Zeffy Financial Account - Terms

Last update: February 18th, 2025

1. Overview and Structure of the Zeffy Financial Account Program

1.1 General. These “Zeffy Financial Account Terms” define the terms and conditions of use of a financial account program (”the Financial Account Program”) offered by Simplyk Inc. (651 N Broad Street Suite 206, Middletown, Delaware, 19709) (”Zeffy”) to its nonprofit customers (”the Organizations”). The Financial Account Program aims to provide chosen representatives of the Organizations (”the Authorized Users”) with a virtual financial account (”the Financial Account”) to manage funds available on a dedicated balance (”the Account Balance”) through Zeffy.

1.2 Structure. Zeffy offers the Financial Account Program as part of a partnership with Stripe (”the Program Manager”) and a partner bank (”the Treasury Bank”). While the Treasury Bank holds the funds, the Program Manager will provide the services through Zeffy and will manage the opening of a Financial Account and the provision of such accounts to Authorized Users. Given the Financial Account Program’s three-party structure, the Organizations and their related Authorized Users will enter into an agreement with Zeffy, the Program Manager, and the Treasury Bank to participate in the Financial Account Program.

As a consequence, when an Organization and their related Authorized Users participate in the Program in any way, they represent that they have read, understood, and agreed to:

• these “Zeffy Financial Account Terms”;
• the “Stripe Service Agreement” from the Program Manager;
• and the “Stripe Treasury Terms - Connected Accounts” from the Program Manager

The Zeffy Financial Account Terms supplement the Stripe Service Agreement and the Stripe Treasury Terms - Connected Accounts. In case of any conflicts between the terms, the Stripe Service Agreement and the Stripe Treasury Terms - Connected Accounts will govern over the Zeffy Financial Account Terms.

1.3 Communications. Zeffy will make all communications to the Organizations and their related Authorized Users regarding the Financial Account and the Financial Account Program in general.

2. Eligibility

2.1 General. Participation in the Financial Account Program is exclusive to the Organizations and attached Authorized Users which meet all the following conditions:

• (a) Holding an active Zeffy account (”an Account”) in the U.S. and therefore having agreed to the Zeffy general Terms and Conditions of use - NPO and met its own eligibility criteria.
• (b) Holding an active Stripe Connected Account (”a Stripe Account”) administered by Zeffy through a Stripe Platform Account and therefore having agreed to the Stripe Service Agreement and met its own eligibility criteria.
• (c) Having submitted a complete application to the Financial Account Program through Zeffy, including any identity verification, and therefore having agreed to the Zeffy Financial Account Terms as well as to both the Stripe Service Agreement and Stripe Treasury Terms - Connected Accounts presented during the application and met their own eligibility criteria.
• (d) Having obtained the final approval of Zeffy and the Program Manager

2.2 Disqualification. Zeffy reserves the right to disqualify any Authorized User or any Organization from participation in the Financial Account Program for abuse, fraud, or any violation of the Financial Account Program terms. Zeffy may make such a determination in its sole discretion. Additionally, Zeffy may disqualify any Authorized User or any Organization from participation in the Financial Account Program if the Program Manager and/or the Treasury Bank directs Zeffy to do so.

3. Financial Account Program Description

3.1 Financial Account. Each Organization successfully enrolled in the Financial Account Program by Zeffy will be opened a Financial Account. The Financial Account will have its own balance (”the Account Balance”). There will be one unique Account Balance per Organization no matter how many Authorized Users are attached to the Organization. The Financial Account can be used for business purposes only relating to the Organization’s activities and cannot be used for personal, family, or household purposes.

3.2 Account Holders. The Organization’s Account owner (”the Administrator”) can select which of its representatives (the ”Account Users”) can apply and access the Financial Account Program as long as they meet the eligibility criteria described in section 2.1. Once successfully onboarded in the Financial Account Program by Zeffy, these Account Users become Authorized Users and can access the Financial Account.

3.3 Account Transactions. Authorized Users can initiate transactions from the Financial Account. Transactions may include adding funds via ACH, wire transfer, or other supported methods, and transferring funds to other accounts. Authorized Users must ensure that they have sufficient funds in the Account Balance before initiating any transaction.

3.4 Account Balance Management. Any Authorized User is responsible for knowing the Account Balance of their parent Organization before attempting a transaction and should not attempt to perform a transaction if the current Account Balance is lower than the amount of the transaction. The Account Balance is made accessible in the Zeffy Dashboard under the Bank section. It is refreshed as frequently as possible. Zeffy automatically updates the Account Balance using the funds received by the Organization on their Stripe Account via their fundraising forms. The Organization can also add funds to their Account Balance through a bank transfer from an external bank account owned by the Organization. No other loading methods are available. Zeffy reserves the right to delay the transfer of the funds from the Stripe Account to the Account Balance for as long as it deems necessary, notably to start performing or finish a risk assessment or enhanced due diligence.

4. Fees

Zeffy may charge certain fees in connection with the Financial Account Program. The fees are described in the table below. Zeffy reserves the right to add, delete, or amend fees at any time, in compliance with the rules and provisions set out in Section 10.

5. Yield

The yield provided on your Financial Account balance is expressed as an annual percentage and calculated monthly. This yield is subject to change at our discretion based on market conditions, changes in operational costs, or other relevant factors. The most recent yield percentage will be displayed in your Dashboard and communicated to you promptly whenever changes occur.

Zeffy reserves the right to modify the yield percentage at any time. Notifications regarding changes to the yield percentage will be sent to your registered email address and updated in your Dashboard. By continuing to use our Financial Account services, you acknowledge and agree to the yield terms outlined herein.

Please note that yield is not interest and is not derived from pass-through interest from a bank partner. Yield rates are determined solely by Zeffy and are independent of the Fed Funds Rate or any other benchmark interest rates.

As of February 18th, 2025, the yield is 1.00%.

For any questions regarding yield rates or these terms, please contact us at contact@zeffy.com.

6. Disputes and Unauthorized Transactions

6.1 Reporting Unauthorized Transactions. If an Organization or an Authorized User believes that there are fraudulent or unauthorized transactions on their Financial Account, they must IMMEDIATELY report the situation to Zeffy (see Section 10) so that any unauthorized transactions can be investigated and resolved. Failure to report such situations may result in the Organization incurring additional liability.

6.2 Reporting Erroneous Transactions. If an Organization or an Authorized User believes that a Financial Account was subject to an erroneous or otherwise incorrect charge, they must first contact the relevant party to dispute the transaction. If the Organization or an Authorized User is unable to resolve the dispute, then they may dispute the transaction by reaching out to Zeffy (see Section 10). The Organization or an Authorized User must report any erroneous or disputed transactions to Zeffy within 90 days (or within any extended timeframe required by Law) from the date the transaction appears on the Financial Account.

7. Negative Balance and Right to Collect Funds

7.1 Obligations for Negative Balance. The Organization acknowledges that Account Balances and available funds reported on the Zeffy dashboard are only approximations of real-time balances and available funds rather than the settled balances or funds in the Financial Account. A reported balance may not take into account pending debits and credits. Each time the Authorized User initiates a transaction, the Authorized User authorizes Zeffy to reduce the Account Balance by the amount of the transaction and all associated fees. Authorized Users are not allowed to exceed the available amount in their Account Balance through an individual transaction or a series of transactions (creating a “Negative Balance”). Nevertheless, if for any reason (including, but not limited to, any technical errors on Zeffy's behalf or on behalf of our Program Manager) the Organization has a Negative Balance in its Financial Account, the Organization agrees to immediately load the required amount to correct the Negative Balance, which will be due without the need for Zeffy to notify the Organization, and the Organization shall remain fully liable to Zeffy for the amount of any Negative Balance and any corresponding fees. Zeffy reserves the right to bill the Organization for any Negative Balance or to recoup such Negative Balance from any other account of the Organization. The Organization agrees to pay Zeffy promptly for the Negative Balance and any related fees. Zeffy also reserves the right to cancel Financial Accounts if the Organization creates one or more Negative Balances. Additionally, if any transactions cause the Account Balance to become negative: (a) Zeffy may exercise its right to collect the Negative Balance from the Organization in accordance with the section 7.2 below; (b) Zeffy may take debt collection measures, including, but not limited to, mandating a debt collection agency or attorneys to pursue the claim in court; or, (c) where Zeffy has reason to believe, in either of its sole discretion, that the Organization is behaving fraudulently, the Organization authorizes Zeffy to initiate a payment transaction for the amount of the Negative Balance from one of its external accounts linked to the Financial Account if Zeffy requests that the Organization loads its Financial Account with funds in order to correct Negative Balance and the Organization fails to do so within seven (7) Business Days, for which the Organization remains liable if funds are insufficient to cover the Negative Balance. If Zeffy takes any (or all) of these steps, Zeffy may charge the Organization its reasonable costs for doing so. Zeffy is not liable for any fees or costs the Organization may have incurred, including but not limited to if the Organization’s external account charges the Organization any overdraft fees due to Zeffy’s payment transactions.

6.2 Right to Collect Funds. If, at any time, an event occurs that entitles Zeffy to be compensated by the Organization (including, but not limited to, any technical errors on Zeffy's behalf or on behalf of our third-party providers including the Program Manager, or a Negative Balance transaction as described in the Section 7.1), Zeffy shall be entitled to recover any amount due to Zeffy by retaining part or all of any funds that the Organization has lodged with Zeffy under any transaction associated with the Financial Account at any time without notice.

8. Suspension and Termination

8.1 Default. An Organization is in default under these Zeffy Financial Account Terms if it or any of its Authorized Users:

• (a) Violate Law, or breach these Treasury Terms, the Stripe Service Agreement, the Stripe Treasury Terms - Connected Accounts or any applicable regulations;
• (b) Fail to pay any amounts owed to Zeffy, Stripe, or the Treasury Bank in connection with the Financial Account Program;
• (c) Initiate a transaction that would exceed or violate a limit established for use of the Financial Account Program;
• (d) Are the subject of an Insolvency Proceeding;
• (e) Provide inaccurate information during its application, or have failed to keep this information current;
• or (f) Zeffy, Stripe, or the Treasury Bank determines that there is an unacceptable regulatory, reputational, or financial risk associated with their participation in the Financial Account Program.

8.2 Zeffy’s Right to Suspend or Terminate. If an Organization is in default under these Treasury Terms, Zeffy may:

• (a) Suspend or terminate the Organization’s Financial Account or any or all associated services;
• (b) Declare any amounts the Organization owed to Zeffy, Stripe, or the Treasury Bank immediately due and payable;
• (c) Refuse to authorize any transactions;
• (d) Reverse any transactions;
• (e) Terminate these Zeffy Financial Account Terms;
• and (f) Take any other action Zeffy deems necessary.

In addition, Zeffy may suspend or terminate a Financial Account or any associated services if the Program Manager or the Treasury Bank directs Zeffy to do so.

8.3 Reactivating after Suspension. If Zeffy suspends a Financial Account, Zeffy may require the Organization to pay amounts owed to Zeffy, Stripe, or the Treasury Bank before reactivating the Organization’s Financial Account and do it for a fee as set forth in the Section 4.

8.4 Organization’s Right to Close a Financial Account. If an Organization cancels its participation in the Financial Account Program, it must notify Zeffy. If applicable, the Organization must zero out its Account Balance before closing the Financial Account. If the Financial Account is canceled by Zeffy and when the Account Balance is positive, Zeffy will send a transfer to the external bank account linked to the Stripe Account in the amount of the Account Balance for no charge. In all events, any transfer Zeffy sends will be sent to the external bank account Zeffy has for the Organization in its records. The termination of the participation in this Financial Account Program will not affect any of Zeffy’s rights or the Organization’s obligations arising under the Zeffy Financial Account Terms before termination.

9. Amendment

Zeffy may amend or change these Zeffy Financial Account Terms at any time. The Treasury Bank and the Program Manager may also prospectively add to, delete, or amend respectively the Treasury Bank Terms or any documents referenced in the Treasury Bank Terms at any time, or the Stripe Treasury Accountholder Terms or any documents referenced in the Stripe Treasury Accountholder Terms at any time. Zeffy reserves the right, subject to Law, to deliver to the Organization any notice of these changes to these terms by notifying the Organization through the Zeffy dashboard or by providing notice of changes to the Organization electronically. The Organization’s continued use of the Program will constitute acceptance of any amended or new terms.

10. Contact Information

For questions, concerns, disputes, or complaints, participants can contact Zeffy customer support by email at contact@zeffy.com or use Zeffy's online chatbot.

Address: Simplyk Inc. (dba Zeffy)

651 N Broad Street Suite 206,

Middletown,

Delaware, 19709