Contents

Karta Card Cardholder Agreeement

Updated: December 25, 2023

YOUR CARDHOLDER AGREEMENT INCLUDES AN ARBITRATION AGREEMENT. PLEASE SEE BELOW FOR DETAILS.

Part A: Pricing

How We Will Calculate Your Balance: For the BNPL feature, we multiply the BNPL Fee described above by the amount you elect to include in a Plan. See Section 12 (Buy Now, Pay Later (BNPL) Feature) below.

This Agreement contains an arbitration provision. PLEASE REVIEW THE ARBITRATION CLAUSE AND NOTICES SET FORTH SECTION 20 OF THIS AGREEMENT.

What Are My Billing Rights?

Information on your rights to dispute transactions and how to exercise those rights is provided in “Billing Dispute Process” on your billing statement.

Part B: General Terms and Conditions

Part A: Pricing and Part B: General Terms and Conditions together make up the Cardholder (Agreement) for your Account. This Agreement establishes the terms of your charge card account (Account) with Third National. Any supplements or amendments are also part of this Agreement. All extensions of credit in connection with your Account are being made by Nimbus LLC doing business as Third National, a licensed money transmitter company based in Puerto Rico and a principal issuer of VISA cards. Card refers to the virtual card or other access device you or an Authorized User (defined below) uses to access your Account.

As used in this Agreement, you and your mean each applicant and co-applicant for the Account; any person responsible for paying the Account; and any person responsible for complying with this Agreement. We, us, our, and Third National mean Third National and its agents. Title Labs, Inc. (d/b/a Karta) (Karta), along with its partners and service providers, is a service provider to Third National providing certain services in connection with your Card and Account. In that capacity, Karta may act on our behalf, perform our obligations, or enforce our rights under this Agreement. Neither Third National nor Karta is a bank. Third National is the issuer and lender of record for your Card.

At any time, we may add, delete or change any term of this Agreement, unless the law prohibits us from doing so. We will give you notice of any changes as required by law.

  1. Eligibility

You are eligible for an Account if you are at least 18 years of age, and not (i) a United States citizen or a lawful permanent resident of the United States, an active duty service member in the U.S. armed forces or a spouse, child, or other dependent of an active duty service member in the U.S. armed forces, or (ii) a citizen of Cuba, Iran, Syria or North Korea. You must also satisfy our Account information requirements.

  1. Residence Changes

You must notify us immediately if you change your country of residence. We may cancel your Account if we determine that you are no longer eligible for an Account based on a change in your country of residence.

  1. Account Information

We need information about you to manage your Account. This includes:

  1. your legal name;
  2. a valid U.S. or non-U.S. mailing address and residential address (if different);
  3. your date of birth;
  4. your passport identification number or other government identification number;
  5. your telephone number(s); and
  6. your employment and income information.

You must tell us when this information changes. We may ask you for additional documents to verify any changes. We may restrict or close your Account if we cannot verify your information, or if you do not provide it as requested.

  1. Credit Limits

When you open your Account, we will tell you your credit limits. These will also appear on your statement. We may give you different credit limits for different types of transactions or for the different transactions on your Account, such as a different credit limit for purchases and cash advances.

You must manage your Account to remain below your credit limits. We may honor transactions above your credit limits, but if we do these transactions will not increase your credit limit. You are responsible for paying for any transaction you make above your credit limits.

We may also increase, decrease, restrict or cancel any credit limit on your Account at any time. This will not affect your obligation to pay us.

  1. Using Your Card and Your Account
    1. This Agreement applies whether or not you use your Card or Account. It will continue to apply even after your Account is closed (either by us or you), as long as you have a balance.
    2. You must return any physical Card you receive to us or destroy it if we ask you to.
    3. You must take reasonable steps to prevent the unauthorized use of your Card and Account.
    4. We may decline to authorize a transaction for any reason. This may occur even if the transaction would not cause you to go over your credit limit or your Account is not in default.
    5. We are not responsible for any losses you incur if we do not authorize a transaction.
    6. We are not responsible for any losses you incur if anyone refuses to accept your Card for any reason.
    7. Unless we tell you otherwise, we will bill each transaction to the applicable Account. We will apply it against your available credit for that Account.
    8. You must not use, or try to use, the Card for any illegal activity. You are responsible for any charges if you do.
    9. We are not liable for any losses that may result when our services are unavailable due to reasons beyond our control.

  1. Authorized Users

You may request that we issue an additional Card to someone authorized by you to access and use your Account (Authorized User). We may require certain information about them. We may limit their ability to use your Card, and we reserve the right to refuse to add any individual to your Account as an Authorized User in our sole discretion. The Authorized Users may have access to certain information about your Account. You will be responsible for their use of the Account and anyone else they allow to use your Account, even if you did not want, or agree to, that use, including all fees and charges resulting therefrom (even after you remove an Authorized User).

If you want to remove an Authorized User from your Account, you must contact customer service at support@conkarta.com. Authorized Users may remove themselves from your Account upon request. We reserve the right to remove them from your Account for any reason.

By adding an Authorized User to your Account, you allow us to discuss your Account with an Authorized User. This includes giving them access to your Account information and history. You also agree that an Authorized User may use and receive information about the Account the same way you do. You agree to give us certain personal information about each Authorized User. You must let each one know that you’ll give us that information and you must have his or her permission to do so. You must have permission from each one to allow us to share information about him or her as allowed by applicable law. This includes information we may get from you, any Authorized User and others. It also includes information about their transactions on the Account.

We may report information about this Account to credit bureaus in the Authorized User’s name that may appear on their credit report. This could include information about late payments, overlimit amounts, returned payments or other violations of this Agreement. You must let each Authorized User know that we may report Account information in his or her name.

  1. Payment Due

You must pay the balance of your Card no later than the payment due date on your billing statement to avoid a late payment fee. Each billing statement also states the time and manner by which you must make your payment for it to be credited as of the same day it is received. Each billing statement also shows a Closing Date. The Closing Date is the last day of the billing period covered by the billing statement. Each Closing Date is at least 15 days after the previous billing statement’s Closing Date. Your billing statement will also tell you: (i) the required payment due, (ii) your new balance, and (iii) the payment due date

  1. Your Promise to Pay

You promise to pay us all amounts due on your Account. We will treat transactions made without presenting your actual Card (such as for mail, telephone, Internet, or mobile device purchases) the same as if you used the Card in person. If you let someone else use your Card, you are responsible for all transactions that person makes.

  1. Late Payment Fee

You must pay the entire balance indicated on your billing statement no later than the payment due date set forth in your billing statement. We may charge you a late payment fee if we do not receive your payment as instructed on your billing statement by the payment due date.

  1. How to Make Payments

Your payment must be made in U.S. dollars from a U.S. deposit account in a form acceptable to us. You can pay online through your online account or by setting up automatic payments. We do not accept cash payments through the mail. You may send mailed payments to us as instructed on your billing statement, unless we tell you otherwise.

  1. How We Apply Your Payments

We will apply your required payment to the balance on your Account using any method we choose, in accordance with applicable laws and regulations. Payments in excess of your required payment will be applied to your balance as a credit.

  1. Buy Now, Pay Later (BNPL) Feature.

You may use the BNPL feature, which allows you to create a plan (Plan) with a duration of 3 (three), 6 (six), or 9 (nine) months for a qualifying amount, subject to a fee for using the BNPL feature (BNPL Fee). The BNPL Fee is a fixed finance charge that will be charged over equal monthly installments during the duration of the Plan. See “Part A: Pricing” at the beginning of this Agreement for the BNPL Fee that applies depending on the duration of a Plan. The minimum qualifying amount to use the BNPL feature is $500.

You may use the BNPL feature by selecting a qualifying amount and a Plan duration. You will be able to view the monthly Plan payments, including the BNPL Fee, in your Karta app. Each BNPL Fee will be disclosed before you create the applicable Plan and will be based on the Plan duration.

You will not be able to create Plans if your Account is cancelled. You will also not be able to create Plans if your Account has a payment that is returned unpaid or is past due. We will tell you the number of active Plans you may have. We may change the number of active Plans you may have at any time. The Plan durations offered to you will be at our discretion and will be based on a variety of factor such as your creditworthiness and your Account history, including the amount of time your Account has been open. You agree to manage your Account so that the total of your Plan balances (including BNPL Fees) is not more than your applicable credit limit. Plans cannot

be cancelled after you have created them, but you can choose to pay them early by paying the new balance shown on your most recent billing statement in full. If you pay a Plan off early, you will still have to pay the full BNPL Fee for that Plan].

  1. Account Default

You will be in default if:

  • you do not make the required payment identified on your billing statement by the due date indicated on the billing statement;
  • you make a payment that is returned unpaid to us for any reason;
  • you fail to maintain a linked deposit account acceptable to us or to update us as to any changes regarding your linked deposit account;
  • you exceed a credit limit;
  • you die or are declared legally incompetent or incapacitated;
  • you file or become the subject of a bankruptcy or insolvency proceeding;
  • you are unable or unwilling to repay your obligations, including upon death or legally declared incapacity;
  • we determine that you made a false, incomplete or misleading statement to us, or you otherwise tried to defraud us;
  • we have any reason to believe you may not be creditworthy; or
  • you do not comply with any term of this Agreement.

If you are in default, we may take any action, to the extent permitted under applicable law, including any of the following: (1) declare the entire balance of your Account immediately due and payable at once without notice or demand; (2) continue to charge you fees as set forth in this Agreement; (3) lower your credit limit; (4) pursue collection efforts directly or via a third party; (5) file a lawsuit against you or pursue another action not prohibited by law; (6) suspend, restrict, or close your Card and Account and/or terminate this Agreement without liability to us;

(7) report you to one or more consumer reporting agencies; and/or (8) exercise all other rights and remedies available to us under applicable law. In the event of your default, and subject to any limitations or requirements of applicable law, you agree to pay all costs, including reasonable attorney’s fees, incurred by us in (i) collecting or enforcing your indebtedness and/or the terms of this Agreement, whether or not suit is brought against you, and (ii) protecting us and our employees, agents, and service providers from any harm that we may suffer as a result of your default, except to the extent prohibited by applicable law.

  1. Credit Reports

We may report information about your Account to consumer reporting agencies and others. Late payments, missed payments, or other defaults on your Account may be reflected in your credit report. Information we provide may appear on your and the Authorized Users’ credit reports.

If you believe that we have reported inaccurate information about your Account to a consumer reporting agency, notify us in writing at:

78 SW 7th Street, Suite 08-130

Miami, FL 33130

When you write, tell us the specific information that you believe is incorrect and why you believe it is incorrect.

We may obtain and use credit, income and other information about you from credit bureaus and others as the law allows.

  1. Closing or Suspending Your Account

You may contact Karta to ask us to close your Account.

We may close or suspend your Account at any time and for any reason permitted by law, even if you are not in default.

If we close or suspend your Account for any reason, you must stop using your Card. You must also cancel all billing arrangements set up on the Account. If we close or permanently suspend your Account, you must return or destroy all Cards. You must still pay us all amounts you owe on the Account.

  1. Communications

You agree that we may communicate with you by mail, telephone, email, prerecorded message, automated voice, text message or other means allowed by law regarding your Account.

You agree that we may contact you at any telephone number (including a mobile telephone number that you provide us), and use an automated telephone dialing system or similar device to do so. You agree that we may monitor or record any conversation or other communication with you.

  1. Governing Law

This Agreement is made in the Commonwealth of Puerto Rico, and we extend credit to you from the Commonwealth of Puerto Rico. This Agreement is governed by the laws of the Commonwealth of Puerto Rico (without regard to its conflict of laws principles) and by any applicable federal laws.

  1. Waiver

We will not lose any of our rights if we delay or choose not to take any action for any reason. We may waive our right without notifying you. For example, we may waive your fees without notifying you and without losing our right to charge them in the future.

  1. Assignment

This Agreement will be binding on, and benefit, any of your and our successors and assigns. You may not sell, assign or transfer your Account or this Agreement to someone else without our written permission.

We may sell, assign or transfer your Account and this Agreement without your permission and without prior notice to you. Any assignee or assignees will take our place under this Agreement. You must pay them and perform all of your obligations to them and not us. If you pay us after we notify you that we have transferred your Account or this Agreement, we can return the payment to you, forward the payment to the assignee, or handle it in another way that is reasonable.

  1. ARBITRATION AGREEMENT

PLEASE READ THIS ARBITRATION PROVISION VERY CAREFULLY. IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND THIRD NATIONAL OR ITS AGENTS. You may

reject the arbitration provision by sending us written notice within 45 days after your first Card purchase. See Right to Reject Arbitration section below.

  1. Binding Arbitration

You and Third National agree that any and all past, present and future Disputes (defined below) shall be determined by arbitration, unless your Dispute is subject to an exception to this agreement to arbitrate set forth below. You and Third National further agree that any arbitration pursuant to this section shall not proceed as a class, group or representative action. The award of the arbitrator may be entered in any court having jurisdiction. “Dispute” means any dispute, claim, or controversy between you and Third National that arises out of or relates to (i) this Agreement (including any addenda hereto or other terms incorporated herein by reference), (ii) the breach, termination, enforcement, interpretation or validity hereof, including the determination of the scope or applicability of the agreement to arbitrate hereunder, or (iii) any services provided by Third National (including, without limitation, your Card).

This agreement to arbitrate shall be construed under and be subject to the Federal Arbitration Act (FAA), notwithstanding any other choice of law set out in this Agreement.

  1. Arbitration Procedures
    1. Before filing a claim against Third National, you agree to try to resolve the Dispute informally by providing written notice to Third National of the actual or potential Dispute at the following email address support@conkarta.com. Similarly, Third National will provide written notice to you of any actual or potential Dispute to endeavor to resolve any claim we may possess informally before taking any formal action.
    2. The party that provides the notice of the actual or potential Dispute (the “Notifying Party”) will include in that notice (“Notice of Dispute”) the name of Notifying Party, the Notifying Party’s contact information for any communications relating to such Dispute, and sufficient details regarding such Dispute to enable the other party (the “Notified Party”) to understand the basis of and evaluate the concerns raised. If the Notified Party responds within 10 days after receiving the Notice of Dispute that it is ready and willing to engage in good faith discussions in an effort to resolve the Dispute informally, then each party shall promptly participate in such discussions in good faith.
    3. If, notwithstanding the Notifying Party’s compliance with all of its obligations under the preceding clause (ii), a Dispute is not resolved within 30 days after the Notice of Dispute is sent (or if the Notified Party fails to respond to the Notice of Dispute within 10 days), the Notifying Party may initiate an arbitration proceeding as described below. If either party purports to initiate arbitration without first providing a Notice of Dispute and otherwise complying with all of its obligations under the preceding clause (ii), then, notwithstanding any other provision of this Agreement, the arbitrator(s) will promptly dismiss the claim with prejudice and will award the other party all of its costs and expenses (including, without limitation, reasonable attorneys’ fees) incurred in connection with such Dispute.
    4. This Arbitration provision is governed by the FAA. The arbitrator will apply applicable substantive law, statutes of limitations and privileges. The arbitrator will not apply any federal or state rules of civil procedure or evidence in matters relating to evidence or discovery. The arbitrator may otherwise award any relief available in court. You and we agree that the arbitration will be confidential. You and we agree that you or we will not disclose the content of the arbitration proceeding or its outcome to anyone, but you or we may notify any government authority of the claim as permitted or required by law. If your claim is for $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents, through a telephonic hearing, or by an in-person hearing.
    5. At any party’s request, the arbitrator will provide a brief written explanation of the award. The arbitrator’s award will be final and binding, subject to each party’s right to appeal as stated in this section and/ or to challenge or appeal an arbitration award pursuant to the FAA. To initiate an appeal, a party must notify the arbitration organization and all parties in writing within 35 days after the arbitrator’s award is issued. The arbitration organization will appoint a three-arbitrator panel to decide anew, by majority vote based on written submissions, any aspect of the decision objected to. The appeal will otherwise proceed pursuant to the arbitration organization’s appellate rules. Judgment upon any award

may be entered in any court having jurisdiction. At your election, arbitration hearings will take place in the federal judicial district of your residence.

  1. Arbitration Fees, Costs, and Awards

You will be responsible for paying your share of any arbitration fees (including filing, administrative, hearing or other fees), but only up to the amount of the filing fees you would have incurred if you had brought a claim in court. We will be responsible for any additional arbitration fees. At your written request, we will consider in good faith making a temporary advance of your share of any arbitration fees, or paying for the reasonable fees of an expert appointed by the arbitrator for good cause.

If the arbitrator rules in your favor for an amount greater than any final offer we made before the final hearing in arbitration, the arbitrator’s award will include: (1) any money to which you are entitled, but in no case less than $5,000; and (2) any reasonable attorneys’ fees, costs and expert and other witness fees.

  1. Collective Arbitration

You and Third National agree that, notwithstanding anything to the contrary in the Rules, the arbitration of any Dispute shall proceed on an individual basis, and neither you nor Third National may bring a claim as a part of a class, group, collective, coordinated, consolidated or mass arbitration (“Collective Arbitration”). Without limiting the generality of the foregoing, a claim to resolve any Dispute against Third National will be deemed a Collective Arbitration if (i) two (2) or more similar claims for arbitration are filed concurrently by or on behalf of one or more claimants; and (ii) counsel for the claimants are the same, share fees or coordinate across the arbitrations. “Concurrently” for purposes of this provision means that both arbitrations are pending (filed but not yet resolved) at the same time.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YOU NOR THIRD NATIONAL SHALL BE ENTITLED TO CONSOLIDATE, JOIN OR COORDINATE DISPUTES BY OR AGAINST OTHER INDIVIDUALS OR ENTITIES, OR ARBITRATE OR LITIGATE ANY DISPUTE IN A REPRESENTATIVE CAPACITY, INCLUDING AS A REPRESENTATIVE MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. IN CONNECTION WITH ANY DISPUTE, ANY AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED. Without limiting the

foregoing, any challenge to the validity of this paragraph shall be determined exclusively by the arbitrator.

  1. Small Claims

Notwithstanding your and Third National’s agreement to arbitrate Disputes, You and Third

National retain the right to bring an individual action in small claims court.

  1. Class Waiver

To the extent applicable law permits, any dispute arising out of or relating to this Agreement, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, consolidated or representative action. Notwithstanding any other provision of this Agreement or the FAA, disputes regarding the interpretation, applicability, or enforceability of this class waiver may be resolved only by a court and not by an arbitrator. If this waiver of class or consolidated actions is deemed invalid or unenforceable, neither party is entitled to arbitration.

  1. No Jury Trial

If for any reason a claim or dispute proceeds in court rather than through arbitration, each party knowingly and irrevocably waives any right to trial by jury in any action, proceeding or counterclaim arising out of or relating to this Agreement.

  1. Confidentiality

The existence of and all information regarding any Dispute will be held in strict confidence by the parties and will not be disclosed by either party except as reasonably necessary in connection with the conduct of the arbitration or the confirmation or enforcement of any arbitral award. Any such permitted disclosure will, to the maximum extent reasonably practicable, be made subject to obligations of confidentiality at least as stringent as the provisions of this paragraph. If any disclosure of information regarding any Dispute is required under applicable law, the parties shall reasonably cooperate with one another to obtain protective orders or otherwise to preserve the confidentiality of such information.

  1. Right to Reject Arbitration

You may reject this Arbitration provision by sending a written rejection notice to us at: support@conkarta.com. Your rejection notice must be mailed within 45 days after your first Card purchase. Your rejection notice must state that you reject the Arbitration provision and include your name, address, Account number and personal signature. No one else may sign the rejection notice. If your rejection notice complies with these requirements, this Arbitration provision will not apply to you, except for any claims subject to pending litigation or arbitration at the time you send your rejection notice. Rejecting this Arbitration provision will not affect your ability to use your Card or any other benefit, product or service you may have with your Account.

  1. Survival

This agreement to arbitrate shall survive the termination or expiration of this Agreement. With the exception of the provisions of this agreement to arbitrate that prohibit Collective Arbitration, if a court decides that any part of this agreement to arbitrate is invalid or unenforceable, then the remaining portions of this agreement to arbitrate shall nevertheless

remain valid and in force. In the event that a court finds the prohibition of Collective Arbitration to be invalid or unenforceable, then the entirety of this agreement to arbitrate shall be deemed void (but no provisions of this Agreement unrelated to arbitration shall be void), and any remaining Dispute must be litigated in court pursuant to the preceding paragraph.