Tip Box Merchant Terms of Service

Effective date: 2026-08-29

PLEASE READ THESE TERMS BEFORE ACCEPTING. By clicking "I agree," creating an account, activating a Tip Box device, or using the Service, you agree to these Terms on behalf of the business or organization you represent, and you confirm you are authorized to bind it. If you do not agree, do not accept and do not use the Service. These Terms contain a limitation of liability (Section 14) and an agreement to resolve disputes by binding arbitration on an individual basis (Section 16).

These Terms are between Cactus Wash Systems LLC, an Arizona limited liability company doing business as Tip Box ("Tip Box," "we," "us"), and the business or organization accepting them ("you," "Merchant").

1. THE SERVICE AND WHAT THESE TERMS COVER

1.1 Service. The "Service" is the Tip Box software, hosted platform, merchant dashboard, reporting, and support, together with any Tip Box device ("Device") you purchase or lease from us.

1.2 Payment processing is separate. Tip Box is not a bank, money transmitter, or payment processor. Card transactions are authorized, settled and funded under a separate merchant processing agreement between you and a payment processor and its sponsoring bank. Those parties, not Tip Box, are responsible for underwriting, settlement, funding timing, chargebacks, reserves and account closure. If your processing agreement ends, the Service may stop working and these Terms may be terminated.

1.3 Order Form. Your plan, fees, device quantity and configuration are set out in the order form, quote or online checkout you complete (the "Order Form"), which is part of these Terms. If the Order Form conflicts with these Terms, the Order Form controls for pricing only.

1.4 The two plans. We offer the Service on two plans, and your Order Form states which one applies to you. On the Standard Plan you purchase the Device outright and the Service continues month to month with no minimum term. On the Term Plan you pay nothing for the Device up front, pay a higher monthly software fee, and commit to a minimum term of twenty-four (24) months. Sections 3.4, 12.2, 12.3 and 12.4 apply only if your Order Form states the Term Plan.

1.5 Device models. We offer the Device in more than one model, currently the full-size Tip Box and the smaller Tip Box Mini. The model of each Device you order is stated on your Order Form. Every model is a "Device" under these Terms, and every provision applies to every model, except where these Terms state a model-specific amount (Section 12.3).

2. FEES, BILLING AND TAXES

2.1 Subscription fees. You agree to the recurring software fee stated on your Order Form, billed monthly in advance, plus any additional device fees. The fee differs by plan: the Term Plan carries a higher monthly fee because the Device is supplied at no upfront charge. Fees are non-refundable except as expressly stated in these Terms.

2.2 Processing fees. Transaction processing fees are stated on your Order Form and are billed under your processing agreement. Interchange, assessments and network fees are set by the card networks and may change without notice to us.

2.3 Authorization to charge. You authorize us and our billing partners to charge your designated account, by card or ACH debit, for all amounts due. You will keep a valid payment method on file and will update it promptly if it changes.

2.4 Late amounts and suspension. Amounts not paid when due accrue interest at the lesser of 1.5% per month or the maximum rate allowed by law. We may suspend the Service, deactivate Devices, or terminate these Terms if any amount is more than fifteen (15) days past due. Suspension does not relieve you of accrued fees.

2.5 Price changes. We may change subscription fees on thirty (30) days' notice. Changes take effect at your next billing cycle after the notice period. If you do not accept a change, your remedy is to cancel under Section 12. If you are on the Term Plan and we increase your monthly fee during the minimum term, you may cancel within thirty (30) days of the notice with no early cancellation fee. The scheduled decrease in Section 12.4 is not an increase and does not give a cancellation right.

2.6 Taxes. Fees are exclusive of taxes. You are responsible for all sales, use, excise and similar taxes other than taxes on our net income.

3. DEVICES

3.1 Purchase and title. Devices purchased outright become your property on full payment. Devices provided on a loan, demonstration or evaluation basis remain our property and must be returned in working condition, ordinary wear excepted, within thirty (30) days of termination. If not returned, you agree to pay the then-current replacement price.

3.2 Limited warranty. We warrant each purchased Device against defects in materials and workmanship for twelve (12) months from delivery. Our sole obligation is repair or replacement of the Device at our option. This warranty does not cover damage from misuse, abuse, liquid, power surge, unauthorized modification, or use outside the Device's specifications.

3.3 Placement and condition. You are responsible for installing the Device in a safe, suitable location, for providing power and network connectivity, and for keeping it secure. You will not open, modify, relocate to another business, resell, or load unauthorized software onto the Device.

3.4 Term Plan devices. On the Term Plan we supply the Device at no upfront charge and title passes to you on delivery. The Device is not rented, leased or financed, and we retain no security interest in it. In exchange for supplying it at no upfront charge we subsidize its cost, and you commit to the minimum term in Section 12.2. If you cancel before that term ends, the unrecovered part of that subsidy becomes payable under Section 12.3. The limited warranty in Section 3.2 applies to Term Plan Devices on the same basis as purchased Devices.

4. TIPS, GRATUITIES AND PAYROLL

This section is important. Read it carefully.

4.1 Tips are your funds. Amounts collected through the Service in tip mode settle to your account and are your funds on receipt. Tip Box does not hold, direct, allocate or distribute tips, and is not an employer, paymaster, payroll agent, or fiduciary with respect to any employee.

4.2 You are responsible for paying your staff. You are solely responsible for distributing gratuities to the employees entitled to them, and for all wage, hour, payroll, withholding, reporting and recordkeeping obligations that apply. This includes any requirement in your jurisdiction that employees receive the full gratuity amount the customer selected without deduction for processing fees. Several states, including California, prohibit deducting card processing fees from employee tips. You are responsible for determining and complying with the law that applies to you.

4.3 Reporting. The Service reports the gross gratuity amount selected by each customer separately from any processing fee. You agree to use that gross figure when calculating amounts owed to your staff.

4.4 Configuration is your choice. You control preset amounts, minimums, maximums, tip or donation mode, and whether the fee-coverage option is offered. You are responsible for the settings you choose and for the disclosures your customers see.

5. FEE-COVERAGE OPTION

5.1 How it works. If you enable it, the Service invites the paying customer to add an amount covering the processing fee. Participation is always the customer's choice, presented before payment, and shown as part of the total the customer authorizes.

5.2 Not a surcharge. The fee-coverage option is an optional increase to the amount the customer elects to give. It is not a card surcharge and must not be described as one. You will not enable or describe the feature in a way that conflicts with card network rules or applicable law.

6. DONATIONS AND NONPROFIT USE

6.1 Eligibility. If you use donation mode, you represent that you are lawfully entitled to solicit and accept the contributions you collect, and that any tax-exempt status you claim is accurate and current. You are responsible for any charitable solicitation registration required in your jurisdiction.

6.2 Reduced processing rates. Reduced charitable interchange, where available, is determined by the card networks based on your merchant category code and documentation. We do not guarantee eligibility or any particular rate. Not all nonprofit categories qualify.

6.3 Receipts and acknowledgement. You are solely responsible for donor acknowledgement, tax receipting, substantiation and reporting. Any receipt generated by the Service is a transaction record and is not tax advice or a substitute for the acknowledgement you are required to provide.

7. YOUR RESPONSIBILITIES

7.1 You will: (a) provide accurate business, ownership and banking information and keep it current; (b) use the Service only for lawful purposes and in compliance with card network rules; (c) not use the Service to collect payment for goods or services, to process your own cards, or to test cards; (d) keep account credentials confidential and notify us promptly of suspected unauthorized access; (e) not collect, store or transmit cardholder data outside the Device; and (f) cooperate with reasonable requests from us, the processor, the sponsoring bank or a card network.

7.2 You will not resell, sublicense, rent or share the Service, reverse engineer it, or use it to build a competing product.

8. DATA

8.1 Your data. You own the transaction and configuration data you generate. You grant us a license to host, process and display it to provide the Service, to provide support, and to produce aggregated, de-identified analytics that do not identify you or any individual.

8.2 Personal information. Each party will comply with applicable privacy law. We do not sell personal information. Our privacy notice describes how we handle data and is incorporated by reference.

8.3 Retention. We may retain data as required by law, card network rules, or our records retention practices. On request after termination we will provide an export of your transaction history in a commercially reasonable format for ninety (90) days.

9. INTELLECTUAL PROPERTY

9.1 We own the Service, the Tip Box name and marks, all software, and all improvements. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Service during the term solely for your internal business purposes. No other rights are granted. Feedback you provide may be used by us without restriction or obligation.

10. SUPPORT AND AVAILABILITY

10.1 Support. We provide support during our published business hours by the channels listed in the dashboard. We will use commercially reasonable efforts to respond promptly.

10.2 Availability. The Service depends on internet connectivity, third-party hosting, gateways, processors and card networks. We do not warrant uninterrupted or error-free operation and are not responsible for outages, delays or failures caused by those third parties, by your network or power, or by events beyond our reasonable control.

11. CHANGES TO THESE TERMS

11.1 We may update these Terms. We will post the updated version with a new effective date and, for material changes, give at least thirty (30) days' notice by email or in the dashboard. Continued use of the Service after the effective date means you accept the updated Terms. If you do not accept them, your remedy is to cancel under Section 12. If you are on the Term Plan and we make a material change that is adverse to you during the minimum term, you may cancel within thirty (30) days of the notice with no early cancellation fee.

12. TERM, CANCELLATION AND SUSPENSION

12.1 Standard Plan term. On the Standard Plan these Terms begin when you accept them and continue month to month until cancelled. You may cancel at any time with thirty (30) days' written notice through the dashboard or in writing to us, with no cancellation fee.

12.2 Term Plan minimum term. On the Term Plan these Terms begin when you accept them and run for a minimum term of twenty-four (24) months for each Device, measured from the date that Device is installed and first able to accept a transaction. You may cancel at any time with thirty (30) days' written notice, and the early cancellation fee in Section 12.3 applies if the minimum term for that Device has not been completed.

12.3 Term Plan early cancellation fee. IF YOU CANCEL A DEVICE BEFORE ITS TWENTY-FOUR (24) MONTH MINIMUM TERM IS COMPLETE, OR IF WE TERMINATE FOR YOUR BREACH OR NON-PAYMENT DURING THAT PERIOD, YOU AGREE TO PAY AN EARLY CANCELLATION FEE FOR THAT DEVICE. The fee depends on the Device model stated on your Order Form for that Device:

• Tip Box (full-size): $599.00, reduced by $24.96 for each full month of the minimum term you have completed.
• Tip Box Mini: $199.00, reduced by $8.30 for each full month of the minimum term you have completed.

In each case the fee reaches zero once twenty-four (24) months are complete. For example, cancelling a full-size Tip Box after twelve (12) completed months results in a fee of $299.48, and cancelling a Tip Box Mini after twelve (12) completed months results in a fee of $99.40. The fee recovers the unrecovered Device subsidy described in Section 3.4, is a reasonable estimate of our loss, and is not a penalty. It is due with your final invoice and may be charged to the payment method on file. You keep the Device. No fee is payable if you cancel because we materially breached these Terms and failed to cure within thirty (30) days of your written notice.

12.4 After the Term Plan minimum term. When a Device completes its twenty-four (24) month minimum term, the monthly software fee for that Device decreases to our then-current Standard Plan rate for its Device model, and these Terms continue month to month for that Device with no minimum term and no cancellation fee. We will notify you before that change takes effect.

12.5 By us. We may suspend or terminate immediately if you breach these Terms, if any amount is past due beyond the cure period, if your processing agreement ends, if a processor, sponsoring bank or card network requires it, or if we reasonably believe your use creates legal, security or fraud risk.

12.6 Effect. On termination, your license ends, the Service stops, and any Device provided on a loan, demonstration or evaluation basis must be returned. Devices you purchased, and Devices supplied under the Term Plan, remain yours. Sections 2 (for accrued amounts), 4, 7, 8, 9, 12.3, 13, 14, 15, 16 and 17 survive.

13. DISCLAIMERS

13.1 THE SERVICE AND DEVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." EXCEPT FOR THE EXPRESS LIMITED WARRANTY IN SECTION 3.2, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL INCREASE TIPS, DONATIONS OR REVENUE, OR THAT IT WILL MEET ANY PARTICULAR REQUIREMENT. WE PROVIDE NO LEGAL, TAX, PAYROLL OR ACCOUNTING ADVICE.

14. LIMITATION OF LIABILITY

14.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.

14.2 OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. WE ARE NOT LIABLE FOR ANY WAGE, HOUR, PAYROLL, TAX OR EMPLOYMENT CLAIM ARISING FROM YOUR DISTRIBUTION OF GRATUITIES OR YOUR TREATMENT OF PROCESSING FEES.

15. INDEMNIFICATION

15.1 You will defend, indemnify and hold harmless Tip Box and its officers, members, employees and suppliers from any third-party claim, loss, liability, fine, penalty or expense, including reasonable attorneys' fees, arising from: (a) your use of the Service; (b) your distribution of, or failure to distribute, gratuities, and any wage, hour, payroll or tax obligation; (c) your donation solicitation, tax-exempt status or donor receipting; (d) the configuration and disclosures you choose; (e) your breach of these Terms, card network rules or applicable law; or (f) any dispute between you and your employees, customers or donors.

16. DISPUTE RESOLUTION

16.1 Informal resolution. Before filing a claim, the parties will attempt in good faith to resolve the dispute for thirty (30) days after written notice describing it.

16.2 Arbitration. Any dispute not resolved informally will be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before one arbitrator, seated in Maricopa County, Arizona. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive relief in court to protect intellectual property or confidential information.

16.3 No class actions. CLAIMS MAY BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OF MORE THAN ONE PARTY.

16.4 Governing law. These Terms are governed by the laws of the State of Arizona, without regard to conflict of laws principles.

17. GENERAL

17.1 Assignment. You may not assign these Terms without our written consent. We may assign in connection with a merger, reorganization or sale of assets.

17.2 Independent parties. The parties are independent contractors. Nothing creates a partnership, joint venture, franchise, employment or agency relationship.

17.3 Notices. We may give notice by email to your account address or through the dashboard. Notices to us must be sent to the address on our website or the address in your Order Form.

17.4 Entire agreement. These Terms and the Order Form are the entire agreement on their subject matter and supersede prior discussions. If any provision is unenforceable, it is modified to the minimum extent necessary and the remainder stays in effect. Our failure to enforce a provision is not a waiver.

17.5 Force majeure. Neither party is liable for any delay or failure caused by events beyond its reasonable control.

18. RECORD OF YOUR ACCEPTANCE

18.1 When you accept these Terms we record the date and time of acceptance, the version accepted, the account and user that accepted, and the IP address used. That record is evidence of your agreement. You may request a copy of the version you accepted at any time.