Niural Legal

ACH Origination Agreement

Last Updated: November 28, 2024

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Thank you for choosing to use the ACH Origination services provided by Niural Inc. ("Niural," "we," "us," "our"). This ACH Origination Agreement (the "Agreement") governs your use of Niural's Automated Clearing House (ACH) services, which enable you to initiate ACH transactions through our platform. By accessing and using Niural's ACH services, you agree to be bound by the terms and conditions outlined in this Agreement.

PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY ACCEPTING THIS AGREEMENT AND/OR USING NIURAL'S ACH SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.

If you are using the ACH Origination services on behalf of an organization, you represent and warrant that you have the authority to bind such organization to these terms.

The ACH Network allows you to collect funds through debit or credit Transactions from US bank account holders. Terms specifically applicable to Initiation of ACH Network Transactions are stated below. 

As with all Payment Methods, your use of Niural products that provide access to the ACH Network via submission of ACH Debit and ACH Credit entries, bind you to these ACH Payment Terms (these “Terms”) as part of the Niural Services Agreement. You accept and agree to comply with all of these terms.

• Nacha Rules: When submitting Transactions over the ACH Network, you must comply with the Nacha Operating Rules.

• ACH Entry Authorizations: When you send or collect funds with ACH credit and debit entries via the Niural Services, Niural is operating as a Third Party Sender and you understand and accept your role as the Originator (as defined in the Nacha Operating Rules), including to authorize the banks that Niural’s ACH Service Provider uses to enable the submission ofTransactions overtheACH Network (“ODFI Banks”) on your behalf to and from your Customer’s bank accounts. When you use Niural to initiate ACH Network Transactions with your Customers, you represent and warrant that: (a) you have all necessary authorizations and approvals from your Customers for Niural to transmit an ACH Network debit or credit Transaction to the Customer’s bank account and (b) the information you provide Niural about each ACH Network Transaction is accurate, timely and complete. Niural is not liable for any return, reversal or other failure (or any related costs) arising from your acts and omissions, including failure to obtain your Customer’s authorization for an ACH Network Transaction.

• Timing of Funds, Limits and Charges: Niural and its ACH Service Provider will make funds available as per settlement timings agreed to in relation to the type of ACH transfer selected. Niural may require separate or pass through origination limits as set up by the ACH Service Provider. Charges for your origination of ACH, returns and other ACH related services will be billed to you by the Niural.

• Termination and Suspension: Without limiting Niural’s rights to terminate or suspend your access to the Services under the Niural Services Agreement, Niural may also terminate or suspend your access to the ACH Network for your violation of the Nacha Operating Rules, including if an ODFI Bank requires your suspension or termination, or if you exceed acceptable limits on returns.

• Requests for Compliance Information: By collecting funds via ACH debit Transactions and as required by the Nacha Operating Rules, you will provide information and documentation requested by Niural, Niural’s ACH Service Provider, or ODFI Banks for the purpose of ensuring your compliance with these Terms and the Nacha Operating Rules upon reasonable notice. You agree to cooperate with any request for information necessary to complete ACH risk assessments and audits in a timely manner. Niural may suspend or terminate your access to the ACH Network immediately if you fail to provide information or documentation requested.

• Warranty: You warrant to Niural, as an Originator of Transactions made under the Nacha Operating Rules, that no Transaction delivered to Niural, will cause Niural, its ACH Service Providers, or ODFI Banks to be in violation of any regulation or sanction administered by a Governmental Authority or otherwise cause Niural, its ACH Service Providers, or ODFI Banks to be in violation of an laws of the United States.

• Nested Third Party Senders: You must not submit ACH Network Transactions as a Nested Third Party Sender (as defined in the Nacha Operating Rules) through the Niural Payments Services.