Terms of Service

ATHENA TERMS OF SERVICE

These Terms of Service (“Terms”) govern your access to and use of Athena AI Holdings Inc.’s websites, applications, and services (collectively, the “Services”). By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not use the Services.

Athena AI Holdings Inc. is a financial technology company and a mortgage lender, NMLS #2771910. Mortgage products are offered by Athena AI Holdings Inc.; Equal Housing Lender. Athena Cash and the Athena Visa® Debit Card are banking services provided by our partner bank, described in Section 8 below and governed by the Consumer Account Agreement & Disclosures and the Visa® Debit Card Agreement, which control over these Terms to the extent they conflict. These Terms apply to you whether you use one Athena product or several.

1. Acceptance of Terms

By creating an account, accessing, or using the Services, you accept and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference into these Terms. If you are accepting these Terms on behalf of an organization, you represent that you have authority to bind that organization and its users.

2. Eligibility

You must be at least 18 years old (or have attained the age of majority if you reside in a state where the age of majority is over 18) and have the legal capacity to enter into binding contracts. Certain Services may have additional eligibility requirements (such as being a resident of a particular jurisdiction).

We reserve the right, in our sole discretion, to restrict access to the Services. You are responsible for complying with all local laws and regulations when using the Services. By offering the Services, no solicitation is being made by us to any person to use such Services in jurisdictions where the provision of such Services is prohibited by law.

3. Account Registration and Security

You agree to provide accurate, current, and complete information when creating an account and to update such information as necessary. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. Each owner of a Joint Account must use their own login credentials; owners may not share credentials with each other. Notify us immediately of any unauthorized use or security breach. We are not liable for losses resulting from unauthorized access if you fail to notify us promptly.

4. Services and Acceptable Use

The Services may include tools for managing financial applications, identity verification, document collection, analytics, and communications. You agree not to misuse the Services, including but not limited to: using the Services for unlawful activities; attempting to gain unauthorized access to systems or data; uploading content that infringes on third-party rights or violates applicable laws; interfering with the operation of the Services; or bypassing security measures.

5. User Content and License

You may submit content (including documents and information) to the Services. You retain ownership of your content but grant Athena AI Holdings Inc. a worldwide, royalty-free, non-exclusive license to use, store, transmit, reproduce, and display that content as necessary to provide the Services. Do not submit content you do not have rights to or that contains sensitive personal information of other individuals without their consent.

6. Consent and Authorizations

By using certain Services, you expressly authorize Athena AI Holdings Inc. to obtain or exchange information with third parties (including credit bureaus, income verification services, identity verification providers, and financial institutions) as necessary to provide the Services and process applications. Consent to these checks may be required before certain Services are available. You authorize your wireless carrier to use or disclose information about your account and your wireless device, if available, to Athena AI Holdings Inc. or its service provider for the duration of your business relationship, solely to help them identify you or your wireless device and to prevent fraud. See our Privacy Policy for how we treat your data.

7. Fees and Payments

Some Services may require payment of fees. If we charge fees, we will provide notice and obtain your consent. You agree to pay all applicable fees and taxes. We may engage third-party payment processors; their terms may apply.

8. Third-Party Services

The Services may integrate with or provide links to third-party services. We are not responsible for third-party content or practices. Your use of third-party services is subject to their terms and privacy policies.

To provide our banking, deposit, and payment services, we work with third-party data, identity, income, and account-verification providers, whose services are subject to their own terms of use and privacy policies. Depending on the features you use, these providers help us verify your identity and phone or device; link and verify your external bank accounts and account and transaction information; verify your income and employment and, at your direction, connect or switch your direct deposit; and retrieve and verify account and loan or liability information (such as an outstanding balance or payoff amount) in connection with payments you make through the Services. When you connect or use one of these providers, you authorize Athena and that provider to exchange the information necessary to deliver the requested service, and you grant each such provider the right, power, and authority to act on your behalf to access and transmit your information as needed to provide that service. You may withdraw a provider authorization or disconnect a linked account at any time in the app or by contacting us at support@athenamoney.co or 877-687-0111; withdrawal will not affect information already shared. We are not responsible for the products, content, or practices of these providers, and your use of their services is governed by their respective agreements.

Athena is a financial technology company, not a bank or FDIC-insured depository institution. Banking services, including the Athena Cash account and the Athena Visa® Debit Card, are provided by Grasshopper Bank, N.A.; Member FDIC. The FDIC’s deposit insurance coverage only protects against the failure of an FDIC-insured bank.

9. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. ATHENA AI HOLDINGS INC. DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT TO THE MAXIMUM EXTENT PERMITTED BY LAW. WE DO NOT GUARANTEE SPECIFIC OUTCOMES (E.G., LOAN APPROVAL).

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, ATHENA AI HOLDINGS INC. AND ITS AFFILIATES SHALL NOT BE LIABLE FOR CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, INDIRECT, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, OR USE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS SHALL NOT EXCEED THE AMOUNTS YOU PAID TO US IN THE PAST 12 MONTHS (OR $100 IF YOU HAVE NOT PAID).

11. Indemnification

You agree to indemnify and hold Athena AI Holdings Inc. and its officers, directors, employees, and agents harmless from any claims, liabilities, losses, damages, costs, and expenses (including reasonable attorneys’ fees) arising from your breach of these Terms or your use of the Services.

12. Termination

We may suspend or terminate your access to the Services at any time for violations of these Terms or for business reasons. Upon termination, your right to use the Services will stop, but we may retain information as necessary to comply with legal obligations and for legitimate business purposes.

13. Governing Law

These Terms are governed by the laws of the State of Nevada, excluding conflict of law rules. Any disputes will be resolved through binding arbitration, in accordance with Section 14, below, except Claims arising out of or relating to an Athena mortgage or other consumer credit secured by a dwelling, which Section 14 excludes from mandatory arbitration. For your Athena Cash account and Card, the dispute-resolution terms of the Consumer Account Agreement & Disclosures govern to the extent they differ from this Section.

14. Arbitration Agreement with Class Action and Jury Trial Waiver (“Clause”).

Arbitration. You and we agree to resolve all Claims by arbitration as set forth in this Clause. Each arbitration, including the selection of the arbitrator, will be administered by the American Arbitration Association (“AAA”), according to the rules in this Clause and the procedures of the AAA. The rules of this Clause will govern if there is any contradiction with the AAA procedures. A single arbitrator will be appointed. Requests for a copy of the AAA procedures, demands for arbitration, and any question about the AAA must be sent to: American Arbitration Association, 1633 Broadway 10th Floor, New York, NY 10019. You may also visit it online at www.adr.org. If the AAA is unavailable, and you and we can’t agree on a replacement, then you or we may ask a court with jurisdiction to select the substitute arbitration administrator. The AAA and any substitute arbitration administrator are referred to as the “Arbitration Administrator.” Counsel initiating an arbitration shall certify that each demand for arbitration complies with the requirements of Federal Rule of Civil Procedure 11(b) and that the party has complied with pre-arbitration requirements set forth below in the “Pre-Arbitration or Lawsuit Requirements.” Any arbitration under this Clause shall be conducted in accordance with the AAA Consumer Arbitration Rules and, if applicable, the AAA Mass Arbitration Supplementary Rules (the “AAA Rules”), available at www.adr.org. All issues are for the Arbitrator to decide, including the scope of his or her own jurisdiction, and the arbitrability of individual claims, except that questions of whether the parties have entered into an agreement to arbitrate are for a court of competent jurisdiction to decide.

Waiver of Class Action and Jury Trial. If you start an arbitration or we demand arbitration, you give up your right to: (a) have a court or jury decide the Claim; (b) bring the Claim as a private attorney general or representative of other parties; (c) without our consent, join the Claim with claims of other consumers, other than the other owner of your Joint Account for Claims relating to that Account; or (d) engage in a class action or class arbitration.

Opt Out. If you do not want this Clause to apply, you must send us a signed notice stating that you opt out of this Clause. What the notice must contain, and when you must send it, depends on whether you have an Athena Cash account.

If you have an Athena Cash account, the notice must include your account number, and you must send it within 30 calendar days of the later of the date you open your account or the date that this Clause is made available to you.

If you do not have an Athena Cash account — for example, if your only relationship with us is a mortgage, a mortgage application, or use of our websites and applications — the notice must include your full name, mailing address, and the email address or telephone number you use with Athena, together with the Athena product or service the notice relates to. You must send it within 30 calendar days of the later of the date you first use the Services or the date that this Clause is made available to you.

In either case, send the notice in writing to us at Athena AI Holdings Inc., 11 Carlisle Street, Suite 303, Hanover, PA 17331, Attn. Legal Dept. (or any address we later provide you to opt out of this Clause) (the “Notice Address”). If it is not clear to you which paragraph applies, a signed notice that identifies you by name, mailing address, and contact information will be treated as valid. Opting out will not affect any other aspect of your relationship with us.

Covered Persons. This Clause governs you and us. “You” means the person(s) who owns an Athena Cash account, any person who applies for or holds an Athena mortgage, and any person who otherwise uses the Services. As used in this Clause, the words “we,” “us,” and “our” mean: (1) Athena AI Holdings Inc. and, for Claims relating to the Athena Cash account or the Athena Visa® Debit Card, Grasshopper Bank, N.A., Member FDIC; (2) their parents, subsidiaries, affiliates, assignees and successors; (3) the employees, directors, officers, shareholders, members and representatives of these companies; and (4) any person or company that you name in a Claim at the same time you pursue a related Claim against us. Grasshopper Bank, N.A. is not a covered person for a Claim that does not relate to the Athena Cash account or the Athena Visa® Debit Card.

THIS CLAUSE DOES NOT APPLY IF YOU ARE A COVERED BORROWER UNDER THE MILITARY LENDING ACT (THE “MLA”) AND YOUR TRANSACTION IS SUBJECT TO (AND NOT EXEMPT FROM) THE MLA.

Covered Claims. This Clause governs all “Claims” between you and us that in any way arise from or relate to the Services, including the use, payment, or provision of any good, service, money, or credit provided under these Terms; your Athena Cash account and Athena Visa® Debit Card; and your use of our websites and applications. It also includes disputes about the validity, coverage, or scope of these Terms or of this Clause. Claims arising out of or relating to an Athena mortgage are excluded under “Dwelling-Secured Credit” below.

Claims does not include individual actions brought in small claims court. If an individual action originally brought in small claims court is transferred, removed, or appealed to a different court, it is then eligible for arbitration at either party’s request.

Dwelling-Secured Credit. This Clause does not apply to any Claim arising out of or relating to a consumer credit transaction secured by a dwelling — including any Athena mortgage loan, your application for one, and our origination, closing, or servicing of one. Federal law (15 U.S.C. § 1639c(e); 12 C.F.R. § 1026.36(h)) prohibits requiring arbitration or any other non-judicial procedure to resolve a controversy arising out of a consumer credit transaction secured by a dwelling, and we apply that rule to the whole of your mortgage relationship with us, from application onward. Nothing in this Clause or these Terms bars you from bringing such a Claim in court, including a claim for damages or other relief under any provision of federal law. The Waiver of Class Action and Jury Trial above does not apply to those Claims. After such a Claim arises, you and we may agree in writing to arbitrate or otherwise resolve that particular Claim, but you are never required to. Your loan documents state how disputes about your loan are resolved.

If you or we seek public injunctive relief as a remedy for any Claim (a “Public Injunctive Relief Request”) you and we agree that the Public Injunctive Relief Request cannot be arbitrated. Instead, that Public Injunctive Relief Request shall be adjudicated by a court after all other Claims to be decided in arbitration under this Arbitration Agreement are resolved in arbitration, including all causes of action pursuant to which a Public Injunctive Relief Request is made. You and we agree to jointly request that the court stay the Public Injunctive Relief Request until after the remaining Claims have been finally resolved in arbitration, and that the parties will only seek to lift the stay and request that the court resolve the Public Injunctive Relief Request if an arbitrator finds that one of them is liable for a Claim for which public injunctive relief is an available remedy.

Pre-Arbitration or Lawsuit Requirements. Before starting an arbitration or lawsuit, the party seeking to commence a proceeding (the “Claimant”) must give the other party (the “Respondent”) written notice of the Claim (a “Claim Notice”). Claim Notice sent to us must be provided to us at Athena AI Holdings Inc., 11 Carlisle Street, Suite 303, Hanover, PA 17331, Attn. Legal Dept. We may send a Claim Notice to you at any address we have for you in our records. The Claim Notice must explain in reasonable detail the nature of the Claim and include any supporting facts, the requested relief, the Claimant’s address and phone number, and the Claimant must sign it.

A notice or letter stating that any amount you owe us is past due will serve as a Claim Notice.

The Claimant and Respondent must try to resolve the Claim on an individual basis and without filing an arbitration or lawsuit for at least 30 days (the “Pre-Filing Period”). During the Pre-Filing Period, either party may request that the parties participate personally in a meeting (a “Meet-and-Confer”) which may occur in person, online or by conference call to attempt in good faith to resolve the Claim. The Meet-and-Confer is limited to Claims between you and us. If you are represented by counsel, your counsel may also participate in the Meet-and-Confer. We may participate through any of our representatives.

The Claimant may not start an arbitration or lawsuit until the Claimant complies in full with this requirement. The Claim Notice shall not apply to claims that are asserted only as counterclaims. The statute of limitations for any Claim will be tolled for 60 days following service of a proper Claim Notice.

Mass Arbitration Procedure. If a Claim is part of a “Mass Arbitration” under the arbitration organization’s rules, the parties agree that the additional procedures in this subsection shall apply. The parties acknowledge that electing to be part of a Mass Arbitration may delay the adjudication of a Claim. If Claims qualify as a Mass Arbitration, counsel for the parties shall each select 5 claimants from each side (10 claimants total) to proceed in individual arbitrations as part of a staged process (“Stage One”), while all other claims are stayed. After Stage One is complete, the parties shall promptly engage in a global mediation. If the remaining Claims are not resolved after the global mediation, counsel for each side shall select 10 new claimants (20 claimants total) to proceed in individual arbitrations (“Stage Two”), while all remaining claims are stayed. After Stage Two is complete, the parties shall promptly engage in a second global mediation regarding the remaining Claims. If the remaining Claims are not resolved, the Arbitration Administrator shall administer the remaining Claims in concurrent batches of 50 claimants, with each batch assigned to one arbitrator, who shall conduct individual arbitrations.

Confidentiality. You and we agree to keep confidential all aspects of each arbitration, any confidential information produced in the Arbitration and any arbitration award or decision. But, either party may disclose such information to the extent needed to pursue the arbitration, to appeal or confirm any award or to get professional services. Any court filing to appeal or confirm an award must be made under seal. At either party’s request, the Arbitrator shall enter an order protecting confidential information.

Location. The arbitration shall be conducted where applicable law requires, or if there is no such law, at a location determined by the rules of the Arbitration Administrator or at some other place the parties agree.

Arbitration Fees and Decisions. Unless it would conflict with law or make this Clause invalid:

The Arbitrator will decide each party’s share of arbitration fees and costs for arbitration. But, we will pay all arbitration fees and costs required by law or required to enforce this Clause. The Arbitrator need not limit a fee award because your Claim is for a small amount. Unless it would conflict with law or make this Clause invalid, a party is entitled to its reasonable fees and costs if the other party brings or defends a Claim for any improper purpose, including to harass the injured party, cause unnecessary delay or increase costs to the injured party.

The parties agree that the provisions of Federal Rule of Civil Procedure 68 shall apply to any Claim and be enforced by the arbitrator.

15. Electronic Communications

By using the Services, you agree that we may provide notices, agreements, disclosures, and other communications relating to the Services to you electronically — by email, by text message, or by posting them in the Athena app or on our website. Electronic communications have the same legal effect as communications provided in paper form.

You may request a paper copy of any communication we are required by law to provide in writing, at no charge, by contacting support@athenamoney.co or writing to us at the address in the Contact section below. Requesting a paper copy will not withdraw your agreement to receive communications electronically.

Keep your email address and telephone number current with us. If electronic communications are returned undeliverable, we may suspend electronic delivery, and may suspend your access to the Services, until you provide current contact information.

If you open an Athena Cash account, the Consent to Electronic Communications (E-SIGN) you accept at account opening governs communications about that account and the Athena Visa® Debit Card, and controls over this Section to the extent the two differ.

16. Changes to These Terms

We may modify these Terms from time to time. If changes are material, we will notify you via the Services or by other means. Continued use after notice constitutes acceptance of the updated Terms.

17. Miscellaneous

If any provision of these Terms is found unenforceable, the remaining provisions will remain in effect. These Terms constitute the entire agreement between you and Athena AI Holdings Inc. regarding the Services. We may transfer our rights and obligations under these Terms in connection with a merger or sale of assets.

18. Privacy

Your privacy is important to us. Our Privacy Policy explains how we collect and use personal information.

Contact

Athena AI Holdings Inc. 11 Carlisle Street, Suite 303, Hanover, PA 17331 support@athenamoney.co

For accessibility requests: accessibility@athenamoney.co