Built for ContractorsTerms of Service
PLEASE READ OUR TERMS OF SERVICE (“AGREEMENT”) CAREFULLY BEFORE USING THE SERVICES. THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF BUILT FOR CONTRACTOR SERVICES.
IN THE EVENT OF A CONFLICT BETWEEN THE TERMS OF A SUBSCRIBER’S SUBSCRIPTION AGREEMENT AND THIS AGREEMENT, THE SUBSCRIBER’S SUBSCRIPTION AGREEMENT SHALL CONTROL TO THE EXTENT OF THE CONFLICT.
Section 1: Introduction.
Built for Contractors is a service of Built Technologies, Inc. (“Company”) which provides the construction industry with a variety of services, including but not limited to a cloud-based system to facilitate and manage the lien waiver process (“Lien waiver Management Solution” or “LW Solution”). All lien waiver transactions using the Company Services are made directly between the Subscriber and the Lien waiver Signer. The Company is not a party to any lien waiver transactions conducted through the Services. The Company is not responsible for any Content or information uploaded by Users to the Software and makes no representations or warranties regarding the same. The Company does not endorse, support, represent, or guarantee the completeness, accuracy, or reliability of any Content.
Section 2: Definitions
Throughout this Agreement, all terms defined above will have the meanings assigned to them therein, and the terms below will have the following meanings:
(a) “Business Day” means Monday through Friday 9 a.m. to 5 p.m. United States Central Time, excluding United States federal bank holidays.
(b) “Content” means any User’s documents, text, graphics, proprietary information, or other materials uploaded or downloaded using the Services or stored by the Services, including any lien waiver documentation but excludes De-Identified Data.
(c) “Lien waiver Signer” means a person or entity receiving a request to sign a lien waiver.
(d) “Services” means all websites, software, applications, and other services offered by the Company relating to Built for Contractors services. The Services shall include:
- the services subscribed to by the Subscriber in the applicable Subscription Agreement;
- use of the services consistent with Permitted Uses; and
- the hosting of User’s Content on the Company’s servers or the servers it controls.
(e) “Software” means the Company SaaS software used to provide the Services.
(f) “Guest User” means a person who accesses the Services who is not a Subscriber including without limitation Lien waiver Signers and Payment Recipients.
(g) “Payment Recipient” means a person or entity that is the intended recipient of a payment by Subscriber (e.g., subcontractor).
(h) “Subscriber” means a User that enters into a Subscription Agreement, creates a User Account, and pays for the Services. Subscriber includes employees and agents of Subscriber entities.
(i) “Subscription Agreement” means any written or digital agreement entered into between a person or entity and the Company to receive the Services including without limitation order forms, trial agreements, and online subscription forms.
(k) “User” means any person or entity that creates a User Account for the Services or otherwise utilizes the Services, including both Subscribers and Guest Users.
(l) “User Account” means a User’s account created on the Services which includes personal, contact, and other information requested by the Company related to the User or as required to utilize the Services.
Section 3: License, Uses, and Ownership
3.1. Grant of License. The Company shall grant to each User a non-exclusive, non-transferable (except approved assignment rights), non-sublicensable, revocable right to access and use the Services in the United States of America solely for the following purposes (the “Permitted Uses”), subject to the User’s compliance with the Terms:
(a) to integrate the User’s accounting software with the Software;
(b) to create, send, sign, and print lien waivers; and
(c) to track the status of pending and received lien waivers.
3.2. Prohibited Actions. In addition to any other activity which the Company decides and informs Users is inappropriate (all in the Company’s sole discretion), the User shall not use the Services for the following purposes (the “Prohibited Actions”):
(a) To permit any third party to access the restricted sections of the Services except as permitted herein.
(b) To modify, reverse engineer, decompile, or otherwise attempt to discover or copy the software used to provide the Services.
(c) To create derivative works based on the software used in the Services.
(d) To copy, frame, mirror, or reproduce any part or content of the Services.
(e) To exploit any bugs to use the Software or Services for any purpose that is not a Permitted Use.
(f) To use the Software or Services to send unsolicited communications.
(g) To use or access the Services with the purpose of (i) building a competitive product or service, or (ii) copying any features, functions or graphics of the Software.
(h) To use the Services in any manner that could damage, disable, overburden, or impair the Services or another User’s use of the Services.
(i) To remove, obscure, or change any copyright, trademark, hyperlink, or other proprietary rights notices contained in the Services.
(j) To submit Content that is materially false or misleading.
(k) To submit Content that falsely expresses or implies that the content is approved of or endorsed by the Company.
(l) To use the Services to violate the security of any network or to transfer or store any illegal material in violation of any law, including intellectual property laws.
(m) To misrepresent or otherwise disguise the source of Content that you upload using the Service, including by using an alias, disguising the source IP address of the uploaded Content, or similar processes and behaviors.
(n) To use the Services to steal or infringe upon any other Users intellectual property rights in their Content.
3.3. Ownership and Use of Content. The Company acknowledges that Content, even though hosted under the Terms, is the property of the User who uploads, submits, displays, or otherwise makes it available using the Service. Notwithstanding the foregoing, the Company may:
(a) use Content to improve its Software, processes, and Services;
(b) display Content to other Users subject to the Terms and as contemplated by the structure and purpose of the Services;
(d) use Content as otherwise necessary to provide the Services;
(e) use User contact information to communicate with Users about Services and offers; and
(f) may compile and use de-identified and/or aggregated data derived from Content that does not identify any individual person or entity (“De-Identified Data”).
3.4. Ownership of the Services. The Terms provide access to and use of the Services and provide for the hosting of all Content for the purpose of providing the Services to all Users. However, the Terms do not constitute a sale of any title or interest in any Software. Such Software and all proprietary and intellectual property rights contained or incorporated therein are expressly reserved to and shall remain the sole and exclusive property of the Company.
Section 4: Fees and Payments
4.1. Amount of Fees; Refunds. Each Subscriber agrees to pay the standard fees as set forth in the Subscriber’s Subscription Agreement or other agreement entered into between the parties, which shall be collected as provided in Section 4.3.
4.2. Payment Processors and Systems. To engage in any financial transaction using the Services, a Subscriber must have current and valid billing information on file with the Company using a permitted payment method. The Company reserves the right to add or remove any particular payment processor or method. Your use of a particular payment processor is subject to the terms and conditions set forth by such permitted payment processors and may be changed by such permitted payment processors.
4.3. Payment of Fees. The Company will bill a Subscriber for any fees earned every thirty (30) days, and each Subscriber hereby agrees to allow the Company to collect such fees using APIs and other tools provided by the Company’s permitted payment processors. If the Company’s fee is not collected using a permitted payment processor for any reason, then you shall pay such fee to the Company immediately upon receiving an invoice from the Company for such amount.
Section 5: Responsibilities and Promises of the Company
5.1. Availability of Services and Support. The Company endeavors to provide a useful and enjoyable experience for Users and attempts to provide FAQ’s and/or other support to ensure that Users are able to effectively use the Services. However, the software used to provide the Services is constantly being updated and modified. THEREFORE, THE COMPANY MAKES NO WARRANTY REGARDING THE AVAILABILITY OF THE SERVICES, OR ANY OTHER PROMISE REGARDING UPTIME, MINIMUM LEVEL OF SERVICE, OR USER SUPPORT TO ANY USER RELATED TO SUCH USER’S USE OF SERVICES. THE COMPANY PROVIDES THE SERVICES ON AN “AS-IS” BASIS, WITHOUT ANY WARRANTY OR CONDITION.
5.2. WARRANTY OF SERVICES. THE COMPANY PROVIDES THE SERVICES ON AN “AS-IS” BASIS, WITHOUT ANY WARRANTY OR CONDITION. ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. THE COMPANY SHALL NOT IN ANY CASE BE LIABLE FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, INDIRECT, OR OTHER SIMILAR DAMAGES INCURRED BY ANY PERSON RELATED TO THE USE OF OUR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH CLAIMS.
Section 6: Responsibilities and Promises of Users
6.1. No Unauthorized Use. Users shall only use the Services in compliance with the Terms and for the Permitted Uses. Users shall promptly notify the Company of any unauthorized use of, or access to the Services of which it becomes aware, and shall cooperate with the Company to prevent or minimize such misuse. Users shall not engage in any Prohibited Action.
(a) Warranties. User represents and warrants that:
(i) it has all rights necessary to upload the Content and permit the Company to display the Content; and
(ii) no Content is false or materially misleading.
(b) Third Party Rights. The User shall not upload Content if the uploading will constitute a violation or infringement of any third parties’ right or interest in such Content.
(c) Reliability. Users are solely responsible for ensuring the accuracy of all Content, including ensuring the accuracy of submitted account information, transfer amounts, and that the contact information for the Lien waiver Signer is directly connected to a person authorized to execute a lien waiver on behalf of that Lien waiver Signer. User acknowledges and agrees that it has not relied upon the Company regarding the accuracy of any Content, and that the Company does not endorse, support, represent, or guarantee the completeness, accuracy, or reliability of any Content.
6.3. Protection of Trade Secrets; Confidentiality.
(a) Disclosure. The Parties acknowledge that, in the course of performance of the Terms, one Party (the “Disclosing Party”) may find it necessary to disclose or permit access to Confidential Information to the other Party (the “Receiving Party”). The rights and obligations of this section shall apply to each Party’s personnel including employees, officers, contractors, consultants, and advisors (“Agents”).
(b) Confidential Information Defined. For the purposes of the Terms, Confidential Information means oral, written, digital, graphic, or machine-readable information and technical data which is not generally known to the public, including the Disclosing Party’s or its affiliates’ customers or competitors. For the avoidance of doubt, Confidential Information includes, but is not limited to Content, and business plans, specifications, designs, methods, processes, ideas, concepts, drawings, software, pricing, operational plans and know-how, employee information, shareholder information, vendor information.
(c) Confidential Treatment. Confidential Information disclosed to the Receiving Party will be held in confidence by the Receiving Party and not disclosed to others or except as necessary to perform the Party’s obligations under these Terms. Each Party will use the same degree of care to protect the other Party’s Confidential Information as it uses to protect its own information of a like nature, but in no circumstances less than reasonable care.
(d) Exceptions. Obligations under this section will not apply to information which: (1) was in the public domain or generally available to the public prior to receipt thereof by the Receiving Party from the Disclosing Party, or which subsequently becomes part of the public domain or generally available to the public before any wrongful act of the Receiving Party or an employee or Agent of the Receiving Party; (2) is later received by the Receiving Party from a third party, unless the Receiving Party knows or has reason to know of an obligation of secrecy of the third party to the Disclosing Party with respect to such information; (3) is developed by the Receiving Party independent of such information received from the Disclosing Party; (4) information that is required to be disclosed by law or in a judicial or administrative proceeding with advance notice to the Disclosing Party and an opportunity for the Disclosing Party to seek protection against such disclosure; (5) is De-Identified Data. The terms of confidentiality under this Agreement will not be construed to limit either Party’s ability to use, for any purpose, the residuals resulting from access to or work with the Confidential Information. The term “residuals” means information in a non-tangible form which may be retained by persons who have access to the Confidential Information, including ideas, concepts, know-how, or techniques contained therein.
6.4. Maintain Accurate User Information. Users shall provide information related to its User Account that is true, accurate, and complete. The User shall update all User Account information and ensure that all such information remains true and correct at all times.
6.9 Lien waiver Signer Representations. In addition to any other representations or warranties contained herein or in the applicable lien waiver, all Lien waiver Signers executing a lien waiver transmitted through the Services represents and warrants that the person signing the lien waiver is an authorized representative of the Lien waiver Signer with the legal capacity to waive the Lien waiver Signer’s ability to assert any lien of any kind with respect to the applicable Services provided to or on behalf of the Subscriber.
Section 7: Limitation of Liability; Indemnity.
7.1 LIMITATION OF LIABILITY. IN NO EVENT SHALL THE COMPANY, ITS EMPLOYEES, OFFICERS, DIRECTORS, OR OTHER REPRESENTATIVES BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICES, OR THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES.
THE COMPANY’S LIABILITY, AND THE LIABILITY OF ITS EMPLOYEES, OFFICERS, DIRECTORS, OR OTHER REPRESENTATIVES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (I) $100 OR (II) THE AMOUNT OF FEES PAID BY YOU IN THE SIX MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY.
7.2 INDEMNITY. THE USER SHALL INDEMNIFY AND HOLD HARMLESS THE COMPANY, ITS AFFILIATES, EMPLOYEES, OFFICERS, DIRECTORS OR OTHER REPRESENTATIVES FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEY’S FEES, MADE BY ANY THIRD PARTY ARISING FROM OR RELATED TO YOUR BREACH OF THE TERMS OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.
Section 8: Term.
8.1. Term. For Subscribers, the term of this Agreement shall begin on the date of defined in the Subscription Agreement signed by both parties (“Effective Date”) and shall remain in effect until all Subscription Agreements are terminated pursuant to the Terms of the Subscription Agreement.
For Guest Users, the Agreement shall take effect upon acceptance by the User pursuant to the online registration and/or acceptance process and shall remain effective until terminated pursuant to Section 8.2.
8.2 Termination. For Guest Users, the Agreement may be terminated: (i) immediately upon User deleting all Content it has uploaded using the Service and/or deactivating its User Account, or (ii) immediately upon the Company delivering written notice to User at the email address provided during registration, deleting all Content, and deactivating the User’s User Account.
8.3. Effect of Termination. Upon termination of the Agreement, User shall have no right to continue to access or use the Services. Sections 3, 5, 6, and 7 shall survive the termination of the Agreement.
Section 9: Copyright Policy
The Company respects the intellectual property rights of others and complies with safe harbor provisions of the Digital Millennium Copyright Act (“DMCA”). Anyone who believes that their work has been reproduced on the Services or Software in a way that constitutes copyright infringement may notify the Company’s designated copyright agent in accordance with Title 17, United States Code, Section 512(c)(2), by providing the following information:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
- Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Notifications of claimed infringement should be forwarded to the Company’s designated agent as follows:
Built Technologies, Inc.
635 Grassmere Park
Nashville, TN 37211Attention: Legal Department
After receiving a valid DMCA notification of claimed infringement, we will process and investigate the claim and will take appropriate actions under the DMCA, including expeditiously removing or disabling access to any material claimed to be infringing or claimed to be the subject of infringing activity. We will take reasonable steps promptly to notify the user who submitted the material that we have removed or disabled access to such material.
Counter-Notification. If you posted or submitted material to the Company which the Company removed or disabled access to pursuant to a DMCA notification of claimed infringement, and you believe your material is not infringing and the material was removed or disabled as a result of a mistake or misidentification, you may send a counter-notification containing the following information in writing to the Company’s designated agent listed above:
Your physical or electronic signature
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled
3. A statement under penalty of perjury that the you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
4. Your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the your address is outside of the United States, for any judicial district in which the Company may be found, and that you will accept service of process from the person who provided the notification of claimed infringement or an agent of such person.
If a valid counter-notification is received by our designated agent, we will send a copy of the counter-notification to the original complaining party informing that person that we will replace the removed material or cease disabling access to it in 10 Business Days. Unless our designated agent first receives notice from the original complaining party that such party has filed an action seeking a court order to restrain the alleged infringement, we will replace or restore access to the material in 10 to 14 Business Days after our designated agent’s receipt of the counter-notification, at our sole discretion. The Company reserves the right, in its sole discretion, to terminate accounts for users that are deemed to be repeat copyright infringers.
Section 10: Third-Party Services.
The Services may use or provide access to one or more third parties to process payments, process account or user registrations, provide notarization services, or provide other services. Your interactions with any of these third parties is controlled by the terms and conditions imposed by those third-parties. Any disputes arising regarding a third-party’s services must be resolved directly between the User and the third-party. The Company disclaims all warranties or representations regarding any third-party services.
For example, if you wish to utilize the notary services offered through the Services, then you must agree to the terms and conditions established by Notarize.com and posted on the Notarize.com website or other applicable webpage. Similarly, the execution of a lien waiver may be facilitated by Hellosign.com or PandaDoc.com and Users must agree to the terms and conditions posted on the Hellosign.com or PandaDoc.com website or other applicable webpage.
The Company, in its sole discretion, and without notice to you or any user, may subcontract any Services to be performed by a third-party.
Section 11: General Provisions
11.1. Merger; No Waiver; Severability. This Agreement, together with any applicable Subscription Agreements and properly executed attachments explicitly incorporated herein by reference, constitutes the complete and exclusive Terms between the Company and the Users and supersedes any prior Agreements, either written or oral. If either the Company or User fails to exercise any rights hereunder, it shall not constitute a waiver of such rights. The waiver of any breach or default under this Agreement shall not constitute the waiver of any subsequent breach or default. If any provision of this Agreement is determined to be invalid or unenforceable, the remaining provisions of this Agreement shall continue to be valid and enforceable. Headings and organization of the Agreement and other Terms are solely for convenience of the parties and do not constitute a part of the Agreement for any other purpose.
11.2 Remedies; Choice of Law; Jurisdiction and Venue.
(a) The Company’s Remedies upon User Breach. Without limiting any other remedies contained herein or at law or equity, the Company may, without notice and without refunding any fees, remove any of your Content, issue a warning to you or to other users, terminate your account, and take any other technical or legal steps to prevent you from using the Services if (a) the Company suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) that you have breached this Agreement or any of the other terms and conditions incorporated herein, (b) the Company is unable to verify or confirm your personal information or Content, or (c) the Company believes that you are acting inconsistently with the letter or spirit of this Agreement or the Company’s other policies, you have engaged in improper or fraudulent activity or any kind, or that your actions may cause legal liability or financial loss to the Company or its Users.
(b) Arbitration. IMPORTANT, PLEASE READ. Any controversy or claim arising out of or relating to the subject matter of this contract, or the breach thereof (including any class action claims), shall be settled by binding arbitration in Davidson County, Tennessee, using the English language administered by the American Arbitration Association under its Commercial Arbitration Rules, by one commercial arbitrator with substantial experience in resolving disputes relating to online Services. Judgment upon the award so rendered may be entered in the state and federal courts with jurisdiction over Davidson County, Tennessee. Notwithstanding the foregoing, each party shall have the right to institute an action for injunctive or other equitable relief in such courts pending a final decision by the arbitrator. For all purposes of this Agreement, the parties’ consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in Nashville, Tennessee. Use of the Services is not authorized in any jurisdiction that does not give effect to all provisions of the Agreement, including without limitation, this section. The parties agree that any cause of action arising out of or related to the Services or this Agreement must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
(c) Choice of Law. The interpretation and enforcement of this Agreement shall be determined by the laws of the State of Tennessee, without regard to such state’s choice of law principles.
(d) Jurisdiction and Venue. Any dispute that is not covered by arbitration (if any) arising from or related to the interpretation, subject matter, or enforcement of this Agreement shall be determined by the state or federal courts located in Davidson County, Tennessee, and you hereby irrevocable consent to the exclusive jurisdiction and venue of such courts. You hereby waive any and all arguments based on the inconvenience of the venue, including forum non conveniens.
11.3. Force Majeure. The Company shall not be liable for any loss, damage or penalty resulting from delays or failures in performance resulting from acts of God or other causes beyond the Company’s reasonable control.
11.4. Assignment. Any assignment of this Agreement by any User, without the prior written consent of the Company, shall be null and void, of no effect, and constitute a material breach of this Agreement. The Company may transfer and assign any of its rights and obligations under this Agreement without consent.
11.5. Notices. The parties shall provide any notice required or permitted by the Terms in writing.
11.6. Amendments. The Terms may be amended by the Company at any time upon providing notice to the User of such amendment through the Services. Such amendment shall be effective on the later of (i) seven (7) days after the first notice or (ii) the date provided in such notice.
Section 12: ACH Payment Services
12.1. This section applies to Users whose Services include the Built for Contractors ACH Payment Services as further defined below (“Payment Services”).
12.2. Authorizations. By uploading payment information to the Services, you automatically authorize the Company to withdraw and/or transfer the applicable funds from your designated funding account (the “Funding Account”) and to make all payments to all applicable Payment Recipients or other parties as provided in the uploaded Content. Upon receipt of the payment information from the User, the Company will, depending on the arrangement between the Company and the User, either utilize a Clearing Account (as defined below) or act as a third-party originator. If the Company uses a Clearing Account, then, upon receipt of the payment information, the Company will initiate an ACH withdrawal of funds from your Funding Account, deposit those funds in a Clearing Account (as defined below) and send the Payment Recipient(s) lien waivers to be executed. Upon receipt of the executed lien waiver, the Company will transfer the funds from the Clearing Account to the Payment Recipient as detailed in the uploaded Content or other payment instructions transmitted to the Company. If the Company acts as a third-party originator, then the Company will not use a Clearing Account and will instead create an ACH file that, upon the Company’s receipt of an executed lien waiver, will transfer the payment funds directly from the User’s Funding Account to the Payment Recipient’s account.
- 3. The Company may not necessarily request any additional authorization from User prior to transferring the funds to the Payment Recipient. Once the User uploads the Content, including the payment information, to the Company, the Company shall have no liability for carrying out the requested payments to the Lien waiver Signers unless the User complies with the authorization revocation procedure set forth in this Section.
12.4. Revocation of Authorizations. If a User wishes to revoke the authorization for the Company to send a payment to a certain Payment Recipient, then the User must provide the Company with written notice of the authorization revocation at least 72 hours, excluding non-Business Days, before the time that the Company receives the signed lien waiver from that Payment Recipient. If a User provides written notice of an authorization revocation, but the Company receives the executed lien waiver less than 72 hours later, then the Company shall have no liability for making the payment in accordance with the originally uploaded Content. If you request the Company to stop or reverse a payment that is already in process, the Company does not guarantee that such payment can be stopped or reversed and the Company and/or the processing bank may impose fees for attempting to stop payment.
12.5. Timing and Waiting Period. A User must have sufficient available funds in its Funding Account by 7:00 p.m. Central Standard Time on the day that the User submits payment information to the Services. If you submit payment instructions to the Services and the Company attempts to withdraw the funds from your Funding Account and is unable to do so due to a lack of available funds, then the Company may impose an ACH Return Fee.
If the Company receives a signed lien waiver by 10:30 a.m. Central Standard Time and the payment amount associated with that waiver is less than $25,000.00, then the Company will make efforts to pay that amount to the Payment Recipient the same day the lien waiver is received by the Company. Otherwise, the payment will be processed the next Business Day.
The Company may impose a waiting period of up to ten Business Days between the time the User provides the funds to the Company and the time that the Company sends the funds to the Payment Recipient in order to ensure that the funds have cleared. The Company shall not be liable for any delay in any payment or lien release which results from the imposition of such waiting period under this Section.
12.6. Clearing Funds and Reserves. Except for those instances when the Company acts as a third-party originator (described above), all funds received from a User which are intended to be paid to a Payment Recipient upon receipt of a signed lien waiver are held in pooled clearing accounts (the “Clearing Accounts”) with one or more financial institutions. The Company will make transfers to and from the Clearing Accounts in the manner described in these Terms. You have no rights to the Clearing Accounts or to any funds held in the Clearing Accounts, you are not entitled to draw funds from the Clearing Accounts, and you will not receive interest from funds maintained in the Clearing Accounts.
In certain circumstances, the Company may require you to place funds in reserve or to impose conditions on the release of funds (each a “Reserve”). The Company may impose a Reserve on you for any reason if we determine that the risk of loss to the Company or other Users is higher than normal. If the Company imposes a Reserve, it will establish the terms of the Reserve and provide you notice of the amount, timing, and conditions upon which the funds in the Reserve will be released to you. The Company may change or condition the terms of the Reserve based on its continuous assessment and understanding of the risks associated with your account, funds, and payment instructions, for any reason.