> ## Website Index > Fetch the complete website index at: https://getlemma.com/llms.txt > Use this file to discover all available pages before exploring further. # Lemma Platform Agreement ## Introduction Welcome to Lemma Technologies, Inc., and its affiliated companies (referred to as “Lemma,” “we,” or “us”). This document outlines the terms governing your use of our website located at https://getlemma.com (the “Site”), our mobile application (the “App”), and all related services we offer or facilitate access to via the Site and App (collectively, the “Services”). By opening an account to use the Services (an “Account”), or by demonstrating your agreement to these Terms of Use in any other way, you confirm that you have read, understood, and agree to be bound by this Agreement. By applying for any Service offered by our banking partner(s), you also agree to abide by their specific agreements for your Account. These may include deposit accounts (“Deposit Account”), savings accounts (“Savings Account”), and/or charge and debit cards (“Cards”) provided by one of our financial institution providers (“Banking Provider”), depending on the specific Services you use through Lemma (collectively, “Provider Accounts”). If you or the entity on whose behalf you are acting is a Covered Entity or Business Associate, as defined under HIPAA, and you use the Services in connection with Protected Health Information (PHI), you also agree to the terms of the Business Associate Agreement (the “BAA”) set forth at https://getlemma.com/business-associate-agreement, which is incorporated into and forms a part of this Agreement. Lemma has the right to modify these terms and will notify you of any changes by posting an updated version on our legal page. “You” refers to the individual or legal entity applying for or operating an Account to use the Services. You may only use the Services if you are capable of entering into a legally binding agreement with Lemma. If you are creating an Account on behalf of a company, you affirm that you are an authorized representative with the authority to bind the company to this Agreement (“Administrator”) and that the company is legally able to contract with Lemma. Please review this Agreement carefully to ensure you understand every clause. This Agreement contains a mandatory provision for individual arbitration and a waiver of class action and jury trial rights, meaning disputes must be resolved through individual arbitration. ## 1. Using the Services ### 1.1. Eligibility This document establishes a contract between you and Lemma. You must agree to these terms before using the Services. If you do not agree, you are prohibited from using the Services. You may only apply for an Account and use the associated Services if you are at least 18 years old and a United States citizen (for Personal Accounts), or a legal entity properly formed and registered in the U.S. or another jurisdiction approved by Lemma and/or its Banking Providers. Your use of the Services must comply with this Agreement and all applicable local, state, national, and international laws and regulations. Any use of or access to the Services for personal, non-commercial purposes by anyone other than your employee, contractor, agent, or another individual authorized to use your Account on your behalf (“User”) is strictly forbidden and violates this Agreement, except for accessing our Site and Personal Accounts. ### 1.2. Account Creation Your Account grants you access to certain Services, including those provided via the Provider Accounts, and any other functionality we establish at our sole discretion. To create an Account, you must supply certain company and/or personal information (collectively, “Customer Information”). This information may include individual consumer data (for personal accounts), or your registered business name, state of incorporation, business address, ownership details, business type, and other information we request; the names, contact information, and birth dates of Administrators, Users, or beneficial owners; and official documents like a corporate registration certificate, proof of address, personal ID, and any other documentation needed to verify business and personal information. We share Customer Information with our Banking Providers and other third parties to assess your eligibility for specific Services. We depend on the accuracy of the Customer Information you provide and maintain. We reserve the right to deny your application, suspend Services, or close your Account if the Customer Information is inaccurate, incomplete, or outdated. By creating an Account, you warrant that you are the legal owner of and have the authority to provide us with all Customer Information and other data needed to facilitate your use of the Services. ### 1.3. Account Security and Administration You must designate at least one Administrator to manage your Account when you submit your application. Administrators have the power to add, remove, or manage other Administrators and Users; request and manage Cards for Users; review transactions and generate reports; update Customer Information; link your Account to third-party services and other accounts; and perform other management tasks. You are responsible for all actions or omissions of Administrators, Users, and anyone accessing your account using their credentials. You are solely responsible for all activity on your Account and must ensure its security. We recommend using “strong” passwords (you can refer to the National Institute of Standards and Technology (NIST) for guidance). Multi-factor authentication (MFA), a security process requiring multiple verification steps to log in, is mandatory. You must immediately report any security breach or unauthorized use of your Account to Lemma. Lemma is not liable for any losses resulting from unauthorized use of your Account. We may suspend access to your Account if we suspect it has been compromised. ### 1.4. Prohibited Uses You agree not to: - Use the Account or Services for any illegal purpose or any purpose forbidden by this Agreement. - Use the Account or Services for personal, family, household, or other non-commercial uses (excluding personal Account(s)). - Use the Account or Services to benefit, directly or indirectly, any individual, organization, or country on the U.S. Office of Foreign Asset Control's Specially Designated Nationals List or any other U.S. government list of restricted parties. - Use the Account or Services for the benefit of any third parties. - Use the Account or Services to collect market research for a competing business. - Impersonate any person or entity or misrepresent your affiliation with any person or entity. - Attempt to disrupt the proper functioning of the Services with viruses, data collection/transmission mechanisms, software, or routines, or attempt unauthorized access to any Lemma IP, data, files, or passwords through hacking, data mining, or any other means. - Decompile, reverse engineer, or disassemble any software or processes accessible via the Services. - Bypass, remove, change, deactivate, impair, or defeat any content protections in the Services. - Use automated means (robots, spiders, scrapers, etc.) to access the Services for any purpose without our explicit written permission. However, operators of public search engines are granted permission to use spiders to copy public materials from the Services solely to create publicly available search indices, but not caches or archives. - Take any action that places an unreasonably or disproportionately heavy load on our technical infrastructure (in our sole discretion). - Use the Account or Services for any purpose that is inappropriate, improper, discriminatory, illegal, harmful, or that violates or encourages the violation of the rights of others, as determined by Lemma. - Use the Account or Services to engage in harassing, threatening, offensive, abusive, or otherwise improper conduct toward Lemma, its employees, agents, service providers, partners, or other customers. - Use the Account or Services for online gambling transactions, regardless of whether gambling is legal where you operate. We reserve the right to decline or return any item suspected of being related to an online gambling transaction. ### 1.5. Beta Services Lemma may offer certain Services, features, or functions designated as beta, pilot, limited release, evaluation, or similar, to be used either with or separately from the main Services (“Beta Services”). You may choose to accept or decline any Beta Services at your discretion. You understand that Beta Services may be unstable, incomplete, contain bugs, and may result in errors. Lemma may describe limitations of a Beta Service, but your reliance on these descriptions is at your own risk. You should avoid using Beta Services for critical functions without taking adequate precautions against potential loss or damage. ## 2. Our Exclusive Rights Subject to this Agreement, you are granted a non-exclusive, limited, non-transferable, revocable license to use the Services in accordance with their features. Lemma retains all rights not expressly granted herein in the Services and the Lemma IP (defined below). Lemma can terminate this license at any time. The Services and all materials within or transferred through them—including software, images, text, graphics, logos, patents, trademarks, copyrights, photos, audio, videos, music, and User Content belonging to other Users (the “Lemma IP”)—and all related Intellectual Property Rights, are the exclusive property of Lemma and its licensors. Except as stated here, this Agreement does not grant any license under such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publish, adapt, edit, or create derivative works from any Lemma IP. Using the Lemma IP for any purpose not explicitly allowed by this Agreement is strictly prohibited. You may choose to submit, or we may invite you to submit, comments or ideas about the Services, including suggestions for improvement (“Feedback”). By submitting Feedback, you agree that your disclosure is voluntary, unrestricted, and non-confidential, and that Lemma is free to use your Feedback without any additional compensation to you or disclosure to anyone else. You also acknowledge that, by accepting your submission, Lemma does not forfeit any rights to use similar ideas already known to Lemma, developed by its employees, or obtained from other sources. “Intellectual Property Rights” for this Agreement means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights, and all other Intellectual Property Rights that exist now or in the future, including all applications, registrations, renewals, and extensions thereof, under the laws of any jurisdiction. ## 3. Site Data and Privacy Between you and Lemma, you retain all rights, title, and interests in your Customer Information, personal data, and any other information you submit via the Services (collectively, “User Content”). By using the Services, you grant Lemma a non-exclusive, royalty-free license for the duration of the term to collect, use, disclose, combine, transmit, format, and display User Content as described in the privacy policy. Furthermore, you grant Lemma the right to aggregate data collected from your use of the Services (“Site Data”) and use this Site Data for our business purposes. You agree that by using the Services, User Content and Site Data may be collected, used, transferred, and processed for the purposes outlined in the privacy policy. Lemma uses commercially reasonable safeguards to protect the integrity and security of your Customer Information and privacy settings. However, we cannot guarantee that unauthorized third parties will never defeat our security measures or use User Content improperly. You understand that you provide User Content at your own risk. Your use of the Provider Accounts is governed by the privacy policies of our Banking Providers. ## 4. Third-Party Links and Information The Services may include links to external materials not owned or controlled by Lemma. Lemma does not endorse or take responsibility for any such third-party services, information, materials, or products. Accessing any third-party website, application, or service from the Services is at your own risk, and you understand that this Agreement and Lemma's Privacy Policy do not cover your use of such third-party services. You explicitly release Lemma from any liability resulting from your use of any third-party websites, applications, services, or content. Additionally, your interactions and participation in promotions with advertisers found on the Services, including payment and delivery of goods and other terms (like warranties), are strictly between you and those advertisers. You agree that Lemma is not responsible for any damage or loss resulting from your dealings with such advertisers. ## 5. Promotional Offers and Perks Lemma provides exclusive promotions to eligible customers based on factors like Account activity or status. Each offer will specify its qualifications, restrictions, and expiry date. To redeem an offer, you must follow the instructions and review any applicable limitations, including product restrictions, exclusions on combining promotions, and expiration dates. Expired offers cannot be restored. Lemma may collect Customer Information to administer promotions in compliance with all relevant privacy regulations (GDPR, CCPA) and our Privacy Policy. ## 6. Cashback Lemma provides cashback rewards for cardholders. Cashback is automatically deposited into your linked checking account when your monthly repayment is processed. If you make an early payment (partial or full), the cashback will be proportional to the amount paid. To receive cashback, your Lemma accounts must be active and in good standing. Cashback rewards may be forfeited if your account is closed or subject to closure due to a violation of any applicable terms. Lemma can modify or terminate the cashback program at any time, and any changes will be communicated via email or posted on our website. For any questions about your cashback, please contact Lemma at contact@getlemma.com. ## 7. ACH Authorization In partnership with the FDIC-insured bank providing your accounts, Lemma offers an ACH Authorization with a Positive Pay feature to enhance account security by protecting against unauthorized ACH withdrawals for customers who enroll (“ACH Authorization”). This feature allows you to set pre-approved criteria for recipients and payments, enabling Lemma to identify and validate authorized ACH transactions eligible for automatic debiting from your account. To use ACH Authorization, you must provide Lemma with a list of approved recipients and payment criteria that can be posted to your account. Once this feature is active, when an item attempts to clear your account, our system verifies the transaction details against the default parameters and information you provided. Lemma will notify you of any items that may be exceptions to these parameters. You are required to review and approve these exception items before 2:00 pm CT on any business day (excluding weekends and holidays) if you wish for them not to be posted to your account. You can also add, modify, or remove ACH authorizations as needed. However, to ensure these changes take effect on your account, they must be sent to Lemma before 2:00 pm CT on any business day. If you fail to update your list of exceptions before the cutoff time, the transaction will be automatically paid according to your default settings. You have the option to configure your account to automatically reject transactions not pre-approved by you within the designated cut-off time. You acknowledge that auto-rejected transactions are considered stop payment requests. Please note that this feature is solely for blocking improper or unauthorized transactions and cannot be used to reverse transactions due to insufficient funds or transactions otherwise authorized by you or your authorized users. It is your ongoing responsibility to actively monitor, review, and update your ACH Authorization settings. Lemma accepts no responsibility for detecting errors in the information you provide us. ## 8. Domestic Wire Transfers This Section 8 governs your use of services for initiating electronic, bank-to-bank funds transfers in U.S. Dollars to accounts at financial institutions located within the United States (collectively, “Domestic Wire Transfers”). The Domestic Wire Transfers are a part of the “Services” as defined in the Lemma Terms of Use. ### 8.1. Relationship to Provider Accounts You must have an Account with us and a Deposit Account or Savings Account with one or more of our Banking Providers to access and use the Domestic Wire Services. Domestic Wire Transfers are processed by our Banking Providers, and your use of this service is governed by the applicable agreements of the Banking Providers and this Agreement. ### 8.2. Submitting Wire Instructions You may submit an instruction for a Domestic Wire Transfer (“Wire Instruction”) through your Account in accordance with the Security Procedures outlined in this Agreement. You are solely responsible for the accuracy and completeness of all information provided in the Wire Instruction, including the beneficiary's name, account number, and routing number. We and our Banking Providers are not obligated to review your Wire Instructions for errors and may process the transfer based solely on the account or identifying number provided. ### 8.3. Payment and Acceptance You authorize us and the Banking Provider to debit your Deposit Account or Savings Account for the Wire Instruction amount and any applicable fees. We will not accept a Wire Instruction if sufficient funds are not available in your Deposit Account or Savings Account to cover the transfer amount. The execution of a Domestic Wire Transfer is subject to the applicable Banking Provider's cutoff times. ### 8.4. Cancellation or Amendment You have no right to cancel or amend a Wire Instruction once it has been accepted by us or the Banking Provider. If you send us a request to cancel or amend a Wire Instruction, we may attempt to act on the request in our sole discretion, but neither we nor the Banking Provider will have any liability for the inability to effect such a request. ### 8.5. Governing Law Domestic Wire Transfers are governed by this Agreement and applicable law, including, to the extent applicable, Article 4A of the Uniform Commercial Code. ## 9. International Wire Services This Section 9 governs your use of services for initiating electronic, bank-to-bank funds transfers to accounts outside the United States (collectively, “International Wire Transfers”). ### 9.1. Scope and Providers These Services are provided by Lemma in partnership with various financial institutions and service partners (“International Wire Services Providers”). You acknowledge that you are not establishing a direct contractual or banking relationship with any International Wire Services Provider. Transfers are governed by this Agreement and the applicable agreements of our Banking Providers. ### 9.2. Instructions and Security You must submit International Wire Transfers (“Wire Instructions”) through your Account in compliance with our Security Procedures. You are solely responsible for the accuracy of all beneficiary information. We are not obligated to review your instructions for errors and may process a transfer based solely on the account or identifying number provided, even if the name is inconsistent. ### 9.3. Processing, Funds, and Limits - **Payment Orders:** Your accepted Wire Instruction constitutes a Payment Order and may be executed using electronic transfer facilities, including the SWIFT messaging network. - **Funds Hold:** When we accept a Wire Instruction, you authorize us to place a hold on the Wire Instruction Amount in your Deposit or Savings Account, pending transfer to the International Wire Services Provider. We will not process a transfer without sufficient funds. - **Acceptance:** Transfers are subject to the applicable International Wire Services Provider's cutoff times and pre-established transaction Limits (e.g., maximum amount or quantity), which we may modify at our sole discretion. We and our providers may reject or delay any instruction that violates laws, presents undue risk, or is inaccurate. ### 9.4. Cancellation and Liability You have no right to cancel or amend a Wire Instruction after it has been accepted by us or the International Wire Services Provider. If you request cancellation, we may attempt to act on it in our sole discretion, but we will have no liability for any inability to complete the cancellation or amendment. You agree to indemnify us and the International Wire Services Provider for all costs incurred attempting to act on your request. ### 9.5. Funds Custody and Sweeps Settlement Funds for your transfers are held in Clearing Accounts at our International Wire Services Providers. You appoint Lemma as your agent to sweep these Settlement Funds to accounts at other depository institutions (“Sweep Network Institutions”). You acknowledge that you have no direct relationship with the Sweep Network Institutions. ### 9.6. Consumer Disclosures (Regulation E) If you use these Services for personal, family, or household purposes (i.e., you are a “consumer”), Regulation E (12 CFR Part 1005) applies, and you have the right to receive disclosures, dispute errors within 180 days of the transfer date, and cancel a transfer for a full refund within 30 minutes of authorizing it (provided the funds have not yet been picked up or deposited). For business users, this section does not apply. ### 9.7. Warranties and Monitoring You represent and warrant that all Wire Instructions comply with this Agreement and applicable laws, and that all Customer Information is accurate. We, or our International Wire Services Providers, may request documentation to verify your access and use of the Services to demonstrate compliance. ## 10. No Money Transmission Lemma does not act as a money transmitter or transfer monetary value on your behalf. We do not accept funds from you to send to a third party. All movement of funds is conducted through our partner banks or other regulated financial institutions, not by Lemma acting as an intermediary. ## 11. Warranties and Indemnification You hereby affirm, guarantee, and promise that: - You possess or have the necessary licenses, rights, consents, and permissions for all trademark, trade secret, copyright, or other proprietary, privacy, and publicity rights in your User Content and any works incorporated into your User Content, and all rights needed to grant the licenses and permissions provided herein. - Use of your User Content in the manner described in this Agreement will not violate or infringe upon the Intellectual Property, privacy, publicity, contractual, or other rights of any third party. You agree to defend, indemnify, and hold harmless Lemma and its subsidiaries, agents, licensors, managers, and other affiliated companies, along with their employees, contractors, agents, officers and directors, our Banking Providers, and our third-party service providers, from any and all third-party claims, damages, liabilities, losses, costs, or debts, and expenses (including attorney's fees) arising from, related to, or resulting from: - Your access to and use of the Services, including any transmitted or received data or content. - Your violation of any term of this Agreement, including a breach of the warranties above. - Your violation of any third-party right, including privacy or Intellectual Property Rights. - Your violation of any applicable law, rule, or regulation. - Your intentional misconduct. - Any other party's access and use of the Services with your unique login credentials or security mechanism. ## 12. Disclaimer of Warranty The Services, including Beta Services, are provided “as is” and “as available.” You use the Services at your own risk. To the fullest extent permitted by law, the Services are provided without any warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Any information or advice, oral or written, obtained from Lemma or through the Services will not create any warranty not expressly stated in this Agreement. Lemma does not offer legal, tax, or accounting advice. You should consult your own professional advisor for decisions related to these matters. Without limiting the foregoing, Lemma, its subsidiaries, affiliates, and licensors do not guarantee that: the information provided through the Services is accurate, reliable, or correct; the Services will meet your requirements; the Services will be available at any specific time or location, uninterrupted, or secure; any defects or errors will be corrected; or the Services are free of viruses or other harmful components. Any content downloaded or otherwise obtained through the Services is done at your own risk, and you are solely responsible for any resulting damage to your computer system or mobile device or loss of data. Lemma does not warrant, endorse, guarantee, or assume responsibility for any product or service offered or advertised by a third party through the Services or any linked website or service, and Lemma will not be a party to or monitor any transaction between you and third-party providers of products or Services. ## 13. Liability Limitation To the maximum extent permitted by applicable law, in no event will Lemma, its affiliates, agents, directors, employees, suppliers, or licensors be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages, including damages for loss of profits, goodwill, use, data, or other intangible losses, arising out of or related to the use of, or inability to use, the Services. Under no circumstances will Lemma be responsible for any damage, loss, or injury caused by hacking, tampering, or other unauthorized access or use of the Services or your Account or the information held within. To the fullest extent permitted by applicable law, Lemma assumes no liability or responsibility for: - Errors, inaccuracies, or mistakes in the content. - Personal injury or property damage resulting from your access to or use of our Services. - Any unauthorized access to or use of our secure servers and/or any personal information stored there. - Any interruption or cessation of transmission to or from the Services. - Any bugs, viruses, Trojan horses, or similar malicious software that may be transmitted to or through our Services by any third party. - Any errors or omissions in any content or for any damage or loss incurred due to the use of any content made available through the Services. - User Content or the illegal, offensive, or defamatory conduct of any third party. In no event will Lemma, its affiliates, agents, directors, employees, suppliers, or licensors be liable to you for any claims, proceedings, liabilities, obligations, damages, losses, or costs in an amount exceeding $1,000.00. This limitation of liability applies regardless of whether the alleged liability is based on contract, tort, negligence, strict liability, or any other legal basis, even if Lemma was advised of the possibility of such damage. This limitation will be applied to the maximum extent permitted by law in the relevant jurisdiction. ## 14. Term and Termination This Agreement becomes effective when you begin using our Services and remains in effect until terminated by you or us, or as specified in the Provider Account Agreements or elsewhere in this Agreement (the “Term”). You can terminate this Agreement by paying all amounts owed and notifying us; however, you will remain responsible for any charges, fees, fines, and losses resulting from your actions or inactions before termination. We may terminate this Agreement, or suspend your Account, at Lemma's discretion or as provided in the Provider Account Agreements. We will provide notice of termination or suspension as allowed by applicable law. ## 15. Amendments to this Agreement This Agreement is effective as of the last modified date indicated at the top. We may update this Agreement periodically. Any changes will be posted on the Site. By continuing to access the Services after we make changes to this Agreement, you are considered to have accepted those changes. Please review this Agreement regularly. ## 16. Governing Law, Arbitration, and Class Action/Jury Trial Waiver ### 16.1. Governing Law This Agreement is governed by the substantive internal laws of the state of California, without regard to its conflict of laws principles. This Agreement constitutes a transaction in interstate commerce, and therefore any arbitration conducted under this Agreement will be governed by the Federal Arbitration Act (9 U.S.C. §§ 1–16). You agree to the personal jurisdiction of the federal and state courts in San Francisco County, California, for any actions where we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misuse, or violation of our copyrights, trademarks, trade secrets, patents, or other Intellectual Property or proprietary rights, as detailed in the arbitration provision below, including any temporary relief needed to prevent irreparable harm. Subject to section 16.2, you agree that the federal or state courts in San Francisco County, California, are the appropriate venue for any appeals of an arbitration award or for trial court proceedings if the arbitration provision is found to be unenforceable. ### 16.2. Arbitration Please read this section carefully, as it mandates that the parties arbitrate their disputes and restricts how you can seek relief from Lemma. For any claim, dispute, or controversy with Lemma (a “Claim”), you agree to first contact us at contact@getlemma.com to try and resolve the dispute informally. If Lemma has not been able to resolve a dispute with you after sixty (60) days, the dispute will be finally and exclusively resolved by binding arbitration governed by the Federal Arbitration Act (“FAA”). The decision to elect arbitration, made at any time, is final and binding on the other party. Neither party has the right to litigate such a Claim in court or to have a jury trial, except that either party may pursue its Claim in its local small claims court, provided it is permitted by that court's rules and falls within its jurisdiction. Arbitration differs from court proceedings, and rights related to discovery and appeal may be limited in arbitration. All disputes will be resolved before a neutral arbitrator. ### 16.3. HIPAA Compliance You are liable for any disclosure of Protected Health Information (as defined under the Health Insurance Portability and Accountability Act of 1996, “HIPAA”) to Lemma when you provide access to Personal Data. If any Protected Health Information is created, received, maintained, or transmitted by you or on your behalf in connection with the Services, it is subject to the Business Associate Agreement (“BAA”) set forth at https://getlemma.com/business-associate-agreement, which is incorporated by reference herein. The BAA outlines the responsibilities of both parties in handling Protected Health Information and ensures compliance with HIPAA regulations. ## 17. Business Associate Agreement The Business Associate Agreement (the “BAA”) between you and Lemma, covering the use and disclosure of Protected Health Information under HIPAA, is set forth at https://getlemma.com/business-associate-agreement and is incorporated into and forms a part of this Agreement. If you are a Covered Entity or Business Associate under HIPAA and use the Services in connection with Protected Health Information, you agree to the terms of the BAA. ## 18. Payment Processing Services In addition to its core services offering, Lemma offers embedded payment processing services, which include credit card, debit card, ACH, and other payment processing services, as may be offered from time to time (collectively, the “Processing Services”). Your use of the Processing Services is governed by the Payment Processing Agreement available at https://getlemma.com/payment-processing-agreement, which is incorporated into and forms a part of this Agreement. For purposes of the Payment Processing Agreement, Lemma Technologies, Inc. is the “Platform” and you are the “Merchant”. By using the Processing Services, you agree to the Payment Processing Agreement, including the Rainforest Processing Terms and Conditions referenced therein.