📋 WagePress Client Signup Agreement

MMALI Financial Services LLC d/b/a WagePress

Effective Date: 07/08/2026   •   Last Updated: 07/08/2026

11011 Richmond Ave, Suite 711, Houston, TX 77042

IMPORTANT LEGAL NOTICE: This Agreement is a legally binding business-to-business contract between MMALI Financial Services LLC, doing business as WagePress, and the business, accounting firm, organization, or authorized representative that creates, administers, or uses a WagePress account.

By clicking "I Agree," creating an account, entering business, tax, payroll, employee, contractor, beneficial owner, or banking information, connecting Moov, QuickBooks, or another integration, approving payroll, or submitting any tax filing or payment instruction, Client accepts this Agreement and authorizes MMALI Financial Services LLC d/b/a WagePress and its service providers to act as described herein.

Version: 2.1   •   Payment / money movement partner: Moov Financial, Inc. and its financial institution partners

1. Parties, Acceptance, and Contract Formation

1.1. Parties. This Agreement is entered into by and between MMALI Financial Services LLC, a Texas limited liability company, doing business as WagePress ("WagePress," "Company," "we," "us," or "our"), and the business, organization, accounting firm, sole proprietor, or other legal entity that creates, administers, or uses a WagePress account ("Client," "you," or "your").

1.2. DBA and trade name disclosure. WagePress is a trade name, assumed name, brand name, trademark, and service mark used by MMALI Financial Services LLC. WagePress is not a separate legal entity. All rights, obligations, authorizations, consents, releases, limitations of liability, indemnities, payment obligations, and dispute resolution provisions under this Agreement are between Client and MMALI Financial Services LLC d/b/a WagePress.

1.3. Business use only. This Agreement is intended for business and professional use. Client represents that it is using the Services for business, payroll, HR, tax compliance, accounting, or workforce administration purposes, and not primarily for personal, family, or household purposes.

1.4. Acceptance by click, signature, and conduct. Client accepts this Agreement when Client clicks an acceptance checkbox, signs electronically, creates an account, enters or uploads Client Data, connects a bank account or integration, authorizes Moov or another payment service provider, approves payroll, submits a tax filing, pays an invoice, or otherwise accesses or uses the Services after being presented with this Agreement or a link to it.

1.5. Authority to bind Client. The person accepting this Agreement represents that he or she is an owner, officer, manager, employee, accountant, administrator, agent, or other authorized representative with full authority to bind Client and to provide payroll, tax, employee, contractor, beneficial ownership, and banking information. Client is responsible for all actions taken under its account.

1.6. Integrated agreement. This Agreement incorporates all order forms, subscription selections, product screens, invoices, acceptance records, schedules, exhibits, privacy notices, security policies, acceptable use policies, payment processor terms, Moov user terms, financial institution partner terms, and product-specific addenda that are linked to, accepted through, or incorporated into the WagePress platform.

1.7. Order of precedence. If there is a conflict, the following order controls: (a) an executed enterprise order form or written amendment signed by WagePress; (b) payment processor, Moov, financial institution, ACH, card network, or agency rules solely for the relevant money movement, payment, or filing function; (c) product-specific addenda; (d) this Agreement; and (e) online help text, marketing pages, or support communications.

2. Definitions

"Account" means the WagePress account, workspace, dashboard, API account, mobile account, or administrator profile associated with Client.

"Company" means MMALI Financial Services LLC, a Texas limited liability company, doing business as WagePress.

"ACH Rules" means the operating rules and guidelines of Nacha and applicable ACH operators, as amended.

"Authorized User" means any person invited, provisioned, or permitted by Client to access or use the Services, including administrators, accountants, employees, contractors, and agents.

"Client Data" means all information submitted, imported, generated, or made available by or for Client, including company information, tax IDs, payroll data, employee information, contractor information, time entries, bank account information, tax forms, agency notices, beneficial owner information, and integration data.

"FI Partners" means financial institutions, sponsor banks, payment processors, payment networks, card networks, ACH operators, and other financial service providers used by Moov, WagePress, or their service providers.

"Moov" means Moov Financial, Inc. and, as applicable, its affiliates, FI Partners, processors, and payment service providers that enable payments, ACH, card processing, funds transfers, account verification, risk review, fraud monitoring, and related money movement functionality.

"Services" means the WagePress platform and related services, modules, APIs, dashboards, mobile applications, payroll processing tools, tax filing tools, time tracking tools, employee self-service tools, AI-powered features, integrations, and support services selected by Client.

"Tax Agency" means the IRS, state revenue agencies, state workforce agencies, unemployment agencies, local tax agencies, and other governmental or quasi-governmental agencies.

"Tax Information" means tax IDs, tax classifications, wage and payment information, employee and contractor data, withholding information, payroll tax records, Forms W-2, W-3, 940, 941, 1099, state and local returns, and related filing data.

"Transaction" means any ACH debit or credit, direct deposit, card charge, refund, reversal, return, tax payment, payroll funding debit, account verification transaction, subscription payment, fee debit, or other money movement activity initiated through or in connection with the Services.

3. Services, Order Forms, and Modules

3.1. Platform scope. WagePress provides a software-as-a-service platform designed to help businesses manage payroll, payroll tax calculations, payroll tax filing workflows, direct deposit, time tracking, employee self-service, 1099 and W-2 information return workflows, accounting integrations, APIs, reporting, and related business administration functions.

3.2. Selected modules. Client may use only the modules enabled for its account, plan, subscription, invoice, or order form. Available features may include Payroll Management, Payroll Taxes, Direct Deposit, Time Tracking, Employee Self-Service, W-2 and 1099 E-Filing, QuickBooks integration, API access, AI-powered features, reporting, and multi-state payroll support.

3.3. No PEO or employer-of-record services. WagePress is not a professional employer organization, employee leasing company, employer of record, co-employer, staffing agency, insurance broker, benefits fiduciary, law firm, accounting firm, or tax advisory firm unless a separate written agreement expressly states otherwise. Client remains the sole employer, payer, withholding agent, filer, sponsor, plan administrator, and responsible party for its employees, contractors, workers, recipients, payroll, tax obligations, and employment decisions.

3.4. No custody or banking services by WagePress. WagePress is not a bank and does not itself provide deposit accounts, money transmission, stored value, lending, trust, insurance, investment, or custodial services. Payment, ACH, card, bank account verification, and funds transfer functions may be provided by Moov, FI Partners, and other third-party providers subject to their rules and approvals.

3.5. Supported jurisdictions and forms. WagePress may support federal, state, local, and information return workflows only for jurisdictions, forms, and features listed in the platform at the time of use. Unsupported jurisdictions, retroactive corrections, prior provider amendments, specialized industries, local taxes, fringe benefits, garnishments, and complex filings may require manual handling, separate services, or professional advisors.

4. Business Account, Authority, and User Administration

4.1. Account creation. Client shall provide accurate account registration information, maintain current account details, and promptly update legal name, DBA, EIN, address, state registrations, bank accounts, beneficial ownership information, authorized signers, administrators, payroll contacts, tax contacts, and billing contacts.

4.2. Authorized Users. Client controls who may access the Account. Client is responsible for assigning appropriate roles, permissions, and access levels; removing users who are no longer authorized; monitoring user activity; and ensuring that each Authorized User complies with this Agreement.

4.3. Accountant and administrator access. If Client grants access to an accountant, payroll administrator, bookkeeper, consultant, or other third party, Client authorizes WagePress to follow instructions received from that person within the permissions assigned. Client remains responsible for the acts and omissions of such third parties.

4.4. Identity verification. WagePress, Moov, FI Partners, and service providers may require identity verification, business verification, beneficial ownership information, tax documentation, bank documentation, and other due diligence. WagePress may refuse, delay, restrict, or terminate access if verification is incomplete, inaccurate, suspicious, prohibited, or not approved by WagePress, Moov, an FI Partner, or a regulator.

4.5. Account credentials. Client shall maintain strong passwords, multi-factor authentication where available, secure devices, and secure email accounts. WagePress is entitled to rely on instructions submitted through authenticated sessions and is not liable for unauthorized activity caused by Client credential compromise, shared logins, malware, phishing, social engineering, or failure to manage permissions.

5. Client Information, Onboarding Data, and Accuracy Obligations

5.1. Required information. Before using payroll, tax filing, direct deposit, or information return services, Client must provide all required company, payroll, employee, contractor, tax, state, banking, beneficial owner, and authorization information requested by WagePress, Moov, FI Partners, or Tax Agencies. Required information may be collected through encrypted signup screens, imported files, integrations, APIs, forms, or support-assisted onboarding.

5.2. Accuracy is Client responsibility. Client is solely responsible for the accuracy, completeness, legality, and timeliness of all Client Data, including names, addresses, Social Security numbers, EINs, ITINs, account numbers, routing numbers, wage rates, hours, deductions, reimbursements, benefits, tax classifications, filing statuses, tax IDs, state account numbers, unemployment rates, contractor classifications, recipient data, and filing selections.

5.3. Prior payroll and year-to-date balances. Client is responsible for providing complete and accurate prior payroll history, year-to-date wages, deductions, benefits, taxes, employer liabilities, employee balances, tax deposits, agency notices, and prior provider records before WagePress processes payroll or filings. WagePress may rely on Client-provided year-to-date and prior provider data without independent audit.

5.4. Review and approval. Client must review payroll previews, tax previews, imported data, forms, filings, recipient statements, and reports before approval or submission. Client approval, submission, or failure to object before applicable deadlines constitutes authorization to process the item as displayed or imported.

5.5. Errors and corrections. Client shall promptly notify WagePress of any error, omission, unauthorized instruction, incorrect bank information, incorrect payee information, incorrect tax data, rejected filing, agency notice, or suspected fraud. WagePress may assist with corrections, amendments, reversals, and support requests, but Client remains responsible for resulting wages, taxes, penalties, interest, agency assessments, bank fees, returns, and third-party charges except to the extent caused by WagePress gross negligence or willful misconduct.

6. Beneficial Ownership, KYB, Sanctions, and Underwriting

6.1. Business verification. Client authorizes WagePress, Moov, FI Partners, and their service providers to collect, verify, store, screen, and refresh company information, principal information, beneficial owner information, control person information, tax IDs, business documents, government IDs, bank information, sanctions screening data, device data, IP addresses, and transaction data for onboarding, underwriting, fraud prevention, AML, sanctions, risk, payment processing, and compliance purposes.

6.2. Beneficial ownership certification. Client represents that beneficial ownership and control person information submitted through WagePress or Moov is true, complete, and current. Client shall promptly update any change in ownership, control, business type, bank account, tax status, or risk profile.

6.3. Sanctions and prohibited parties. Client represents that neither Client nor any owner, officer, director, control person, beneficiary, employee, payee, contractor, or recipient submitted for payment is located in, organized under the laws of, ordinarily resident in, or acting on behalf of any jurisdiction or person subject to sanctions or restrictions that would prohibit the Services.

6.4. Underwriting decisions. WagePress, Moov, and FI Partners may approve, deny, limit, monitor, delay, reverse, or terminate Transactions or money movement functionality based on underwriting, compliance, risk, fraud, or legal requirements. WagePress is not liable for losses caused by denial, delay, limits, holds, returns, reversals, or termination imposed by Moov, an FI Partner, a payment network, or law.

7. Moov, Banking, ACH, Card, and Money Movement Authorization

7.1. Moov as payment and money movement provider. Client acknowledges that WagePress may use Moov and FI Partners to enable account verification, ACH debits and credits, direct deposit, card payments, payroll funding debits, tax payment funding, service fee payments, refunds, reversals, returns, risk review, fraud monitoring, and related money movement functionality. Client authorizes WagePress to transmit Client Data and Transaction instructions to Moov, FI Partners, payment networks, and service providers as needed to provide the Services.

7.2. Moov terms and FI Partner terms. Client agrees to comply with all applicable Moov terms, FI Partner terms, ACH Rules, card network rules, payment network rules, bank requirements, risk requirements, and transaction limits. If Moov or an FI Partner requires Client or its Authorized Users to accept separate user terms, complete onboarding, provide documentation, or update information, Client must do so before using affected money movement features.

7.3. ACH debit and credit authorization. Client authorizes WagePress, Moov, FI Partners, and their processors to initiate ACH debits, ACH credits, account verification entries, reversals, corrections, reinitiations, offsets, and adjustments to and from each bank account, card, or payment method provided by Client for payroll funding, employee direct deposits, contractor payments, tax payments, subscription fees, filing fees, implementation fees, returned item fees, correction fees, chargeback recovery, negative balances, refunds, and other amounts owed under this Agreement.

7.4. Bank account representations. Client represents that each bank account provided is a business account owned by Client or otherwise validly authorized for use by Client; that the signer has authority to authorize debits and credits; that the account is not subject to restrictions that prohibit the Transactions; and that Client will maintain sufficient collected funds to cover all approved payroll, tax, fee, and adjustment debits.

7.5. Funding deadlines and insufficient funds. Client must approve payroll and maintain available funds by the deadlines displayed in the platform or communicated by WagePress. If funds are unavailable, delayed, returned, disputed, reversed, frozen, or subject to a bank hold, WagePress may delay or cancel payroll, tax payments, filings, direct deposits, or services. Client remains responsible for wages, tax deposits, penalties, interest, employee claims, returned item fees, overdraft fees, and collection costs resulting from funding failure or late approval.

7.6. Reversals, corrections, and returns. Client authorizes WagePress, Moov, and FI Partners to initiate correcting entries, reversals, returns, offsets, debit reattempts, and related account adjustments to correct errors, recover overpayments, resolve duplicate entries, address rejected payments, recover fees, or comply with ACH Rules or payment network rules. Client shall cooperate promptly in recovering mistaken or unauthorized payments.

7.7. No guarantee of payment completion. A displayed, pending, submitted, processed, or completed status does not guarantee that funds have finally settled, cannot be returned, or will not be reversed. Transactions may be delayed, rejected, returned, reversed, frozen, offset, or investigated by Moov, FI Partners, banks, payment networks, Tax Agencies, or law enforcement.

7.8. Card payments and chargebacks. If Client pays fees or funds services by card, Client authorizes WagePress and its payment processors to charge the card and process credits, refunds, and adjustments. Client shall not initiate chargebacks for valid fees or authorized Transactions without first contacting WagePress. Improper chargebacks are a material breach and Client is responsible for chargeback fees, collection costs, and unpaid amounts.

7.9. Third-party provider risk. WagePress is not responsible for Moov, FI Partner, payment network, bank, ACH operator, card network, or third-party service interruptions, risk holds, compliance decisions, declines, limits, returned items, reversals, settlement delays, account freezes, or data requests, except to the extent directly caused by WagePress gross negligence or willful misconduct.

8. Payroll Processing Terms

8.1. Client remains employer. Client is the sole employer and is exclusively responsible for hiring, firing, supervision, classification, compensation, work schedules, work locations, wage and hour compliance, overtime compliance, leave laws, benefits eligibility, reimbursements, deductions, garnishments, workers compensation, unemployment insurance, employment policies, employee notices, employment records, and all other employer obligations.

8.2. Payroll instructions. Client authorizes WagePress to calculate and process payroll based on Client Data, approved payroll runs, pay schedules, rates, hours, salaries, commissions, bonuses, reimbursements, deductions, garnishments, benefits, tax settings, and other instructions submitted by Client or its Authorized Users.

8.3. Cutoff times. Client must approve payroll by the required cutoff time and satisfy all funding, verification, and risk requirements. WagePress may reject or delay payroll that is incomplete, inconsistent, suspicious, late, unsupported, unfunded, outside risk limits, or not approved by required deadlines.

8.4. Gross-to-net calculations. WagePress may calculate gross pay, taxable wages, deductions, benefits, employee taxes, employer taxes, net pay, and related amounts using formulas, tables, settings, agency information, and Client Data. Client must verify outputs. WagePress is not responsible for errors caused by inaccurate Client Data, incorrect setup, missing prior payroll, unsupported benefits, incorrect classifications, outdated agency rates, or Client failure to review payroll before approval.

8.5. Deductions and garnishments. Client is responsible for determining whether deductions, benefits, reimbursements, tips, commissions, bonuses, fringe benefits, garnishments, child support, levies, loans, repayments, and other payroll items are lawful, properly authorized, and correctly configured. WagePress may process such items only as configured or instructed by Client.

8.6. Payroll records. Client shall retain all employment, payroll, tax, wage and hour, authorization, direct deposit, deduction, and benefit records required by law. WagePress records are not a substitute for Client statutory recordkeeping obligations.

9. Direct Deposit, Employee Payments, and Pay Methods

9.1. Employee and contractor payment authorization. Client authorizes WagePress, Moov, and FI Partners to initiate credits, debits, corrections, reversals, returns, and related payment entries to employee, contractor, and payee accounts based on Client-approved payroll or payment instructions.

9.2. Employee direct deposit consents. Client is solely responsible for obtaining and retaining valid direct deposit authorizations, pay card authorizations, electronic paystub consents, deduction authorizations, wage statements, and any other employee or contractor consents required by law before submitting payment instructions.

9.3. Payment timing. Estimated payroll delivery dates are not guarantees. Payment timing depends on Client approval, funding, bank processing, Moov, FI Partners, ACH operators, card networks, weekends, holidays, risk review, tax agency systems, and payee bank availability.

9.4. Incorrect payee information. Client is responsible for verifying payee names, bank accounts, routing numbers, payment methods, and pay amounts. WagePress may assist with returns or reversals, but cannot guarantee recovery of funds sent based on Client-provided incorrect information.

9.5. Manual checks and off-platform payments. If Client issues manual checks or makes off-platform payments, Client is responsible for tracking, reporting, reconciling, funding, and depositing related taxes and ensuring that WagePress records are updated accurately.

10. Payroll Taxes, Tax Payments, and Agency Filings

10.1. Client taxpayer responsibility. Client is the employer, taxpayer, withholding agent, depositor, filer, and responsible party for all payroll taxes and employment tax obligations. WagePress may facilitate calculations, tax payments, filings, and reports, but Client remains legally responsible for accuracy, timeliness, registration, deposits, filings, notices, penalties, interest, assessments, and compliance.

10.2. Tax registrations and agency accounts. Client must register with required federal, state, and local agencies, obtain employer account numbers, unemployment account numbers, withholding account numbers, local tax IDs, and e-services credentials, and provide accurate tax rates and filing frequencies. WagePress may not be able to process payroll or file taxes until required agency accounts and authorizations are complete.

10.3. Authorizations and powers of attorney. Client authorizes WagePress to prepare, transmit, sign, submit, and communicate regarding payroll tax returns, deposits, payments, and notices only to the extent permitted by law and by Client-executed forms, online authorizations, reporting agent authorizations, state authorizations, powers of attorney, third-party administrator authorizations, or similar agency permissions. Client shall execute IRS Form 8655, state reporting agent forms, powers of attorney, or other agency documents when required.

10.4. Tax payment funding. Client authorizes WagePress, Moov, and FI Partners to debit Client bank accounts for payroll tax liabilities, employer liabilities, employee withholding, unemployment contributions, filing fees, penalty payments requested by Client, and related amounts. A tax payment is not considered made until funds clear and the applicable Tax Agency accepts or records the payment.

10.5. Agency notices. Client must promptly provide WagePress with any Tax Agency notice, rate notice, assessment, deposit schedule change, filing frequency change, discrepancy notice, penalty notice, registration notice, or inquiry. WagePress is not responsible for notices not received by WagePress or not uploaded by Client.

10.6. Penalties and interest. Client is responsible for penalties, interest, assessments, late fees, and agency charges arising from inaccurate Client Data, late approvals, insufficient funds, rejected payments, agency registration issues, missing authorizations, prior provider errors, unsupported jurisdictions, Client failure to review, Client failure to forward notices, or Client failure to comply with law. WagePress is responsible only for penalties directly and solely caused by WagePress gross negligence or willful misconduct, subject to the limitation of liability in this Agreement.

10.7. State and local limitations. State, local, and territorial laws change frequently. Client remains responsible for determining where it has employees, contractors, taxable wages, withholding obligations, unemployment obligations, local tax obligations, nexus, registrations, and reporting requirements. Participation in combined federal/state programs or automated workflows does not eliminate Client independent state, local, or territorial obligations.

11. W-2, W-3, 1099, and Other Information Returns

11.1. Information return services. WagePress may support preparation, generation, correction, distribution, and electronic filing of Forms W-2, W-3, 1099-NEC, 1099-MISC, 1099-INT, 1099-DIV, and other supported information returns. Client remains the issuer, filer, payer, employer, withholding agent, and responsible party.

11.2. 1099 e-filing authorization. Client authorizes WagePress to act as a technical transmitter, software provider, and/or filing facilitator for supported 1099 information returns through IRS IRIS A2A, IRS IRIS portal methods, FIRE, state channels, mail vendors, or other supported electronic filing and delivery methods, as applicable. WagePress does not determine whether a payment is reportable, whether a recipient is properly classified, or which box, amount, code, or form applies.

11.3. Recipient data and backup withholding. Client is solely responsible for collecting Forms W-9 or other tax documentation, validating recipient names and TINs, determining exempt status, determining backup withholding obligations, withholding and depositing backup withholding, selecting proper forms and boxes, and furnishing recipient copies by applicable deadlines.

11.4. W-2 and employee statements. Client is responsible for accurate employee names, SSNs, addresses, wage amounts, tax withholding, retirement plan indicators, third-party sick pay, fringe benefits, state and local wages, and other required W-2 data. WagePress may generate or transmit forms based on Client Data but does not audit employment tax treatment.

11.5. Electronic delivery. If Client elects electronic delivery of recipient copies, paystubs, W-2s, or 1099s, Client is responsible for obtaining and retaining any required recipient consent, providing required notices, offering paper copies where required, and ensuring delivery information is accurate.

11.6. Accepted status. An "Accepted," "Submitted," "Filed," "Delivered," or similar platform status means only that a file, form, or record reached a certain technical or agency workflow stage. It does not guarantee legal sufficiency, accuracy, no penalty, no audit, no future correction, no duplicate filing, no state acceptance, or final agency approval.

11.7. Corrections and amendments. Client is responsible for reviewing forms before filing and requesting corrections promptly. Additional fees may apply for corrections, amendments, replacement recipient copies, re-filings, agency responses, mail returns, or late submissions.

12. Time Tracking, HR Tools, Employee Self-Service, and Mobile App

12.1. Time tracking. Time tracking features are tools for recording, importing, editing, approving, and reporting time data. Client is responsible for wage and hour compliance, rounding rules, overtime, meal and rest breaks, off-the-clock work, remote work, location tracking disclosures, manager approvals, employee notices, and correcting time records before payroll approval.

12.2. HR tools. HR, onboarding, document storage, employee profile, PTO, benefits, and compliance features are administrative tools only. WagePress does not provide legal advice, HR consulting, benefits brokerage, plan administration, ERISA fiduciary services, workers compensation insurance, or employment law compliance advice unless expressly stated in a separate signed agreement.

12.3. Employee self-service. Client may invite employees, contractors, and recipients to access self-service features. Such users are not parties to this Business Client Agreement unless they separately accept individual portal terms, but Client is responsible for data, access, notices, consents, and legal obligations relating to those users.

12.4. Mobile application. Mobile features may vary by device, operating system, app store, location, security settings, and permissions. Client and Authorized Users are responsible for protecting mobile devices, enabling security controls, and complying with employer notice requirements for any location, biometric, camera, notification, or device-based functionality.

13. Accountants, Multi-Client Accounts, and Third-Party Administrators

13.1. Accountant authority. If an accountant, CPA firm, enrolled agent, bookkeeper, payroll bureau, or other professional uses WagePress on behalf of one or more clients, that professional represents that it has full written authority from each represented client to access data, provide information, submit filings, authorize payments, connect integrations, invite users, and bind the represented client to applicable terms.

13.2. Client responsibility for agents. A Client that grants access to a third-party professional is responsible for the actions of that professional within the account. A professional that uses WagePress for multiple clients is responsible for maintaining client confidentiality, preventing cross-client data exposure, using correct client workspaces, and ensuring each client has accepted required terms and authorizations.

13.3. No reliance on accountant status. WagePress is entitled to rely on certifications, approvals, and instructions from account administrators and assigned professionals without verifying separate engagement letters, POAs, board approvals, or client instructions, unless required by law or specifically requested by WagePress.

14. QuickBooks, Accounting Integrations, APIs, and Data Imports

14.1. Integration authorization. Client authorizes WagePress to connect to, access, import from, export to, and synchronize with QuickBooks Desktop, QuickBooks Online, accounting systems, time systems, HR systems, banking systems, API clients, and other third-party platforms selected by Client or its Authorized Users.

14.2. QuickBooks Desktop connector. If Client uses a desktop connector, web connector, local sync application, or similar bridge, Client authorizes the connector to access local accounting files, vendor data, payment data, chart of accounts, company data, and 1099 mapping data, and to transmit such data to WagePress through encrypted connections. Client is responsible for installing, maintaining, authorizing, and securing the connector and local computer environment.

14.3. Imported data review. Client must review all imported, mapped, transformed, or synchronized data before using it for payroll, tax, payment, reporting, or filing purposes. WagePress is not responsible for errors caused by incorrect mappings, stale data, duplicate records, third-party API limitations, local file corruption, permission changes, unsupported fields, or Client failure to review imported data.

14.4. API use. API credentials, keys, tokens, and webhooks are confidential. Client shall comply with API documentation, rate limits, security requirements, and acceptable use restrictions. WagePress may throttle, suspend, rotate, or revoke API access to protect security, availability, compliance, or platform integrity.

14.5. Third-party platforms. WagePress does not control third-party platforms and is not responsible for their availability, accuracy, security, data handling, changes, pricing, outages, or terms. Client's use of third-party platforms remains subject to the separate terms of those providers.

15. AI-Powered Features and Automated Calculations

15.1. AI features. WagePress may provide AI-powered assistance, automated calculations, document extraction, data validation prompts, anomaly detection, suggested mappings, payroll support responses, tax workflow guidance, and other machine-assisted outputs. AI features are tools to assist Client and do not replace professional judgment, legal review, tax advice, accounting advice, HR advice, or Client review.

15.2. No reliance without review. Client shall independently review AI outputs, calculations, recommendations, summaries, classifications, imported data, and suggested corrections before relying on them. WagePress does not guarantee that AI outputs are complete, accurate, current, legally sufficient, or appropriate for Client's facts.

15.3. Data use for AI operations. WagePress may process Client Data through AI systems, automation tools, validation models, and service providers to provide, secure, troubleshoot, and improve the Services, subject to confidentiality, privacy, and data processing commitments. WagePress will not intentionally use Client Data to publicly disclose Client confidential information.

15.4. Human override. Client remains responsible for final decisions regarding payroll, tax, HR, payments, filing, classification, and compliance, even if a WagePress workflow, AI feature, automated table, or support response suggests a course of action.

16. Privacy, Data Processing, Confidentiality, and Data Sharing

16.1. Authorization to process data. Client authorizes WagePress to collect, receive, use, store, process, transmit, disclose, and retain Client Data, Tax Information, personal information, financial information, payroll information, employee information, contractor information, beneficial owner information, bank information, and Transaction data to provide, secure, support, maintain, improve, and enforce the Services, comply with law, process Transactions, prevent fraud, and fulfill Tax Agency and payment network requirements.

16.2. Service provider sharing. Client authorizes WagePress to share Client Data with Moov, FI Partners, banks, ACH operators, card networks, Tax Agencies, payroll processors, cloud providers, hosting providers, identity verification providers, fraud prevention providers, mailing vendors, e-signature providers, support vendors, analytics providers, auditors, legal advisors, professional advisors, and other service providers as reasonably necessary to provide and protect the Services or comply with law.

16.3. Client privacy obligations. Client represents that it has provided all required notices and obtained all required consents from employees, contractors, recipients, owners, officers, administrators, and other individuals whose personal information is submitted to WagePress, including consents for payroll processing, direct deposit, tax reporting, electronic delivery, integrations, data sharing with Moov and FI Partners, and cross-system synchronization.

16.4. Confidentiality. Each party shall protect the other party's non-public confidential information using reasonable care and shall use it only for purposes permitted by this Agreement. Confidential information does not include information that is public, independently developed without use of confidential information, lawfully received from a third party, or required to be disclosed by law.

16.5. No sale of payroll data. WagePress will not sell Client payroll, employee, contractor, tax, or bank information in the ordinary sense of exchanging it for money to an unrelated third party for independent third-party marketing purposes. WagePress may share information with service providers, processors, affiliates, and partners as described in this Agreement and the applicable Privacy Policy.

16.6. Legal requests. WagePress may disclose Client Data in response to subpoenas, court orders, Tax Agency requests, law enforcement requests, regulatory inquiries, audits, bank requests, payment network inquiries, fraud investigations, or as otherwise required or permitted by law. Where legally permitted and practical, WagePress may notify Client of such requests.

16.7. Data retention. WagePress may retain Client Data for as long as reasonably necessary to provide the Services, comply with legal, tax, accounting, bank, payment network, fraud prevention, security, audit, backup, and dispute resolution obligations, and enforce this Agreement. Data deletion requests may be limited by legal, tax, payment, security, and backup retention requirements.

17. Information Security, Account Security, and Incident Response

17.1. Safeguards. WagePress will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Client Data against unauthorized access, disclosure, alteration, and destruction. No system is guaranteed to be error-free, uninterrupted, or immune from unauthorized access.

17.2. Client security obligations. Client shall use secure devices, secure networks, strong passwords, role-based access, multi-factor authentication where available, up-to-date software, secure email practices, and internal controls. Client shall not share credentials or allow unauthorized users to access the Account.

17.3. Security incidents. Client shall promptly notify WagePress of suspected unauthorized access, phishing, account compromise, bank account compromise, payroll fraud, fraudulent instructions, or data breach. WagePress may suspend access, disable credentials, block Transactions, require re-verification, or take other protective action.

17.4. Incident response. If WagePress determines that a security incident involving Client Data occurred, WagePress will investigate and provide notices as required by applicable law. Client is responsible for notices required due to Client systems, Client personnel, Client credentials, Client devices, Client integrations, or Client-selected third parties.

17.5. No regulated data not requested. Client shall not submit protected health information, consumer credit reports, biometric identifiers, payment card numbers outside approved fields, sensitive background check data, or other regulated data unless WagePress expressly supports that data type and has provided required supplemental terms.

18. Fees, Billing, Subscription Terms, Taxes, and Refunds

18.1. Fees. Client shall pay all subscription fees, payroll processing fees, direct deposit fees, tax filing fees, form filing fees, mailing fees, implementation fees, API fees, overage fees, correction fees, returned item fees, chargeback fees, third-party fees, and other amounts displayed in the platform, order form, invoice, pricing page, or applicable service schedule.

18.2. Billing authorization. Client authorizes WagePress and its payment processors, including Moov where applicable, to charge or debit Client's payment methods for all fees, taxes, reimbursements, returned items, negative balances, adjustments, and amounts due. Client shall keep billing information current and maintain sufficient funds.

18.3. Taxes on fees. Fees are exclusive of sales, use, excise, value-added, gross receipts, withholding, and similar taxes unless stated otherwise. Client is responsible for taxes associated with purchases or use of the Services, except taxes based on WagePress net income.

18.4. Subscription terms. Subscriptions renew automatically for the applicable billing period unless cancelled as permitted in the platform or order form. Cancellation stops future renewals but does not relieve Client from fees already incurred, payroll liabilities, tax liabilities, filing fees, payment obligations, or amounts owed.

18.5. Refunds. Except as required by law or expressly stated in a signed order form, fees are non-refundable once incurred. Filing, transmission, mailing, correction, onboarding, implementation, and transaction fees are earned when the applicable process is initiated, even if a Tax Agency, bank, Moov, FI Partner, payment network, employee, contractor, recipient, or Client later rejects, returns, reverses, amends, or cancels the item. WagePress may issue credits or refunds in its discretion for billing errors or service failures attributable to WagePress.

18.6. Collections. Past-due amounts may result in suspension, termination, late fees, recovery of collection costs, chargeback fees, and attorney fees. WagePress may offset amounts owed against refunds, credits, or amounts otherwise payable to Client to the extent permitted by law.

19. Compliance, Restrictions, and Prohibited Use

19.1. Legal compliance. Client shall comply with all applicable federal, state, local, territorial, employment, payroll, wage and hour, tax, privacy, data protection, money movement, sanctions, anti-money laundering, anti-bribery, recordkeeping, and electronic communications laws.

19.2. Prohibited use. Client shall not use the Services for unlawful, fraudulent, deceptive, abusive, high-risk, restricted, or prohibited activity; to transmit malware; to scrape or overload systems; to circumvent limits; to misrepresent identity; to submit false tax or banking information; to process payments for third parties without authorization; or to violate Moov, FI Partner, ACH, card network, or Tax Agency rules.

19.3. Worker classification. Client is solely responsible for worker classification, including employee versus independent contractor, exempt versus non-exempt, statutory employee, household employee, officer compensation, owner compensation, partner payments, contractor payments, and multi-state allocation. WagePress does not make classification decisions.

19.4. High-risk businesses. WagePress, Moov, or FI Partners may restrict or prohibit certain business types, transaction types, industries, jurisdictions, or payment patterns. Client shall not use the Services if its business or Transactions are prohibited by WagePress, Moov, FI Partners, payment network rules, or law.

19.5. Audit cooperation. Client shall cooperate with WagePress, Moov, FI Partners, Tax Agencies, and regulators in reviewing Transactions, investigating errors or fraud, responding to agency notices, conducting risk reviews, verifying information, and resolving disputes.

20. Service Availability, Support, Maintenance, and Changes

20.1. Availability. WagePress will use commercially reasonable efforts to make the Services available, but does not guarantee uninterrupted or error-free service. Services may be unavailable due to maintenance, updates, internet issues, hosting provider outages, Tax Agency systems, Moov, FI Partners, banks, payment networks, third-party integrations, force majeure events, or security incidents.

20.2. Support. Support is provided through the channels and hours made available by WagePress. Support communications are operational assistance and do not constitute legal, tax, accounting, financial, payroll compliance, HR, or employment law advice.

20.3. Changes to Services. WagePress may add, modify, suspend, discontinue, or limit features, forms, jurisdictions, integrations, plans, pricing, APIs, reports, workflows, and support channels. WagePress may make changes immediately when required for security, compliance, Tax Agency rules, Moov or FI Partner requirements, legal changes, or operational integrity.

20.4. Beta features. Beta, pilot, early access, test, sandbox, or experimental features are provided as-is, may change without notice, and should not be used for mission-critical payroll, payment, or tax compliance decisions unless expressly approved by WagePress.

20.5. Force majeure. WagePress is not liable for delay or failure caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, power failures, internet failures, cyberattacks, supply chain failures, governmental actions, Tax Agency outages, bank outages, Moov or FI Partner outages, payment network failures, or changes in law.

21. Intellectual Property, Feedback, and Client Data Rights

21.1. WagePress property. MMALI Financial Services LLC d/b/a WagePress and its licensors own all rights in the Services, software, code, APIs, workflows, designs, dashboards, reports, documentation, templates, AI models, algorithms, trademarks, service marks, logos, and platform technology. No rights are granted except the limited right to use the Services as permitted by this Agreement.

21.2. Client Data. As between the parties, Client retains ownership of Client Data, subject to the rights and licenses granted to WagePress to provide, secure, support, improve, and enforce the Services and comply with law.

21.3. License to process Client Data. Client grants WagePress a non-exclusive, worldwide, royalty-free license to host, process, transmit, display, reproduce, modify, format, analyze, and use Client Data as necessary to provide, secure, maintain, troubleshoot, improve, and enforce the Services and comply with this Agreement and law.

21.4. Feedback. Client grants WagePress a perpetual, irrevocable, worldwide, royalty-free right to use suggestions, feedback, enhancement requests, recommendations, or ideas without restriction or compensation, provided WagePress does not disclose Client confidential information in doing so.

21.5. Publicity. WagePress will not use Client's name or logo in public marketing without Client consent, except that WagePress may identify Client internally and to service providers as necessary to provide the Services.

21.6. Trademark notice. WagePress, the WagePress name, the WagePress logo, and related names, designs, product names, trade dress, trademarks, service marks, and brand assets are owned by MMALI Financial Services LLC or its licensors. Client may not copy, imitate, alter, register, use, or display any WagePress mark, logo, domain name, trade name, or confusingly similar mark without prior written authorization. Use of the TM designation identifies an unregistered trademark or service mark claim and does not mean that the mark is federally registered. The registered trademark symbol may be used only after registration where permitted by law.

22. Disclaimers of Warranties and Professional Advice

22.1. As-is services. Except as expressly stated in this Agreement, the Services are provided "as is" and "as available." WagePress disclaims all warranties, express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, uninterrupted operation, error-free operation, and results.

22.2. No professional advice. WagePress does not provide legal, tax, accounting, investment, financial, insurance, benefits, HR, employment law, or regulatory advice. Client should consult qualified professionals regarding payroll, tax, employment, HR, accounting, legal, and financial obligations.

22.3. No guarantee of compliance results. WagePress does not guarantee that Client will avoid penalties, interest, audits, agency inquiries, litigation, employee claims, tax assessments, rejections, returns, reversals, missed deadlines, or compliance issues. Compliance depends on Client Data, Client review, Client approvals, law, agency systems, bank systems, third-party systems, and circumstances outside WagePress control.

22.4. Third-party services. WagePress disclaims responsibility for Moov, FI Partners, Tax Agencies, banks, ACH operators, card networks, cloud providers, mailing vendors, QuickBooks, accounting platforms, app stores, API partners, and other third parties, except to the extent expressly required by applicable law or caused by WagePress gross negligence or willful misconduct.

23. Limitation of Liability

23.1. Excluded damages. To the maximum extent permitted by law, WagePress and its affiliates, owners, directors, officers, employees, contractors, licensors, processors, providers, and agents shall not be liable for indirect, incidental, consequential, special, exemplary, punitive, enhanced, or similar damages; lost profits; lost revenue; lost savings; loss of goodwill; loss of business opportunity; business interruption; loss or corruption of data; replacement costs; or third-party claims, even if advised of the possibility of such damages.

23.2. Liability cap. To the maximum extent permitted by law, WagePress's aggregate liability arising out of or relating to the Services, this Agreement, payroll, filings, data, money movement, or Transactions shall not exceed the greater of (a) the fees paid by Client to WagePress for the affected Service during the three (3) months immediately preceding the event giving rise to liability, or (b) five hundred dollars ($500).

23.3. Payment and tax exclusions. WagePress is not liable for employee wages, contractor payments, taxes, penalties, interest, agency assessments, chargebacks, bank fees, returned items, overdrafts, duplicate payments, insufficient funds, unauthorized account activity, or third-party fees arising from Client Data, Client instructions, Client approvals, Client funding failure, Client bank account issues, or third-party systems.

23.4. Basis of bargain. Client acknowledges that fees are based on this allocation of risk and that WagePress would not provide the Services without these limitations. Some jurisdictions do not allow certain limitations, in which case the limitations apply to the fullest extent permitted by law.

24. Indemnification

24.1. Client indemnity. Client shall defend, indemnify, and hold harmless WagePress and its affiliates, owners, directors, officers, employees, contractors, licensors, processors, providers, and agents from and against all claims, demands, investigations, penalties, interest, taxes, assessments, losses, damages, liabilities, costs, and expenses, including reasonable attorney fees, arising out of or relating to Client Data, Client instructions, Client business, Client employees, contractors, recipients, owners, banks, Transactions, payroll, taxes, filings, worker classification, wage and hour compliance, employment law compliance, privacy notices, consents, integrations, agency notices, insufficient funds, chargebacks, prohibited use, breach of this Agreement, or violation of law.

24.2. Procedure. WagePress will provide reasonably prompt notice of an indemnified claim, allow Client to control the defense if legally appropriate and if Client acknowledges its indemnity obligation, and provide reasonable cooperation at Client expense. WagePress may participate with its own counsel. Client may not settle any claim in a manner that admits fault by WagePress, imposes obligations on WagePress, or affects WagePress rights without WagePress's written consent.

24.3. Payment processor and agency claims. Client indemnity includes claims and losses asserted by Moov, FI Partners, banks, ACH operators, card networks, payment networks, Tax Agencies, employees, contractors, recipients, accountants, administrators, or other third parties arising from Client's use of the Services or Client-approved Transactions.

25. Suspension, Termination, Data Export, and Survival

25.1. Suspension. WagePress may suspend, restrict, delay, or terminate access, features, filings, Transactions, payroll, direct deposit, integrations, or API access if Client breaches this Agreement, fails verification, fails to pay, has insufficient funds, triggers risk alerts, submits suspicious data, violates law, creates security risk, receives agency or bank restrictions, or if required by Moov, FI Partners, Tax Agencies, payment networks, law, or regulators.

25.2. Termination by Client. Client may terminate its subscription or close its account as permitted in the platform or order form. Termination does not cancel payroll, tax, payment, filing, fee, collection, recordkeeping, indemnity, or legal obligations already incurred.

25.3. Effect of termination. Upon termination, WagePress may stop providing Services, revoke access, cancel pending unsupported items, disable integrations, and retain or delete data subject to legal, tax, audit, backup, security, and payment obligations. Client is responsible for exporting records before access ends and for transitioning payroll, tax, and payment obligations to another provider.

25.4. Survival. Sections concerning fees, payment obligations, taxes, Client responsibility, data accuracy, confidentiality, privacy, intellectual property, disclaimers, limitations of liability, indemnification, dispute resolution, governing law, data retention, and any provision that by its nature should survive shall survive termination.

26. Notices, Amendments, and Communications

26.1. Electronic communications. Client consents to receive electronic communications through the platform, email, SMS, mobile push notifications, dashboard notices, support tickets, API messages, and other electronic methods. Notices are deemed given when sent to the account email, posted in the platform, or otherwise delivered electronically, unless law requires another method.

26.2. Client contact information. Client shall maintain current email addresses, phone numbers, addresses, tax contacts, payroll contacts, legal contacts, billing contacts, and administrator contacts. WagePress is not responsible for missed notices caused by outdated contact information, email filtering, inactive accounts, or Client failure to monitor the platform.

26.3. Agreement updates. WagePress may update this Agreement from time to time. Updates may be posted in the platform or on the WagePress website. Material changes may be communicated by email or dashboard notice. Continued use after the effective date constitutes acceptance. Changes required by law, security, Tax Agency requirements, Moov, FI Partners, payment networks, or operational needs may become effective immediately.

26.4. Legal notices to WagePress. Unless another address is provided in an order form or policy, legal notices to MMALI Financial Services LLC d/b/a WagePress must be sent to legal@wagepress.com with a copy by certified mail or nationally recognized courier to the Company legal address listed in the platform, order form, invoice, or account record.

27. Governing Law, Arbitration, Class Waiver, and Jury Waiver

27.1. Governing law. This Agreement is governed by the laws of the State of Texas, without regard to conflict-of-law principles, except that the Federal Arbitration Act governs the interpretation and enforcement of the arbitration agreement.

27.2. Good faith escalation. Before filing arbitration, the parties shall attempt in good faith to resolve disputes by written notice and executive escalation for at least thirty (30) days, unless immediate injunctive relief, collection of unpaid amounts, or regulatory response is required.

27.3. Binding arbitration. Any dispute, claim, or controversy arising out of or relating to this Agreement, the Services, payroll, filings, data, Transactions, payments, Moov-related functions, or Client's relationship with WagePress shall be resolved by final and binding arbitration administered by a reputable arbitration provider selected by WagePress, unless the parties agree otherwise. The seat of arbitration shall be Harris County, Texas, unless WagePress elects remote arbitration or another venue permitted by applicable rules.

27.4. Class action waiver. The parties may bring claims only in their individual capacities and not as a plaintiff, class member, representative, private attorney general, or participant in any class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate claims or preside over any class, collective, or representative proceeding.

27.5. Jury waiver. To the extent any dispute proceeds in court, each party knowingly and voluntarily waives any right to trial by jury.

27.6. Exceptions. Either party may seek temporary, preliminary, or permanent injunctive relief in court to protect intellectual property, confidential information, security, data, or platform integrity. WagePress may bring collection actions for unpaid amounts in court or arbitration. Either party may bring qualifying claims in small claims court if permitted by law.

27.7. Arbitration opt-out. If Client does not wish to be bound by arbitration, Client may opt out by sending written notice to legal@wagepress.com within thirty (30) days after first accepting this Agreement. The notice must identify Client legal name, account email, account ID if available, and a clear statement that Client opts out of arbitration. Opting out of arbitration does not opt out of the class waiver or jury waiver to the extent permitted by law.

28. Miscellaneous Legal Terms

28.1. Independent contractors. The parties are independent contractors. This Agreement does not create a partnership, joint venture, franchise, fiduciary, employment, agency, PEO, co-employment, employer-of-record, trust, or custodial relationship, except for limited technical transmission and payment instructions expressly authorized by Client.

28.2. Assignment. Client may not assign this Agreement without WagePress's prior written consent. WagePress may assign this Agreement in connection with merger, acquisition, reorganization, sale of assets, financing, change of control, affiliate transfer, or business transition.

28.3. Severability. If any provision is unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions remain in effect.

28.4. Waiver. Failure to enforce a provision is not a waiver. A waiver must be written and signed by the waiving party.

28.5. Entire agreement. This Agreement, together with incorporated order forms, policies, schedules, exhibits, and provider terms, is the entire agreement between the parties regarding the Services and supersedes prior or contemporaneous agreements, drafts, marketing statements, proposals, and discussions on the same subject, except separate written agreements signed by WagePress.

28.6. Headings. Headings are for convenience only and do not affect interpretation.

28.7. Counterparts and electronic signatures. This Agreement may be accepted electronically and may be executed in counterparts. Electronic signatures, clickwrap acceptance, audit logs, IP addresses, timestamps, and acceptance records are valid and enforceable to the fullest extent permitted by law.

Exhibit A. Client Company Information and Onboarding Certification

The following information should be collected through secure signup screens, encrypted forms, API onboarding, or support-assisted onboarding before payroll, tax filing, direct deposit, or 1099 services are enabled. Client certifies that all submitted information is true, complete, and current.

Legal business name

[Client legal name]

DBA / trade name

[DBA, if any]

Entity type

[LLC / Corporation / Partnership / Sole Proprietor / Nonprofit / Other]

State of formation

[State]

Federal EIN / SSN for sole proprietor

[Captured securely]

Business address

[Street, City, State, ZIP]

Mailing address

[Street, City, State, ZIP]

Business phone

[Phone]

Primary business email

[Email]

Industry / NAICS

[Industry or NAICS code]

Website

[URL]

Number of employees

[Count]

Expected payroll volume

[Per pay period]

Payroll start date

[Date]

Payroll frequency

[Weekly / Biweekly / Semimonthly / Monthly / Other]

Primary administrator

[Name, title, email, phone]

Payroll contact

[Name, title, email, phone]

Tax notice contact

[Name, title, email, phone]

Billing contact

[Name, title, email, phone]

Owner / Control Person Field

Required Information

Full legal name

[Captured securely]

Title / role

[Owner / Officer / Control Person / Manager]

Ownership percentage

[% if applicable]

Date of birth

[Captured securely if required]

Residential address

[Captured securely if required]

SSN / government ID

[Captured securely if required]

Certification

Client certifies that beneficial ownership and control person information is true, complete, and current.

Client certification. Client certifies that the company information, tax information, ownership information, state registrations, payroll history, pay schedules, employee records, contractor records, bank information, and authorizations submitted to WagePress are accurate and may be relied upon by WagePress, Moov, FI Partners, Tax Agencies, and service providers.

Update obligation. Client shall update WagePress promptly if any information changes, including legal name, EIN, address, ownership, bank account, state tax account, payroll frequency, employment state, unemployment rate, or authorized signer.

No substitution for legal filings. Submitting beneficial ownership information for payment or KYB purposes does not replace any separate legal requirement to file beneficial ownership information or other reports with governmental agencies.

Exhibit B. Banking, Moov, ACH Debit, Direct Deposit, and Funding Authorization

Client authorizes WagePress, Moov, FI Partners, ACH operators, card networks, banks, and processors to verify accounts and initiate Transactions under the Agreement. Sensitive account information should be collected through secure fields and should not be emailed unencrypted.

Bank name

[Bank name]

Account owner name

[Business account owner]

Account type

[Checking / Savings / Other]

Routing number

[Captured securely]

Account number

[Captured securely]

Moov account / customer ID

[Assigned by Moov or WagePress, if applicable]

Authorized signer

[Name and title]

Authorization date/time

[Timestamp]

Bank verification method

[Instant verification / micro-deposit / document / other]

Permitted uses

Payroll funding, direct deposit, contractor payments, tax payments, service fees, returns, reversals, corrections, chargebacks, negative balances, and other amounts owed

BANKING AUTHORIZATION LANGUAGE FOR SIGNUP FLOW

I authorize MMALI Financial Services LLC d/b/a WagePress, Moov Financial, Inc., their financial institution partners, processors, and payment networks to verify my bank account and initiate ACH debits, ACH credits, account verification entries, reversals, corrections, reinitiations, offsets, and adjustments to and from the bank account and payment methods I provide for payroll, payroll taxes, direct deposits, contractor payments, WagePress fees, filing fees, returned items, negative balances, refunds, and other authorized Transactions.

I represent that I am authorized to use the account and that sufficient funds will be available for all approved payroll, tax, and fee debits. I understand that Transactions may be delayed, returned, rejected, reversed, or subject to risk review, and that my business remains responsible for wages, taxes, penalties, interest, and fees if funding fails.

Nacha and payment rules. Client agrees to comply with ACH Rules, Moov terms, FI Partner terms, card network rules, and payment network requirements.

Returned or reversed items. Client authorizes recovery of returned, reversed, duplicate, erroneous, disputed, or unpaid amounts, including re-debits, offsets, and collection activity to the extent permitted by law.

Funding risk. Client is responsible for all consequences of insufficient funds, bank restrictions, account closure, incorrect banking details, unauthorized bank changes, and late approvals.

Exhibit C. Payroll Processing and Tax Filing Authorization

Federal EIN

[Captured securely]

IRS filing / deposit schedule

[Monthly / semiweekly / other, if known]

IRS Form 8655 status

[Required / submitted / approved / not applicable]

State withholding accounts

[State IDs and filing frequencies]

State unemployment accounts

[State IDs, rates, experience rates]

Local tax accounts

[Local IDs, if applicable]

Prior payroll provider

[Provider name, if any]

Year-to-date payroll balances

[Uploaded / verified / pending]

Tax payment funding account

[Bank account or Moov funding source]

Payroll authorization. Client authorizes WagePress to calculate payroll, taxes, deductions, benefits, employer liabilities, net pay, reports, and related payroll records based on Client Data and Client-approved payroll runs.

Tax filing authorization. Client authorizes WagePress to prepare, submit, transmit, sign, and communicate regarding payroll tax returns, deposits, and payments only to the extent permitted by applicable law and Client-executed agency authorizations.

Agency forms. Client shall execute IRS Form 8655, state reporting agent forms, powers of attorney, third-party administrator forms, and e-services authorizations when required before WagePress files or pays taxes on Client behalf.

Client remains responsible. Client remains the employer, taxpayer, depositor, filer, withholding agent, and responsible party for all payroll and tax obligations.

Exhibit D. W-2 and 1099 Information Return Authorization

Supported forms selected

[W-2 / W-3 / 1099-NEC / 1099-MISC / 1099-INT / 1099-DIV / Other]

Tax year

[Year]

Payer legal name

[Name]

Payer TIN

[Captured securely]

Recipient data source

[Manual / CSV / QuickBooks / API / Other]

Recipient delivery method

[Electronic / mail / download / client-managed]

State filing option

[Combined Federal/State if supported / state direct / client-managed]

Filing approval signer

[Name and title]

1099 authorization. Client authorizes WagePress to facilitate technical transmission and electronic filing of supported information returns through IRS, state, and service provider channels, including IRS IRIS A2A where applicable.

Classification responsibility. Client is responsible for determining reportable payments, recipient status, tax classifications, backup withholding, form type, box selection, and amounts.

Recipient consent. Client is responsible for recipient consents and paper copy obligations if Client elects electronic delivery.

Corrections. Client must promptly review and correct forms. Additional fees may apply for corrections, amendments, recipient re-delivery, and agency responses.

Exhibit E. Data Processing, Privacy, and Security Addendum

Data Category

Examples / Authorized Use

Business information

Legal name, DBA, EIN, address, industry, contacts, registrations, payroll schedules, plan selections

Personal information

Names, addresses, emails, phone numbers, SSNs, dates of birth, worker IDs, tax forms, employee profiles

Payroll and tax data

Wages, hours, deductions, benefits, withholdings, tax rates, filings, notices, agency data, reports

Banking and payment data

Bank account details, routing numbers, Moov identifiers, Transactions, returns, chargebacks, verification data

Integration data

QuickBooks data, vendor data, payment data, chart of accounts, mappings, imported files, API payloads

Security and device data

IP address, device identifiers, login events, audit logs, acceptance records, risk signals

Authorized recipients

WagePress personnel, Moov, FI Partners, Tax Agencies, banks, processors, service providers, support vendors, auditors, advisors, and legal/regulatory recipients as permitted by the Agreement

Controller / business responsibility. Client is responsible for determining that personal information may lawfully be provided to WagePress and for providing employee, contractor, owner, and recipient notices and consents.

Processor / service provider role. Where privacy laws characterize WagePress as a processor or service provider for Client Data, WagePress will process Client Data for permitted business purposes, to provide the Services, to comply with law, and as otherwise authorized by Client.

Security. WagePress will maintain commercially reasonable safeguards, but Client must secure its own devices, credentials, users, integrations, emails, files, and internal procedures.

Retention. WagePress may retain data for legal, tax, payment, audit, security, backup, and dispute resolution purposes even after account termination.

Exhibit F. E-SIGN Consent and Electronic Records Disclosure

F.1. Electronic records consent. Client consents to receive, sign, retain, and transmit agreements, disclosures, notices, authorizations, tax documents, payment authorizations, payroll approvals, invoices, receipts, reports, statements, and other records electronically.

F.2. Scope of consent. This consent applies to this Agreement, account notices, privacy notices, Moov and payment terms, ACH authorizations, direct deposit authorizations, payroll approvals, tax filing authorizations, electronic signatures, checkboxes, clickwrap records, support communications, and platform records.

F.3. Hardware and software. Client must maintain a device with internet access, a current web browser, email access, PDF or document viewing capability, storage or printing capability, and the ability to access, download, and retain electronic records.

F.4. Paper copies and withdrawal. Client may request paper copies or withdraw electronic consent by contacting WagePress. Withdrawal may result in inability to use some or all Services because WagePress is an electronic platform.

F.5. Validity. Client agrees that electronic signatures, clickwrap acceptance, checkbox records, typed names, IP addresses, timestamps, audit logs, authentication records, and platform records are legally valid, admissible, and enforceable.

Exhibit G. Recommended Sign-Up Checkbox and Acceptance Record

RECOMMENDED PRIMARY CHECKBOX

I am authorized to bind the business identified in this signup. I have read and agree to the WagePress Business Client Signup Agreement with MMALI Financial Services LLC d/b/a WagePress, including the Platform Terms, Payroll Processing Authorization, Tax Filing Authorization, 1099 and W-2 Authorization, E-SIGN Consent, Data Processing Authorization, and Moov/ACH/Banking Authorization. I authorize MMALI Financial Services LLC d/b/a WagePress, Moov Financial, Inc., their financial institution partners, processors, and service providers to process the business, tax, payroll, employee, contractor, beneficial owner, and banking information I provide and to initiate authorized debits, credits, reversals, corrections, and payments as described.

Acceptance Record Field

Implementation Requirement

Agreement version

Version 2.1 - July 8, 2026

User identity

User ID, name, title, email, account role

Client identity

Client legal name, account ID, EIN hash or last four if displayed

Acceptance event

Checkbox unchecked by default; affirmative click required

Timestamp

UTC timestamp plus local timezone if available

IP address and device

IP address, user agent, device/browser data where available

Document access

Store URL or PDF/DOCX version shown to user at acceptance

Banking authorization

Separate record of bank account last four, Moov ID, funding account, authorization language, timestamp

Changes

Require re-acceptance for materially expanded money movement, payroll, tax, or data sharing terms

Exhibit H. Authorized Signer Certificate

Client legal name

[Client Legal Name]

DBA

[DBA if any]

Authorized signer name

[Name]

Authorized signer title

[Title]

Authorized signer email

[Email]

Authorized signer phone

[Phone]

Effective date

[Date]

Electronic signature

By clicking "I Agree" or signing electronically, the signer accepts this Agreement and certifies authority to bind Client.

Authority certification

Signer certifies that signer has authority to provide company, payroll, tax, employee, contractor, owner, and banking information and to authorize MMALI Financial Services LLC d/b/a WagePress, Moov, and FI Partners to process Transactions.

Record retention

Client and MMALI Financial Services LLC d/b/a WagePress should retain the electronic acceptance record, agreement version, IP address, timestamp, and authorization text.

FINAL ACKNOWLEDGMENT

Client acknowledges that it has read this Agreement, understands that it is legally binding, accepts all incorporated terms with MMALI Financial Services LLC d/b/a WagePress, authorizes electronic records and signatures, authorizes the processing of Client Data, authorizes payroll and tax filing workflows selected in the platform, and authorizes Moov-enabled money movement as described in this Agreement.