Back Standard Services Schedule
Last Modified: 04 April 2025
This schedule describes the additional terms and conditions applicable to Customers who contract with Tipalti, Inc. and/or Tipalti Payments, Inc. If in conflict with any other part of the Agreement, this Schedule will control.
- Making Payments.
1.1 Linked Accounts. To fund a Tipalti Account, Customer must associate one or more Linked Accounts with its Tipalti Account(s). Customer shall provide to Tipalti all account numbers, owner identifications, and other information regarding each Linked Account reasonably requested. Tipalti may refuse to accept a payment into a Tipalti Account at any time if Tipalti believes accepting funding creates excessive regulatory, security, financial, or reputational risk. Customer represents and warrants that (1) it has the authority to provide all requested information regarding the Linked Account, and that any representative providing the information has the authority to provide it and to authorize debits directly from the Linked Account through the automated clearing house (“ACH Debit”), (2) it provides complete and accurate information regarding the Linked Account, and (3) it has the authority to authorize ACH Debits from the Linked Account for the purposes of this Agreement. Customer shall notify Tipalti promptly of any changes to information regarding the Linked Account.
1.2 Funding via Linked Account. (a) Customer hereby authorizes Tipalti to process an ACH Debit from the Linked Account to (1) test and verify ACH Debit setup, using one or more attempts to debit nominal amounts, (2) fund a Tipalti Account in accordance with Payment Instructions and Tipalti’s calculation of the amount needed to fund payments including amounts estimated for currency conversions and Fees, (3) pay any Fees owed to Tipalti pursuant to this Agreement, and (4) fund a Tipalti Account as otherwise agreed between the parties. Customer may cancel this authorization by calling Tipalti support or providing a notice of written cancellation which must be received by Tipalti at least three days prior to any scheduled ACH Debit.
(b) ACH Debit transfers may take up to three business days to process through the ACH network, and funds will not be available for Transactions until processing is complete. If an ACH Debit is returned to Customer for any reason, Customer remains liable for all amounts that Tipalti sent pursuant to the Payment Instructions and any associated penalties and fees. Customer authorizes Tipalti to resubmit a returned ACH Debit to the Linked Account.
(c) Customer shall comply with the NACHA Operating Rules. Tipalti may discontinue Customer’s usage of the ACH Debit method of funding a Tipalti Account at any time.
1.3 Funding via Linked Card. (a) Tipalti may permit Customer to fund a Tipalti Account via a credit or debit card approved by Tipalti (“Linked Card”). For each transaction that funds a Tipalti Account by Linked Card (“Card Funding Transaction”), this section 1.3 applies.
(b) Only Customers located in the United States may fund a Tipalti Account via a Card Funding Transaction. Any Card Funding Transaction initiated by a Customer that is not located in the United States may be delayed, reversed, or declined. Tipalti is not responsible for any losses arising out of any such delayed, reversed, or declined transaction.
(c) Customer shall pay a fee (“Card Funding Fee”) for each Card Funding Transaction. Tipalti will notify Customer of the Card Funding Fee associated with each Linked Card. The Card Funding Fee may vary between Linked Cards. Tipalti may change the Card Funding Fee associated with any Linked Card upon written notice to Customer.
(d) Linked Cards and Card Funding Transactions are subject to the existing terms for the Linked Card, including but not limited to any relevant credit or transaction limits, credit and interest terms, rewards programs, or other applicable terms set by the bank that issued the Linked Card to Customer (“Issuing Bank”). Tipalti is not responsible for any charges or fees charged to Customer by the Issuing Bank, including any fees charged to Customer in connection with a Card Funding Transaction.
(e) Customer may initiate a Card Funding Transaction by following instructions provided by Tipalti. Tipalti may consider any Card Funding Transaction initiated by Customer according to such instructions to have been duly authorized by Customer. Notwithstanding the foregoing, Tipalti may verify, by any commercially reasonable method, the validity of and Customer’s authority to use any Linked Card supplied by Customer. Funds from any Card Funding Transactions may not be accessible in the Tipalti Account until any such verification is complete.
(f) Tipalti may delay any Card Funding Transaction, or any further Transaction, or suspend or terminate Customer’s ability to fund its Tipalti Account via Linked Card, if: (1) Customer initiates a card payment dispute seeking to reverse, chargeback, or dispute any Card Funding Transaction (“Funding Transaction Dispute”); (2) Tipalti reasonably believes that allowing Customer to fund its Tipalti Account via Linked Card presents an unreasonable financial risk to Tipalti; (3) Customer attempts to fund a Tipalti Account using a card issued to any entity or person other than Customer, or any personal or non-commercial card; (4) Customer is located outside of the United States; or (5) Customer is in breach of the Agreement. If any Card Funding Transaction is reversed as a result of a Funding Transaction Dispute, Customer shall pay Tipalti the full amount of Funds that are subject to reversal, and any related fees or fines incurred by Tipalti (collectively, the “Reversed Funds”). Tipalti may charge the Reversed Funds to the Tipalti Account or otherwise obtain payment of the Reversed Funds by any other method authorized under this Agreement.
(g) Tipalti may limit the amount of any single Card Funding Transaction, or the aggregate total of Card Funding Transactions which may be processed in a specified period. Tipalti may also apply additional terms or restrictions to Card Funding Transactions by written notice to Customer.
1.4 Tipalti Account. Tipalti is not a bank and does not itself take deposits or provide deposit-taking services. When transferring Funds to the Tipalti Bank, Customer is intending that all Funds received into the Tipalti Bank are held by Tipalti in a custodial capacity in one or more virtually segregated accounts within an account established for the benefit of Tipalti’s customers. Tipalti does not pay any interest to Customer on the balance of any Tipalti Account. If Tipalti or the Tipalti Bank receives an order of any court or governmental or regulatory authority relating to Customer, or if Tipalti or the Tipalti Bank deems it advisable in order to comply with Applicable Law or considering that it could be in breach of any Applicable Laws relating to any Customer, Tipalti or the Tipalti Bank may freeze Funds or block transfer of Funds. Customer hereby appoints Tipalti as its agent with respect to Funds in its Tipalti Accounts.
1.5 Rejected or Returned Transactions. If a payment is rejected or returned by the Payee or the Payee’s bank or financial institution, or a correspondent bank or financial institution, then Tipalti may attempt the payment again, attempt payment using a different payment method, or return the funds to Customer’s Tipalti Account. Funds from rejected Transactions will be exchanged back to the currency it originated from by the Tipalti Bank at the then-applicable exchange rate. Customer is responsible for all costs associated with rejected or returned Transactions, including but not limited to penalties and conversion fees. Customer authorizes Tipalti to open and process any mail which is addressed to Customer at Tipalti’s address.
1.6 Single Sign-On. Customer may enable single sign-on (“SSO”) for Customer Users, wherein Customer shall use SSO authentication providers via a third-party application to manage login credentials to access the Services. If Customer enables SSO then (1) Customer is responsible for its SSO use and configuration and shall ensure that it and its SSO authentication provider uses two-factor authentication; (2) Tipalti is not required to provide two-factor authentication; and (3) Tipalti may, in its sole discretion and at any time without notice to Customer, discontinue the SSO configuration. - California Companies. If Customer is located in California, Tipalti Payments, Inc. will provide Customer with the Money Transmission Services, and Tipalti, Inc. will provide Customer with the Payment Processing Services. Tipalti, Inc. will receive all payments as agent for the Payee so long as Customer provides Tipalti, Inc. with Payment Instructions prior to Funds. In such a case, the receipt of Funds by Tipalti, Inc. will constitute payment to the Payee. If, on an exception basis, Customer sends Funds to Tipalti, Inc. prior to Payment Instructions, Tipalti, Inc., will instead act as agent for Tipalti Payments, Inc. and transfer the Funds to Tipalti Payments, Inc. to be held for Customer’s benefit and used for future Money Transmission Services provided to Customer by Tipalti Payments, Inc. This section does not apply to companies that are not located in California.
- FTC Renewal Disclosures. Unless otherwise agreed, if any Customer User continues to use or access the Services after the termination of this Agreement, this Agreement will automatically renew for 90 days from such termination.
