SERVICES ADDENDUM

Preamble

The undersigned (“Customer” or “you”) is a customer of WeSave, Inc., a California corporation (“WeSave”). WeSave has entered into a Passport Master Services Agreement with Priority Technology Holdings, Inc. and its affiliates (collectively, “Priority” or “we”) (the “Passport MSA”), pursuant to which, WeSave will, among other things, make available to its customers a proprietary technology platform known as “Passport” owned by Priority to set up one or more accounts and sub-ledger accounts to collect, store, and send money. Customer desires to have access to Passport and other services provided by Priority (collectively, the “Services”), including, without limitation, the services relating to the processing of credit card, debit card, stored value card, smart card or other payment device transactions provided by Priority and its sponsor bank (“Member”) (the “Merchant Services”). Priority requires Customer to acknowledge and agree to the terms and conditions set forth in this Services Addendum (the “Addendum”) in connection with the Services. As used herein, this Addendum, the Application, and all other documents and agreements referenced herein to which Customer is a party collectively constitute the “Agreement” between Customer and Priority.

Application, Authorization for Investigation and Underwriting

Together with this Addendum, Customer will complete and submit to Priority a services application in the form approved by Priority (the “Application”). Customer, on behalf of itself and each beneficial owners identified in the Application, hereby authorizes Priority and Member and their respective agents to (i) check with credit reporting agencies, credit references, and other sources they deem appropriate in investigating and verify the information given; (ii) obtain additional information from credit reporting agencies and other lawful sources, including persons and companies named in this Application, regarding Customer’s credit standing, credit capacity, general reputation, or characteristics; (iii) to contact all previous references; and (iv) obtain consumer reports from consumer reporting agencies on each individual signing below on behalf of Customer. Customer also authorizes Priority and its Affiliates (as defined in the Program Guide) to provide amongst each other the information contained in the Application and any information received from all references, including banks and credit reporting agencies. Customer certifies and agrees that Customer does not and will not provide, offer or facilitate gambling services, including offering or facilitating internet gambling services, or establishing quasi-cash, credits or monetary value of any type that may be used to conduct gambling.

CIP - Customer Identification Program

IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for you: When you open an account, we will ask for your name, address, and other information that will allow us to identify you. We will also ask for the names, addresses, dates of birth, and other information concerning each of your beneficial owners and the control person that will allow us to identify your beneficial owners and such control person. We may also ask to view a copy of each beneficial owner’s and control person’s driver’s license or other identifying documents. Customer certifies, under penalties or perjury, that the federal taxpayer identification number and corresponding filing name provided herein are correct.

Passport Account Agreement

Upon the execution and delivery of the Agreement and Priority’s satisfactory underwriting of you, one or more accounts will be set up on Passport (collectively, the “Passport Account”) for you, which is made available by a federally insured depository institution and Priority. The use of the Passport Account is governed by the Passport Account Agreement (accessible here) (the “Passport Account Agreement”). You must agree to the Passport Account Agreement before a Passport Account will be open for you. Priority may amend the Passport Account Agreement from time to time and will notify you any material changes that may affect your rights and obligations. Your continued use of the Passport Account shall constitute its acceptance of such changes.

Cardholder Agreement

If made available, the Passport Account may include the use of a debit card to make payments and transfers to third parties. Use of a debit card linked to a Passport Account will be subject to the terms and conditions contained in the Cardholder Agreement which can be accessed here (the “Commercial Cardholder Agreement”). You must agree to the Cardholder Agreement before a debit card will be issued to you. If you instruct us to issue debit cards to any third parties, including your employees, you are responsible for their compliance with the Cardholder Agreement. Priority may amend the Cardholder Agreement from time to time and will notify you any material changes that may affect your rights and obligations. Your continued use of the debit card shall constitute its acceptance of such changes.

Services Terms and Conditions

Customer acknowledges and agrees that the Services are subject to the Application and the Program Guide (collectively referred to as the “Merchant Agreement” between Customer, Priority and Member) and the Payment Services Terms and Conditions, as applicable. By executing this Addendum, Customer confirms that it has read and agrees to be bound by (i) the Program Guide for the Member identified in the Application (a copy of which is accessible here) in its entirety; and (ii) the Payment Services Terms and Conditions, a copy of which is accessible here. Priority may amend the Merchant Agreement and the Payment Services Terms and Conditions from time to time and will notify you any material changes that may affect your rights and obligations. Your continued use of the Services shall constitute its acceptance of such changes.

WeSave’s Access to Customer Passport Account

Pursuant to the agreement between WeSave and Customer (the “WeSave Customer Agreement”), Customer has delegated to WeSave the authority to manage Customer’s Passport Account, including the authority to disburse funds from such Passport Account. To authorize Priority to comply with WeSave’s instructions and requests with regard to Customer’s Passport Account, Customer hereby agrees to the following terms and conditions.

1. Authorization. Customer hereby delegates to WeSave, as agent for Customer, full power and authority to manage the Passport Account and to direct the deposit and disbursement of funds into and from the Passport Account. In connection with such delegation of authority, Customer hereby authorizes Priority to accept and act on the instructions received from WeSave, in addition to taking directions from Customer, with regard to Customer’s Passport Account. If Priority receives any inconsistent communication from WeSave and Customer with regard to any funds in the Passport Account or the Passport Account, Priority may, in its sole direction, (i) follow the instructions of either party; (ii) suspend any services with regard to the Passport Account until it has received joint instructions from both WeSave and Customer with regard to the Passport Account; or (iii) institute an appropriate interpleader action in any federal or state court located in Fulton County, Georgia, to determine the rights of the parties involved with regard to the funds, in which case, the funds in dispute shall be deposited with such court, and Priority shall be relieved of and discharged from any and all obligations and liabilities under and pursuant to the Agreement with respect to such funds or the Passport Account, as applicable. Priority shall have the right to recoup any and all costs or expenses incurred by it in conjunction with any actions taken by it pursuant to this section by deducting and offsetting such costs and/or expenses from the Passport Account. The authorization set forth in this section shall be referred to as the “Authorization.” Notice of any change affecting the Authorization (including termination) must be jointly provided by Customer and WeSave to Priority in such manner and with such advancement as to allow Priority and any affected financial institutions a reasonable opportunity to act on such notice, and in any event with no less than three (3) business days prior to the effectiveness of such change.

1. Release; Indemnification. Customer agrees that it will seek remedies against WeSave only, and not against Priority, if it claims that any instructions from WeSave with regard to the Passport Account are erroneous, or that it suffers damages as a result of Priority following any instructions from WeSave with regard to the Passport Account in accordance with the Authorization. Customer hereby irrevocably releases, waives, and forever discharges any and all claims, demands, liabilities, or damages that it may assert against Priority or its banking partners relating to Priority’s or such banking partners’ actions or inactions taken pursuant to instructions received from WeSave or Customer based on the Authorization. Customer shall indemnify, defend and hold harmless Priority, its banking partners, any payment network, and their respective affiliates, officers, directors, employees, agents and permitted assigns (each an “Indemnified Party”) from and against any and all expenses, losses, liabilities, damages, fines, or costs, including reasonable attorneys’ fees (collectively, “Losses”) arising from any action, claim, counterclaim, demand, or proceeding (each, a “Claim”) made or brought by a third party, including WeSave, as a result of Priority’s actions or inactions taken pursuant to instructions received from WeSave or Customer based on the Authorization. The indemnity provided herein shall not apply in the case of fraud or willful misconduct on the part of Priority.

Electronic Funds Transfer Authorization

Customer authorizes Priority, Member, and the originating depository financial institutions to present Automated Clearing House (“ACH”) credits, ACH debits, wire transfers, or depository transfer checks to and from the bank accounts identified in the Application and to and from any other account for which any such parties are authorized to perform such functions under the Application, this Addendum and the Program Guide (as defined in the Application). This ACH authorization cannot be revoked until all obligations of Customer under the Agreement are satisfied, and Customer gives written notice of revocation as set forth in the Agreement.

Consent to Contact

Customer acknowledges and agrees that Priority and its third-party subcontractors and/or agents may use automatic telephone dialing systems to contact Customer at the telephone number(s) Customer has provided in the Application and/or leave a detailed voice message in the event that Customer is unable to be reached, even if the number provided is a cellular or wireless number or if Customer has previously registered on a Do Not Call list or requested not to be contacted for solicitation purposes. Customer hereby consents to receiving commercial electronic mail messages from us, our Affiliates and out third-party subcontractors and/or agents from time to time.

Consent to Electronic Communication

As permitted by applicable laws, Customer consents to use electronic signatures and to electronically receive all records, notices, statements, communications, and other items for all services provided hereunder and in connection with Customer’s relationship with Priority (collectively, “Communications”). Electronic Communications will be sent to the email address on record with Priority. By accepting and agreeing to this Agreement electronically, Customer represents that (i) Customer has read and understands this consent to use electronic signatures and to receive Communications electronically; (ii) Customer has the hardware and software necessary to receive and store electronic Communications; and (iii) Customer’s consent will remain in effect until Customer withdraws its consent as specified below. Customer must keep its email address on record with Priority current and notify Priority of any change in its email address by updating Customer’s profile on record with Priority. Customer should print and save or electronically store a copy of all Communications that Priority send to Customer electronically. Customer’s consent to receive Communications electronically will remain in effect until Customer withdraws it. Customer may withdraw its consent to receive further Communications electronically at any time by contacting Priority as provided herein. If Customer revokes its consent to receive Communications electronically, Priority reserves the right to close Customer’s account. Such revocation will be effective after Priority has had a reasonable period of time to act on Customer’s withdrawal request. Such revocation of consent to receive Communications electronically will not apply to any Communications that were sent before Customer’s request to withdraw consent becomes effective. Priority may, in its sole discretion, communicate with Customer in paper form. In addition, Priority reserves the right to discontinue the provision of electronic Communications or to terminate or change the terms and conditions on which it provides electronic Communications. Except as otherwise required by applicable law, Priority will notify Customer of any such termination or change by providing the updates on monthly statements or delivering notice of such termination or change electronically.

Duty to Update Information

Customer must immediately notify Priority of any change to the information in this Application, including (i) any new lines or types of business; (ii) change in ownership; (iii) the opening, closing or liquidation of business or any location; (iv) voluntary or involuntary party to a bankruptcy case; or (v) entry into a loan or other agreement with a person or entity that may affect this Application. Priority retains the right to terminate the Agreement if you fail to provide notice of any change to the information in the Application.

Execution of the Agreement

Customer acknowledges and agrees that this Addendum is governed by the laws of the State of Georgia and may not be assigned by Customer (including by operation of law) without Priority’s consent. By its signature below, Customer hereby represents and warrants to Priority that: (i) the signatory below is a proprietor, general partner, or executive officer of Customer with authority to submit the Application and this Addendum and execute the Agreement on behalf of Customer, and (ii) the information in the Application and this Addendum is complete and accurate and may be relied upon by Priority. Customer hereby agrees to be bound by the Agreement and any attachments thereto, as amended from time to time. By signing below, Customer acknowledges that it has read and understands the Agreement.