Terms & Conditions

Agreement to these terms

These Terms and Conditions ("Terms") are a binding agreement between you and Gateway Financial ("Gateway Financial," "we," "us" or "our"). They govern your use of gatewayfinancial.io and its subdomains, our forms and applications, statement reviews, quotes, and communications with us, including chat and voice assistants (together, the "Services"). By using the Services you accept these Terms, our Privacy Policy, our SMS Terms and our AI Disclosure, which are part of these Terms. If you do not agree, do not use the Services.

The Services are for businesses. If you use them for a business, you confirm that you are at least 18 and have authority to accept these Terms for that business, and "you" includes the business.

Who we are: an ISO, not a bank

Gateway Financial is an independent sales organization. We market merchant processing and related services, review your current processing, prepare pricing proposals, help you complete and submit applications, coordinate equipment and software, and support your account.

Gateway Financial is not a bank, payment processor, acquirer, lender or money transmitter. We do not hold, move, settle or have access to your funds. We do not issue credit or extend financing. We do not make underwriting or credit decisions.

Underwriting and approval by third parties

Merchant accounts are underwritten, approved and provided by our third-party processing partners and their sponsor banks (each a "Processor"). Each Processor decides, in its sole discretion and under its own policies and the card network rules, whether to approve, decline, condition, limit, suspend or close an account. It also sets the reserves, holds, funding schedules and risk controls.

Your merchant processing agreement and its program guide are between you and the Processor, and they govern your processing relationship. Gateway Financial is not a party to the bank side of that relationship. If those documents conflict with anything we said or wrote, the executed merchant agreement controls on processing matters.

We are not responsible for, and you agree not to hold us liable for, any act or decision of a Processor, card network, issuing bank or other third party. This includes:

• declined or delayed applications;
• reserves, holds, frozen or delayed funds;
• chargebacks and retrievals, and fines or assessments;
• fee changes passed through by the card networks;
• account suspensions or terminations;
• placement on a card network list of terminated merchants.

Submitting an application does not guarantee approval, a particular rate or a particular timeline.

Quotes, statement reviews and savings estimates

Savings calculators, statement reviews, comparisons and pricing proposals are estimates. They are based on the information and statements you give us and on assumptions about your future volume, card mix, ticket size and how you take payments. Interchange and card network fees are set by the card networks and issuing banks. They change from time to time and are outside our control.

An estimate is not an offer, a commitment or a guarantee of any rate or savings. Your binding rates and fees are only those in your executed merchant agreement. Actual results vary.

Written savings guarantee

Where our materials refer to a written savings guarantee, a guarantee exists only if we issue one to your business in a written document signed by Gateway Financial. That document sets out what is guaranteed, the conditions that apply and your sole remedy. If we have not issued you a signed guarantee, no savings guarantee applies.

Unless the signed document says otherwise, a guarantee does not cover changes caused by:

• interchange, card network or regulatory fee changes;
• changes in your volume, card mix, average ticket, industry or how you accept payments;
• fees a Processor imposes because of risk, chargebacks, compliance or account conditions;
• non-compliance with PCI DSS or card network rules;
• equipment, gateway, software or other third-party charges;
• anything outside our reasonable control.

Your applications and information

You agree that everything you submit is true, complete and current, and that you will tell us promptly if it changes. You confirm that you are authorized to submit the business's information and statements. You also confirm that every owner, officer or guarantor whose information you provide has authorized you to provide it.

You authorize Gateway Financial to share your application, statements and documents with Processors and their service providers to evaluate, underwrite, board and service your account. You understand that a Processor may verify identity, obtain business and consumer credit reports, screen sanctions lists and card network databases, and contact you for more information. These checks happen under the Processor's own authorizations and policies.

Giving false or misleading information may lead to a declined application or a closed account. It may also lead to a report to the card networks and law enforcement.

Your responsibilities as a merchant

You are responsible for operating your business and accepting payments lawfully. That includes:

• following the card network rules and your merchant agreement;
• maintaining PCI DSS compliance;
• following consumer protection, surcharging, convenience fee, cash discount, tax and recordkeeping laws in each place you operate;
• handling refunds, disputes and chargebacks;
• paying the fees and amounts owed under your merchant agreement.

Our guidance on pricing programs, surcharging, compliance or security is general information. It is not legal, tax, accounting or compliance advice. Consult your own advisors.

Equipment, software and third-party services

Terminals, point-of-sale systems, gateways, software and related services are provided by their manufacturers, Processors or other third parties, including NIRVANI. Their own terms, licenses, fees and warranties govern them. Except as stated in a separate signed agreement, Gateway Financial makes no warranty about third-party equipment or software. We are not responsible for its performance, availability, compatibility, data handling or support.

Communications and electronic records

You agree that we may contact you by email, phone and text message about your inquiries, applications and account, using the contact details you give us. That includes using automated technology and artificial-intelligence voice or text assistants, where you have given the consent the law requires. Text messaging is governed by our SMS Terms. Consent to marketing messages is never a condition of purchase.

Calls and conversations with us or our assistants may be recorded and transcribed. You agree that notices, disclosures, agreements and records we provide electronically meet any legal requirement that they be in writing. You consent to electronic signatures and records under the federal E-SIGN Act.

AI features

Some features of the Services use artificial intelligence, as described in our AI Disclosure. AI responses are informational only and may be incomplete or inaccurate. They are not offers, approvals, pricing commitments or professional advice, and they do not bind Gateway Financial or any Processor. Confirm anything important with our team in writing.

Acceptable use

You agree not to:

• use the Services for anything unlawful, fraudulent or deceptive, or to submit information about a person or business without authorization;
• attempt to gain unauthorized access to the Services, other accounts, or our systems or data;
• probe, scan or test for vulnerabilities without our written permission;
• introduce malware, overload the Services, or interfere with their security or operation;
• scrape, crawl or harvest content or data with automated tools, except search engine indexing that follows our robots.txt;
• use content from the Services to train or improve artificial intelligence models without our written permission;
• copy, frame, resell or create derivative works from the Services;
• try to manipulate our AI assistants into producing harmful, misleading or unauthorized output, or present their output as a commitment from us;
• impersonate anyone or misrepresent your affiliation with a business.

Intellectual property

The Services and everything in them, including text, graphics, logos, tools, calculators, software and design, are owned by Gateway Financial or its licensors and protected by intellectual property laws. You may view and use them only to evaluate and use our services for your business. "Gateway Financial" and our logos are our trademarks. Other marks belong to their owners. If you send us feedback or suggestions, we may use them without restriction or compensation.

Third-party links and content

The Services may link to or embed sites, tools and content run by others, including Processors, our parent company Integrity Agency, NIRVANI and other providers. We do not control them and are not responsible for their content, availability or practices. Your use of them is at your own risk and under their terms. Industry information, articles and comparisons are general and may become outdated.

Disclaimers

The Services, and all content, estimates, tools and AI responses, are provided "as is" and "as available." To the fullest extent permitted by law, Gateway Financial, its parent and affiliates disclaim all warranties, express, implied or statutory. That includes warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy and uninterrupted or error-free operation. We do not warrant any approval, rate, savings, funding time or result.

Limitation of liability

To the fullest extent permitted by law, Gateway Financial, its parent, affiliates, and their owners, officers, employees, agents and partners will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages. They will not be liable for any lost profits, revenue, savings, data or business opportunity, or for any act or omission of a Processor or other third party. This applies even if we were advised such damages were possible.

Our total liability for all claims relating to the Services is limited to the greater of one hundred U.S. dollars ($100) or the amounts you paid directly to Gateway Financial for the Services in the twelve months before the claim arose. These limits apply to every theory of liability and survive the end of your use of the Services. Some jurisdictions do not allow certain limitations, so some of these may not apply to you.

Indemnification

You agree to defend, indemnify and hold harmless Gateway Financial, its parent, affiliates, and their owners, officers, employees and agents. This covers all claims, losses, liabilities, fines, assessments, damages and expenses, including reasonable attorneys' fees, that arise from:

• information you submit;
• your business or the goods and services you sell;
• your breach of these Terms, your merchant agreement or card network rules;
• your violation of law or of anyone else’s rights.

Dispute resolution and arbitration

Please read this section carefully. It affects your legal rights.

Talk to us first. Before starting any claim, send a written description of the dispute to [email protected]. We each agree to try in good faith to resolve it informally for at least 30 days.

Binding arbitration. Any dispute, claim or controversy between you and Gateway Financial relating to the Services or these Terms that is not resolved informally will be decided by binding individual arbitration under the Federal Arbitration Act. It will be administered by the American Arbitration Association under its Commercial Arbitration Rules (or its Consumer Arbitration Rules if they apply). It will be heard by a single arbitrator in Maricopa County, Arizona, or by video if both sides agree. The arbitrator decides questions about whether a dispute must be arbitrated, except as stated below.

Class action and jury trial waiver. Claims may be brought only individually, not as a plaintiff or class member in any class, collective, consolidated or representative proceeding. The arbitrator may not combine claims of more than one party. You and we each waive any right to a jury trial.

Exceptions. Either party may bring an individual claim in small claims court. Either party may also seek a court order to stop infringement or misuse of intellectual property or unauthorized access to systems. Disputes about processing that your merchant agreement assigns to a different forum are governed by that agreement.

Opt out. You may opt out of this arbitration agreement by emailing [email protected] within 30 days after you first accept these Terms. Include your name, business name and a clear statement that you opt out of arbitration. If you opt out, or if this section is found unenforceable, disputes will be heard only in the state or federal courts in Maricopa County, Arizona. You consent to their jurisdiction. If the class action waiver is found unenforceable for a claim, that claim will go to court rather than arbitration.

Time limit. To the extent permitted by law, any claim relating to the Services must be brought within one year after it arises, or it is permanently barred.

Governing law

These Terms are governed by the laws of the State of Arizona and applicable federal law, without regard to conflict-of-law rules. The Federal Arbitration Act governs the arbitration section.

Suspension and termination

We may suspend or end your access to any part of the Services at any time, with or without notice. Reasons include suspected fraud, abuse or violation of these Terms. Sections that by their nature should survive will survive. These include the sections on applications and information, disclaimers, limitation of liability, indemnification, dispute resolution and governing law.

General terms

• These Terms, together with the policies they reference and any signed agreement between you and us, are the entire agreement about the Services. A signed agreement controls over these Terms where they conflict.
• If any provision is unenforceable, it will be enforced to the maximum extent possible and the rest will remain in effect.
• Our failure to enforce a provision is not a waiver.
• You may not assign these Terms without our written consent. We may assign them, including to an affiliate or in a business transfer.
• We are not liable for delays or failures caused by events beyond our reasonable control, including outages of third-party providers, Processors or card networks.
• Headings are for convenience only. "Including" means "including without limitation."
• Nothing in these Terms creates a partnership, joint venture, agency or fiduciary relationship between you and us.

Changes to these terms

We may update these Terms by posting a new version here with a new date. Material changes take effect 30 days after posting. Other changes take effect when posted. Changes do not apply to a dispute that arose before the change. Continued use of the Services after a change takes effect means you accept it.

Contact us

Gateway Financial
16220 N Scottsdale Rd, Suite 300, Scottsdale, AZ 85254
Email: [email protected]
Phone: 949-998-4880