A. OUR AGREEMENT

This Account Agreement and its applicable Schedules (collectively, the “Agreement”) sets forth the terms and conditions under which the Bushel Business Account (“Deposit Account” or “Account”) has been issued to you by The Bancorp Bank, N.A., Member FDIC (“Bank”). By accepting, you agree to be bound by the terms and conditions contained in this Agreement. “We,” “us,” and “our” mean the Bank, our successors, affiliates or assignees, and as applicable, the Program Manager. “Program Manager” means Bushel Exchange, LLC, the entity providing certain services for sponsoring and/or managing the Account on our behalf. "Customer” refers to the legal entity (or person in the case of a sole proprietorship) who has requested the Account and owns the funds held therein. An “Authorized Signer” is any user the Customer allows access to the Account, subject to the limitations herein. “Primary Accountholder” means the Customer in the case of a sole proprietorship, as well as the primary Authorized Signer designated to transact on the Account on the Customer’s behalf.

The Account is accessed through https://bushelwallet.com/ (the “Website”) and through the mobile application (the “Mobile App”). Customer is responsible for providing us with a correct and operational email address. Customer must promptly notify us of any change to its contact information, or if Customer is unable to access the Account information through the Mobile App. Neither the Bank nor Program Manager will be liable for any adverse effects to the Account as a result of undelivered mail or email or Customer’s inability to access Account information through the Website or Mobile App due to a failure to promptly notify us of a change to Customer’s email or postal mailing address.

1. Customer Service

For assistance or additional information regarding the Account, please contact “Customer Service” at the “Address,” “Phone Number” or “Website” below:

Bushel Wallet
503 7th St N. #301
Fargo ND, 58102
866-439-2888

Customer Service agents are available to answer your calls:
Monday through Friday, 8 a.m. to 5 p.m. CT
Saturday and Sunday, CLOSED
Tickets can be submitted online at support.bushelpowered.com 24/7 7 days a week or via email to [email protected]

Our business days are Monday through Friday, excluding federal holidays, even if we are open. Any references to “days” found in this Agreement are calendar days unless indicated otherwise. From time to time, we may monitor and/or record telephone calls between you and us to assure the quality of our customer service or as required by applicable law.

2. Consent to the Terms of this Agreement

By submitting an application or using services provided by the Bank, Customer is agreeing to the terms and conditions of the Account and the Schedule of Fees that is associated with the Account. The disclosures provided when the Account application was completed, additional disclosures provided to Customer that are applicable to additional products and services; periodic statements, user guides; the privacy policy; and any other disclosures or terms we provide are considered part of this Agreement. Continued use of the Account also means the ongoing agreement of Customer to this Agreement. By continuing to use this Agreement, Customer further agrees to pay fees due and outstanding associated with the Account, including giving us the right to collect such fees directly from the balance of the Account. Customer is responsible for the accuracy and completeness of all information supplied to us in connection with the Account and /or its services. Customer agrees to comply with all laws applicable to this Agreement, including regulations or ordinances, and orders of governmental and governing authorities, federal and state privacy laws, and anti-money laundering laws.

B. GENERAL RULES GOVERNING THE ACCOUNT

The Account and Customer’s obligations under this Agreement may not be assigned. We may transfer our rights under this Agreement. Use of the Account is subject to all applicable rules and customs of any clearinghouse or other association involved in transactions. We do not waive our rights by delaying or failing to exercise them at any time. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any governmental agency, local, state, or federal, the validity or enforceability of any other provision of this Agreement shall not be affected. This Agreement and the deposit relationship do not create a fiduciary relationship between the Bank and Customer, or Authorized Signers. This Agreement will be governed by the law of the State of South Dakota except to the extent governed by federal law.

1. Opening the Account

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 or business that opens an Account. We will ask for the name, address, date of birth, and other information that will allow us to identify the Customer and/or Authorized Signers. We will also ask for other information related to the business entity, and Authorized Signers. If we are not able to validate the identity or authenticity of the Authorized Signor or the Customer to our satisfaction, we may not open the Account. If we are unable to validate the identity of an Authorized Signer, we may not provide them access to the Account.

By opening, using or authorizing the use of the Account, you represent and warrant to us that: (i) Authorized Signers are at least 18 years of age (or older in a state where the majority age is older); (ii) Authorized Signers are U.S. citizens or legal residents residing in the fifty (50) states of the United States (“U.S.”) or the District of Columbia; (iii) the Customer is a legally incorporated U.S. entity (or person in the case of a sole proprietorship) with a verifiable U.S. street address (not a P.O. Box); (iv) the personal and business information provided to us by the Customer or Authorized Signers in connection with the Account is true, correct and complete; and (v) the Customer and Authorized Signers (if applicable) have received a copy of this Agreement and agree to be bound by and to comply with its terms.

We may use information from, and share information with, third parties to help us determine if we should open an Account.

2. Business Deposit Account

A business deposit account is a deposit account that is not held or maintained primarily for personal, family, or household purposes. Examples of business deposit accounts include an account owned by an individual acting as a sole proprietor; a partnership; a limited partnership; a limited liability partnership; a limited liability company; a corporation; a joint venture; or a non-profit corporation.

The Account is a checkless demand deposit account to be used by Bushel Wallet users to make payments and transfers to third parties using online services that are automatically issued with the Bushel Business Account. Paper checks are not included with the Account.

3. Authorized Signers

The Primary Accountholder may add additional Authorized Signers to the Account during the application process or after the Account has been established. At any point in time, up to one Authorized Signer may be listed on the Account. An Authorized Signer is a person who has actual or apparent authority to transact business on the Account, whether or not the Bank has a record of such person’s electronic signature on file. To add or remove an Authorized Signer from an existing Account, please contact Customer Service. The Bank may continue to recognize an Authorized Signer’s authority until the Bank has received and had a reasonable time to act upon a revocation or modification request from the Primary Accountholder.

Customer is responsible for all authorized transactions initiated and fees incurred by use of the Account. If an individual is permitted access to Account number(s), we will treat this as if Customer has authorized such use, and Customer will be liable for all transactions and fees incurred by those persons. Customer is wholly responsible for the use of the Account according to the terms and conditions of this Agreement.

4. Authorization

By using the Account, Customer authorizes us to:

• view and obtain information about the Account;
• provide information to service providers about Account balances and transactions; and
• transact on the Account as necessary for purposes of reconcilement, fee credits or debits, dispute related adjustments, and any other applicable accounting corrections

Transaction Type	Frequency and/or Dollar Limits
ACH transfer initiated from an external financial institution*	No limit to the number of transactions per day
Qualifying transfers to the Account via the Mobile App.**	No limit to the number of transactions per day
*ACH transfers: The payee name on any direct deposit(s) or ACH Credit(s) we receive must match the business name on the Account. Any such deposits received in a name other than the name registered to the Account will be returned to the originator. **A qualifying transfer must originate from an external account owned by Customer or the Primary Accountholder. The external account must be linked to the Account.

 

5. Deposits to the Account

Authorized Signers and the Primary Accountholder may make deposits to the Account using any of these methods:

• The payee name on any direct deposit(s) or automated clearinghouse “ACH” Credit(s) we receive must match the Customer name on the Account. Any such deposits received in a name other than the name registered to the Account will be returned to the originator. Please Note: ATM deposits are not available.

6. No Cash, Paper Checks or Foreign Currency

We are not liable for any deposits, including cash, lost in the mail, lost in transit, or not received by us.

• Cash- We do not accept deposits made in cash. If you mail a cash deposit, the cash will be sent back to the address we have for you on file.
• Paper Checks- Personal checks, cashier’s checks, and money orders may not be deposited by mail. All checks and money orders sent to us for deposit will be returned unless the full amount may be applied towards a negative balance, in which case the check or money order may or may not be deposited to the Account at our discretion.
• Foreign Currency- We do not accept deposits in foreign currency. Any deposits received in foreign currency, cash or check, will be sent back to the address on file, by standard U.S. mail.

7. Deposit Corrections

If funds are incorrectly deposited or transferred into the Account, we may correct the situation by deducting the amount of the erroneous deposit from the Account without prior notice to Customer.

C. TRANSACTIONS ON THE ACCOUNT

The following terms are used to describe Electronic Funds Transfer (“EFT”) services. “Automated credits” or “direct deposits” are deposits made to the Account by electronic means. “Automated debits” and “automated payments” indicate payments authorized by Customer to be made from the Account by electronic means. When Customer accepts direct deposits or authorize automatic payments/debits or transfers to or from the Account, the following special terms and conditions apply.

1. Cut-off Time

The cut-off time for initiating ACH transfers is 6:00 PM ET. Any transfer initiated after the cut-off time will be treated as if it were initiated on the next business day.

2. Notice Disclosure

Under the operating rules of the Nacha, which sets the rules for Account ACH transactions, we are not required to give next-day notice of receipt of an ACH item, and we will not do so. However, we will continue to notify Customer of the receipt of payments in the periodic statements.

3. Types of Electronic Funds Transfers Available

Customer may arrange with another party to electronically deposit funds on a one-time or recurring basis directly to the Account using the Account and bank routing numbers, subject to the established limitations on withdrawals and transfers.

4. Transaction Limits

Transaction limits are applied to protect your account and ensure secure activity. We regularly review factors such as the length of time your account has been open, your transaction history and your overall account standing to ensure limits are appropriate for your account.

 

Transaction Type	Frequency and/or Dollar Limits**
ACH Credits initiated by an external third party	No limit to the number of payments per day No dollar limit
ACH Debits initiated by an external third party	No limit to the number of payments per day Limited to the available Account balance or $1,000,000 per day whichever is lessor
Account to Account transfer	No limit to the number of payments per day No dollar limit
**Limits may change based on the length of time the Account has been open, transaction history and overall Account standing.

5. Preauthorized Transfers

The 12-digit Account number and the bank routing number can be used for preauthorized direct debits (“ACH Debit”) from merchants, internet service or other utility service providers (“Merchants”) and for the purpose of initiating direct deposits to the Account (“ACH Credit”). These transfers will be processed under the Operating Rules of Nacha and Customer agrees to comply with the Nacha rules.

6. Stop Payment

If you have scheduled regular payments out of the Account, [Authorized Signers/the Primary Accountholder] may be able to stop any of these payments by contacting Customer Service in time for us to receive and process your request before the payment is scheduled to be made. [If you call, we may require you to put your request in writing, including evidence of the notice of revocation you provided to the merchant.] Depending on the type of payment you wish to stop, we may, at our discretion, employ other operational steps to enable us to honor your request. You will be advised of any such steps when you contact us with your request. We are not liable for your losses or damages if we are unable to or refuse to stop a payment.

7. Returns and Refunds

If you are entitled to a refund for any reason for goods or services obtained with the Account, you agree to accept credits to the Account for such refunds and agree to the refund policy of that merchant. Any Merchant disputes, returns, or refunds must be addressed and handled directly with the merchant from whom the transaction posted, or those goods or services were provided. We are not responsible for the delivery, quality, safety, legality or any other aspects of goods or services you purchase from others using the funds of the Bushel Business Account.

8. Foreign Transactions

You may purchase or lease goods or services in the fifty (50) states of the United States (“U.S.”) and the District of Columbia as long as you do not exceed the available value in the Account. No international ACH or Account to Account transfers may be initiated or received.

9. Negative Balances

If the available balance in the Account is insufficient to cover any authorized payment or withdrawal, we can refuse to honor the payment or withdrawal. You are not permitted to conduct transactions that bring your Account balance negative. If the Account balance should become negative for any reason, a deposit or deposits must be immediately made to cover the negative balance. If the Account has a negative balance for seven (seven) calendar days, it may be closed. You will remain liable to us for any amounts owed due to negative balances, and we reserve the right to pursue all remedies under law to resolve any negative balance, including setting off the balance with other funds you may hold with the Bank.

10. Unauthorized or Incorrect Debits

You or Authorized Signers must provide notice no later than 2:30 PM ET on the business day following the date of an unauthorized debit is made to the Account in order for the debit to be returned to the originator. If we are notified after this deadline, we may be unable to return the item; Customer may be responsible for the losses it incurs. To provide notice of an unauthorized or incorrect debit from the Account, please contact Customer Service.

11. Error Resolution

In the case of a discrepancy or questions about electronic transaction(s), contact Customer Service as soon as possible. For non-consumer ACH Debits, you must notify Customer Service to return by 2:30 PM ET. If we are not timely notified of an unauthorized non-consumer ACH Debit entry, we will not be able to return the item without the cooperation and agreement of the originating bank and the originator of the debit entry. Any other effort to recover the funds must occur solely between Customer and the originator of the entry.

12. Transaction History

Periodic statements for the Account will be made available in electronic format to Customer each month and are deemed delivered once made available. Carefully review Company’s statement each statement period and notify us of any discrepancies within thirty (30) days of the statement becoming available. Authorized Signers and Primary Accountholders can request a paper copy of a periodic Account statement by contacting Customer Service. You may obtain information about the amount of money you have in your Account by contacting Customer Service. This information, along with a twelve (12) month history of Account transactions, is also available online at our Website. You also have a right to printed Account transactions by contacting Customer Service.

13. UCC-4A Disclosure

• Provisional Payment Disclosure: Credit given to you with respect to an ACH Credit entry is provisional until we receive final settlement for such entry through a Federal Reserve Bank. If we do not receive such final settlement, you are hereby notified and agree that the Bank is entitled to a refund of the amount credited to your account. The party paying you, i.e., the originator of the entry, shall not be deemed to have paid you in the amount of such entry.
• Notice Disclosure: Under the operating rules of Nacha, which sets the rules for the ACH transactions regarding your account, we are not required to give next-day notice to you of receipt of an ACH item, and we will not do so. However, we will continue to notify you of the receipt of payments in the periodic statements we provide you.
• Choice of Law Disclosure: We may accept on your behalf payments to your account that have been transmitted through one or more Automated Clearing Houses. For non-consumer accounts, these payments are not subject to the Electronic Fund Transfer Act. Your rights and obligations with respect to such payments shall be construed in accordance with and governed by the laws of the State of South Dakota as provided by the operating rules of Nacha, which are applicable to ACH transactions involving your account.

D. FEE SCHEDULE

All fees incurred will be deducted from your Account Balance, except where prohibited by law. NOTE: Fees assessed to your Account may bring your Account negative. Any time your Account balance is less than the fee amount being assessed, the balance of your Account will be applied to the fee amount. THIS WILL RESULT IN A NEGATIVE BALANCE ON YOUR ACCOUNT. If that occurs, any subsequent deposits or loads into your Account will first be applied to the negative balance.

 

Fee Description	Fee Amount and Frequency
Return Fee	$5.00 (per item)
Un-authorized Return Fee	$25.00 (per item)
Non-Sufficient Funds Fee	$25.00 (per item)
Incoming Wire Fee	$10.00 (per item)
Incoming RTP	$1.00 (per item)

 

E. FUNDS AVAILABILITY

1. Your ability to Withdraw Funds

We make funds available according to the type of deposit and when the funds are applied or credited to the Account. Some types of deposits may not be available for immediate use. When we delay the availability of funds or place a hold on a deposit made to the Account, Customer may not withdraw those funds, and we will not use them to pay any debits, such as ACH transfers or payments during the hold period. We have the right to refuse any deposit.

If final payment is not received on any item deposited into the Account, or if any direct deposit, or ACH transfer credit is returned to us for any reason, Customer agrees to pay us the amount of the returned item.

2. Determining the Availability of a Deposit

The length of delay in the availability of funds is counted in Business Days from the day a Customer deposit is applied to the Account. Deposits received in our operations center by 6:00 PM ET on a business day will be considered made on that day. Any deposits received in our operations center after that time will be considered made on the next business day.

The length of delay in the availability of funds varies depending on the type of deposit. Special rules may apply to new Accounts.

3. Same-Day Availability

Funds from wire transfers, preauthorized electronic payments received through the ACH network such as payroll direct deposits, or other preauthorized electronic payments will be available on the effective date of the deposit. ACH Credits received from an external bank account will be applied to the Account when we have verified the external account and received payment on collected funds. Once the funds are applied to the Account, they will have same day availability.

F. INTEREST EARNED ON BUSHEL BUSINESS ACCOUNT

1. General

The Bushel Business Account is interest-bearing. The current interest rate for the Account is 3.43% and is subject to change at our discretion. You can find the current interest rate on the Account in the Bushel Wallet. This interest rate will be paid only for that portion of your daily balance that is equal to or greater than $0.00.

2. Interest Calculation

Interest begins to accrue on the business day we receive credit for the deposit of non-cash items (for example, checks). For electronic direct deposits, interest begins to accrue on the business day the deposit is received. We use the daily balance method to calculate the interest on the Account. This method applies a daily periodic rate to the principal and interest that has been accrued to the Account each day. The daily periodic rate is calculated by dividing the interest rate by three hundred sixty-five (365) days, or three hundred sixty-six (366) in leap years. Interest will be compounded on a daily basis and will be credited to the Account monthly. We reserve the right not to pay interest on any deposited item that is returned to us unpaid.

3. Rate Changes

The interest rate and the method used to calculate interest are subject to change from time to time. You will be given notice of such changes in accordance with applicable law.

4. Tax Information

The value of the interest paid out on Accounts may constitute taxable income and may be reported to the Internal Revenue Service as interest income to the first signer on the Account, in the year received, as required by applicable law. Program is limited to customers who are citizens of the United States that furnish a valid TIN/EIN, and the Account must not be subject to backup withholding. Customers may be issued an Internal Revenue Service Form 1099 (or other appropriate form) that reflects the value of such interest paid on the Account. Please consult a tax adviser, as Bushel and Bank do not provide tax advice.

G. RESPONSIBILITIES, LIABILITY, AND LIMITATIONS

1. Customer’s Acknowledgement

Customer acknowledges: (i) the inherent risks and responsibilities associated with conducting business via the internet and that there can be no assurance that inquiries or transaction activity will be completely secure, despite any security procedures established by us such as firewalls, passwords, and data encryption; (ii) access to the Mobile App will not be free from delays, malfunctions, or other inconveniences generally associated with this electronic medium, and that we are not responsible for any such delays, malfunctions, or inconveniences; (iii) Customer is responsible for maintaining all equipment required for its access to and use of the Account; and (iv) Customer authorizes Program Manager, the Bank, or any third party on Program Manager or Bank's behalf, to serve as agent in processing transaction instructions received from Customer via the internet, and to post such transactions to the Account; (v) Customer will be solely responsible for the timeliness, accuracy and adequacy of the data entered as well as the completeness of any instruction entered; (vi) Customer is responsible for actions that may be taken by anyone using the Website or Mobile App after signing in with an Authorized Signer’s security information, except as otherwise set forth herein or as part of this Agreement; (vii) We are entitled to rely and act upon instructions received using any Authorized Signer’s security information. Customer is further responsible for keeping its security information confidential and for ensuring that each Authorized Signer has signed off of the Website or Mobile App when a session is complete to prevent unauthorized persons from accessing the Account.

2. Disclaimer of Warranties

To the fullest extent permitted by law, we do not make any warranties of any kind related to the Website or Mobile App, either express or implied, including but not limited to, implied warranties of merchantability or fitness for a particular purpose. We further do not warrant that the Website or Mobile App will be uninterrupted or error free, that defects will be corrected, or that the Website or Mobile App are free of viruses or other harmful components. CUSTOMER ACKNOWLEDGES AND AGREES THAT ITS USE OF THE WEBSITE OR MOBLE APP AND THE ACCOUNT SHALL BE AT CUSTOMER’S SOLE RISK, AND THAT THE WEBSITE AND MOBILE APP IS PROVIDED ON AN “AS IS” BASIS.

3. Information Processing and Reporting

The Bank will not be responsible for determining the accuracy, timeliness or completeness of any information or instructions that an Authorized Signer provides to us for any service related to the Account. Customer agrees to maintain adequate backup files of the data it submits for a reasonable period of time in order to facilitate any needed reconstruction or reprocessing of Customer’s transactions (e.g., due to a telecommunication failure). If we are unable to provide a processing service for any reason, we will take reasonable steps to resume processing within a reasonable timeframe.

4. Unauthorized Transactions and Errors

The Bank’s security procedures are not designed for the detection of errors (e.g. duplicate payments or errors contained in Customer instructions). We will not be obligated to detect or investigate errors by Customer, Authorized Signers or others, even if we take certain actions from time to time to do so. It is Customer’s responsibility to notify Customer Service immediately upon belief any security information (such as passwords, or other credentials) has been lost, stolen or otherwise made available to an unauthorized person, or that someone has viewed, downloaded, or deleted electronic records from the Account without Customer’s permission, or if Customer or an Authorized Signer suspects any fraudulent or unauthorized activity (including errors) on the Account. Customer further agrees to comply with all notification requirements set forth in this Agreement. Customer’s liability for any unauthorized transactions (including errors) will be determined based on the terms set forth in this Agreement. Customer agrees to promptly repay any amount erroneously credited to the Account.

5. Data and Information Supplied by Customer

Customer shall transmit or deliver data and other information in the format provided for in this Agreement. Customer shall have the sole responsibility of ensuring the accuracy and correctness of the data transmitted. Customer acknowledges and agrees that the Bank shall not examine the data for correctness and that the Bank shall not have any responsibility for detecting errors in the data transmitted by Customer. The data transmitted by Customer must be legible, correct and complete. The Bank shall not process, nor will the Bank be liable to Customer for failure to process, the data if it is not in the format specified by the Bank or if the data is incomplete. The Bank shall not be liable for errors or omissions caused by data that is rejected as the result of Customer’s failure to provide the data in accordance with the standards specified in this Agreement, or applicable instructions. Customer agrees that Customer shall be solely liable for, and the Bank shall not have any liability whatsoever for, any data or other information that is not received by the Bank or for any data or other information that is intercepted or altered by an unauthorized third party. Customer agrees that the Bank has no obligation to accept any data or other information and, therefore, may reject any data or other information transmitted or delivered by the Customer in connection with this Agreement.

6. Data Review

Customer has sole responsibility for confirming the accuracy and validity of all information, data, entries, and processing services prepared by the Bank and delivered to Customer in connection with the Account. Customer agrees to carefully review all records and other information provided or made available to Customer by the Bank and to report any discrepancies within thirty (30) days of Customer’s receipt of the record or other information showing such discrepancies. Customer’s failure to promptly report to the Bank within such specified time the existence of any discrepancies in any record or other information constitutes Customer’s acceptance of the record or other information as valid and accurate and shall preclude Customer from asserting against the Bank any claims arising from or any loss caused by the discrepancy.

7. Limitations of the Bank’s Liability and Obligations to Customer

In the performance of the services required by this Agreement, the Bank shall be entitled to rely solely on the information, representations and warranties provided by Customer and Authorized Signers pursuant to this Agreement. Except as otherwise specifically provided by law, the Bank shall be responsible only for performing the services expressly provided for in this Agreement and shall be liable only in the event of loss due to its gross negligence or willful misconduct in performing those services. Customer agrees to indemnify and hold harmless the Bank and its service providers and to promptly pay on demand, any and all losses arising from actions taken by the Bank or its service providers in accordance with this Agreement. These indemnifications shall apply, without limitation, to any losses arising from the dishonor of any check or other debit item.

In no event shall the Bank have any liability for any consequential, special, incidental, punitive, or indirect loss or damage which Customer may incur or suffer in connection with this Agreement, whether or not the likelihood of such damages was known or contemplated by the Bank and regardless of the legal or equitable theory of liability Customer may assert. Without limiting the foregoing, the Bank shall not be liable for, and the Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission or communications facilities, equipment failure, war, act of terror, emergency conditions, or other conditions beyond Bank’s control. To the extent allowed by law, the Bank shall not be liable for and shall be excused from failing to process or any delay in processing a transfer of funds (i) if, in the Bank’s sole discretion, processing a transfer would violate or contribute to the violation of any law, regulation or regulatory requirement; or (ii) if processing a transfer, in the Bank’s sole discretion, would cause it to engage in an unsafe and unsound practice. Without limiting the generality of the foregoing, in no event will the Bank’s liability for any loss, cost, or liability arising from the Bank’s gross negligence or willful misconduct exceed the average monthly charge for the Account-related services in question for the month preceding the date or loss, except as otherwise required by UCC Article 4A. Any claim, action or proceeding by Customer to enforce the terms of this Agreement or to recover for any Account-related loss must be commenced within one year from the date that the event giving rise to the claim, action or proceeding first occurs. Customer agrees to cooperate with the Bank in any loss recovery efforts the Bank undertakes to reduce any loss or liability that arises in connection with the Account. Customer acknowledges any Bank fees have been established in contemplation of: (a) these limitations on the Bank’s liability; (b) Customer’s agreement to review statements, confirmations, and notices promptly and to notify Bank immediately of any discrepancies or problems; and (c) Customer’s agreement to assist the Bank in any loss recovery efforts.

8. Current Day Balance Information and Transactions

Customer acknowledges that Account information regarding the current day may change. For instance, over the counter items may not be reflected and interruptions in communications can occur and the Bank shall not be responsible for current day balance or current day transaction information. Customer acknowledges that Customer's decisions based on Bank's information on current day balances and current day transactions must take into consideration information that is known or should be known to Customer and to Authorized Signers, or Customer's employees and not known to the Bank or not reflected in the current day balance or transaction information Customer obtains from the Bank.

9. Confidentiality

We may disclose information to third parties about the Account or related transactions:

• Where it is necessary for completing transactions;
• In order to verify the existence and condition of the Account for a third party, such as a Merchant;
• In order to comply with government agency, court order, or other legal or administrative reporting requirements;
• Upon Customer's written consent;
• To our employees, auditors, affiliates, service providers, or attorneys as needed; or
• Otherwise as necessary to fulfill our obligations under this agreement.

10. Telephone Monitoring/Recording

We may monitor and/or record telephone calls with any Authorized Signer to assure the quality of our Customer Service team, and also when contacting Customer regarding servicing and, if implicated, collections and when contacting Customer regarding servicing or collections, or as required by applicable law.

11. Modifications

We may amend or change this Agreement at any time by posting the amended documents (including this Agreement) on the Website, and any such amendment shall be effective upon such posting to the Website. The current Agreement is available at the Website. We will provide reasonable notice in writing or by any method permitted by law of an adverse change to this Agreement. However, if a change is made for security purposes, such change can be implemented without prior notice. When we change this Agreement, the updated version of this Agreement supersedes all prior versions and govern the Account. Customer’s continued maintenance or use of the Account after the change will be deemed acceptance of any change and Customer will be bound by it. If Customer does not agree with a change, Customer may close the Account as provided in this Agreement. Termination of this Agreement will not affect any of our rights or Customer’s obligations arising under this Agreement prior to such termination.

12. Closing the Account

The Primary Accountholder may request account closure on the Bushel website or mobile application at https://bushelwallet.com/. After the Account is closed, we have no obligation to accept deposits or pay outstanding items but may do so at our discretion. Any access device will no longer be active. Customer agrees to hold us harmless for honoring or refusing to honor any item on a closed Account. If a balance remains in the Account at the time of its closure, funds will be sent to the external linked funding source within Bushel Wallet. If the funding source is no longer available, a check made payable to the Customer as listed in our records will be sent to the address on file within fourteen (14) business days of the final transaction and/or of receiving the request to close the Account. The Bank reserves the right to refuse to return any remaining balance less than $2.00. The Bank reserves the right to close the Account at any time.

13. Legal Processes Affecting Accounts

If legal action such as a garnishment, levy or other state of federal legal process (“Legal Process”) is brought against your Account, we may refuse to permit (or may limit) withdrawals or transfers until the Legal Process is satisfied or dismissed. Regardless of the terms of such garnishment, levy or other state or federal process, we have first claim to any and all funds in your Account. We will not contest on your behalf any such Legal Process and may take action to comply with such Legal Process as we determine to be appropriate in the circumstances without liability to you, even if any funds we may be required to pay out leaves insufficient funds to pay a transaction that you have authorized. Prior to making any funds payout required by Legal Process, we may first satisfy any fees, charges or other debts owed to us under this Agreement by charging these expenses to your Account. If we incur any expense, including but not limited to administrative costs and reasonable attorney fees, in responding to Legal Process related to your Account, we may charge such expenses to your Account without prior notice, to the extent permitted by applicable law.

14. Account Dormancy and Escheatment

If the Account is inactive for a period of time it may be considered dormant and subject to escheatment. Each state has varying laws as to when the Account will be subject to escheatment, and we may be required to send the balance in the Account to the state of Customer’s last known address. We will make all reasonable efforts to contact Customer before transferring the remaining balance of the Account to the applicable state. International addresses are not allowed for any accounts. If the Account has an international address, the funds will be transferred according to the laws of the State of South Dakota.

H. ARBITRATION

This Arbitration Clause sets forth the procedures for resolving a Claim under this Agreement. As used in this Arbitration Clause, a “Claim” is any preexisting, present or future claim, dispute, or controversy between you and us arising out of or relating directly or indirectly in any way to this Agreement. The term “Claim” has a very broad meaning and includes, by way of example and not limitation, disputes concerning: (i) the acquisition, use, or balance of your Account; (ii) advertisements, promotions or oral or written statements related to the Account (iii) a dispute based on a federal or state statute or local ordinance; (iv) data breach or privacy claims arising from or relating directly or indirectly to the disclosure by us of any non-public personal information about you; and (v) the relationships between you and us arising from this Agreement or any of the foregoing. Notwithstanding the foregoing, a “Claim” does not include (i) the exercising of any self-help or non-judicial remedies by you or us, meaning actions you or we can take that do not involve court action. Examples of this include setoff rights or enforcement of our security interest in your Account, (ii) disputes regarding a person’s authority to act on your Account and disputes regarding ownership of funds and other legal matters dealing with “legal process” or “legal proceedings and disputes”; and (iii) obtaining provisional or ancillary remedies including, but not limited to, attachment, garnishment, interpleader or the appointment of a receiver by a court of appropriate jurisdiction.

This Arbitration Clause provides that all Claims shall be FINALLY and EXCLUSIVELY resolved by binding individual arbitration, unless excepted or opted out in accordance with the terms below.

By not opting out according to the terms below, you acknowledge that:

1. YOU AND WE WILL BE BOUND BY THIS CLAUSE TO ARBITRATE ANY CLAIM IF YOU OR WE ELECT ARBITRATION, UNLESS THE CLAIM IS BROUGHT IN OR REMOVED TO SMALL-CLAIMS COURT PURSUANT TO THIS ARBITRATION CLAUSE;
2. NEITHER PARTY WILL HAVE THE RIGHT TO A JURY TRIAL OR TO ENGAGE IN DISCOVERY, EXCEPT AS PROVIDED FOR IN THE AAA CODE OF PROCEDURE; AND
3. YOU AND WE WILL NOT BE ABLE TO BRING OR BE A CLASS MEMBER IN A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION IN COURT OR IN ARBITRATION (“Class Action Waiver”).

Arbitration: In arbitration, a neutral third-party arbitrator resolves Claims on an individual basis. Arbitrations under this Arbitration Clause will be made pursuant to a transaction involving interstate commerce and shall be governed by the Federal Arbitration Act (“FAA”) (9 U.S.C. 1-16). An arbitration of a Claim will be conducted by the American Arbitration Association (“AAA”) under its rules; if AAA cannot serve and we do not agree on an alternative arbitrator, a court with jurisdiction will select the arbitrator. For a copy of AAA procedures, to file a Claim, or for other information about this organization, contact AAA at 120 Broadway, Floor 21, New York, NY 10271, (1-800-778-7879), www.adr.org. We will pay the initial filing fee to commence arbitration and other fees we are required to pay by the AAA Rules, and any arbitration hearing that you attend shall take place in the federal judicial district of your residence. The arbitrator’s award shall be binding and final, except for any appeal rights under the FAA. Judgment on the arbitration award may be entered in any court having jurisdiction.

Alternative for Individual Claims: This Arbitration Clause does not affect your or our right to pursue individual Claims in small claims court (or your state’s equivalent court) if the court has jurisdiction over the dispute and the dispute remains in that court. If a party brings a Claim in arbitration, the other party may remove the Claim to small-claims court if the amount in controversy (exclusive of attorneys’ fees and costs if applicable law so provides) is properly within the jurisdiction of a small-claims court. The opposing party must provide notice of intent to remove to small-claims court within 30 days of receiving an arbitration demand from the other party. In any event, if the Claim is removed, appealed or transferred from small-claims court to another court, it shall be subject to arbitration at the election of either party.

Enforceability: All disputes as to the scope, enforceability and validity of this Arbitration Clause shall be made exclusively by a court of competent jurisdiction.

Process: Before bringing a Claim in court or in arbitration, the complaining party must give the other party written notice of the Claim. If you are the complaining party, you must send the notice in writing (and not electronically) to Bushel Exchange, LLC Legal Department, 503 7th Street North, Fargo, North Dakota 58102 USA. You or your representative must sign the notice and must explain the nature of the Claim and any supporting information, such as your Account number and a contact information where you (or your representative) can be reached. If we bring a Claim, we will send a letter to you using the information we have on file for you. The receiving party will have 30 days to respond to the demand.

Opting out: If you do not wish to be bound by this Arbitration Clause, you must mail us a signed notice within 45 calendar days after you acquire or open the Account to Bushel Exchange, LLC Legal Department, 503 7th Street North, Fargo, North Dakota 58102 USA. We will need your name, address, telephone number and Account number. State that you “opt out” of arbitration. Opting out will not affect the other provisions of this Agreement. By opting out, you will have all options available under law to raise a dispute or Claim.

Survival: This Arbitration Clause shall survive: (i) termination of the Agreement by either party; (ii) the bankruptcy of any party; (iii) any transfer, sale or assignment, or any amounts owed on your Account, to any other person or entity; or (iv) closing of the Account. If any portion of this Arbitration Clause is deemed invalid or unenforceable, the remaining portions shall remain in force, except that: (A) If the Class Action Waiver is declared unenforceable in a proceeding between you and us with respect to a Claim that does not seek public injunctive relief, and that determination becomes final after all appeals have been exhausted, this entire Arbitration Clause (except for this sentence) shall be null and void in such proceeding; and (B) If a Claim is brought seeking public injunctive relief and a court determines that the restrictions in this Arbitration Clause prohibiting the arbitrator from awarding relief on behalf of third parties are unenforceable with respect to such Claim, and that determination becomes final after all appeals have been exhausted, the Claim for public injunctive relief will be determined in court and any individual Claims seeking monetary relief will be arbitrated. In such a case the parties will request that the court stay the Claim for public injunctive relief until the arbitration award pertaining to individual relief has been entered in court. In no event will a Claim for class-wide or public injunctive relief be arbitrated.

SCHEDULE 1
Bushel Exchange, LLC Sweep Program

1. Introduction to the Bushel Exchange, LLC Sweep Program

The Bushel Exchange, LLC Sweep Program (“Sweep Program”) allows The Bancorp Bank, N.A., to automatically arrange deposit of the member’s total available Bushel Business Account balance into interest-bearing deposit accounts (each a “Sweep Deposit Account”) at one (1) or more of at least twenty (20) depository institutions, each having a U.S. bank charter (each a “Program Bank”). You agree to appoint The Bancorp Bank, N.A., as your agent to pool the funds in your Bushel Business Account with funds from the holders of other Accounts and to then deposit those funds in one or more FDIC-insured banks, and to obtain your funds from the pooled funds account(s) in order to transfer your funds as you may direct.

Funds in the Sweep Deposit Account at each Program Bank are eligible for FDIC deposit insurance up to at least $250,000 principal and accrued interest per depositor for each ownership category at each Program Bank as defined by the FDIC. It may take up to 2-3 business days for funds deposited in your Bushel Business Account to sweep and arrive at a Program Bank. For purposes of determining the deposit insurance limit, you must aggregate all other deposits you hold in the same ownership category at each Program Bank.

The roster of Program Banks appears on a Program Bank list (“Program Bank List”). The Program Bank List is accessible on https://bushelwallet.com/sweep-program-bank-list. The amount of your funds in the Sweep Deposit Account at each Program Bank is available on your monthly Bushel Business Account statement or by contacting Bushel Wallet Support at [email protected] or 1-866-439-2888.

2. The Bancorp Bank, N.A., as Custodian

The Bancorp Bank, N.A., acts as your agent and custodian in establishing and maintaining Sweep Deposit Accounts at Program Banks. Sweep Deposit Accounts are obligations of the Program Banks and not The Bancorp Bank, N.A., but you will not have direct relationships with Program Banks. All deposits and withdrawals will be made by The Bancorp Bank, N.A., on your behalf.

You may obtain Information about Sweep Deposit Accounts from Bushel Exchange, LLC or The Bancorp Bank, N.A., not the Program Banks.

3. Operation of the Program

On your behalf, The Bancorp Bank, N.A., may deposit up to $250,000 in each Program Bank appearing on the Program Bank List. If your funds available for deposit exceed the FDIC insurance limit for Sweep Deposit Accounts at the first acceptable Program Bank where their funds are deposited, the excess funds will be deposited to another acceptable Program Bank on the Program Bank List. If you still have excess funds, those funds will be deposited to another acceptable Program Bank on the Program Bank List. This process continues through all acceptable Program Banks on the Program Bank List. Notwithstanding the published position of a Program Bank on the Program Bank List, The Bancorp Bank, N.A., reserves the right to deposit your funds to Program Banks in any order. You may contact Bushel Wallet Support or review the monthly Bushel Business Account Statement to determine at which Program Bank(s) funds are on deposit.

The Program Bank List will also include one or more depository institutions where your funds may be deposited without limit and without regard to the $250,000 FDIC deposit insurance limit (“Excess Banks”) if each acceptable Program Bank on the Program Bank List has received funds up to the $250,000 limit, meaning funds in such Excess Bank will not be fully insured. You should consult with an accounting, legal, or tax professional if contemplating depositing funds to an Excess Bank.

4. Changes to the Program Bank List

The Program Bank List may change at any time. We will provide advance notice of any change required by law. For example, one or more of the Program Banks included on the Program Bank List may be replaced with a Program Bank not previously included on the Program Bank Program Bank List; a Program Bank may be added to or deleted from the Program Bank List; or the order of Program Banks on the Program Bank List may change. Changes to the Program Bank List may require you to designate a Program Bank as ineligible to receive funds, e.g., if a Program Bank is removed from the Program Bank List, your funds will be transferred to the next available Program Bank on the Program Bank List that is acceptable to you. The Program Bank List is accessible in the Bushel Wallet application app.bushelwallet.com/programbanklist.

5. Opting out of a Program Bank

At any time, you may designate one or more Program Bank(s) as ineligible to receive your funds. This will result in your funds being deposited at the next acceptable Program Bank on the Program Bank List.

To designate a Program Bank as ineligible at any time, you must contact Customer Support at [email protected] or 1-866-439-2888. You may also designate The Bancorp Bank, N.A. as the sole recipient of all your funds by opting out of all other Program Banks.

6. Your Responsibility to Monitor Balances

The value of any deposits (including items such as certificates of deposit) you maintain directly with a Program Bank must be aggregated with your funds in the Sweep Deposit Account at the Program Bank for purposes of determining the FDIC deposit insurance limit. You are responsible for monitoring the total amount of deposits you have with each Program Bank in order to determine the extent of available FDIC insurance coverage.

Please note: Because the Bushel Business Account may only be owned and titled in the name of one (1) natural person who exercises control over the Bushel Business Account, the Bushel Business Account and Sweep Deposit Accounts cannot be owned or titled: (1) in the name of an organization; (2) as Payable on Death (“POD”); or (3) In Trust For (“ITF”). You should consult with an accounting, legal, or tax professional for all estate planning and asset management matters. The Bancorp Bank, N.A., and Bushel Exchange, LLC do not provide such services.

7. Interest and fees

The interest rates paid with respect to the Sweep Deposit Account at each Program Bank may be higher or lower than the interest rates available to depositors making deposits directly with the Program Bank or other depository institutions in comparable accounts. You should compare the terms, interest rates, required minimum amounts, and other features of the other accounts and/or alternative investments with those of the Sweep Deposit Account.

Each Program Bank will pay The Bancorp Bank, N.A., a fee equal to a percentage of your balance in the Sweep Deposit Account at the Program Bank. The fee may vary from Program Bank to Program Bank. The amount of the fee received by The Bancorp Bank, N.A., may affect the interest rate paid to The Bancorp Bank N.A., by the Program Banks on funds in the Sweep Deposit Accounts. Your APY and interest rate, however, does not change due to differences in the interest rates offered by Program Banks to The Bancorp Bank N.A. The APY and interest rate offered to Bushel Exchange, LLC members is uniform across all members that meet the qualifying conditions. In addition, Bushel Exchange, LLC and service providers will receive a portion of the fee paid by the Program Bank.

SCHEDULE 2
Real Time Payments ("RTP") Terms and Conditions

These RTP Terms and Conditions (“RTP Terms”) apply with respect to using the Real Time Payments service (“Service”) made available for your Account. These RTP Terms are in addition to and are not intended to supersede or replace the rest of your Agreement. To the extent there is a discrepancy between these RTP Terms and your Agreement, these RTP Terms will apply only with respect to the Service. By sending payments or not returning payments received through the Service, you agree that you accept and will comply with these RTP Terms.

1. About the Service

The Service enables you to receive payments from people that bank with financial institutions participating in the RTP system (“Service Participants”). As used herein, “Sender” means a person that sends a payment through the Service, and “Receiver” means a person that receives a payment through the Service.

2. Risks Associated with the Service

• There are risks associated with using the Service. Service Transfers are irrevocable and cannot be reversed.
• We do not provide buyer protection with respect to Service Transfers. That means that you cannot reverse or dispute a Service Transfer on the basis that you are dissatisfied with the goods or services provided by the Receiver; because the Receiver has failed to deliver goods or perform services, whether at all or in a timely manner; or because you wish to return purchased goods or cancel a pre-paid service.
• WE MAKE NO REPRESENTATION THAT THE INFORMATION AVAILABLE TO US IS CORRECT, AND YOU ARE RESPONSIBLE FOR VERIFYING THAT THE ADDRESSING INFORMATION IS ACCURATE AND COMPLETE, THAT SUCH INFORMATION IS ASSOCIATED WITH YOUR INTENDED SENDER, AND THAT THE AMOUNT OF THE PAYMENT IS CORRECT PRIOR TO SUBMITTING A SERVICE TRANSFER REQUEST. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE NO OBLIGATION TO VERIFY THE ACCURACY OR COMPLETENESS OF THE ADDRESSING INFORMATION OR THAT THE ADDRESSING INFORMATION IS ASSOCIATED WITH YOUR INTENDED RECEIVER.

3. Receiving Payments

• A Sender may request that you return funds sent through the Service. If we receive a return request, we will contact you.
• Incoming payments to you through the Service cannot exceed $1,000,000 per Service Transfer. If you are expecting a Service Transfer, it is your responsibility to advise the Sender of any applicable Transaction Send Limits.

4. Fees

Fee Description	Fee Amount and Frequency
Incoming RTP	$1.00 (per item)

5. Availability of Funds

Funds transferred through the Service will be credited to the Receiver’s account by the receiving Service Participant immediately upon completion of the Service Transfer request and will be available for withdrawal by the Receiver immediately. Funds are available immediately 24 hours per day, 7 days per week, including weekends and state and federal holidays.

6. Failed Service Transfers

A Service Transfer may fail if:

• • there are insufficient funds available in the Sender’s account when the Sender submits the Service Transfer Request;
  • the sending Service Participant suspects or determines that the Service Transfer does not comply with these RTP Terms or the rules of the RTP system;
  • the Receiver rejects the Service Transfer or has declined to receive Service Transfers;
  • the Service Transfer request exceeds the Transaction Send Limits;
  • the Receiver’s account at the receiving Service Participant is closed, invalid, ineligible to receive Service Transfers, or being monitored for suspected fraudulent or other illegal activity;
  • the Sender’s account at the sending Service Participant is being monitored for suspected fraudulent or other illegal activity;
  • the sending or receiving Service Participant otherwise declines to process the Service Transfer for risk-management, legal, or regulatory reasons; or
  • the Service is unavailable.

In addition, completion of a Service Transfer may be delayed if the Service Transfer is subject to review by the sending or receiving Service Participant for fraud, regulatory or compliance purposes. Service Transfer requests are typically completed within 15 seconds of transmission by the Sender unless the Service Transfer fails or is delayed as described above. If you are the Sender, we will notify you if a Service Transfer fails. If you are the Receiver, we will not communicate to you that the Service Transfer has failed. If you have not received a Service Transfer that you were expecting, you must contact the Sender.

7. Transaction Errors; Unauthorized Transactions; Lost or Stolen Credentials

The terms of Section C (11) apply to you in conjunction with the use of the Service. If you believe that an erroneous or unauthorized payment has been made through the Service using your account or that your account credentials have been lost, stolen, or otherwise compromised, please contact us immediately in accordance with Section.

8. Prohibited Payments

You agree that you shall not use the Service to request or receive any of the following types of payments (each, a “Prohibited Payment”): (i) payments that violate or appear to violate any local, state, or federal law or regulation, including all regulations of the Office of Foreign Assets Control, (ii) payments to accounts domiciled outside the United States, (iii) payments transmitted solely for the purpose of determining whether the Receiver information is valid (a “Test Payment”); provided, that you may conduct a Test Payment if you have a bona fide need to do so in order to determine the validity of Receiver information provided to you by a Receiver that wishes to receive a payment from you, or (iv) Transfers that violate any law including, but not limited to (1) any “racketeering activity” as defined in 18 U.S.C. § 1961, or (2) any gambling, gaming, betting, or similar activity or transaction. You acknowledge that you are permitted to use the Service solely for the purpose of receiving payments to your Account consistent with the terms the Agreement set forth herein, and that to the extent you are sending or receiving a payment through the Service for another person, such other person must be a resident of or domiciled in the United States of America. You acknowledge that any payment that violates the foregoing restrictions is a Prohibited Payment.

9. Liability

BY USING THE SERVICE, YOU ACKNOWLEDGE AND AGREE THAT THE SERVICE IS OFFERED ON AN AS-IS, WHERE-IS BASIS. EXCEPT AS SPECIFICALLY SET FORTH HEREIN, WE DISCLAIM, TO THE MAXIMUM AMOUNT PERMITTED BY LAW, ALL WARRANTIES OF ANY KIND WHATSOEVER, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE. EXCEPT AS REQUIRED BY LAW, OR OTHERWISE PROVIDED HEREIN. WITHOUT LIMITING THE FOREGOING, WE SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGE.

10. Access to the Service; Modifications to Terms

We may suspend or terminate your access to the Service at any time, including if we determine that you have used the Service in a manner that violates these RTP Terms. In addition, we may discontinue or modify the Service at any time in our sole discretion. We may modify these RTP Terms from time to time and will notify you of any such modifications. Your continued use of the Service (whether by sending a payment or not returning a payment sent to you) following such notice constitutes your acceptance of the RTP Terms as modified.

This Agreement is effective 3/2025