Cardholder Agreement

Cardholder Agreement Aug 1, 2024

IMPORTANT – PLEASE READ CAREFULLY

1. Terms and Conditions for the Secure Gift Holdings Prepaid Debit Card. This document constitutes the agreement (“Agreement”) outlining the terms and conditions under which the themed gift card from Secure Gift Holdings LLC (doing business as “On Me”) has been issued to you by Sutton Bank, Member FDIC, pursuant to a license from Mastercard U.S.A. Inc. By accepting this Card, you agree to be bound by the terms and conditions contained in this Agreement. In this Agreement, “Card” means the themed gift card from Secure Gift Holdings LLC (doing business as “On Me”) issued to you by Sutton Bank pursuant to a license from Mastercard. “Card Account” means the records we maintain to account for the value of transactions associated with the card. “You” and “your” means the person or persons who have received the Card and who are authorized to use the Card as provided for in this Agreement. “We,” “us,” and “our” mean Sutton Bank (“Bank”), our successors, affiliates, or assignees. The Card will remain the property of Sutton Bank and must be surrendered upon demand. The Card is nontransferable and may be canceled, repossessed, or revoked at any time without prior notice. Please read this Agreement carefully and keep it for future reference.
2. The Card and Card Account. The Card is a prepaid card, and the Card Account is an anonymous consumer Card Account. The Card you will receive is a digital card, meaning a digital image of a card, rather than a plastic or paper item. The Card allows you to access funds loaded to the Card Account by the organization that provided you with the card. You may access the funds in the Card Account by using the Card or Card Account number. The Card is not a credit card. The Card is not a gift card, nor is it intended for gifting purposes. You will not receive any interest on the funds in the Card Account. The funds in the Card Account are not FDIC insured. The underlying funds in the Card Account never expire, but the card linked to these funds may expire. Upon expiration, a new card or alternative means of accessing the funds related to the card will be made available to you. Be sure to update your account information accordingly to avoid any interruptions in accessing your funds.
3. Card Account Use and Purpose. Subject to the limitations set forth in this Agreement, you may use the Card or Card Account number, as applicable, to purchase goods or services wherever Mastercard-branded cards are honored as long as you do not exceed the value available in the Card Account. These Cards are branded to reflect a given hobby or interest, and are intended to be used within the curated network of merchants aligned with that theme. You may not use the Card or Card Account to obtain cash, and because it is a digital card, you may not use it at an automated teller machine for any purpose. You are responsible for all transactions initiated and fees incurred by use of the Card. If you permit another person to use the Card or have access to the Card Account number, we will treat this as if you have authorized such use and you will be responsible for all transactions and fees incurred by such person. You agree not to use the Card for illegal gambling or any other illegal purpose. You do not have the right to stop payment on any purchase transaction originated by use of the Card, other than a recurring transaction as described in Section 13 (“Recurring Transactions”).
4. Transaction Limits. The maximum aggregate value of the Card Account is restricted to $500 at any point in time. The following grid highlights the transaction limits associated with the Card Account.

In order to protect the Card Account, we may temporarily impose limits on the dollar amount, number, and type of transactions performed using a Card. To the extent permitted by applicable law, we reserve the right to: (a) change the transaction limits; (b) limit, block, or place a hold on certain types of transfers or transactions; and (c) limit, suspend, or block loads to the Card Account. We may refuse to process a transaction or temporarily “freeze” the Card Account if we notice transactions that are unusual or appear suspicious, or use of the Card Account that are not consistent with its intended use.

5. Personal Identification Number (“PIN”). You may need a PIN to make a PIN purchase or obtain cash back at a point-of-sale (“POS”) terminal. If you are using the web application provided by On Me Gifting (the “OnMe App”), you can set or reset a PIN directly in the app, which is available on the Apple App Store (iOS) and Google Play Store (Android). You should not write or keep the PIN with the Card. If you believe that anyone has gained unauthorized access to the PIN, you should change it immediately.
6. No Cash Access. You may not use the Card to obtain cash by any means, including at merchants, banks, or at any other POS cash terminal, or from an automated teller machine (ATM). The Card is intended for the purchase of goods and services within the network of participating merchants and cannot be redeemed for cash. However, if state law requires the redemption of a portion of the Card’s balance in cash, you may contact our customer support at support@onme.com to request the legally permitted cash redemption. All requests will be processed in compliance with the applicable state laws. Please note that this provision is subject to verification and adherence to the specific legal requirements of your state.
7. Fees. We do not charge you any fees for the use of the Card, including but not limited to inactivity fees.

8. Split Transactions. If you do not have sufficient funds in the Card Account, you can instruct the merchant to charge a part of the purchase to the Card and pay the remaining amount with cash or another card. These are called “split transactions.” Some merchants do not allow split transactions. Some merchants will only allow you to do a split transaction if you pay the remaining amount in cash. If you fail to inform the merchant that you would like to complete a split transaction before swiping the Card, the Card may be declined.
9. Transactions Using the Card Account Number. If you make a transaction without presenting the Card (such as for internet or telephone purchases), the legal effect will be the same as if you used the Card itself.
10. Your Obligation for Negative Balance Transactions. You are not allowed to exceed the available amount in the Card Account through an individual transaction or a series of transactions (creating a “negative balance”). Nevertheless, if any transaction causes the balance in the Card Account to go negative, including any purchase transactions where the retailer or merchant does not request authorization, you shall remain fully liable to us for the amount of any negative balance. If the Card Account has a negative balance, you agree that: (a) we may automatically apply any subsequent loads to the Card Account to cover the amount of the negative balance; or (b) if there are insufficient funds in the Card Account, require you to pay us on demand by a personal check, money order, or other payment method authorized by us for the amount of the negative balance. If such payments are requested, they should be mailed to us at the address stated in the notice requesting payment. We also reserve the right to cancel the Card if you create one or more negative balances with the Card.
11. Business Days. For the purposes of this Agreement, our business days are Monday through Friday. US Federal Holidays are not included.
12. Authorization Holds. When you use a Card or Card Account number to initiate a transaction at certain merchant locations, websites, or mobile applications, such as hotels, restaurants, gas stations, and rental car companies, where the final purchase amount is unknown at the time of authorization, a hold may be placed on the available funds in the Card Account for an amount equal to or in excess of the final transaction amount. Those held funds will not be available until the merchant sends us the final transaction amount. Once we receive the final transaction amount, it may take up to seven days for the hold to be removed. Please be advised that you may experience difficulties using a Card at unattended vending machines, kiosks, and gas station pumps. If a physical Card is declined at a “pay at the pump” gas station even though the applicable Card Account contains sufficient funds, you should pay for the purchase inside the station with the cashier.
13. Recurring Transactions. If you intend to use the Card for recurring transactions, you should monitor the balance and ensure you have funds available in the Card Account to cover the transaction(s). “Recurring Transactions” are transactions that are authorized in advance by you to be charged to the Card at substantially regular intervals. We are not responsible if a Recurring Transaction is declined because you have not maintained a sufficient balance in the Card Account to cover the Recurring Transaction. To stop a payment on a Recurring Transaction, email support@onme.com. If we do not receive your stop payment request email at least three (10) business days before the payment is scheduled to be made with the necessary details to correctly identify the card in question, we may not be able to stop its payment.
14. Loading Value onto The Card Account. Funds will be loaded to the Card Account by the organization that provided you with the Card. You may not use any funds added to the Card Account in error. You authorize the organization and us to recover any funds erroneously added to the Card Account. If an authorized addition to the Card Account has an error or if you require additional information regarding funds loaded or removed, contact support@onme.com. . No direct deposit of personal/consumer funds is permitted for this card program, which is corporate-funded.
15. Refunds and Disputes. The Card should only be used for purchases within the United States. Should a legitimate purchase be made in the U.S. in a foreign currency, the amount of funds deducted from the Card Account will be converted by Mastercard into U.S. dollars. The exchange rate applied will be selected by Mastercard from the range of rates available in wholesale currency markets on the applicable central processing date, which may vary from the rate Mastercard itself receives or the government-mandated rate. The exchange rate used on the central processing date may be different from the rate that was in effect on the date you performed the transaction. We are not responsible for the delivery, quality, safety, legality, or any other aspects of goods or services purchased using a Card. All such Card transaction disputes must be addressed and handled directly with the merchant from whom those goods or services were purchased.
16. Transactions in Foreign Currencies. If the Card is issued to you in U.S. dollars and you make a purchase using the Card in a currency other than in U.S. dollars, the amount of funds deducted from the Card Account will be converted by Mastercard into U.S. dollars. The exchange rate applied will be selected by Mastercard from the range of rates available in wholesale currency markets on the applicable central processing date, which may vary from the rate Mastercard itself receives or the government-mandated rate. The exchange rate used on the central processing date may be different than the rate that was in effect on the date you performed the transaction. If the Card is issued to you in a currency other than U.S. dollars, and the exchange rate used on the central processing date differs from the rate that was in effect on the date you performed the transaction, then an adjustment will be made to ensure that you receive the full funds issued.
17. Receipts. You should get or request a receipt at the time you make a transaction. You agree to retain the receipts to verify the transactions.
18. Obtaining Balance and Transaction Information; Periodic Statement Alternative. By logging into the Card Account and proving ownership of the OnMe.com account related to the Card, you can view all details, including your balance and transaction history. This information, along with a 12-month history of account transactions, will be available online through a customer self-service website shown on the back of the Card (the digital image of the Card). You should keep track of the amount of funds loaded to the Card Account.
19. Confidentiality. The privacy and security of non-public personal information is very important to us. We may disclose information to third parties about the Card or the transactions you make using the Card: (a) where it is necessary for completing transactions; (b) in order to verify the existence and condition of the Card for a third party, such as a merchant; (c) in order to comply with a government agency or court order; (d) to protect against or prevent actual or potential fraud, unauthorized transactions, or other liability; and (e) as permitted and required by applicable law.
20. Limitation of Liability. To the fullest extent permitted by applicable law, we, along with our affiliates, subsidiaries, officers, directors, employees, agents, licensors, and service providers, shall not be liable for any indirect, incidental, consequential (including lost profits), special, exemplary, or punitive damages, regardless of the legal theory or basis of liability, whether based in contract, tort (including negligence), strict liability, or otherwise, arising out of or in connection with your use of or inability to use the Card or Card Account, even if we have been advised of the possibility of such damages. We will not be liable, for instance, if: (a) through no fault of ours, you do not have sufficient funds available in the Card Account to complete the transaction; (b) a merchant refuses to accept the Card or provide cash back; (c) an electronic terminal or system where you are making a transaction does not operate properly; (d) access to the Card has been blocked, restricted, or delayed after you reported the Card or PIN lost or stolen, or for any other reason; (e) there is a hold on the funds, or the funds are subject to legal process, or other encumbrance restricting their use; (f) we have reason to believe the requested transaction is unauthorized, fraudulent, or otherwise invalid; (g) circumstances beyond our control (such as fire, flood, natural disasters, acts of God, war, insurrection, terrorism, labor disputes, computer or communication failures, or other events of force majeure) prevent the completion of the transaction, despite reasonable precautions that we have taken; (h) the failure results from any action or inaction by you or any third party, including unauthorized use of the Card or any third-party service provider’s refusal to process a transaction; (i) we, in our sole discretion, deem it necessary to freeze, hold, or delay a transaction due to suspicious activity, regulatory requirements, or other reasons in compliance with applicable laws and regulations; or (j) for any other exception stated in this Agreement or as required by law. Furthermore, you acknowledge and agree that we shall not be liable for any losses or damages resulting from your failure to safeguard your Card, Card Account information, or PIN, and that we shall not be liable for any claim, loss, or damage arising from the actions or inactions of any third-party service provider, merchant, or other entities beyond our control. This limitation of liability is comprehensive and applies to all damages of any kind, including but not limited to direct, indirect, incidental, consequential, punitive, and special damages, whether arising from use, misuse, inability to use the Card, or any other cause, even if we have been advised of the possibility of such damages. In jurisdictions that do not allow the exclusion or limitation of certain damages, our liability shall be limited to the fullest extent permitted by applicable law.
21. Errors or Questions About Card Account Transactions. In case of errors or questions associated with the Card Account, email support@onme.com. We must hear from you no later than sixty (60) days after the earlier of the date you electronically access the Card Account if the error could be viewed in the electronic history, or the date we sent the FIRST written history on which the error appeared. To report an error, you will need to provide: (a) Your name and Card ID; (b) Why you believe there is an error, and the dollar amount involved, and (c) Approximately when the error took place. We will review that information in a commercially reasonable manner and tell you the results within three (3) business days after completing our investigation. If we decide that there was no error, we will send you a written explanation.
22. Lost or Stolen Card or Compromised PIN. The Card Account is an anonymous consumer Card Account and does not provide protections for lost or stolen Card Accounts or unauthorized transactions except as expressly stated in this Agreement. Cards should be treated like wallet cash. Until you report a Card as lost or stolen or report an unauthorized transaction on a Card Account, you shall be fully responsible for all transactions, even if that Card is lost, stolen, or used for unauthorized transactions. Contact us IMMEDIATELY if you believe; (a) a Card has been lost or stolen; (b) someone has gained unauthorized access to the PIN; or (c) someone other than you or another person you permitted to use the card made an unauthorized transaction. Reporting a lost/stolen Card or unauthorized transactions by emailing support@onme.com, or by logging into the customer self-service website printed on the back of the card, to deactivate the Card Account, is the best way to minimize possible losses. You may also write to On Me Gifting Inc., 32 Heron Street, San Francisco, CA 94103. Unless we authorize a transaction after a Card has been blocked, you are responsible for all unauthorized transactions initiated and fees incurred from the unauthorized use of a Card. Failure to promptly notify us could result in you losing ALL of the money in the Card Account. Contact the organization that provided you with your card to request a replacement card and balance transfer, if applicable
23. Assignment. To the extent permitted by applicable law, we may assign this Agreement without your consent. You may not assign or transfer this Agreement without our prior written consent.
24. Severability and Waiver. If any provision of this Agreement is held to be invalid or unenforceable, such provision will be deemed to be modified to the minimum extent necessary to make it valid and enforceable and the rest of this Agreement will not be affected. We do not waive our rights by delaying or failing to exercise them at any time.
25. Amendment. Subject to applicable law, we may add to, delete, or amend this Agreement at any time in our sole discretion without providing notice to you. We reserve the right, subject to applicable law, to deliver any notice of changes to existing terms or the addition of new terms by posting an updated version of this Agreement on the website listed on the back of the card or by delivering notice of changes electronically. By continuing to use the Card Account, you agree to be bound by the updated terms and conditions.
26. Cancellation and Suspension. To the extent permitted by applicable law, we may cancel or suspend the Card Account, or this Agreement immediately, for any reason, and without giving you prior notice. You may cancel the Card Account, or this Agreement at any time by notifying Customer Service at support@onme.com. Cancellation or suspension of this Agreement will not affect any of our rights or the obligations arising under this Agreement before such cancellation or suspension occurred. In the event the Card Account is canceled, closed, or terminated for any reason, you may request the unused balance to be returned to you via a check.
27. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Ohio, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the laws of another jurisdiction.
28. Indemnification. You agree to defend, indemnify, and hold harmless us and our parents, subsidiaries, and other affiliated companies, and its employees, contractors, officers, and directors upon request against any and all claims, suits, damages, costs, lawsuits, fines, penalties, liabilities, and expenses (including, without limitation, reasonable attorneys’ fees) that arise from the violation of this Agreement, applicable law, or any third-party rights, or the fraud or willful misconduct. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate in asserting any available defenses.
29. NO WARRANTY OF AVAILABILITY OR UNINTERRUPTED USE. From time to time, services related to the Card Account may be unavailable. When this happens, you may be unable to use the Card Account or related services. You should notify us immediately if any such interruptions occur. You agree that we will not be responsible for temporary interruptions in service due to maintenance, website changes, or failures, nor shall we be liable for extended interruptions due to failures beyond our control, including but not limited to the failure of interconnecting and operating systems, computer viruses, forces of nature, labor disputes and armed conflicts.
30. DISPUTE RESOLUTION BY BINDING ARBITRATION. For any and all controversies, disputes, demands, claims, or causes of action between you and us (including the interpretation and scope of this Section and the arbitrability of the controversy, dispute, demand, claim, or cause of action) relating to the Card Account, or this Agreement (as well as any related or prior agreement that you may have had with us), you and we agree to resolve any such controversy, dispute, demand, claim, or cause of action exclusively through binding and confidential arbitration and the terms of this Section. The arbitration will take place in the federal judicial district located in the borough of Manhattan, New York, New York, or in the alternative, may be conducted telephonically or virtually (i.e., Zoom) at your request. As used in this Section, “we” and “us” mean Bank and its subsidiaries, affiliates, predecessors, successors, and assigns and all of Bank’s employees, officers, directors, agents, and representatives. In addition, “we” and “us” includes any third party providing any product, service, or benefit in connection with the Card Accounts or this Agreement (as well as any related or prior agreement that you may have had with us) if such third party is named as a co-party with us in any controversy, dispute, demand, claim, or cause of action subject to this Section.

Arbitration will be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration will be conducted before one commercial arbitrator from the American Arbitration Association (“AAA”) with substantial experience in resolving commercial contract disputes. As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively, the “Rules and Procedures”). Notwithstanding this Agreement to arbitrate, either party may seek emergency equitable relief in federal court if it has jurisdiction or, if it does not, in a state court located in the federal judicial district of your principal place of residence in order to maintain the status quo pending arbitration, and each party hereby agrees to submit to the exclusive personal jurisdiction of the courts located within the federal judicial district of your principal place of residence for such purpose. A request for interim measures will not be deemed a waiver of the obligation to arbitrate.

You agree to the following in connection with any arbitration: (a) no class or similar group arbitration will be permitted; (b) the arbitration will be confidential, and neither you nor we may disclose the existence, content, or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (c) subject to Section 20 (“Limitation of Liability”), the arbitrator may award any individual relief or individual remedies that are expressly permitted by applicable law; and (d) each party will pay its own attorneys’ fees and expenses, unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses and the arbitrator awards such attorneys’ fees and expenses to the prevailing party, and, in such instance, the fees and costs awarded will be determined by the applicable law.
You understand and agree that, by agreeing to these terms:

• YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
• YOU ARE GIVING UP YOUR RIGHT TO HAVE A COURT RESOLVE ANY DISPUTE BETWEEN US.

This Section will survive termination of the Card Account or this Agreement as well as any voluntary payment of any debt in full by you or bankruptcy by you, or any bankruptcy by us. With the exception of subparts (a) and (b) of this Section (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable, or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting part was not contained herein.

Rights Preserved. This Agreement does not prohibit the parties from exercising any lawful rights or using other available remedies to preserve, foreclose or obtain possession of real or personal property; exercise self-help remedies, including setoff and repossession rights; or obtain provisional or ancillary or immediate remedies such as equitable or injunctive relief, attachment, garnishment or the appointment of a receiver by a court of competent jurisdiction. Any statute of limitations applicable to any dispute applies to any arbitration between the parties. The provisions of this Agreement to arbitrate shall survive termination, amendment or expiration of the Card Account or any other relationship between you and us. A request for interim measures will not be deemed a waiver of the obligation to arbitrate.

Rev. 04/2016