Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") govern access to and use of the ASK Pmt platform, websites, applications, mobile applications, beta programs, and related services (collectively, the "Services") provided by [COMPANY LEGAL NAME], doing business as ASK Pmt ("ASK Pmt," "we," "us," or "our"). By creating an account, clicking to accept these Terms, enrolling in a free trial or beta program, signing an order form, or accessing or using the Services, you agree to be bound by these Terms and the Privacy Policy. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization.

If you do not agree to these Terms, do not access or use the Services. Additional product, beta, enterprise, order-form, data-processing, or support terms may apply where expressly incorporated.

2. Eligibility and Authority

You must be at least 18 years old and legally capable of entering into a binding agreement. If you are an employee, agent, independent sales organization, processor, bank, software provider, or other representative using the Services for another entity, you represent and warrant that you have all authority necessary to act for that entity and to provide any merchant, client, employee, agent, or other third-party information submitted to the Services.

3. Description of Services

ASK Pmt provides software and decision-support tools for the payments industry. Depending on the plan and configuration, the Services may include AI-assisted statement analysis, residual calculations, savings and pricing analysis, Schedule A analysis, portfolio intelligence, attrition indicators, product and solution recommendations, proposal and ROI generation, customer relationship management (CRM), connected-system workflows, mobile document capture, reporting, and related functionality.

ASK Pmt is not a payment processor, merchant acquirer, acquiring bank, independent sales organization acting on your behalf, underwriter, law firm, accounting firm, tax advisor, or fiduciary. Unless expressly stated in a separate signed agreement, ASK Pmt does not approve merchants, set processor pricing, guarantee merchant acceptance, move funds, settle transactions, or make final underwriting, compliance, legal, tax, or business decisions for you.

5. Account Registration, Security, and Seats

You must provide accurate, complete, and current account information and keep it updated. You are responsible for maintaining the confidentiality of credentials and for all activity under your account. You must promptly notify us of suspected unauthorized access or credential compromise.

Accounts and paid seats are assigned to specific authorized users unless an order form states otherwise. You may not share credentials, permit multiple individuals to use one named seat, circumvent seat limits, or allow access by unauthorized persons. We may require role-based access, multi-factor authentication, or other controls for certain features or plans.

7. Aggregated and De-Identified Data

ASK Pmt may generate and use aggregated, statistical, or de-identified information derived from operation of the Services, provided that such information does not reasonably identify you, your organization, a merchant, or an individual. We may use such information for product analytics, security, fraud prevention, benchmarking at an aggregated level, service improvement, quality testing, and development of features, models, prompts, and workflows.

Where required by applicable law, ASK Pmt will maintain de-identified information in de-identified form, will not attempt to re-identify it except as permitted for testing privacy protections or as otherwise permitted by law, and will require recipients to comply with applicable restrictions on re-identification.

9. User Responsibilities

You are solely responsible for your use of the Services, your users, your business decisions, and all communications, proposals, representations, pricing, merchant onboarding activities, CRM changes, follow-up actions, and other actions you take based on or through the Services.

• Provide accurate, complete, and current Customer Data to the best of your knowledge.
• Use the Services in compliance with applicable laws, regulations, processor rules, card-network rules, contractual obligations, privacy requirements, and third-party rights.
• Maintain appropriate internal review, approval, reconciliation, and supervision procedures.
• Ensure that proposals, pricing, savings claims, equipment recommendations, and merchant communications are accurate, authorized, and appropriate before use.
• Do not represent any ASK Pmt Output as guaranteed, audited, processor-approved, bank-approved, legally authoritative, or certain to produce a particular result unless independently verified and actually authorized.

16. Acceptable Use and Competitive Restrictions

You may use the Services only for lawful internal business purposes within your authorized plan. You may not, except where a restriction is prohibited by law:

• Reverse engineer, decompile, disassemble, copy, modify, or attempt to discover source code, model weights, system prompts, security controls, or non-public architecture.
• Scrape, crawl, harvest, systematically extract, or create a competing dataset from the Services except through authorized APIs or exports.
• Use the Services, Outputs, documentation, or non-public performance data to train, fine-tune, evaluate, benchmark, or improve a competing AI model, software product, or service without written permission.
• Publish or disclose non-public benchmark, penetration-test, security, performance, or competitive-comparison results without written permission.
• Share credentials, circumvent account or seat limits, bypass usage controls, or enable access by unauthorized users.
• Use the Services to infringe rights, commit fraud, introduce malicious code, probe security without authorization, harass, discriminate unlawfully, or violate any law or contract.

17. Fees, Subscriptions, Additional Users, and Taxes

Paid plans, per-user charges, usage charges, implementation fees, and other amounts are stated at checkout or in an order form. Unless otherwise stated or required by law, fees are non-refundable and subscriptions renew automatically for successive periods of the same length until cancelled in accordance with the applicable cancellation procedure. [COUNSEL/PRODUCT TO CONFIRM: renewal term, cancellation deadline, proration policy, and any consumer/B2B auto-renewal requirements.]

ASK Pmt may change pricing for a future renewal period by providing advance notice consistent with applicable law and your agreement. Additional user seats may be billed when activated or trued-up based on the applicable plan or order form. Unless otherwise stated, added seats are prorated for the remainder of the then-current billing period and renew with the underlying subscription.

Amounts not paid when due may accrue interest at the lesser of 1.5% per month or the maximum lawful rate, plus reasonable collection costs, and we may suspend paid features for nonpayment after any legally required notice or cure period. You are responsible for applicable taxes other than taxes based on ASK Pmt net income.

Free trials and beta access may be time-limited, modified, or discontinued. Unless you affirmatively enroll in a paid plan or applicable law permits otherwise, ASK Pmt will not charge a payment method solely because a beta or free-trial period ends. [CONFIRM ACTUAL BILLING FLOW BEFORE PUBLICATION.]

18. Intellectual Property and Feedback

ASK Pmt and its licensors own all right, title, and interest in the Services, software, documentation, designs, trademarks, interfaces, models, prompts, algorithms, workflows, data structures, taxonomies, templates, and other technology and materials, excluding Customer Data and customer-owned Outputs as described in Section 8. Subject to these Terms, ASK Pmt grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to use the Services for your internal business purposes during your authorized access period.

If you provide feedback, suggestions, feature requests, ideas, or beta feedback, you grant ASK Pmt a perpetual, irrevocable, worldwide, royalty-free right to use that feedback without restriction or compensation, provided ASK Pmt does not publicly identify you as the source without permission.

[OPTIONAL - COUNSEL/COMMERCIAL TO CONFIRM] Unless you opt out in writing or an order form states otherwise, ASK Pmt may identify your organization by name and logo as a customer in ordinary customer lists and sales materials, subject to your trademark guidelines. Remove this sentence if publicity rights should be opt-in only.

19. Confidentiality

Each party may receive non-public business, technical, security, pricing, product, merchant, or other confidential information from the other party ("Confidential Information"). The receiving party will use Confidential Information only to perform or exercise rights under the relationship, protect it using at least reasonable care, and disclose it only to personnel, contractors, professional advisers, and service providers with a need to know and appropriate confidentiality obligations, or as required by law.

Confidential Information does not include information that the receiving party can document was lawfully known without restriction, independently developed without use of the disclosing party's Confidential Information, publicly available through no breach, or lawfully received from a third party without confidentiality duty.

20. Privacy and Data Processing

ASK Pmt will process personal information as described in the Privacy Policy and, where applicable, a Data Processing Addendum ("DPA"). Where a DPA applies and conflicts with these Terms regarding processing of personal information, the DPA controls for that conflict. You are responsible for determining whether you need a DPA or other privacy terms and for providing required notices and obtaining required consents from individuals whose data you submit.

21. Data Export, Retention, and Deletion

During an active subscription, available export features may allow you to retrieve certain Customer Data. After termination or expiration, ASK Pmt will make commercially reasonable efforts to permit an authorized administrator to retrieve available Customer Data for thirty (30) days, unless a different period is stated in an order form, legal requirement, or DPA. Export format will be the format then supported by the Services and may not include proprietary system metadata, models, derived features, or internal logs.

After the applicable retrieval period, ASK Pmt may delete or de-identify Customer Data in accordance with its retention policies, subject to backup cycles, security records, fraud prevention, legal holds, dispute preservation, tax/accounting requirements, and other lawful obligations. Data retained in backups may remain until overwritten in the ordinary backup cycle and will remain protected under applicable obligations while retained.

22. Service Availability, Changes, and Support

We aim to provide reliable Services but do not guarantee uninterrupted, timely, secure, or error-free operation. Maintenance, security incidents, internet failures, third-party dependencies, AI/model providers, processor changes, beta development, or other events may affect availability. We may modify, add, remove, suspend, or discontinue features, subject to any express commitments in an order form and applicable law.

Support channels, response targets, and service levels depend on the applicable plan or signed agreement. Statements about product roadmaps, future features, expected availability, or performance are not warranties or binding commitments unless expressly stated in a signed agreement.

27. Suspension and Termination

Either party may terminate for a material breach that remains uncured thirty (30) days after written notice, except that no cure period is required for breaches that are not reasonably curable, fraud, security threats, unlawful conduct, prohibited-data incidents, misuse likely to cause harm, or repeated breaches. We may suspend access immediately when reasonably necessary to protect the Services, merchants, customers, data, or third parties, or for nonpayment after any required notice.

You may cancel future renewals using the method specified in your account or order form. Except where required by law or expressly stated in an order form, termination for convenience does not entitle you to a refund of prepaid fees. If ASK Pmt terminates a paid subscription for convenience without cause, ASK Pmt will refund prepaid fees allocable to the unused portion of the terminated subscription period, unless an order form states otherwise.

Sections that by their nature should survive termination will survive, including Customer Data rights and obligations for retained data, ownership, confidentiality, payment obligations, review responsibilities, disclaimers, limitation of liability, indemnification, dispute provisions, and general terms.

28. Sanctions, Export Controls, and Restricted Parties

You may not use or permit use of the Services in violation of U.S. export-control, sanctions, anti-boycott, or trade laws. You represent that neither you nor, to your knowledge, any person for whom you intentionally use the Services is a person or entity with whom transactions are prohibited under applicable sanctions law. You will not use the Services to facilitate prohibited transactions or knowingly provide Services to sanctioned parties in violation of law.

29. No Third-Party Beneficiaries

These Terms are solely for the benefit of you and ASK Pmt and do not create contractual rights in any merchant, prospect, customer, employee, agent, processor, bank, card network, vendor, or other third party. No third party is an intended beneficiary of these Terms unless expressly identified in a signed agreement. This provision does not eliminate any independent rights or remedies a third party may have under applicable law.

30. Dispute Resolution and Governing Law

[COUNSEL TO CONFIRM BEFORE PUBLICATION] These Terms are governed by the laws of the State of [STATE], without regard to conflict-of-law principles. Any dispute not subject to an agreed arbitration provision will be brought exclusively in the state or federal courts located in [COUNTY, STATE], and each party consents to personal jurisdiction and venue there.

[OPTIONAL - COUNSEL TO DRAFT/CONFIRM] If ASK Pmt intends to require binding arbitration, a class-action waiver, jury-trial waiver, informal dispute process, or special small-claims procedure, those provisions should be inserted here and presented with any notices and consent mechanics required by applicable law.

31. Contractual Limitations Period

To the maximum extent permitted by law, any claim or cause of action arising out of or relating to the Services or these Terms must be filed within one (1) year after the claim accrued, or the claim is permanently barred. This contractual limitations period does not apply where applicable law prohibits shortening the otherwise applicable limitations period.

32. Force Majeure

Neither party will be liable for delay or failure to perform non-payment obligations caused by events beyond its reasonable control, including internet or telecommunications failures, cloud or infrastructure failures, third-party provider outages, labor disputes, utility failures, natural disasters, epidemics, war, terrorism, civil unrest, governmental actions, sanctions, supply-chain disruption, or widespread cyber incidents, provided the affected party uses commercially reasonable efforts to mitigate the effect.

33. Notices

ASK Pmt may provide operational, legal, billing, and account notices by email to the account administrator, in-product notice, or other reasonable electronic means. Legal notices to ASK Pmt must be sent to [LEGAL NOTICE EMAIL] and [LEGAL MAILING ADDRESS], unless a signed order form specifies another address. Notices are deemed received when delivered electronically without a bounce or rejection, or when confirmed delivered by nationally recognized courier or certified mail, subject to applicable law.

34. Electronic Communications and Signatures

You consent to receive agreements, disclosures, notices, records, and other communications electronically and agree that electronic acceptance, clicks, checkboxes, signatures, and records satisfy applicable writing and signature requirements to the extent permitted by law. You are responsible for maintaining a valid email address and equipment capable of accessing electronic records. [COUNSEL TO CONFIRM ANY REQUIRED E-SIGN DISCLOSURES FOR THE INTENDED CUSTOMER BASE.]

35. Order of Precedence

If there is a conflict among documents governing your use of the Services, the following order applies unless a signed document expressly states otherwise: (1) a signed enterprise agreement or order form that expressly overrides another document; (2) an applicable DPA solely with respect to processing of personal information; (3) product-specific or beta terms incorporated into the order form; (4) these Terms; and (5) the Privacy Policy. A purchase order or customer procurement document does not modify these Terms unless ASK Pmt expressly agrees in a signed writing.

36. Changes to Terms

We may update these Terms from time to time. For non-material changes, we may post the revised Terms and update the effective date. For material changes, we will provide additional notice and, where reasonably practicable or required by law, require affirmative re-acceptance through the Services or another verifiable method. Material changes will not retroactively reduce rights or increase obligations for an existing paid subscription period except where required by law, necessary for security or legal compliance, or expressly agreed.

37. General Provisions

These Terms and the documents incorporated under Section 35 constitute the applicable agreement regarding the Services. If any provision is held unenforceable, it will be enforced to the maximum lawful extent and the remaining provisions remain in effect. A waiver must be in writing and does not waive future enforcement. You may not assign these Terms without ASK Pmt written consent, except as part of an approved merger or sale of substantially all relevant assets; ASK Pmt may assign these Terms in connection with a corporate reorganization, financing, merger, acquisition, or sale of assets, subject to applicable law. Headings are for convenience only. The words "including" and "include" mean "including without limitation."

38. Contact Information

[COMPANY LEGAL NAME], d/b/a ASK Pmt

Legal and Compliance: [LEGAL/COMPLIANCE EMAIL]

Support: [SUPPORT EMAIL]

Mailing Address: [LEGAL MAILING ADDRESS]

Website: [ASK PMT WEBSITE]