confer to informally resolve any Dispute. Any Notice to the Bank should be sent by certified mail to: Square Financial Services, Inc., 3165 East Millrock Drive, Suite 160, Salt Lake City, Utah 84121. Any Notice sent to You will be sent to the contact information on file for your account. The Notice must: (i) include your name, $Cashtag, mailing address, email address and the phone number associated with your account; (ii) provide detailed information sufficient to evaluate the merits of the claiming party’s individualized claim and for the other party to determine if an amicable resolution is possible; (iii) set forth the specific relief sought, including an accurate, good faith calculation of the amount in controversy, enumerated in U.S. dollars, including whatever amount of money is demanded and the means by which the demanding party calculated the claimed damages; and (iv) be personally signed by You or the Bank, as applicable. A Notice is only valid when it pertains to, and is on behalf of, an individual party. A Notice brought on behalf of multiple parties is invalid as to all. Both parties agree that they will attempt to resolve a Dispute through an informal negotiation within sixty (60) days from the date the Notice is received, and You and the Bank therefore agree that, before either You or the Bank demands or attempts to commence arbitration or litigation (where permitted) against the other, both parties will personally meet and confer, via telephone or videoconference, with each other in a good faith effort to resolve informally any Dispute. These informal resolution conferences shall be individualized such that a separate conference must be held each time either party intends to commence individual arbitration or litigation (where permitted); multiple parties initiating claims cannot participate in the same informal resolution conference, unless mutually agreed to by the parties. If You are represented by counsel, your counsel may participate in the conference, but You shall also fully participate in the conference. Engaging in an informal resolution conference is a requirement that must be fulfilled before commencing arbitration or litigation (where permitted). Any statute of limitations shall be tolled while the parties engage in the informal resolution process required by this paragraph.
After that sixty (60) day period and not before, and after the informal resolution conference has occurred and not before, either party may elect, in a written Notice to the other party as described above, that it will pursue the matter either through small claims court or arbitration. The party receiving the notice shall then have seven (7) days to respond, including to elect for the case to be heard by a small claims court with jurisdiction. After that seven (7) day period and not before, either party may commence arbitration if not proceeding in a small claims court with jurisdiction. You agree that compliance with the informal resolution process described above is a condition precedent to commencing arbitration or filing a claim in small claims court. A party’s failure to satisfy this condition precedent entitles the opposing party to seek immediate dismissal of the arbitration or litigation (where permitted) and the right to seek reimbursement of its costs. If either party elects small claims court, the Dispute will be resolved in that forum and not through arbitration. Each party agrees that state courts in the City of Oakland and County of Alameda, California, or federal court for the Northern District of California, referenced below, may enter injunctive relief to enforce the pre-filing requirements of this paragraph, including an injunction to stay an arbitration that has been commenced in violation of this paragraph. Each party also agrees that state courts in the City of Oakland and County of Alameda, California, or federal court for the Northern District of California, may address whether a claim filed in small claims court or in arbitration has been previously released.
Scope of Arbitration. If You and the Bank are not able to resolve the Dispute by informal negotiation or, as provided below, in a small claims court, all Disputes will be resolved finally and exclusively by binding individual arbitration with a single arbitrator (the “Arbitrator”) administered by National Arbitration and Mediation (“NAM”) (https://www.namadr.org) according to the NAM Comprehensive Rules and Procedures and, when applicable, the NAM Supplemental Rules for Mass Arbitration Filings (together, the “NAM Rules”), and this Section 22. In the event NAM is unavailable to administer the arbitration, either party may invoke 9 U.S.C. § 5 to request that a court appoint the Arbitrator. Except as set forth above and for Disputes subject to jurisdiction in small claims court, the Arbitrator shall be responsible for determining all threshold arbitrability issues, including issues relating to whether the Agreement (or any aspect thereof) is enforceable, unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
Small Claims Court. Subject to applicable jurisdictional requirements, either party may elect to pursue a Dispute in a local small-claims court rather than through arbitration so long as the matter remains in small claims court and proceeds only on an individual basis. If a party has already submitted an arbitration to an arbitration provider but before an Arbitrator has been selected, and the claim is subject to the jurisdiction of the filing party’s local small claims court, the other party may send a written notice to the opposing party and the arbitration provider requesting that the Dispute be decided in small claims court. Upon receipt of such notice, and if all outstanding arbitration service fees have been paid, the arbitration provider shall then administratively close the case.
Arbitration Procedures. The Federal Arbitration Act, 9 U.S.C. §§ 1-16, including its procedural provisions, fully applies. So long as it is consistent with the NAM Rules, the arbitration shall occur through the submission of documents to the Arbitrator. To the extent the Arbitrator determines a hearing is required, the arbitration shall be conducted remotely by telephone or video conference. To the extent any in-person arbitration hearing is required, the arbitration hearing will take place as close to your hometown as practicable. You and the Bank will have the right to file early or summary dispositive motions. The Arbitrator’s award will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The Bank values your privacy, particularly with respect to your financial transactions and data. Each of the parties shall maintain the confidential nature of the arbitration and shall not (without the prior written consent of the other party) disclose to any third party the fact, existence, content, award, or other result of the arbitration, except as may be necessary to enforce, enter, or challenge such award in a court of competent jurisdiction or as otherwise required by applicable law. While an Arbitrator may award declaratory or injunctive relief, the Arbitrator may do so only with respect to the individual party seeking relief and only to the extent necessary to provide relief warranted by the individual party’s claim. The Arbitrator’s decision and judgment thereon will not have a precedential or collateral estoppel effect with respect to disputes involving other parties.
Bellwether Arbitration Procedures. You and Bank agree that if twenty-five (25) or more similar individual arbitration demands are brought against You or us by or with the assistance of the same or coordinated counsel or entities (“Mass Proceeding”), the parties shall select twelve (12) individual arbitration demands (six (6) per side) for arbitration to proceed (“Bellwether Arbitrations”). The NAM Supplemental Rules for Mass Arbitration Filings shall apply if the parties’ dispute is deemed by NAM, in its sole discretion pursuant to the NAM Rules and this Section 22, to be part of a Mass Proceeding. While the Bellwether Arbitrations are adjudicated, all other demands for arbitration that are part of the Mass Proceeding shall be held in abeyance and stayed, and no party shall be responsible for paying any administrator or arbitrator fees (other than the arbitration provider’s initial filing/administrative fees, and Procedural Arbitrator fees, if applicable) with respect to such stayed demands while the Bellwether Arbitrations are adjudicated. Any applicable statute of limitations shall be tolled as to non-Bellwether Arbitrations demands when such non-Bellwether Arbitrations are held in abeyance. The tolling period will begin when the claimant first provided the Notice of its intent to initiate an informal resolution conference as described above.
Any party may request, within five (5) Business Days of being notified by the arbitration provider that arbitration demand(s) have been filed, that the arbitration provider appoint a sole procedural arbitrator (“Procedural Arbitrator”) to determine initial questions that arise in the Bellwether Arbitrations, including whether the Bellwether Arbitration procedures are applicable or enforceable, whether any particular demand is part of a Mass Proceeding, and whether any particular demand within a Mass Proceeding was filed in accordance with this Section 22. To expedite the Procedural Arbitrator’s resolution of any such initial questions, the parties agree that the Procedural Arbitrator may set forth such procedures as are necessary to resolve any such initial questions promptly. The Bank shall pay the Procedural Arbitrator’s costs.
All parties agree that the Bellwether Arbitration procedures are designed to be a generally faster, more efficient, and more affordable mechanism for resolving a Mass Proceeding, including the claims of individual parties who are not selected for a Bellwether Arbitration. All parties shall work in good faith with the Arbitrator or Procedural Arbitrator to complete each Bellwether Arbitration within one hundred and twenty (120) calendar days of its initial pre-hearing conference.
Following resolution of the Bellwether Arbitrations, all parties agree to engage in a mediation of all remaining arbitration demands comprising the Mass Proceeding (the “Bellwether Mediation”). The Bellwether Mediation shall be administered by the arbitration provider. If the parties are unable to resolve the remaining demands for arbitration comprising the Mass Proceeding within thirty (30) calendar days following the Bellwether Mediation, the remaining demands for arbitration comprising the Mass Proceeding shall be administered by the arbitration provider on an individual basis pursuant to the arbitration provider’s rules and this Section 22, unless the parties mutually agree otherwise in writing.
All parties agree to cooperate in good faith with the arbitration provider to implement the Bellwether Arbitration procedures, including deferring any costs associated with the non-Bellwether Arbitration Mass Proceedings until the Bellwether Arbitrations and subsequent Bellwether Mediation have concluded, and cooperate on any steps to minimize the time and costs of arbitration, which may include the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes and the adoption of an expedited calendar of the arbitration proceedings.
These Bellwether Arbitration procedures shall in no way be interpreted as authorizing a class, collective, or mass action of any kind, or an arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this Section 22.
Arbitration Fees. In accordance with the NAM Rules, the party initiating the arbitration (either You or the Bank) is responsible for paying the applicable filing fee. For purposes of this arbitration provision, references to You and the Bank also include each party’s respective subsidiaries, affiliates, agents, employees, predecessors, successors and assigns as well as authorized users or beneficiaries of the Services.
Opt Out. You may reject this provision, in which case only a court may be used to resolve any Dispute. To reject this provision, You must send the Bank an opt-out notice (the “Opt Out”) within thirty (30) days after You take out a loan or the Bank first provides You with the right to reject this provision. The Opt Out must be mailed to: Square Financial Services, Inc., 3165 East Millrock Drive, Suite 160, Salt Lake City, Utah 8412. For your convenience, we are providing an opt out notice form You must complete to reject this provision. You must complete this form by providing your name, $Cashtag, address, phone number and the email address(es) You used to sign up for the loan as well as the loan number for the loan for which You choose to reject this provision. This is the only way of rejecting this provision. Rejecting this provision will not affect any other aspect of the Agreement or your loan. An Opt Out that purports to opt out multiple parties will be invalid as to all such parties. No individual party (or their agent, representative, or group of agents or representatives) may effectuate an Opt Out on behalf of other individual parties.
Court Proceedings. Subject to and without waiver of the arbitration provisions above, You agree that any judicial proceedings (other than small claims actions as discussed above) will be brought in and You hereby consent to the exclusive jurisdiction and venue in the state courts in the City of Oakland County of Alameda, California, or federal court for the Northern District of California.
23. Military Annual Percentage Rate Statement
Federal law provides important protections to members of the United States armed forces and their dependents relating to extensions of consumer credit. In general, the cost of consumer credit to a member of the armed forces and his or her dependents may not exceed an annual percentage rate of 36 percent. This rate must include, as applicable to the credit transaction or account: (1) the costs associated with credit insurance premiums; (2) fees for ancillary products sold in connection with the credit transaction; (3) any application fee charged (other than certain application fees for specified credit transactions or accounts); and (4) any participation fee charged (other than certain participation fees for a credit card account). To hear these disclosures and information about your payment obligation over the telephone, please call the following toll-free number: (855) 949-7782.
30. State Notices
For KANSAS residents:
NOTICE TO CONSUMER: 1. Do not sign this Agreement before You read it. 2. You are entitled to a copy of this Agreement. 3. You may prepay the unpaid balance at any time without penalty.
For MASSACHUSETTS residents: Massachusetts law prohibits discrimination based upon marital status or sexual orientation.
For MISSOURI and NEBRASKA residents: Oral agreements or commitments to loan money, extend credit or to forbear from enforcing repayment of a debt including promises to extend or renew such debt are not enforceable. To protect You (borrower(s)) and the Bank (creditor) from misunderstanding or disappointment, any agreements we reach covering such matters are contained in this writing, which is the complete and exclusive statement of the agreement between You and the Bank, except as You and the Bank may later agree in writing to modify it.
For NEW JERSEY residents: The section headings of this Agreement are a table of contents and not contract terms. Because certain provisions of this Agreement are subject to applicable law, they may be void, unenforceable or inapplicable in some jurisdictions. None of these provisions, however, are void, unenforceable or inapplicable in New Jersey.
For OHIO residents: The Ohio laws against discrimination require that all creditors make credit equally available to all credit-worthy customers, and that credit reporting agencies maintain separate credit histories on each individual upon request. The Ohio Civil Rights Commission administers compliance with the law.
For WASHINGTON residents: Oral agreements or oral commitments to loan money, extend credit, or to forbear from enforcing repayment of a debt are not enforceable under Washington law.
For UTAH residents: As required by Utah law, You are hereby notified that a negative credit report reflecting on your credit record may be submitted to a credit reporting agency if You fail to fulfill the terms of your credit obligations. This Agreement is the final expression of the agreement between You and the Bank and it may not be contradicted by evidence of an alleged oral agreement.
For Married WISCONSIN residents: No provision of any marital property agreement, unilateral statement or court decree adversely affects our rights, unless You give the Bank a copy of such agreement, statement or court order before the Bank grants You credit, or Bank has actual knowledge of the adverse provision. All obligations under this Agreement will be incurred in the interest of your marriage or family. You understand that the Bank may be required to give notice of this Agreement to your spouse. Married Wisconsin residents must furnish the name and email address of their spouse to: Square Financial Services, Inc. through Cash App support, which is accessed by clicking on your profile in the Cash App and clicking “Support” and following the in-App prompts.
This Agreement is the final expression of the agreement between You and the Bank and it may not be contradicted by evidence of an alleged oral agreement.
By clicking “Borrow instantly”, You sign and agree to the terms of this Agreement, and You acknowledge receipt of a completed copy of this Agreement.
Executed via electronic signature on the Execution Date.