Terms of Use

1. Agreement to These Terms

These Terms of Use (the “Terms”) are a binding agreement between you and RevolvFi LLC, a Michigan limited liability company (“RevolvFi,” “we,” “us,” or “our”), governing your access to and use of:

• our website at revolvfi.com (the “Site”);
• our online application, client portal, and broker/ISO portal (the “Platform”);
• our mobile applications, if and when made available; and
• any related content, tools, and functionality (together, the “Services”).

By accessing or using the Services, you agree to these Terms. If you do not agree, do not access or use the Services.

Please read Section 18 carefully. It requires most disputes to be resolved by binding arbitration on an individual basis and waives your right to a jury trial and to participate in a class action.

2. Eligibility and Authority

The Services are intended solely for business and commercial use. By using the Services, you represent and warrant that:

• you are at least 18 years of age and have the legal capacity to enter into a binding contract;
• you are accessing the Services on behalf of a business entity or sole proprietorship for commercial purposes, and not for personal, family, or household purposes;
• if you are acting on behalf of an entity, you have full authority to bind that entity, and “you” refers to both you and that entity;
• all information you submit is true, accurate, current, and complete, and you will promptly update it as needed; and
• you are not located in, and are not a person or entity subject to sanctions administered by, any jurisdiction that would make your use of the Services unlawful, and you do not appear on any U.S. government restricted-party or sanctions list.

We may refuse the Services to any person or entity, and may add, modify, or discontinue any part of the Services, at any time and for any reason.

3. Nature of the Services — No Offer, No Commitment

The Services are informational and application-facilitation tools. Nothing on the Site or Platform constitutes an offer, commitment, or agreement to extend financing.

• Submitting an application, receiving a quote, term sheet, indication, or pre-qualification, or receiving any communication from us does not obligate RevolvFi LLC to fund, and does not create a binding financing commitment.
• All financing is subject to underwriting, verification, credit and fraud review, satisfactory documentation, funding availability, and our sole discretion.
• Any amounts, factor rates, fees, terms, payment structures, or timelines displayed on the Services are estimates and illustrations only, are subject to change without notice, and do not reflect the terms of any actual transaction.
• Products and terms vary by state, industry, and applicant profile, and are not available in all jurisdictions. See the Disclaimer for licensing information.

Binding terms exist only in a written financing agreement signed by RevolvFi LLC and you. In the event of any conflict between these Terms and an executed financing agreement, disclosure, ACH authorization, guaranty, or broker/ISO agreement, that executed document controls with respect to its subject matter.

4. Accounts, Credentials, and Portal Access

Certain features require an account. You agree to:

• provide accurate registration information and keep it current;
• safeguard your username, password, and any multi-factor authentication device or code;
• restrict access to authorized personnel only, and promptly remove access for personnel who leave your organization or change roles; and
• notify us immediately at security@revolvfi.com of any suspected unauthorized access or security incident.

You are responsible for all activity occurring under your account, whether or not authorized by you. We are not liable for any loss arising from unauthorized use of your credentials. We may suspend or terminate any account at any time, with or without notice, including for suspected fraud, misrepresentation, non-payment, breach of these Terms, or security risk.

5. Electronic Records and Signatures (E-SIGN Consent)

By using the Services, you consent to transact business with us electronically and agree that:

• electronic signatures, contracts, applications, authorizations, disclosures, and other records satisfy any legal requirement that such records be in writing, and have the same force and effect as handwritten signatures and paper records;
• we may deliver disclosures, notices, statements, and other communications to you electronically, by email, through the Platform, or by posting to the Site;
• you have the hardware, software, internet access, and a valid email address necessary to receive and retain electronic records; and
• you will notify us at privacy@revolvfi.com if your email address changes.

You may withdraw consent to electronic delivery, or request a paper copy of any record at no charge, by contacting us at privacy@revolvfi.com. Withdrawal of consent may delay or prevent your use of the Services.

6. Applications, Submissions, and Authorizations

When you submit an application or documents through the Services, you represent and warrant that:

• all information and documentation is true, accurate, and complete in all material respects, and is not altered, fabricated, or misleading;
• bank statements, processing statements, tax returns, and financial statements are authentic and unmodified;
• you have the right to provide any third-party information you submit, including information about owners, principals, guarantors, and employees, and have obtained any required consents from those individuals;
• you have disclosed all existing and pending financing obligations, advances, liens, judgments, and bankruptcy proceedings; and
• you are not concurrently seeking or accepting financing that would breach an existing agreement with us or a third party.

Submission of false, altered, or fraudulent information may constitute fraud under federal and state law and may be referred to law enforcement, regulators, and industry fraud databases.

Authorizations. By submitting an application, you authorize RevolvFi LLC and its agents and service providers to: obtain business and, where separately authorized in writing, consumer credit reports on the business and its owners, principals, and guarantors; verify information with banks, processors, landlords, vendors, and references; access bank account data through financial data aggregators where you connect an account; conduct identity verification, KYC/KYB, sanctions, and fraud screening; and obtain public records. These authorizations remain in effect throughout the application, funding, servicing, and collection process, and for renewals, unless revoked in writing.

Contact consent. By providing contact information, you consent to receive communications from us as described in the Privacy Policy, including calls and text messages regarding your application and account. See Privacy Policy Section 7 for opt-out mechanics.

7. Additional Terms for Brokers, ISOs, and Referral Partners

If you access the Platform as a broker, ISO, or referral partner, you additionally agree that:

• your access is governed by your executed broker/ISO agreement with RevolvFi LLC, which controls in the event of conflict with these Terms;
• you will submit only applications you are authorized to submit, with the merchant’s knowledge and consent, and with accurate and unaltered documentation;
• you will not misrepresent RevolvFi LLC, its products, pricing, approval likelihood, or your relationship to us, and you will not hold yourself out as an agent, employee, or affiliate of RevolvFi LLC;
• you will not use RevolvFi LLC’s name, marks, or content in marketing without our prior written approval;
• you will comply with all applicable laws governing your activities, including any state commercial-financing broker registration, licensing, and disclosure requirements;
• you will keep merchant information confidential and use it solely for the submitted transaction, and will maintain reasonable safeguards for that information; and
• data available to you through the Platform relates solely to deals you submitted, and you will not scrape, export, resell, or repurpose Platform data.

Commissions are earned and paid solely as set out in your broker/ISO agreement. Nothing in the Services creates any entitlement to compensation.

8. Acceptable Use

You will not, and will not permit any third party to:

• use the Services for any unlawful, fraudulent, or unauthorized purpose, or in violation of any applicable law or regulation;
• submit false, altered, stolen, or misappropriated information, documents, or identities;
• access or attempt to access any account, system, or data you are not authorized to access;
• probe, scan, or test the vulnerability of the Services, or breach or circumvent any security or authentication measure;
• introduce malware, or otherwise interfere with, disrupt, or impose an unreasonable load on the Services or their infrastructure;
• use any robot, spider, scraper, crawler, or automated means to access, extract, or monitor the Services, or bypass any rate limit or access restriction;
• reverse engineer, decompile, or disassemble any portion of the Services, or attempt to derive source code, models, or algorithms;
• copy, reproduce, republish, resell, license, or create derivative works from the Services or their content, except as expressly permitted;
• use the Services to develop a competing product or service, or to benchmark for a competitor;
• remove or obscure any proprietary notice; or
• harass, threaten, or abuse our personnel.

We may investigate suspected violations and may suspend access, terminate accounts, and refer matters to law enforcement.

9. Intellectual Property

The Services and all content, software, code, design, text, graphics, logos, trademarks, service marks, layouts, underwriting tools, models, and documentation are owned by RevolvFi LLC or its licensors and are protected by U.S. and international intellectual property laws.

Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your internal business purposes in connection with an actual or prospective financing relationship with RevolvFi LLC. All rights not expressly granted are reserved. “RevolvFi LLC,” the RevolvFi LLC logo, and related marks are trademarks of RevolvFi LLC and may not be used without our prior written permission.

Your content. You retain ownership of the information and documents you submit. You grant RevolvFi LLC a worldwide, royalty-free, non-exclusive license to host, store, reproduce, process, transmit, display, and otherwise use that content as necessary to provide the Services, evaluate and service your account, and operate our business, in each case consistent with the Privacy Policy. This license survives termination for so long as we are required or permitted to retain the content.

Feedback. Any suggestions, ideas, or feedback you provide are non-confidential, and you grant us an unrestricted, perpetual, irrevocable, royalty-free right to use and exploit them without obligation or compensation to you.

10. Third-Party Services and Links

The Services may link to or integrate with third-party services, including financial data aggregators, banks, payment processors, e-signature providers, identity verification vendors, and partner websites. We do not control and are not responsible for third-party services, their content, availability, accuracy, or practices. Your use of a third-party service is governed by that party’s own terms and privacy policy. Integration or linking does not constitute endorsement.

11. No Advice; No Fiduciary Relationship

RevolvFi LLC is a commercial finance company. We do not provide legal, tax, accounting, investment, or financial planning advice, and nothing in the Services constitutes such advice or a recommendation that any product is suitable for you. You should consult your own attorney, accountant, and advisors before entering into any financing transaction.

RevolvFi LLC acts as a principal for its own account in an arm’s-length commercial transaction. We are not your agent, advisor, or fiduciary, and no fiduciary or advisory relationship is created by the Services, any communication, or any financing relationship. Our interests may differ from yours.

12. Privacy

Your use of the Services is subject to our Privacy Policy at revolvfi.com/privacy, which is incorporated into these Terms by reference. Please review it to understand how we collect, use, and disclose information.

13. Availability of the Services

We do not guarantee that the Services will be available, uninterrupted, timely, secure, or error-free. We may modify, suspend, limit, or discontinue all or part of the Services at any time, with or without notice, including for maintenance, upgrades, security, or business reasons. We are not liable for any unavailability or for any modification or discontinuation.

14. Disclaimer of Warranties

THE SERVICES AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, REVOLVFI AND ITS AFFILIATES, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; WILL BE AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; THAT THE SERVICES ARE FREE OF MALICIOUS CODE; OR THAT ANY CONTENT, CALCULATION, ESTIMATE, OR RESULT IS ACCURATE, COMPLETE, CURRENT, OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, CREATES ANY WARRANTY NOT EXPRESSLY STATED HERE.

Some jurisdictions do not allow the exclusion of certain warranties; in those jurisdictions, the above exclusions apply to the fullest extent permitted by law.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

(a) REVOLVFI AND ITS AFFILIATES, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OPPORTUNITY, DATA, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY OF LIABILITY.

(b) OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (i) THE TOTAL FEES YOU PAID TO REVOLVFI FOR USE OF THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE HUNDRED U.S. DOLLARS ($100).

(c) THESE LIMITATIONS APPLY TO CLAIMS ARISING FROM USE OF THE SERVICES AND DO NOTLIMIT EITHER PARTY’S RIGHTS OR OBLIGATIONS UNDER AN EXECUTED FINANCING AGREEMENT, WHICH ARE GOVERNED BY THAT AGREEMENT’S OWN TERMS.

(d) THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN AND APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow the limitation or exclusion of certain damages; in those jurisdictions, our liability is limited to the fullest extent permitted by law.

16. Indemnification

You agree to defend, indemnify, and hold harmless RevolvFi LLC and its affiliates, members, managers, officers, employees, agents, and service providers from and against any claims, demands, actions, proceedings, losses, liabilities, damages, judgments, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

• your access to or use of the Services;
• your breach of these Terms or of any representation, warranty, or authorization made in them;
• information or documents you submit, including any inaccurate, altered, fraudulent, or unauthorized submission;
• your violation of any law or regulation, or of the rights of any third party, including privacy, publicity, and intellectual property rights;
• your failure to obtain any required consent from an owner, principal, guarantor, employee, or merchant whose information you submit; and
• if you are a broker, ISO, or referral partner, your acts, omissions, representations, and communications with merchants.

We may assume the exclusive defense and control of any matter subject to indemnification, at your expense, and you agree to cooperate with our defense. You will not settle any matter without our prior written consent.

17. Term, Suspension, and Termination

These Terms remain in effect while you use the Services. We may suspend or terminate your access at any time, with or without cause or notice. You may stop using the Services at any time.

Termination does not affect: any executed financing agreement or your obligations under it; amounts owed; or any right or remedy accrued before termination. Sections 3, 6, 8–11, and 14–20 survive termination.

18. Governing Law and Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

18.1 Governing Law. These Terms and any dispute arising out of or relating to them or the Services are governed by the laws of the State of Michigan, without regard to conflict-of-laws principles. The Federal Arbitration Act governs the interpretation and enforcement of Section 18.3.

18.2 Informal Resolution. Before initiating arbitration or litigation, the parties will attempt in good faith to resolve any dispute informally. You agree to send written notice describing the dispute and the relief sought to legal@revolvfi.com or the address in Section 21, and to allow thirty (30) days to resolve the matter.

18.3 Binding Arbitration. If not resolved informally, any dispute arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered by Resolute Systems, LLC under its commercial arbitration rules then in effect. The arbitration will be conducted by a single arbitrator, seated in Troy, Michiganor by videoconference, and the arbitrator’s award may be entered as a judgment in any court of competent jurisdiction. The arbitrator has exclusive authority to resolve any dispute over the interpretation, applicability, enforceability, or formation of this Section, except that a court decides whether a dispute falls within Section 18.5.

18.4 Class Action and Jury Trial Waiver. ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING. EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY. If this waiver is found unenforceable as to a particular claim, that claim will be severed and proceed in court, and the remaining claims will proceed in arbitration.

18.5 Exceptions. Either party may (a) bring an individual action in small claims court, and (b) seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual property, confidential information, or to prevent unauthorized access to the Services. For any matter not subject to arbitration, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Oakland County, Michigan, and waive any objection to that venue.

18.6 Limitations Period. Any claim must be filed within one (1) year after the claim arose, or it is permanently barred, except where a longer period is required by law.

18.7 Conflict with Financing Agreements. If you have executed a financing agreement, guaranty, or broker/ISO agreement containing its own governing law, forum, or dispute-resolution provision, that provision controls for disputes arising under that agreement.

19. Changes to These Terms

We may revise these Terms at any time by posting an updated version with a new “Last Updated” date. Material changes will be communicated as required by law, which may include email notice or a prominent notice on the Site. Your continued use of the Services after the effective date constitutes acceptance of the revised Terms. If you do not agree, stop using the Services.

20. General Provisions

Entire Agreement. These Terms, the Privacy Policy, the Disclaimer, and any additional terms applicable to specific features constitute the entire agreement between you and RevolvFi LLC regarding the Services, and supersede all prior understandings on that subject. Executed financing and broker/ISO agreements are separate and control as to their subject matter.

Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions remain in full force.

No Waiver. Our failure to enforce any provision is not a waiver of that or any other provision.

Assignment. You may not assign or transfer these Terms or any rights under them without our prior written consent, and any attempted assignment is void. We may freely assign these Terms, including in connection with a merger, acquisition, financing, or sale of assets.

Force Majeure. Neither party is liable for any failure or delay caused by events beyond its reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, labor disputes, epidemic, government action, utility or telecommunications failure, or internet or hosting-provider outage.

Relationship. Nothing in these Terms creates a partnership, joint venture, employment, agency, or franchise relationship.

No Third-Party Beneficiaries. These Terms confer no rights on any third party, except that our affiliates and service providers are intended beneficiaries of Sections 14, 15, and 16.

Notices. We may provide notice by email, posting to the Site or Platform, or mail. You must send legal notices to the address in Section 21.

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

21. Contact

Email: legal@revolvfi.com
Phone: 989.529.9486