Terms & Conditions
Effective Date: December 15, 2024
TERMS AND CONDITIONS
This Farmers Food Assistance Bureau EBT Payment Services Agreement, and the agreements, policies, and documents incorporated herein, (this “Agreement”), is entered into by and between Farmers Food Assistance Bureau (as defined herein) (“FFAB,” “we,” or “our”) and the entity or individual who enters into this Agreement (“Merchant” or “you”). This Agreement sets out the terms and conditions under which you may utilize the FFAB EBT Payment Services.
This Agreement becomes a legally binding contract and is effective as of the earliest date you do any of the following (the “Effective Date”):
Create an account on www.mobileebt.com (“Account”); accept this agreement online; or begin using the FFAB EBT Payment Services. This Agreement, as it may be amended from time to time, will be available at https://totilpay.com/privacy-policy/termsandconditions. In addition to the terms of this Agreement, you agree to be bound by the terms of our Privacy Policy, End User Policy, and Terms of Use Policy, which are incorporated herein by this reference. Merchant Account Services, including debit and credit card processing by a financial institution, do not apply to this Agreement.
1) Payment Services
“FFAB EBT Payment Service(s)” means the Payment Processing Services or Gateway Services defined as follows:
• (a) “Payment Processing Services” means the payment processing services offered by FFAB which provide merchants with the ability to accept credit cards, debit cards, electronic benefit cards “EBT”, and other payment methods on a mobile application or website.
• (b) “Gateway Services” means the gateway services offered by FFAB which provide Merchants with the software and connectivity required to allow real-time secure data transmission for processing of EBT, credit and debit card payments on a website or mobile application.
2) Our Role and License
a. FFAB is a payment facilitator that allows you to accept Cards from customers for the payment for goods and services. We are not a bank and do not offer banking services. Our Payment Services allow you to accept payments from any US-issued and most non-US issued credit, debit, EBT, prepaid, or gift cards.
b. FFAB hereby grants you a limited, non-exclusive, and non-transferable license and right to use the FFAB EBT Payment Services as provided herein. FFAB retains all rights, title and interest in the FFAB EBT Payment Services, including any intellectual property in connection therewith. You agree that you shall not at any time use, reproduce, or distribute the FFAB EBT Payment Services except as specifically provided herein. In addition, you shall not reverse engineer, disassemble or in any way derive the underlying intellectual property from the FFAB EBT Payment Services. You agree to maintain the confidentiality of any proprietary aspects of the FFAB EBT Payment Services at all times and following termination of this Agreement.
3) Reimbursement of Merchant
a. In connection with the FFAB Payment Services, you authorize us to act as your agent for the purposes of holding, receiving, and disbursing funds on your behalf. Your authorization permits us to generate an electronic funds transfer to settle the funds of each Card transaction that you authorize, less any applicable Fees (as defined in the Merchant Application) (“Funds”). Your authorizations will remain in full force and effect until the later of closure or termination of your Account, or the disbursement of all funds held on your behalf. We will remit to you funds actually received by us on your behalf, less amounts owed to us.
b. In addition, by using the Payment Services, you authorize us to recover funds from you in accordance with these Payment Terms, and any other agreement you have with us (“Recovery Authorizations”). Recovery Authorizations include your authorization of FFAB to debit, charge, setoff against and otherwise recover funds from any Account, any Balance (as defined in these Payment Terms) any Reserve (as defined in these Payment Terms), any payment instrument, linked bank, depository and other account registered in your Account.
c. Further, in the event that any attempt to recover funds from you should fail, Recovery Authorizations include your grant to FFAB of new, original authorizations to recover all or less than all of the amount you owe us and/or belong to us. Recovery Authorizations include all authorizations to take the above steps without prior notice to you and irrespective of (i) whether we have made demand under these Payment Terms, the General Terms or any other agreement you have with us; and (ii) whether the obligation is contingent, matured or unmatured. Recovery Authorizations include all authorizations to take the above steps in complete compliance with the Network Rules (as defined in these Payment Terms) and the National Automated Clearing House Association -The Electronic Payments Association Operating Rules and Guidelines (“NACHA Rules”). You agree that your grant of Recovery Authorizations to us has the same legal effect as if you had signed a paper containing the same terms.
4) Our Fees
a. You agree to pay the applicable fees listed on our Fee Schedule in the Merchant Application for use of the Payment Services. All Fees are charged at the time we process a transaction or on weekly and or monthly time frame and are deducted first from the transferred or collected funds in your Account. You also grant us Recovery Authorizations, which we may utilize to recover fees you owe us. Subject to these Payment Terms and the Merchant Application, we reserve the right to change the Fees upon reasonable advance notice. If any Fees are not timely paid, FFAB has the right to suspend any services provided herein.
5) Processing Errors
a. We will attempt to fix processing errors we discover. Except otherwise due to circumstances which are not within our control, if an error results in your receipt of fewer funds than you are entitled, we will credit your Account for the difference. You grant us Recovery Authorizations concerning processing errors. If an error results in your receipt of more funds than you are entitled, FFAB may recover the extra funds from you. We will only correct transactions that you process incorrectly if you notify us of such an error. Your failure to notify us of a processing error within thirty (30) days of when the transaction first appears on your electronic transaction history will be deemed a waiver of any right to amounts owed to you.
6) Access to Funds
a. We will settle Funds to your verified bank account or other account approved by FFAB, subject to FFAB’s payout schedule. If FFAB is not able to debit or credit the bank account you link to your Account, that bank account will be de-linked from your Account.
7) Availability of Funds
a. FFAB will create an ACH , net any applicable Fees as set forth in the Merchant Application, on a daily basis for approved transactions based on the settlement date provided by the EBT Processor. Merchant should receive those funds 1-2 business days following their availability to FFAB.
b. FFAB may set a “Hold Period” for Customer’s transactions. FFAB may modify the number of days in the Hold Period applicable to funds processed for Customer without notice and at FFAB’s sole discretion. In addition, FFAB may, within its discretion, withhold payment to Customer for a transaction until FFAB has obtained all information and documentation requested and associated with such transaction to confirm the transaction was legitimate. FFAB may refuse to honor a transaction it believes to be fraudulent or invalid. A prior acceptance of a transaction may be revoked by FFAB upon evidence that such transaction was fraudulent or invalid
8) Wireless Services Processing and Warranty Disclaimer
a. In the event Merchant is receiving subsidized or free equipment (“Wireless Devices”) from any wireless telecommunication hardware provider (“Wireless Provider”), the terms of Schedule A shall apply.
THE SERVICES AND EQUIPMENT ARE PROVIDED “AS IS,” AND FFAB AND ITS SERVICE PROVIDERS HEREBY DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SERVICES AND EQUIPMENT PROVIDED HEREIN AND ANY THIRD PARTY SERVICES OR PRODUCTS, WHETHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, THAT THE SERVICES OR EQUIPMENT WILL OPERATE ERROR-FREE, OR ANY WARRANTY IN CONNECTION WITH FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. YOU AGREE THAT FFAB ASSUMES NO RISK WITH RESPECT TO YOUR SALES OF PRODUCTS OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY RISK ASSOCIATED WITH CREDIT CARD FRAUD OR CHARGEBACKS. CUSTOMER UNDERSTANDS AND AGREES THAT NEITHER FFAB NOR ITS SUPPLIERS CAN GUARANTEE THE ACCURACY OF TAX OR VAT RATES OBTAINED FROM TAXING AUTHORITIES, AND YOU BEAR THE ULTIMATE RESPONSIBILITY FOR THE PROPER PAYMENT OF TAXES APPLICABLE TO YOUR SALES OF PRODUCTS OR SERVICES.
9) Term and Termination
a. The term of this Agreement shall commence on the Effective Date and shall continue on until terminated as set forth herein. You may terminate this Agreement, without cause, by providing FFAB with thirty (30) days’ prior written notice of your intent to terminate, or by ceasing to use the FFAB Payment Services.
b. FFAB may terminate this Agreement or suspend services to you if any of the following occurs: (1) we are required by the State, the EBT Processor, or an order from a regulatory body to cease providing services to you; (2) we believe that you have breached this Agreement, or are likely to do so; (3) if we determine that your use of the FFAB Payment Services carries an unacceptable amount of risk, including credit or fraud risk; or (4) any other legal, reputational, or risk-based reason exists, in FFAB’s sole discretion. In the event that FFAB must terminate this Agreement, FFAB shall provide you with written notice as soon as reasonably practicable.
c. After termination by either party as described above, Merchant shall no longer have access to, and shall cease all use of the FFAB Payment Services. Any termination of this Agreement does not relieve Merchant of any obligations to pay any fees, costs, penalties, adjustments or any other amounts owed by you to us as provided under this Agreement, whether accrued prior to or after termination.
d. This Agreement may also be suspended or terminated by either party, in its sole discretion, effective upon delivery of a notice of suspension or termination specifying the reasons therefore if (i) the other party has commenced, or has commenced against it, any case or proceeding relating to bankruptcy, insolvency or relief of debtors or seeking the appointment of a receiver, trustee or similar official, or (ii) the other party makes a general assignment for the benefit of creditors, or (iii) the other party is unable to generally pay its debts as they become due.
10) Severability
a. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable for any reason, the remaining provisions not so declared shall nevertheless continue in full force and effect, but shall be construed in a manner so as to effectuate the intent of this Agreement as a whole, notwithstanding such stricken provision or provisions.
11) Waiver
a. No term or provision of this Agreement shall be deemed waived, and no breach excused, unless such waiver or consent shall be in writing and signed by the party claimed to have waived or consented. Any consent by any party to, or waiver of, a breach by the other party, whether express or implied, shall not constitute a consent to, waiver of, or excuse for any different or subsequent breach.
12) Assignment
a. This Agreement will bind and inure to the benefit of each party’s permitted successors and assigns. Merchant may not assign this Agreement without the written consent of FFAB. FFAB may assign this Agreement in its sole discretion without the written consent of Merchant.
13) Amendment
a. We may amend this Agreement at any time by posting a revised version of it on our website or by otherwise providing electronic notice to you. The revised version will be effective at the time we post it. In addition, if the revised version includes a substantial change, we will provide you with 30 days’ prior notice of any substantial change by posting notice either on our website or with electronic notice to you. If you do not agree to the updated terms, you can terminate your Agreement by providing us with notice. If you provide us with termination notice within 30 days of the date of update, then your current terms and conditions shall apply during this notice period. In the event of any dispute arising in connection with this Agreement, the proper venue for such dispute shall be the state or federal courts located in Austin, Texas.
14) Representations by Merchant
You represent and warrant that prior to transmitting any end-user information, you will provide all legally required disclosures and obtain all necessary consents from each end-user. In addition, you agree to maintain and adhere to all reasonable security measures to maintain the date of your systems in accordance with the applicable credit card security programs. You agree at all times to comply with all applicable laws.
15) Indemnification and Limitation of Liability
We agree to indemnify, defend and release you from any and all third party claims, damages, legal actions, settlements, judgments and costs (including attorney’s fees and other legal expenses) (“Claims”) as a result of allegations that our FFAB Payment Services, as provided to you, violate any applicable laws or third party copyrights or trademarks. You agree to indemnify, defend and release us from any Claims in connection with any use of end-user data in violation of applicable laws, failure to abide by any applicable merchant services agreement, a security breach of your systems, or a breach of the terms of this Agreement.
Notwithstanding the foregoing, neither party hereto shall be liable for any indirect or consequential damages, including lost profits or loss of data. Except as otherwise prohibited by law, neither party shall be liable for any amounts in connection with this Agreement in excess of the fees paid to FFAB twelve (12) months prior to the claim