Modus 5 LLC
Effective Date: September 7, 2026
Last Updated: September 7, 2026

Please read these Terms carefully. Section 17 contains a binding arbitration agreement and a class action waiver that affect how disputes are resolved. You may opt out of arbitration as described in that section.

1. Agreement to These Terms

These Terms of Use ("Terms") are a binding agreement between you and Modus 5 LLC, a New York limited liability company ("Modus 5," "we," "us," or "our"). They govern your access to and use of modus5.com and any related subdomains, pages, and web-based features we operate (together, the "Site").

By accessing or using the Site, you agree to these Terms and to our Privacy Policy, which is incorporated into these Terms by reference. If you do not agree, please do not use the Site.

2. The Site Is Not the Services

The Site provides information about our offerings, including point of sale ("POS") systems, hardware, software, payment terminals, supplies, credit card processing, merchant cash advances, equipment leasing, support plans, digital signage, eCommerce tools, and related services (together, the "Services").

Your use of any Service is governed by a separate written agreement, such as a merchant processing agreement, sales order, lease, financing agreement, support plan, or software license. Nothing on the Site forms part of those agreements. If anything on the Site conflicts with a signed agreement between you and Modus 5, or between you and a sponsor bank, processor, funder, or lessor, the signed agreement controls.

3. No Offer; Rates and Pricing Are Illustrative

Descriptions, rates, fees, funding amounts, approval timelines, equipment availability, and promotions shown on the Site are for general information only. They are not an offer, a quote, a commitment to extend credit, or a guarantee of approval. All pricing and terms are subject to underwriting, credit review, equipment availability, third-party approval, and change without notice. Binding terms exist only in a written agreement signed by both parties.

Merchant cash advances and equipment leases are provided by us or by third-party funders and lessors under their own agreements, including any disclosures required by law. Cash discount and dual pricing programs are available only where permitted by applicable law and card network rules, and merchants are responsible for the required signage and customer disclosures.

Figures, statistics, and client or installation counts shown on the Site are approximate and provided for general reference.

4. Eligibility and Business Use

The Site is intended for businesses and for individuals acting on behalf of a business. By using the Site, you represent that you are at least 18 years old. If you submit information on behalf of a business, you also represent that you are authorized to do so and to bind that business.

The Site is directed to users in the United States. We make no representation that the Site or the Services are appropriate or available outside the United States.

5. Accounts and Credentials

If the Site offers account registration or a customer portal, you agree to provide accurate and complete information, keep it current, and safeguard your login credentials. You are responsible for all activity under your account. If you suspect unauthorized access, notify us immediately at admin@modus5.com. We may suspend or close any account that violates these Terms or puts the Site or other users at risk.

6. Orders, Shipping, Returns, and Third-Party Equipment

Any order placed through the Site is an offer to purchase, which we may accept or decline. We may correct pricing or description errors and may cancel or limit orders, including after we send an order confirmation. If we cancel an order you have already paid for, we will refund the amount paid.

Much of the hardware and software we offer is manufactured, licensed, or supplied by third parties, and those products are subject to the manufacturer's or licensor's own warranties, license terms, and end-user agreements. Modus 5 acts as a reseller and integrator and does not extend manufacturer warranties. Unless a signed agreement or applicable law says otherwise, Modus 5 provides no separate warranty on third-party equipment or software.

Return, exchange, restocking, and shipping terms are set out in your sales order or in our current Returns & Refunds Policy. For return questions, contact returns@modus5.com.

7. Support Plans

Support plan features, response targets, and coverage hours are described in the applicable support plan documentation and are governed by that plan's terms. Statements on the Site about our responsiveness or availability describe our general approach to service. They do not create a service level agreement unless one is expressly included in a signed support plan.

8. Acceptable Use

You agree not to:

• use the Site for any unlawful purpose or in violation of card network rules, Nacha rules, or applicable financial regulations;
• submit false, fraudulent, or misleading information, including in any application for processing, financing, or leasing;
• access, probe, or test the vulnerability of the Site or any related system, or bypass any security or authentication measure;
• introduce malware, scrape or harvest data by automated means, use bots or crawlers other than for legitimate search engine indexing, or place an unreasonable load on our systems;
• reverse engineer, decompile, or attempt to derive source code from any part of the Site;
• frame, mirror, or resell any part of the Site;
• impersonate any person or business, or misrepresent your affiliation with anyone;
• use the Site to infringe any intellectual property, privacy, or other right; or
• interfere with anyone else's use of the Site.

We may investigate suspected violations and cooperate with law enforcement.

9. Intellectual Property

The Site and its contents, including text, graphics, logos, icons, images, page layouts, product descriptions, software, and the selection and arrangement of all of these, are owned by Modus 5 or its licensors. They are protected by United States and international copyright, trademark, and other laws.

"Modus 5," the Modus 5 logo, and our product and solution names (including SwiftPay, FastFund, SignEase, WebSpark, and EcoCycle) are trademarks or service marks of Modus 5 LLC. All other marks on the Site belong to their respective owners and are used for identification only; their appearance does not imply endorsement.

We grant you a limited, revocable, non-exclusive, non-transferable license to access and view the Site for your internal business purposes. No other rights are granted.

10. Your Submissions

If you send us reviews, testimonials, comments, suggestions, job applications, photos, or other content through the Site ("Submissions"), you grant Modus 5 a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable license to use, reproduce, modify, publish, and display that content in connection with our business, including in marketing materials. This license does not apply to personal information in job applications, which we handle as described in our Privacy Policy.

You represent that you own or control the rights to your Submissions and that they do not violate any law or third-party right. We are not required to keep Submissions confidential, and we are not liable for any use or non-use of ideas or suggestions you send us. We may remove or decline any Submission at our discretion.

Testimonials on the Site reflect the experiences of individual clients. Results vary, and testimonials do not guarantee the results you will experience.

11. Communications Consent

When you give us your contact information, for example through a quote request, contact form, or phone call, you consent to receive communications from Modus 5 about your inquiry and our Services by email and telephone. We will send SMS text messages only if you separately opt in.

If you opt in to text messages, message and data rates may apply and message frequency varies. You can reply STOP to opt out or HELP for assistance at any time. Consent to marketing texts is not a condition of any purchase. We do not sell or share your mobile number or text-messaging consent with third parties for their own marketing.

You may unsubscribe from marketing emails at any time using the link in the message. Even after you unsubscribe, we may still send transactional or service messages about your accounts, orders, or support requests.

You agree that agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that they be in writing.

12. Third-Party Links and Services

The Site may link to third-party websites, tools, review platforms, or services that we do not control. We provide these links for convenience only. We do not endorse, and are not responsible for, third-party content, products, privacy practices, or terms. Your dealings with any third party are solely between you and that third party.

13. Privacy

How we collect and use personal information is described in our Privacy Policy.

14. Disclaimer of Warranties

THE SITE AND ALL CONTENT ON IT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, MODUS 5 DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Site will be uninterrupted, secure, error-free, or free of harmful components, or that information on the Site is accurate, complete, or current. Nothing on the Site is legal, tax, accounting, or financial advice, so please consult your own advisors before making business decisions.

Some jurisdictions do not allow certain warranty exclusions, so some of the above may not apply to you.

15. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, MODUS 5 AND ITS MEMBERS, OFFICERS, EMPLOYEES, AGENTS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SITE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO MODUS 5 THROUGH THE SITE IN THE SIX (6) MONTHS BEFORE THE CLAIM AROSE, OR (B) ONE HUNDRED DOLLARS ($100).

This section does not limit liability that cannot be limited under applicable law. Liability under a separate signed agreement for Services is governed by that agreement's own limitation of liability provisions, not by this section.

Some jurisdictions do not allow certain limitations of liability, so some of the above may not apply to you.

16. Indemnification

You agree to indemnify, defend, and hold harmless Modus 5 and its members, officers, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to your use of the Site, your Submissions, your violation of these Terms, or your violation of any law or third-party right.

17. Dispute Resolution and Arbitration

Informal resolution first. Before filing any claim, you agree to contact us at legal@modus5.com and try in good faith to resolve the dispute informally for at least thirty (30) days.

Binding arbitration. If we cannot resolve the dispute informally, any dispute arising out of or relating to these Terms or the Site will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, in New York County, New York. Judgment on the award may be entered in any court with jurisdiction.

Class action waiver. YOU AND MODUS 5 AGREE THAT EACH MAY BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.

Exceptions. Either party may bring an individual claim in small claims court. In addition, either party may seek injunctive relief in court to protect intellectual property or confidential information.

Opt-out. You may opt out of this arbitration agreement by sending written notice to Modus 5 LLC, Attn: Legal, 295 Madison Avenue, 2nd Floor, New York, NY 10017, or to legal@modus5.com, within thirty (30) days after you first accept these Terms. Your notice must include your name, business name, and a clear statement that you are opting out of arbitration. Opting out does not affect any other part of these Terms.

18. Governing Law and Venue

These Terms are governed by the laws of the State of New York, without regard to its conflict of laws rules. Subject to Section 17, you consent to the exclusive jurisdiction and venue of the state and federal courts located in New York County, New York.

19. Copyright Complaints (DMCA)

If you believe content on the Site infringes your copyright, please send a notice containing the information required by 17 U.S.C. § 512(c)(3) to our designated agent:

[Agent name or title]
Modus 5 LLC
295 Madison Avenue, 2nd Floor
New York, NY 10017
Email: legal@modus5.com
Phone: [phone number]

We may remove allegedly infringing material and, in appropriate circumstances, terminate the accounts of repeat infringers.

20. Accessibility

We are working to make the Site accessible to users of all abilities. If you encounter a barrier, contact us at admin@modus5.com, and we will work to provide the information or transaction you need through another method.

21. Termination

We may suspend or end your access to all or part of the Site at any time, with or without notice, if we believe you have violated these Terms or if we need to protect the Site, our business, or other users. You may stop using the Site at any time. Sections 9, 10, and 14 through 22, and any other provisions that by their nature should survive, will continue to apply after your access ends.

22. General

Changes. We may revise these Terms at any time by posting an updated version with a new "Last Updated" date, and we will identify material changes. Your continued use of the Site after the changes take effect means you accept them.

Entire agreement. These Terms, together with the Privacy Policy, are the entire agreement between you and Modus 5 regarding the Site and replace any prior understandings on that subject. They do not replace any separate signed agreement governing the Services.

Severability. If any provision is found unenforceable, that provision will be limited or removed to the minimum extent necessary, and the rest of these Terms will remain in full effect.

No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.

Assignment. You may not assign these Terms without our written consent. We may assign them freely, including in connection with a merger, acquisition, or sale of assets.

Force majeure. We are not liable for any failure or delay caused by events beyond our reasonable control, including internet or power outages, natural disasters, labor disputes, supply chain disruptions, or government actions.

Headings. Section headings are for convenience only and do not affect how these Terms are interpreted.

23. Contact Us

If you have questions about these Terms, please contact us:

Modus 5 LLC
295 Madison Avenue, 2nd Floor
New York, NY 10017
General: admin@modus5.com
Legal: legal@modus5.com