PawPay LLC — Terms of Use

These Terms of Use (Terms) govern your access to and use of the PawPay LLC platform, website, mobile applications, APIs, SMS programs, payment facilitation services, and related services (collectively, the "Services"). By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, you may not access or use the Services.

1. Nature of Services — Authorized Agent Model

PawPay LLC, a California limited liability company (PawPay, we, us, or our) is a technology platform that enables pet parents to activate their veterinary insurance benefits at the point of care. PawPay operates as the authorized collection agent of the pet parent to:

• Advance the insurance-covered benefit directly to the veterinary provider at checkout;
• Submit the insurance claim and related documentation to the applicable carrier on the pet parent's behalf;
• Receive the insurance reimbursement from the carrier as the pet parent's designated collection agent; and
• Facilitate payment authorization workflows and secure data transmission between insurers, clinics, and payment processors.

This relationship is not a loan. PawPay's advance is made against an assigned insurance benefit, not consumer credit. The assignment and authorization of PawPay as collection agent is established when a pet parent completes onboarding and is documented in the Pet Parent Authorization Agreement.

PawPay is not:

• An insurance company, insurance broker, or insurance agent;
• A third-party claims administrator (unless separately contracted in writing);
• A bank, lender, or financial institution;
• A licensed money transmitter (except to the extent exemptions apply); or
• A fiduciary.

All coverage determinations — including claim approval or denial — remain solely with the applicable insurance carrier. PawPay does not underwrite policies, interpret policy language, or guarantee reimbursement.

2. Authorized-Agent Authorization & Assignment of Benefits

By accepting these Terms and completing the onboarding process, a pet parent irrevocably authorizes PawPay to act as their designated collection agent for all eligible insurance claims arising from veterinary services for which PawPay has advanced the covered benefit. This authorization includes the right to:

• Submit claims to the insurer on the pet parent's behalf;
• Communicate with the insurer regarding claim status, supporting documentation, and payment;
• Receive reimbursement funds from the insurer directly into PawPay's designated account; and
• Apply received funds to satisfy the outstanding advance.

This authorization remains in effect for each transaction in which PawPay advances a benefit, and terminates automatically once PawPay has been fully reimbursed for that advance. The pet parent retains all other rights under their insurance policy.

3. Payment Facilitation & Processing

PawPay facilitates payment transactions through licensed third-party payment processors (including but not limited to Stripe or similar regulated financial institutions). PawPay does not hold or control customer funds except as permitted by applicable law and as necessary to receive insurer reimbursements on behalf of pet parents.

By using the Services, you acknowledge and agree that:

• PawPay is not responsible for banking delays or processor interruptions;
• PawPay is not responsible for insurer reimbursement timing or claim outcomes;
• PawPay may place holds or suspend transactions where fraud, sanctions, regulatory, or compliance risks are suspected; and
• PawPay may debit, credit, reverse, or adjust transactions as necessary to facilitate payment routing and correct errors.

4. ACH Authorization

By providing bank account information, you authorize PawPay and its payment processors to initiate ACH credits and debits, correct erroneous transactions, and reverse duplicate or unauthorized entries. This authorization remains in effect until revoked in writing and accepted by PawPay. You agree not to dispute authorized transactions with your financial institution without first contacting PawPay for resolution.

5. Sanctions, AML & Regulatory Compliance

You represent and warrant that:

• You are not listed on any U.S. sanctions list, including the OFAC Specially Designated Nationals (SDN) list;
• You are not located in or ordinarily resident in a sanctioned jurisdiction;
• Funds used in connection with the Services are not derived from unlawful activity; and
• You will comply with all applicable anti-money laundering (AML) and sanctions laws.

PawPay may suspend or block transactions as required to comply with applicable law.

6. SMS & Electronic Communications Consent

By providing your mobile phone number and opting in, you consent to receive transactional SMS messages (claims updates, payment notifications, authorization confirmations), account alerts, fraud notifications, and promotional messages (only if separately opted in). Message frequency may vary. Message and data rates may apply. Reply STOP to opt out; reply HELP or contact support@UsePawPay.com.

By creating an account or using the Services, you also consent to receive all communications electronically pursuant to the U.S. E-SIGN Act. You agree that electronic communications satisfy any legal requirement that communications be in writing.

7. User Representations

You represent and warrant that:

• All information provided is accurate and complete;
• Claims submitted are legitimate and not fraudulent;
• You hold an active, valid veterinary insurance policy for the pet covered by any claim;
• You have authority to grant PawPay the authorized-agent status described herein; and
• You will not attempt reimbursement fraud or misrepresentation.

8. Prohibited Conduct

You may not:

• Submit fraudulent or misleading claims or documentation;
• Manipulate reimbursement or payment workflows;
• Attempt to collect insurance reimbursements to which PawPay is entitled as authorized agent;
• Reverse engineer or attempt to access source code;
• Interfere with platform security; or
• Use the Services for unlawful purposes.

PawPay may suspend or terminate access at its sole discretion for violations of these Terms.

9. Intellectual Property

All software, APIs, workflows, branding, content, and platform elements are owned by PawPay LLC or its licensors.

No rights are granted except as expressly provided in these Terms.

10. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAWPAY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND UNINTERRUPTED SERVICE. PAWPAY DOES NOT GUARANTEE THAT REIMBURSEMENT REQUESTS WILL BE APPROVED BY THE APPLICABLE INSURER.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAWPAY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES; LOST PROFITS OR BUSINESS OPPORTUNITIES; INSURANCE CLAIM DENIALS; PAYMENT PROCESSING DELAYS; OR DATA TRANSMISSION ERRORS BEYOND OUR REASONABLE CONTROL. PAWPAY'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF (A) $1,000 OR (B) THE TOTAL FEES PAID TO PAWPAY IN THE TWELVE MONTHS PRECEDING THE EVENT.

12. Indemnification

You agree to indemnify, defend, and hold harmless PawPay LLC and its members, managers, officers, affiliates, and agents from and against any claims, liabilities, damages, losses, or expenses arising out of or related to: fraudulent submissions; regulatory violations; breach of these Terms; misrepresentation of insurance coverage; unauthorized ACH disputes; or any attempt to divert insurance reimbursements to which PawPay is entitled.

13. Arbitration & Class Action Waiver

Any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration in the State of California.

You waive the right to a jury trial, participation in a class action, and representative or consolidated proceedings.

Either party may bring an individual claim in small claims court where permitted by law.

14. Governing Law

These Terms are governed by the laws of the State of California, without regard to conflict of law principles.

15. Modifications

PawPay may update or modify these Terms at any time. Continued use of the Services after changes become effective constitutes acceptance of the revised Terms.

16. Privacy Policy

Your use of the Services is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review it at usepawpay.com/privacy-policy. By using the Services, you also agree to the Privacy Policy.