Card Authorized User Terms

These Copperx Card Authorized User Terms (“Authorized User Terms”) are between you (“you” or “your”), Piers Technology Inc. (“Copperx”, “we” or “us”), and Issuer (defined below) and governs your access to and use of the Copperx Card and Card Services. These Authorized User Terms are incorporated by reference into the Card Terms, the Card User Agreement and Copperx’s Terms of Service (available at: https://copperx.io/legal/terms). For the avoidance of doubt, these Authorized User Terms are a click-through agreement accepted by each individual Authorized User and do not amend, replace or supersede the Card User Agreement. In case of any conflict or inconsistency, the Card Terms shall govern the Card and Card Services, the Card User Agreement shall govern all Company-level obligations towards Copperx and these Authorized User Terms shall govern your individual conduct and use.

1. Definitions
   1. “Card Services” means the ancillary services provided by Issuer and/or Copperx that facilitate your use of the Copperx Card and Card Account.
   2. “Card Terms” means the Copperx Spend Card Terms entered into between Company and Issuer.
   3. “Card User Agreement” means a legal agreement between you and Copperx, as updated from time to time and available at
   4. “Company” means the company that is applying for or has opened a Copperx Account to use the Copperx Card Services, and is providing you access to these Card Services.
   5. “Company Administrator” means an individual at Company with the authority to grant you access to a Copperx Card and Card Services.
   6. “Copperx Card” means the Spend Card made available to you by a Company Administrator and which is linked to an Account Holder’s Linked Wallet.
   7. “User” means you, an individual authorized to use the Copperx Card and Card Services on Company’s behalf.

Capitalized terms that are not defined here have the definitions provided in the Card Terms and/or Card User Agreement.

2. Background

The Copperx Card (“Copperx Card”) is a business card issued to the Company under the Card Terms. The Copperx Card is issued by Third National (“Issuer”).

You understand that you have access to the Card Services only to the extent authorized, and for the sole benefit of, the Company. You understand that the Copperx Card is not for personal use and that the Issuer or Copperx do not directly provide the Card Services to you. You understand that Company is responsible for your compliance with the Card Terms and Card User Agreement and that both you and Company are responsible for your compliance with these Authorized User Terms. You acknowledge that the Company is a beneficiary of these Authorized User Terms. You also consent to receive all communications from Copperx electronically as described in these Authorized User Terms. By using the Card Services available to you under Company’s Copperx Account, you consent to and agree to these Authorized User Terms. These Authorized User Terms are part of, and incorporated by reference into, the Card Terms, the Card User Agreement and the Copperx Terms of Service. You agree to abide by the terms of the Card Terms, these Authorized User Terms, the Card User Agreement, all applicable law, and Card Network rules in connection with your use of the Company’s Copperx Card Account and Card Services.

Copperx and/or the Issuer reserve the right to amend these Authorized User Terms or impose additional obligations or restrictions on you at any time. Copperx and/or Issuer will use commercially reasonable efforts to notify you in advance of any changes that impose material obligations on you. Notwithstanding the foregoing, by continuing to use the Card Services, you agree to be bound by such amendments or additional obligations or restrictions. The date on the top of this page shows when these Authorized User Terms were last updated.

Prior to using the Copperx Card and Services on behalf of the Company, you will need a Company Administrator to add you as an authorized user via the Copperx platform and provide you access to the Copperx Card Account.

3. Eligibility

By using the Copperx Card and Card Services you represent and warrant in your individual capacity that:

1. You are not a person who is blocked or sanctioned by the United States Government, including those identified by the United States Office of Foreign Asset Controls (OFAC).
   2. You are an employee, contractor, or agent affiliated with and authorized to use the Copperx Card and Card Services on Company’s behalf.
   3. You will use the Copperx Card and Copperx Services exclusively for purposes permitted by the Card Terms, the Card User Agreement, Copperx Terms of Service and the Copperx Privacy Policy.
   4. All information you provide to us, either directly or through a Company Administrator, is and will be true, correct, and complete.
   5. You will not use the Card for personal, family, or household use.
   6. You have reviewed the Card Terms, these Authorized User Terms, the Card User Agreement and the Copperx Terms of Service and Copperx Privacy Policy.

2. Access to the Copperx Card and Card Services

You may access the Copperx Card and Card Services only to the extent and only as long as you are authorized to do so by the Company and us. We or the Company may limit or terminate your access to any of the foregoing at any time, without notice. You agree not to circumvent or attempt to circumvent the security of the Copperx Card and Card Services for any purpose, including to gain access to any services to which you are not authorized.

5. Electronic Signature

You acknowledge and consent to the Copperx E-Sign and Electronic Communications Policy, available at: https://copperx.io/legal/electronic-communications-notice.

6. Use of your Personal Information

To use the Card Services, you may be required to provide your personal data (including, for example, your name, email address, and date of birth) to the Company Administrator, the Company, or us. You acknowledge and agree that you have authorized the Company and/or the Company Administrator to share your personal data with Copperx. You agree that you have provided the Company and/or the Company Administrator with personal data that is true, complete, and correct. We will use your personal data to – among other permitted uses under Copperx’s Privacy Policy – verify your identity, verify that you are not a person who is blocked or sanctioned by the United States Government, including those identified by the United States Department of Treasury’s Office of Foreign Assets Control (OFAC) and other confirm that you are eligible to use a Copperx Card.

You acknowledge that you have read Copperx’s Privacy Policy available at: https://copperx.io/legal/privacy and understand how Copperx may collect, use, and share your personal data. By using the Copperx Card and Card Services, you agree that Copperx may use your personal data in accordance with these Authorized User Terms, the Card User Agreement and the Copperx Privacy Policy.

7. Use of the Copperx Card and Card Services.

You acknowledge and agree that you have read and understood the Copperx Prohibitions available at: https://copperx.io/legal/prohibited-use and that you will at all times comply with the Copperx Prohibitions at all times when using the Copperx Card and Card Services.

You acknowledge and agree that you will not use the Copperx Card and Card Services: (1) for any expense which is not a business expense incurred by you related to or for the benefit of the Company; (2) for any purpose prohibited by the Copperx Terms of Service or the Card Terms; (3) for, with, or for the benefit of any individual or entity who is blocked or sanctioned by the United States, including those identified by the United States Department of Treasury’s Office of Foreign Assets Control (OFAC); or (4) for personal, family, or household use.

8. Security and Safeguards

You will use all reasonable means to protect your Copperx Card and log-in credentials to the Copperx Account from unauthorized use. You will not allow any other person or third party to use the Copperx Card and Card Services. You will immediately notify Copperx at [email protected] if you know or suspect that access to your Copperx Account has been compromised or if your Copperx Card has been lost, stolen, or compromised in any way.

9. Communications

Copperx has an established business relationship with the Company. You will receive notices to the email and mobile numbers provided to Copperx by you or Company. These notices may include push notifications, and text or SMS messages providing information or alerts about Card Services, the Card, or transactions, and may allow you to provide information back to Copperx (such as sending a receipt from a transaction). You may elect to not receive certain notices through the Copperx Account, but doing so will limit the use of certain Card Services and may increase the financial risks to Company.

You are required to maintain an updated web browser and computer and mobile device operating systems to receive notices correctly. You are responsible for all costs imposed by internet or mobile service providers for sending or receiving Notices electronically. You consent to receiving notices electronically to your mobile device and understand that this consent has the same legal effect as a physical signature. If you wish to revoke this consent, please notify your Company Administrator.

10. Commercial Use Only

Company’s Copperx Card Account is commercial in nature, and you acknowledge and understand that certain consumer protection laws (including the Electronic Funds Transfer Act or Regulation E) and consumer-specific rules (including NACHA rules specific to consumers) do not apply to transactions on Company’s Copperx Card Account or your use of the Card Services.

11. Suspension and Termination

Copperx or the Issuer may suspend or terminate your access to Company’s Copperx Account, the Card or the Card Services at any time and for any reason, in its absolute discretion, with or without prior notice (except where such notice is required to be provided by law), including if directed by Company, Company Administrator, the payment network or a regulator, or if in Copperx’s or the Issuer’s good faith belief: (i) you or the Company have violated these Authorized User Terms, the Card Terms, the Card User Agreement, or Copperx’s Terms of Service or Prohibited Use Policy; (ii) there is any suspected fraud, misuse or security compromise; or (iii) you fail KYC/KYB or sanctions screening. In the event that the Card Terms, Card User Agreement and/or Terms of Service with Company is terminated, these Authorized User Terms will immediately terminate (other than sections giving rise to continued obligations of the parties that survive termination).

Upon suspension or termination, you shall immediately stop using the Card, return any physical Card, destroy any credentials or virtual card numbers, and cooperate with CopperX, Issuer, and the Company in any investigation, dispute, or compliance review (including providing receipts or transaction information).

12. Limitation of Liability

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE CARD USER AGREEMENT, THE CARD TERMS, OR THESE AUTHORIZED USER TERMS AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, ISSUER, COPPERX AND ALL OF ITS AFFILIATES’ LIABILITY, TAKEN TOGETHER IN THE AGGREGATE, ARISING OUT OF OR RELATED TO THESE AUTHORIZED USER TERMS, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, SHALL REMAIN SUBJECT TO THE LIMITATION OF LIABILITY SECTION OF THE COPPERX TERMS OF SERVICE AND ANY REFERENCE IN SUCH SECTION TO THE LIABILITY OF A PARTY MEANS THE AGGREGATE LIABILITY OF THAT PARTY AND ALL OF ITS AFFILIATES UNDER THE AGREEMENT.

13. Dispute Resolution

You acknowledge and agree to the Dispute Resolution & Arbitration provision (Section 16) of the applicable Card Terms. For clarity, while Copperx is not a party to the Card Terms, Copperx consents to application of the aforesaid Dispute Resolution & Arbitration section under the applicable Card Terms, solely for resolving disputes between you and Copperx arising out of or relating to these Authorized User Terms. These provisions may require you to arbitrate any disputes with Issuer and/or Copperx arising out of or relating to these Authorized User Terms in an individual arbitration and not a class arbitration. It also includes a waiver of any right to trial by jury or judicial proceedings, including class actions and class proceedings, in connection with claims arising out of these Authorized User Terms. PLEASE REVIEW THE DISPUTE RESOLUTION PROVISIONS OF THE CARD TERMS CAREFULLY.

14. Governing Law

These Authorized User Terms will be governed by and interpreted in accordance with the laws of Puerto Rico without regard to conflict-of-law provisions. The Federal Arbitration Act (FAA) governs the interpretation and enforcement of the arbitration provisions. Judicial proceedings (other than small claims actions) that are expressly excluded from the Arbitration section above must be brought in state or federal court in Puerto Rico, unless the parties agree in writing to some other location, and you hereby consent to the venue and personal jurisdiction of such court.