1. Acceptance of Terms

1.1 Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between Disbo Inc. (“Disbo,” “we,” “us,” or “our”) and the law firm, medical practice, or other legal entity accessing or using the Services (collectively, “User,” “you,” or “your”). You accept these Terms by clicking to agree, creating an account, or otherwise using the Services. These Terms incorporate our Privacy Policy by reference.

1.2 Who May Use the Services

The Services are available to: licensed law firms and attorneys in good standing; licensed medical providers and their authorized billing representatives; authorized employees or agents of the foregoing; and invited disbursement recipients who register for the Services (“Recipients”). Each User must be at least 18 years of age, located in the United States, and have the legal authority to bind the entity on whose behalf it is acting. The Services are offered only within the United States.

Individuals or entities designated by a User to receive a Disbursement who do not create an account or otherwise become a registered user of the Services — including “Offline Payees” as defined in Section 5.8 — do not become “Users” under these Terms, are not required to accept these Terms, and do not thereby obtain any rights against Disbo. Section 5.8 governs Disbursements to Offline Payees; Section 17 governs the status of registered Recipients.

1.3 Additional Agreements

Depending on how you use the Services, you may also be subject to a Platform Services Agreement, a Business Associate Agreement (if you transmit Protected Health Information), the Recipient Portal Terms of Service, and the terms of our payment partners, including Plaid and Modern Treasury. In the event of a conflict, the order of precedence is: (i) an executed Business Associate Agreement, solely as to Protected Health Information; (ii) a Platform Services Agreement; (iii) these Terms; and (iv) the Privacy Policy.

1.4 Consent to Electronic Records and Signatures

You consent to receive all agreements, disclosures, notices, and communications from us electronically. Your electronic acceptance of these Terms or any related document — including by checkbox, click-through, or other electronic confirmation — constitutes a valid signature under the federal E-SIGN Act and applicable state law, including the Uniform Electronic Transactions Act. You may withdraw this consent by closing your account, and may request paper copies of any disclosure by contacting support@disbo.com. Electronic delivery requires a valid email address and a device and browser capable of receiving and displaying our communications.

1.5 Modification of Terms

We may modify these Terms from time to time. Material changes will be accompanied by at least thirty (30) days' notice and will require your affirmative re-acceptance before you may submit any new Disbursement. Non-material changes are effective upon posting, and your continued use of the Services after posting constitutes acceptance. We record the version and timestamp of each version of these Terms you accept.

2. Description of Services

2.1 Platform Overview

Disbo provides a software platform that enables law firms to manage, initiate, and track settlement disbursements electronically. The Services include electronic disbursement processing (Disbo Quick Pay, Disbo Standard Pay, and paper checks issued via Lob.com); trust account management tools, including three-way reconciliation and IOLTA compliance support; medical lien tracking; Recipient portals; compliance monitoring and audit documentation; multi-party payment coordination; and integrations with practice management systems.

2.2 Disbo's Role; Custody of Funds

IMPORTANT: Disbo is a software technology provider. Disbo is not a bank, trust company, depository institution, escrow agent, trustee, fiduciary, or law firm. Except as described below with respect to paper checks, all funds are held and all transfers are executed by an FDIC-insured banking partner identified to you during onboarding (“Banking Partner”). Disbo does not own any funds transferred through the Services, has no beneficial interest in those funds, and exercises no discretionary control over them; funds move only pursuant to instructions you authorize, which Disbo transmits through Modern Treasury to the Banking Partner. Funds in transit remain the property of the sending User and the intended recipient.

Paper checks issued through the Services via Lob.com are drawn on the bank account you designate for that purpose — which may be your IOLTA or other trust account — and are not transferred through the Banking Partner or Modern Treasury. The custody description above applies to ACH and other electronic Disbursements; it does not describe how paper checks move.

2.3 Payment Infrastructure Partners

Modern Treasury: Payment orchestration platform through which Disbo transmits your payment instructions to the Banking Partner. Modern Treasury is not a bank and does not hold funds.
Plaid: Financial data connectivity for bank account linking, verification, and identity verification. By using bank account linking, you acknowledge Plaid's role and agree to Plaid's End User Privacy Policy.
Banking Partner(s): One or more FDIC-insured depository institutions that hold funds and execute transfers, as identified during onboarding and in the Platform.
Lob.com and other check fulfillment providers: Where a physical check is required, printing and mailing is performed by Lob.com or another third-party fulfillment provider.

Your use of the Services constitutes your agreement to be bound by the applicable terms of these partners as disclosed to you.

2.4 Fees and Service Tiers

Current pricing is published at disbo.com/pricing and incorporated by reference. As of the date of these Terms, there is no monthly subscription fee; senders are charged $5.00 per Disbursement and recipients are charged $5.00 per electronic deposit, plus any additional per-transfer rail fees disclosed before you confirm a payment. We may change transaction fees upon thirty (30) days' notice posted to the pricing page, and any new subscription or recurring fee will be disclosed in advance and will require your affirmative enrollment. We are not obligated to maintain any particular pricing.

2.5 Service Availability

We aim for high availability but do not guarantee that the Services will be uninterrupted or error-free. We may perform scheduled maintenance with advance notice, suspend the Services for emergency maintenance or security reasons, modify features, or discontinue features with reasonable notice.

3. Account Registration & Security

3.1 Account Creation

You must provide accurate and complete registration information; designate Authorized Users with appropriate roles; provide state bar or medical license numbers and jurisdictional information as applicable; verify your identity and professional credentials as we may request; and keep your account information current.

3.2 Identity Verification

All Users are subject to identity verification performed by our third-party providers: Plaid (identity verification and bank account authentication) and Modern Treasury (know-your-business / know-your-customer review and sanctions screening). You authorize Disbo and these providers to perform this verification and to share the results between them. Disbo does not retain copies of government-issued identification documents. Section 5.8 describes the different — and more limited — verification that applies to Offline Payees, who are not Users.

3.3 Account Credentials

You are responsible for maintaining the confidentiality of your usernames, passwords, API keys, and all activity on your account. We strongly recommend multi-factor authentication for all Authorized Users.

3.4 Authorized Users

You may grant access to employees, agents, or contractors who need it for their job functions (“Authorized Users”). You are fully responsible for your Authorized Users' actions and their compliance with these Terms, for promptly revoking access when an Authorized User's relationship with you ends, and for training Authorized Users on proper use and security of the Services. You remain liable for all transactions initiated by your Authorized Users, including any Disbursement to an Offline Payee that an Authorized User initiates.

3.5 Unauthorized Access

You must immediately notify support@disbo.com of any suspected unauthorized access, compromised credentials, security incident, or Authorized User acting beyond their authority. You remain liable for transactions initiated before we receive your notice and are able to restrict access.

4. Permitted Use & Restrictions

4.1 Permitted Uses

You may use the Services to manage disbursements in legitimate legal matters; to process payments to verified recipients and Offline Payees with proper authorization; to maintain compliance and regulatory records; and for other lawful purposes consistent with the practice of law or medicine.

4.2 Prohibited Uses

Illegal activities. You shall not use the Services to process funds related to illegal activity or criminal proceeds; violate any law; engage in money laundering or terrorist financing; or process payments to sanctioned individuals, entities, or countries.

Professional violations. You shall not use the Services to violate state bar rules, IOLTA regulations, or professional responsibility obligations; commingle client funds inappropriately; engage in prohibited fee-splitting arrangements; or process disputed funds or funds subject to known litigation holds.

Platform misuse. You shall not reverse engineer, decompile, or attempt to extract source code; use automated scripts, bots, or scrapers; attempt unauthorized access; interfere with service integrity; or remove proprietary notices.

Competitive use. You shall not use the Services to build a competing product; share access credentials with competitors; or resell, sublicense, or timeshare the Services without written permission.

4.3 Compliance Obligations

You represent, warrant, and covenant that you will: comply with IOLTA and trust account regulations; satisfy liens and other third-party claims before disbursing funds; obtain any necessary consents and court approvals; verify recipient identities and payment details — including, for any Offline Payee, independently confirming the payee's identity and the accuracy of any mailing address, bank routing number, or account number you enter on that payee's behalf; maintain proper books and records; issue required tax forms, including Forms 1099; and comply with the Gramm-Leach-Bliley Act Safeguards Rule where applicable.

5. Payment Processing

5.1 How Payments Work

To initiate a Disbursement, you: (a) authorize the Banking Partner, through instructions Disbo transmits via Modern Treasury, to debit your designated account; (b) funds are credited to a Banking Partner account and held temporarily during processing; and (c) the Banking Partner disburses the funds to the recipient's account or by check. Disbo transmits payment instructions only; the Banking Partner executes the transfer. Disbo never takes ownership of, or exercises discretionary control over, transferred funds. As described in Section 2.2, paper checks are drawn directly on your designated account and do not pass through the Banking Partner.

5.2 ACH Authorization

By linking a bank account and initiating a Disbursement, you authorize Disbo — acting through Modern Treasury and the Banking Partner — to originate ACH debit and credit entries in the amounts and on the dates you instruct, plus any correcting entries required to fix an error. This authorization remains in effect until you remove the linked account or revoke it in writing to support@disbo.com, subject to reasonable notice. You are bound by the Nacha Operating Rules, you warrant that you have authority over each linked account, and you represent that your ACH transactions comply with U.S. law.

5.3 Payment Methods & Fees

Disbursements may be sent by Disbo Quick Pay, Disbo Standard Pay, or paper check via Lob.com where required. Per-payment fees are separate from any subscription fee and are disclosed at disbo.com/pricing and before you confirm a payment.

5.4 Bank Account Linking via Plaid

Plaid Inc. facilitates the linking of bank accounts. Plaid accesses your financial institution information on your behalf, and that data is handled under Plaid's Privacy Policy. You can manage or revoke your Plaid connections at my.plaid.com.

5.5 Authorization & Finality

Submitting a transaction authorizes its execution. Once transmitted, payment instructions are final and irrevocable; certain payment methods are immediate and non-reversible. You are solely responsible for the accuracy of recipient data and amounts, and you assume all risk of loss arising from any error in the data you provide — including, for an Offline Payee, any error in the Payee-Furnished Details described in Section 5.8.

5.6 No Guarantee of Timing

Any estimate of payment timing is provided for convenience only and is not guaranteed. We do not control the Banking Partner's processing times, banking holidays, the recipient's bank's processing, or holds placed by any financial institution.

5.7 Failed or Returned Transactions

A failed or returned transaction may incur a return fee under disbo.com/pricing. You are responsible for resolving the underlying issue and reinitiating the payment, and you remain obligated to pay the intended recipient. Returned funds are credited back to you through the process described in Section 5.1.

5.8 Offline / One-Time Payees

(a) Definitions. An “Offline Payee” is an individual or entity you designate to receive a Disbursement who (i) does not create an account or otherwise become a registered User of the Services, (ii) has not completed the identity verification, know-your-customer review, or sanctions screening described in Section 3.2 or Section 16, and (iii) is paid based solely on the name, mailing address, and/or bank routing and account information you enter (the “Payee-Furnished Details”).

(b) No independent verification. Disbo does not verify an Offline Payee's identity, mailing address, or ownership of any designated bank account. Disbursements to Offline Payees are issued as a paper check via Lob.com or an ACH transfer via Modern Treasury based solely on the Payee-Furnished Details you provide.

(c) Your representations. You represent and warrant that: (i) you obtained the Payee-Furnished Details directly from the Offline Payee or from another reliable, authoritative source; (ii) you have independently confirmed, to your own satisfaction, that the named individual or entity is entitled to receive the Disbursement; (iii) you bear sole responsibility and liability for any Disbursement that is misdirected, delayed, or lost as a result of inaccurate, incomplete, or fraudulent Payee-Furnished Details; and (iv) you will complete any confirmation or attestation the Services present before you submit a Disbursement to an Offline Payee, which constitutes a binding representation under Section 11.1.

(d) Sanctions screening. Offline Payees do not undergo the sanctions and watchlist screening described in Section 16. You are solely responsible for screening each Offline Payee against OFAC and other applicable sanctions and watchlist programs before submitting a Disbursement to that payee, and you represent that you have done so.

(e) Saved payee details. With your consent, Disbo may retain an Offline Payee's Payee-Furnished Details for reuse in Disbursements you initiate in the future. Disbo does not retain full bank routing or account numbers; we retain only a masked account identifier and a reference token issued by our payment infrastructure partner.

(f) No agent-of-payee appointment. Section 17's agent-of-payee appointment does not apply to Offline Payees. See Section 17.

(g) Uncashed checks. Section 7.4 governs outstanding or uncashed checks issued to Offline Payees.

6. Fees & Billing

6.1 Subscription Fees and Automatic Renewal

Any paid subscription tier will be disclosed to you in advance, including the fee amount, billing frequency, and renewal terms, and will require your affirmative consent. Subscriptions renew automatically at the end of each period until cancelled. You may cancel online using a mechanism at least as easy as the one you used to enroll; cancellation takes effect at the end of the current billing period. We will send renewal reminders as required by law. Fees are in U.S. dollars and are non-refundable except as required by law.

6.2 Transaction Fees

Transaction fees are charged per Disbursement and are deducted from or charged to your designated operating account.

6.3 Billing Authorization

Your use of any paid Service authorizes Disbo, acting through the Banking Partner, to charge your designated operating account for fees due. You represent and warrant that the designated account is an operating account (NOT a trust or IOLTA account), that you have authority over it, and that sufficient funds are available. Disbo will never debit a trust or IOLTA account for fees.

6.4 Failed Payments

A failed payment or past-due balance may result in suspension or termination of your access. A late fee of 1.5% per month (or the maximum permitted by law, if lower) may apply, and outstanding amounts remain due.

6.5 Taxes

You are responsible for all taxes applicable to your use of the Services, other than taxes based on Disbo's net income.

6.6 Fee Changes

We may change our fees upon thirty (30) days' advance written notice. Continued use of a paid Service after notice constitutes acceptance; a subscription fee increase takes effect at your next renewal following notice.

7. Trust Account Compliance

7.1 IOLTA Compliance

The Services are designed to support your compliance with IOLTA requirements. You are solely responsible for ensuring your trust accounting practices comply with the professional conduct rules of your jurisdiction, and you retain ultimate accountability for the safekeeping of client funds. Disbo provides tools and audit evidence to assist with compliance but does not provide legal advice regarding trust account management.

7.2 Reconciliation

Automated reconciliation features assist with your compliance obligations, but you must review and verify all reports. Disbo is not responsible for discrepancies resulting from incorrect data entry, unauthorized transactions, or your failure to review a report.

7.3 Audit Support

Disbo maintains immutable transaction audit trails, available for download and for provision to a regulator with your authorization. We cooperate with regulatory audits affecting your use of the Services upon reasonable notice.

7.4 Uncashed Checks; Escheatment

You are solely responsible for monitoring outstanding or uncashed checks issued through the Services and for complying with applicable unclaimed-property and escheatment laws in the relevant jurisdiction(s). Disbo may, where available, provide reporting tools to help identify outstanding checks, but has no obligation to track escheatment deadlines, file unclaimed-property reports, or otherwise act as your escheatment agent.

8. Intellectual Property

8.1 Disbo's Ownership

Disbo retains all right, title, and interest in the Platform, all software, code, technology, documentation, the Disbo name, logos, trademarks, and all improvements, modifications, and derivative works.

8.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your internal business purposes during the term of your subscription.

8.3 Your Data

You retain all ownership rights in data you input into the Platform. You grant Disbo a limited license to use your data solely to provide the Services, improve the Platform, and create anonymized, aggregated data for analytics and benchmarking that cannot identify you, your clients, or your matters. Ownership of Customer Data, Disbo's role as a service provider, and how Disbo handles third-party legal demands for Customer Data are addressed in Section 9 (Customer Data & Legal Process).

8.4 Feedback

If you provide suggestions, ideas, or feedback about the Services, you grant Disbo a perpetual, irrevocable, worldwide, royalty-free license to use and commercialize such feedback without compensation or attribution.

9. Customer Data & Legal Process

9.1 Ownership of Customer Data; Disbo as Service Provider; Third-Party Data

As between you and Disbo, you own all data, records, documents, and other information that you or your Authorized Users submit to or generate through the Platform, including transaction records, disbursement instructions, case identifiers, lien information, and uploaded documentation (collectively, “Customer Data”). Disbo acts solely as a service provider processing Customer Data on your behalf and at your direction to provide the Services, as further described in Section 8.3.

You represent that you have the right to provide Disbo with personal information about any third party — including an Offline Payee or a Recipient — and that you have satisfied any notice, consent, or other legal requirement applicable to collecting and sharing that person's personal or financial information with Disbo and its Service Providers.

9.2 No Voluntary Disclosure

Disbo will not voluntarily disclose Customer Data to any third party, except (a) to the subprocessors and payment infrastructure partners identified in these Terms and the Privacy Policy, solely as necessary to provide the Services; (b) as you direct or authorize; or (c) as required by law or legal process as described in Section 9.3.

9.3 Notice of Legal Demands

If Disbo receives a subpoena, court order, warrant, civil investigative demand, or other legal demand from a third party seeking Customer Data (a “Legal Demand”), Disbo will, unless legally prohibited from doing so: (a) promptly notify you of the Legal Demand before responding; (b) provide you with a copy of the Legal Demand to the extent permitted; and (c) allow you a reasonable opportunity, consistent with the response deadline, to seek a protective order, move to quash, or otherwise object to the Legal Demand. Where reasonably practicable, Disbo will attempt to redirect the requesting party to seek the data directly from you as the data owner.

9.4 Limited, Compelled Production Only

Disbo will produce Customer Data in response to a Legal Demand only to the extent it is legally compelled to do so, and will limit any production to the specific data the Legal Demand requires. Disbo will reasonably cooperate with your lawful efforts to oppose, narrow, or condition a Legal Demand, at your expense. If you obtain a protective order or other relief before Disbo is required to respond, Disbo will comply with that order to the extent it applies to Disbo.

9.5 Preservation of Your Objections

Nothing in these Terms waives, and Disbo's compliance with a Legal Demand shall not be construed to waive, any objection, privilege, or protection you may assert with respect to Customer Data, including trade-secret and confidential-business-information protections, attorney-client privilege, or work-product protections.

For clarity, this Section 9 describes how Disbo will respond to legal process; it does not, and cannot, prevent a third party from issuing a Legal Demand or guarantee that Customer Data will be protected from compelled disclosure. Disclosures required by law are also described in our Privacy Policy.

10. Data Privacy & Protection

Our Privacy Policy governs how we collect, use, and disclose your information, and is incorporated into these Terms by reference. See our Privacy Policy.

11. Warranties & Disclaimers

11.1 Your Representations

You represent, warrant, and covenant that: you are duly licensed to practice law or medicine in all relevant jurisdictions and are in good standing with applicable regulators; you have the authority to enter into these Terms; your use of the Services complies with all applicable laws; all transaction data you submit is accurate and complete; no funds you disburse are subject to an undisclosed lien; no funds derive from illegal activity; no payment is directed to a sanctioned person; you will not misrepresent Disbo's role or status; and, for any Disbursement to an Offline Payee, you make the additional representations set out in Sections 5.8(c) and (d).

11.2 Disbo's Warranty Disclaimer

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, DISBO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, AND COMPLIANCE. For Clients who have executed a Platform Services Agreement, the representations and warranties in that Agreement supersede this disclaimer to the extent of any conflict.

12. Limitation of Liability

12.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DISBO'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES YOU PAID TO DISBO IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE THOUSAND DOLLARS ($1,000).

12.2 Exclusion of Consequential Damages

DISBO SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, REGULATORY FINES, OR COST OF SUBSTITUTE SERVICES.

12.3 No Liability for Third Parties

Disbo is not liable for: acts or omissions of the Banking Partner, Modern Treasury, Plaid, Lob.com, or any other check fulfillment, printing, or mailing vendor; loss, theft, delay, or misdelivery of a paper check by the U.S. Postal Service or other carrier; acts or omissions of any recipient financial institution; payment processing delays or failures; errors in data you provide, including any Payee-Furnished Details you supply for an Offline Payee; disputes over fund ownership or distribution; your failure to satisfy a lien; or your violation of IOLTA or professional-ethics rules.

12.4 Exceptions

The limitations in this Section 12 do not apply to gross negligence, willful misconduct, death or personal injury caused by negligence, or obligations under applicable data-protection law.

12.5 Claims Period

Any claim arising under these Terms must be brought within one (1) year of the date the cause of action accrued, to the maximum extent permitted by applicable law.

13. Indemnification

You will defend, indemnify, and hold harmless Disbo, its officers, directors, employees, agents, and affiliates from any claim, damage, liability, cost, or expense (including reasonable attorneys' fees) arising from: your breach of these Terms; your violation of any law or professional-responsibility rule; your negligence, fraud, or willful misconduct; a dispute over fund ownership or distribution; an unauthorized or erroneous transaction; your failure to satisfy a lien; incorrect recipient data — including, without limitation, a Disbursement to an Offline Payee where you supplied or entered the payee's name, mailing address, bank routing number, or account number; a violation of IOLTA rules; a failure to meet tax-reporting obligations; a HIPAA violation where a required Business Associate Agreement was not executed; a third-party claim; or a data breach resulting from your failure to protect your credentials.

14. Term & Termination

14.1 Term

These Terms are effective when you create an account and remain in effect until terminated.

14.2 Termination by Either Party

Either party may terminate these Terms with thirty (30) days' written notice. You must complete or cancel all pending Disbursements before termination.

14.3 Termination for Cause

Disbo may immediately suspend or terminate your access without notice if you breach these Terms, fail to pay fees when due, a payment partner or the Banking Partner requires suspension, we suspect fraud or illegal activity, your professional license is suspended or revoked, you become insolvent, or if required by law.

14.4 Effect of Termination

Upon termination: your license to the Platform ends immediately; you must cease all use; outstanding fees become immediately due; you have thirty (30) days to export your data; and your data may be deleted after that period unless retention is required by law. Fees paid are non-refundable. Funds in transit at termination will be completed or returned by the Banking Partner in accordance with Section 5.

15. Dispute Resolution

15.1 Governing Law

These Terms are governed by the laws of the State of California, without regard to conflict of laws principles.

15.2 Informal Resolution

Before initiating arbitration, the complaining party must attempt to resolve the dispute informally for thirty (30) days by contacting the other party.

15.3 Binding Arbitration

Except as provided below, any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by JAMS in Los Angeles, California, under the JAMS Streamlined Arbitration Rules, before a single arbitrator. Each party bears its own attorneys' fees unless awarded otherwise. You may opt out of this arbitration agreement by sending written notice to support@disbo.com within thirty (30) days of first accepting these Terms, including your name, entity name, and a statement that you wish to opt out. Opting out does not affect any other provision.

15.4 Exceptions

Claims for injunctive relief to protect intellectual property, claims to enforce this arbitration provision, and small-claims-court actions are not subject to arbitration.

15.5 Waiver of Jury Trial and Class Action

TO THE EXTENT PERMITTED BY LAW, BOTH PARTIES WAIVE ANY RIGHT TO A JURY TRIAL. DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS PART OF ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

15.6 Venue

For any disputes not subject to arbitration, you consent to exclusive jurisdiction and venue in the state and federal courts located in Los Angeles County, California.

16. Compliance with Laws

You will comply with all applicable federal, state, and local laws, including state bar rules and medical licensing requirements; IOLTA regulations; the Bank Secrecy Act and other anti-money-laundering laws; OFAC and other sanctions programs; IRS tax-reporting requirements; HIPAA, where applicable; the Gramm-Leach-Bliley Act; and consumer protection laws.

Our payment infrastructure partners conduct sanctions and watchlist screening of senders and registered Recipients during onboarding and transaction processing. Offline Payees designated by a User, as described in Section 5.8, do not undergo this screening. You are solely responsible for screening each Offline Payee against OFAC and other applicable sanctions and watchlist programs before submitting a Disbursement to that payee, and you represent that you have done so. You agree not to transact with sanctioned parties and to provide information reasonably requested to complete screening.

17. Recipients; Agent-of-Payee Appointment

Recipients invited by law firms — including medical providers, clients, and referring attorneys who register for the Services — have limited access to view Disbursements, provide payment account information, and upload documentation. The Recipient Portal Terms of Service also apply to Recipients.

A Recipient who registers for payments through the Platform appoints Disbo, acting through the Banking Partner, as a limited agent to receive payments on the Recipient's behalf from law firms. Receipt of funds by the Banking Partner on the Recipient's behalf constitutes receipt of payment by the Recipient, and satisfies the paying law firm's payment obligation to the Recipient in the amount received, even if the funds are not subsequently delivered to the Recipient. This appointment is limited to the receipt of payment and creates no other agency, fiduciary, or partnership relationship. Recipients acknowledge that their underlying relationship is with the paying law firm, not with Disbo, and that Disbo controls neither the timing nor the initiation of payment.

The agent-of-payee appointment and payment-satisfaction provisions of this Section 17 apply only to Recipients who register for Platform payments. Offline Payees, as defined in Section 5.8, have not appointed Disbo or the Banking Partner as their agent. Receipt of funds by the Banking Partner, or completion of a Disbursement through Lob.com, does not by itself create an agency relationship between Disbo or the Banking Partner and an Offline Payee, and does not determine when a User's underlying payment obligation to an Offline Payee is satisfied.

18. Force Majeure

Disbo shall not be liable for any delay or failure to perform resulting from causes beyond reasonable control, including acts of God, war, terrorism, government actions, labor disputes, internet or telecommunications failures, banking network failures, pandemics, or cyberattacks.

19. Miscellaneous

Entire Agreement: These Terms, the Privacy Policy, any Platform Services Agreement, and any executed Business Associate Agreement constitute the entire agreement between the parties.
Assignment: You may not assign these Terms without our written consent; we may assign these Terms freely.
Severability: If any provision is held invalid, the remaining provisions remain in effect.
Waiver: Our failure to enforce a provision is not a waiver of that provision.
Independent Contractors: The parties are independent contractors, and nothing in these Terms creates any third-party beneficiary right.
Notices: Notices to Disbo should be sent to support@disbo.com or Disbo Inc., 10850 Wilshire Blvd Suite 1010, Los Angeles, CA 90024. Notices to you will be sent to your registered email address.
Interpretation: Headings are for convenience only. “Including” means “including but not limited to.” These Terms are drafted in English.

20. Contact Information

For all inquiries, including privacy questions: support@disbo.com · Disbo Inc., 10850 Wilshire Blvd Suite 1010, Los Angeles, CA 90024.