Terms of Service

Effective Date: March 25, 2026

These Terms of Service ("Terms") govern your access to and use of the services, website, and applications (collectively, the "Services") provided by Lily Advance LLC ("Lily Advance," "we," "us," or "our"). By accessing or using our Services, you agree to be bound by these Terms.

1. Services Overview

Lily Advance provides merchant cash advance funding and related financial services. Our Services include the evaluation of funding applications, underwriting, facilitation of purchase and sale of future receipts agreements, payment processing, and related tools and communications platforms for merchants, Independent Sales Organizations ("ISOs"), and their representatives.

2. Eligibility

To use our Services, you must be at least 18 years of age and have the legal authority to enter into binding agreements. If you are using the Services on behalf of a business entity, you represent that you have the authority to bind that entity to these Terms.

3. Account and Access

• Access to certain features of the Services may require authentication via email invitation, secure token links, or third-party authentication providers (such as Google OAuth).
• You are responsible for maintaining the confidentiality of your access credentials and for all activities that occur under your account.
• You agree to notify us immediately of any unauthorized use of your account.
• We reserve the right to suspend or terminate access at any time, with or without cause.

4. Acceptable Use

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation.
• Submit false, misleading, or fraudulent information.
• Attempt to gain unauthorized access to any part of the Services or related systems.
• Interfere with or disrupt the integrity or performance of the Services.
• Reproduce, distribute, or create derivative works from any content provided through the Services without our prior written consent.
• Share access credentials, token links, or other authentication mechanisms with unauthorized parties.

5. Financial Terms

All financial transactions facilitated through our Services, including but not limited to merchant cash advances, are governed by separate written agreements (such as Purchase and Sale of Future Receipts Agreements). These Terms do not modify or supersede the terms of any such financial agreement. In the event of a conflict, the financial agreement shall control.

6. ISO Responsibilities

If you are an Independent Sales Organization or broker using our Services:

• You represent that all information submitted on behalf of merchants is accurate and complete to the best of your knowledge.
• You agree to comply with all applicable laws and regulations governing your activities.
• Commission rates, offer terms, and other commercial arrangements are subject to the terms agreed upon between you and Lily Advance.
• Offer customization features are provided for your convenience; all adjustments are subject to review and approval by Lily Advance.

7. Intellectual Property

All content, software, designs, trademarks, and other intellectual property associated with the Services are owned by or licensed to Lily Advance. You are granted a limited, non-exclusive, non-transferable license to access and use the Services for their intended purpose. This license does not include the right to copy, modify, distribute, or create derivative works from any part of the Services.

8. Confidentiality

You acknowledge that information accessed through the Services, including financial data, offer terms, merchant information, and business processes, is confidential and proprietary. You agree not to disclose such information to any unauthorized third party.

9. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LILY ADVANCE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY.

11. Indemnification

You agree to indemnify, defend, and hold harmless Lily Advance, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with your use of the Services or violation of these Terms.

12. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Tennessee, without regard to its conflict of laws principles. Any dispute arising under these Terms shall be resolved exclusively in the state or federal courts located in Shelby County, Tennessee.

13. Modifications

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website with a revised effective date. Your continued use of the Services after such changes constitutes acceptance of the modified Terms.

14. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

15. Entire Agreement

These Terms, together with our Privacy Policy and any applicable financial agreements, constitute the entire agreement between you and Lily Advance regarding the use of the Services.

16. Contact Us

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

Lily Advance LLC
767 E Brookhaven Circle, Suite 102
Memphis, TN 38117
Email: legal@lilyadvance.com