HL Hunt

2.1Services Provided

Subject to this Agreement, HL Hunt provides Client with access to:

• AI Communications Engine: AI-assisted generation, sequencing, and delivery of compliant Consumer communications across configured channels;
• Omnichannel Outreach: voice, SMS/text, email, and consumer portal messaging, subject to channel and consent controls;
• Compliance Controls: configurable enforcement of time-of-day windows, frequency caps, opt-out handling, suppression lists, and validation-notice generation;
• Consumer Self-Service Portal: a hosted portal where Consumers can view balances, dispute, request validation, set up payment, and opt out;
• Payment Facilitation: integrated acceptance and processing of Consumer payments and arrangements through approved processors;
• Dashboard & Analytics: account management, recovery performance, and compliance reporting;
• APIs & Integrations: programmatic placement, status, and remittance integrations;
• Audit & Recordkeeping: immutable logging of Communications, configurations, and consent events.

2.2License Grant

Subject to Client's compliance with this Agreement and payment of all fees, HL Hunt grants Client a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for Client's lawful servicing and recovery of Debts that Client owns or is duly authorized and licensed to collect.

2.3License Restrictions

Client shall NOT:

• use the Services to contact any person regarding a Debt that Client does not own or have lawful authority to collect;
• place onto the Platform any Account for which Client lacks documented chain of title and a present right to collect;
• sublicense, resell, or provide Platform access to third parties without HL Hunt's written authorization;
• reverse engineer, decompile, scrape, or attempt to derive the AI models or source code;
• use the AI outputs to train competing models or to build a competing service;
• circumvent compliance controls, rate limits, suppression lists, or consent gating;
• use the Services in violation of the FDCPA, Regulation F, TCPA, FCRA, or any applicable law;
• upload malware, or use the Services to harm, overburden, or disrupt the Platform.

2.4Service Modifications

HL Hunt may modify, enhance, or discontinue features at any time and will provide reasonable advance notice of material adverse changes when practicable. HL Hunt may deploy compliance-driven changes (including changes mandated by law, a regulator, or a Card Network) immediately and without notice.

3.1Application & Approval

• Access requires completion of onboarding and approval by HL Hunt, which may be granted or refused in HL Hunt's sole discretion.
• Approval is conditioned on underwriting, identity verification, and risk and compliance review.
• HL Hunt may request additional documentation, including licenses and surety bonds, at any time.

3.2Know-Your-Business (KYB) & Diligence

Client shall provide accurate, complete, and current information, including:

• legal entity name, structure, formation documents, and EIN;
• beneficial-ownership information for all owners of 25% or more, and control persons with government-issued ID;
• all applicable debt-collection, lending, or servicing licenses, registrations, and bonds, by state;
• description of the receivable types, originating creditors, and debt categories to be placed;
• compliance management system documentation, complaint history, and any prior regulatory actions;
• banking and remittance information; and
• any other information required by HL Hunt or applicable law.

3.3Licensing Eligibility

• Client represents that it holds, or is exempt from, every license required to collect each placed Account in each relevant jurisdiction.
• Client shall maintain such licenses in good standing and promptly notify HL Hunt of any lapse, suspension, revocation, or enforcement action.
• HL Hunt may restrict placement by jurisdiction, debt type, or age where Client cannot evidence authority to collect.

4.1HL Hunt as Technology Provider

HL Hunt provides software and infrastructure. Except where expressly agreed in writing under Exhibit B, HL Hunt does not own the Debts, does not determine which Consumers are contacted, does not set collection strategy, and does not act as the "debt collector" or "creditor" with respect to any Account. Client directs all collection activity and is the party engaged in collection.

4.2Client Responsibility

As between the parties, Client is solely responsible for: the lawfulness of each Account; the content, tone, and substance of approved Communication templates and strategies; obtaining and documenting all required consents; the accuracy of balances and Validation Information; the handling of disputes and cease requests; and compliance with the FDCPA, Regulation F, TCPA, FCRA, GLBA, UDAAP standards, and all state laws.

4.3Service-Provider Configuration (Optional)

Where the parties expressly agree under an Order Form and Exhibit B, HL Hunt may act as a Service Provider to Client and/or as an authorized agent collecting in Client's name under Client's licenses. In that configuration, additional obligations, oversight rights, and pricing apply, and HL Hunt acts only within the scope, scripts, and parameters approved and supervised by Client. Nothing in any configuration shifts to HL Hunt the Client's duties as a furnisher, creditor, or principal under applicable law unless expressly stated.

4.4Compliance Tooling Is Not Legal Advice

The Platform's compliance features (time/place gating, 7-in-7 frequency caps, opt-out and suppression management, validation-notice templates, model-message libraries) are configurable tools to assist Client. They are not legal advice and do not guarantee compliance. Client is responsible for configuring, reviewing, and supervising all controls and content for its specific obligations and jurisdictions.

5.1Placement Requirements

For every Account placed, Client warrants that it has, and can produce on request:

• documented ownership or written authority to collect the Debt;
• the original creditor, account number, and itemization date sufficient to populate Validation Information;
• an accurate current balance and an itemization of principal, interest, fees, and payments/credits since the itemization date;
• the Consumer's last known contact information and known consent or opt-out status;
• confirmation that the Debt is not discharged in bankruptcy, settled, paid, time-barred (unless lawfully collectible and properly disclosed), or subject to active dispute requiring suspension.

5.2Data Accuracy & Integrity

• Client is responsible for the accuracy, completeness, and lawfulness of all Client Data placed onto the Platform.
• Client shall promptly update balances, payments, disputes, deceased/bankruptcy status, and cease/opt-out flags.
• HL Hunt may rely on Client Data as authoritative and is not obligated to independently verify it.
• Client shall promptly recall any Account it no longer has the right to collect.

5.3Prohibited Placements

• Accounts in active bankruptcy, subject to a cease-communication request, or known to be the subject of identity theft;
• Accounts of confirmed-deceased Consumers (except lawful estate communications);
• Debts that are not bona fide, are fabricated, or have been previously settled or paid;
• Any Account that Client lacks lawful authority to collect.

6.1Client Configuration & Approval

• Client configures and approves the message libraries, scripts, tone, escalation logic, and channel cadence the AI may use.
• The AI operates within guardrails Client selects; Client is responsible for reviewing those guardrails for legal sufficiency.
• Client may require human review or approval of categories of communications before delivery.

6.2Built-In Guardrails

The AI Communications Engine is designed to refuse or block content that would:

• threaten action that cannot legally be taken or is not intended to be taken;
• misrepresent the amount, character, or legal status of a Debt;
• falsely imply attorney involvement, legal process, or government affiliation;
• use obscene, harassing, or abusive language;
• communicate outside permitted hours or above frequency caps; or
• continue contact after a valid opt-out or cease request.

6.3Human Escalation & Right to a Person

• Consumers may request to communicate with a natural person; the Platform supports routing such requests to Client's staff.
• The AI escalates ambiguous, sensitive, dispute, hardship, legal-threat, and vulnerability signals for human handling per Client configuration.
• Client is responsible for staffing and timely handling of escalations.

6.4AI Disclosure & Transparency

Client is responsible for any AI-interaction disclosures required by applicable law in the jurisdictions it operates. The Platform supports configurable disclosure that a Consumer may be interacting with an automated system. Client shall not use the AI to impersonate a specific named individual, an attorney, a court, or a government agency.

6.5Model Limitations

AI systems can produce errors, omissions, or unexpected output. HL Hunt does not warrant that AI-generated content will be accurate, complete, or compliant in every instance. Client must implement reasonable monitoring, sampling, and review. HL Hunt is not liable for Communications Client approves, configures, or fails to supervise.

6.6Audit Logging

The Platform maintains time-stamped, tamper-evident logs of AI-generated content, delivery events, consent and opt-out events, and configuration changes, retained per Exhibit A to support compliance and dispute defense.

7.1Time, Place & Frequency

• Permitted hours: communications are gated to 8:00 a.m.–9:00 p.m. in the Consumer's local time unless the Consumer consents otherwise.
• Frequency caps (Reg F): the Platform enforces a default limit of no more than seven (7) telephone call attempts within a 7-day period per Account, and no call within 7 days following a telephone conversation about the Account.
• Inconvenient time/place: the Platform honors known inconvenient time, place, and channel restrictions.
• Workplace contact: contact at a place of employment is suppressed where prohibited or known to be inconvenient.

7.2Electronic Communications (SMS & Email)

• SMS and email communications include a clear and conspicuous opt-out method in each message.
• Opt-outs are processed and suppressed across the relevant channel immediately upon receipt.
• Client is responsible for sender reputation, sending-domain authentication, and lawful use of telephone numbers and email addresses.

7.3TCPA & Consent

• Client is responsible for having and documenting any prior express consent required under the TCPA for calls and texts to wireless numbers using regulated technology.
• Client warrants that placement data reflects accurate, current consent and revocation status.
• The Platform honors consent-revocation events and reflects them in suppression.

7.4Third-Party & Location Communications

The Platform restricts disclosure of the existence of a Debt to third parties and limits third-party contact to lawful location information consistent with the FDCPA. Client must configure permissible third-party contact rules and is responsible for their lawful use.

7.5Cease & Opt-Out

• Upon a valid cease-communication request, the Platform suppresses further Communications except those expressly permitted by law.
• Suppression and Do-Not-Contact lists are maintained and applied across channels.
• Client is responsible for recognizing and honoring cease requests received outside the Platform.

8.1Applicable Law

Each party shall comply with all laws applicable to its activities, including:

• Fair Debt Collection Practices Act (FDCPA), 15 U.S.C. § 1692 et seq.;
• Regulation F, 12 C.F.R. Part 1006;
• Telephone Consumer Protection Act (TCPA) and FCC implementing rules;
• Fair Credit Reporting Act (FCRA), where credit reporting is used;
• Gramm-Leach-Bliley Act (GLBA) and the FTC Safeguards Rule;
• prohibition on Unfair, Deceptive, or Abusive Acts or Practices (UDAAP), Dodd-Frank § 1031;
• Servicemembers Civil Relief Act (SCRA) and military-borrower protections;
• state debt-collection licensing, bonding, validation, and statute-of-limitations rules;
• state and federal privacy laws (e.g., CCPA/CPRA) as applicable;
• OFAC sanctions and anti-money-laundering requirements.

8.2Validation Notices & Itemization

• The Platform can generate validation notices consistent with the Regulation F model form using the Validation Information Client supplies.
• Client is responsible for the accuracy of itemization dates, amounts, and creditor identity used to populate notices.
• The Platform supports the 30-day validation period and suspends adverse activity upon a timely dispute or validation request as configured.

8.3Time-Barred & Out-of-Statute Debt

Client is responsible for determining statute-of-limitations status by jurisdiction and configuring lawful treatment of time-barred Debt, including any required disclosures and the prohibition on suing or threatening suit on out-of-statute Debt.

8.4Regulatory Change

HL Hunt will use commercially reasonable efforts to update default compliance controls to reflect material changes in federal law and CFPB guidance. Client remains responsible for state-specific and jurisdiction-specific configuration and for verifying that controls meet its obligations.

9.1Dispute & Validation Handling

• The Platform captures and routes Consumer disputes and validation requests to Client and flags the Account accordingly.
• Adverse collection activity on a disputed Account is suspended as configured until the dispute is resolved or validation is provided.
• Client is responsible for investigating and substantively responding to disputes.

9.2Complaint Management

• The Platform logs Consumer complaints and supports tracking, escalation, and resolution workflows.
• Client shall promptly investigate and resolve complaints and notify HL Hunt of any complaint alleging a Platform defect.
• Both parties shall cooperate on complaints routed through the CFPB, state regulators, or attorneys general.

9.3Vulnerable Consumers & Hardship

The Platform supports detection and escalation of hardship, vulnerability, dispute, cease, bankruptcy, deceased, and legal-representation signals. Client is responsible for appropriate, lawful, and humane handling of such Accounts, including suspending automated outreach where required.

10.1Furnishing Configuration

Where Client elects to furnish tradeline or collection data to consumer reporting agencies through the Platform (including via Metro 2 formatting), Client acts as the furnisher and is responsible for all FCRA furnisher obligations.

10.2Furnisher Obligations

• Client must furnish accurate and complete information and maintain reasonable accuracy and integrity policies under FCRA § 623 and Regulation V.
• Client must conduct reasonable investigations of direct and indirect (e-OSCAR/ACDV) disputes within required timeframes.
• Client must promptly update, correct, or delete inaccurate or disputed information and report disputes appropriately.
• The FDCPA pre-reporting validation requirement (no furnishing before sending validation information) is enforced as configured.

11.1Consumer Payments

• The Platform facilitates Consumer payments and payment arrangements through approved payment processors.
• Client is responsible for the lawfulness of fees, surcharges, settlement terms, and payment-plan disclosures it configures.
• Payment-card and bank-data handling is subject to PCI DSS and the security requirements in Exhibit A.

11.2Handling of Collected Funds

• Consumer funds collected on Client's behalf are held in a segregated or trust capacity pending remittance and are not the property of HL Hunt.
• HL Hunt does not commingle collected Consumer funds with its operating funds.
• Client is responsible for compliance with any state trust-accounting requirements applicable to collected funds.

11.3Remittance

• HL Hunt remits net collected funds (less Platform fees, processing costs, refunds, and chargebacks) to Client on the agreed remittance schedule.
• HL Hunt may net or withhold remittances to cover fees owed, refunds, chargebacks, reversals, or amounts subject to dispute or legal hold.
• HL Hunt may hold or delay remittance pending investigation of suspected unlawful activity or material breach.

11.4Refunds, Reversals & Negative Balances

• Client is liable for refunds, chargebacks, and reversals on Consumer payments, including associated fees.
• If amounts owed exceed funds held, the deficiency is immediately due, and Client authorizes HL Hunt to debit Client's designated account to recover it.

12.1Fee Structure

Client agrees to pay all fees set forth in the applicable Order Form, which may include platform/subscription fees, per-Account or per-Communication fees, contingency or success fees on recovered amounts, payment-processing fees, messaging and voice usage, and optional module fees.

12.2Billing & Deduction

• Fees may be deducted from remittances or invoiced per the Order Form.
• Undisputed invoiced amounts are due within thirty (30) days; overdue amounts accrue interest at the lesser of 1.5%/month or the legal maximum.
• Client authorizes HL Hunt to debit its designated account for amounts due and unpaid.

12.3Fee Changes

• HL Hunt may modify fees on thirty (30) days' notice; pass-through carrier, network, and processor changes may take effect immediately.
• Continued use after the effective date constitutes acceptance.

12.4Taxes & Disputes

• Fees are exclusive of taxes; Client is responsible for applicable taxes other than HL Hunt's income taxes.
• Client must raise any billing dispute within sixty (60) days of the charge or waive it, and must pay undisputed amounts during resolution.

13.1Security Program

HL Hunt maintains an information security program with administrative, technical, and physical safeguards consistent with the GLBA Safeguards Rule and industry standards, as further described in Exhibit A, including encryption in transit and at rest, access controls, monitoring, and incident response.

13.2Roles Under Privacy Law

• As between the parties, Client is the controller/owner of Client Data and Consumer information; HL Hunt processes it on Client's behalf to provide the Services per Exhibit A.
• HL Hunt does not sell Consumer personal information and uses it only as permitted by this Agreement and law.
• HL Hunt may use aggregated, de-identified data to operate, secure, and improve the Services and its models, consistent with applicable law.

13.3Breach Notification

• Each party shall notify the other without undue delay (and within 72 hours where feasible) of a confirmed security incident affecting the other's data.
• The parties shall cooperate on investigation, remediation, and any required Consumer or regulator notifications.
• Responsibility for breach costs follows the party whose systems, acts, or omissions caused the incident.

13.4PCI DSS

Payment-data handling complies with PCI DSS at the applicable level. Use of HL Hunt tokenization and hosted payment fields reduces, but does not eliminate, Client's PCI responsibilities.

14.1Prohibited Conduct

Client shall NOT use the Platform to:

• collect any Debt it does not own or lack lawful authority to collect;
• harass, oppress, abuse, threaten, or use obscene or profane language toward any person;
• make false, deceptive, or misleading representations about a Debt, its legal status, or consequences of nonpayment;
• threaten arrest, criminal prosecution, garnishment, or legal action not lawfully available or intended;
• falsely represent affiliation with an attorney, court, credit bureau, or government agency;
• collect amounts (including interest, fees, or charges) not authorized by the agreement creating the Debt or by law;
• contact Consumers outside permitted hours, above frequency caps, or after a valid cease/opt-out;
• disclose the existence of a Debt to unauthorized third parties;
• attempt to collect time-barred Debt unlawfully or without required disclosures;
• place fabricated, paid, settled, discharged, or identity-theft Accounts;
• use the AI to impersonate a specific person, attorney, or official, or to generate deceptive synthetic media;
• violate the FDCPA, Regulation F, TCPA, FCRA, UDAAP standards, or any applicable law.

14.2Consequences

• immediate suspension or termination, without notice for serious violations;
• withholding of remittances pending investigation;
• cooperation with, and reporting to, regulators and law enforcement;
• indemnification of HL Hunt and pursuit of all available legal remedies.

15.1Recordkeeping

The Platform retains Communication logs, consent and opt-out events, configurations, and remittance records for the retention period in Exhibit A (no less than the periods required by the FDCPA, Regulation F, and applicable state law). Client is responsible for retaining its own records as required.

15.2Audit & Examination Rights

• Each party may audit the other's compliance with this Agreement upon reasonable notice, no more than annually absent cause.
• Client shall reasonably cooperate with regulator and Creditor oversight, including examinations under CFPB service-provider and bank-partner frameworks.
• HL Hunt may suspend Accounts or Communications it reasonably believes are unlawful pending audit.

16.1HL Hunt IP

• HL Hunt retains all right, title, and interest in the Platform, AI models, software, documentation, and all related intellectual property.
• The HL Hunt name and logo are trademarks of HL Hunt Inc.
• Client acquires no ownership interest in HL Hunt IP, including in any model improvements derived from aggregated, de-identified usage.

16.2Client Data & Content

• Client retains ownership of Client Data and its own templates and branding.
• Client grants HL Hunt a license to host, process, and use Client Data to provide, secure, and improve the Services and to comply with law.
• Client grants a limited license to use Client's name and logo to identify Client as a customer; Client may opt out of marketing use by written notice.

16.3Feedback

Feedback, suggestions, and ideas Client provides become HL Hunt's property and may be used without compensation or attribution.

17.1Confidential Information

"Confidential Information" means non-public information disclosed by either party, including business plans, pricing, technology, model details, Consumer data, and trade secrets.

17.2Obligations & Exceptions

• Each party shall protect the other's Confidential Information using no less than reasonable care and use it only to perform under this Agreement.
• Obligations do not apply to information that is public through no fault of the receiver, rightfully known prior to disclosure, independently developed, or required to be disclosed by law (with notice where permitted).

17.3Duration

Confidentiality obligations survive termination for five (5) years; trade secrets remain protected for as long as they qualify as trade secrets.

18.1Client Representations

Client represents and warrants that:

• it is duly organized, validly existing, and has authority to enter this Agreement;
• the person accepting has authority to bind Client;
• all information provided to HL Hunt is true, accurate, and complete;
• it holds all licenses, registrations, and bonds required to collect each placed Account;
• it owns or has lawful authority to collect every Debt it places;
• each Debt is bona fide, accurately stated, and lawfully collectible;
• it has and will maintain required consents for the channels and technologies it uses;
• it will comply with the FDCPA, Regulation F, TCPA, FCRA, GLBA, UDAAP standards, and all applicable law;
• it is not subject to any sanction, debarment, or regulatory bar affecting eligibility.

18.2Ongoing Effect

These representations are made as of the Effective Date and are deemed repeated each time Client places an Account or initiates a Communication.

19.1No Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, HL HUNT DISCLAIMS ALL WARRANTIES, INCLUDING:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT;
• WARRANTIES THAT THE SERVICES OR AI OUTPUTS WILL BE ACCURATE, COMPLETE, COMPLIANT, UNINTERRUPTED, ERROR-FREE, OR SECURE;
• WARRANTIES THAT ANY DEBT WILL BE RECOVERED OR THAT ANY RECOVERY RATE WILL BE ACHIEVED;
• WARRANTIES REGARDING THIRD-PARTY CARRIERS, PROCESSORS, BUREAUS, OR BANKS.

19.2No Legal or Compliance Advice

HL HUNT IS NOT A LAW FIRM AND DOES NOT PROVIDE LEGAL, REGULATORY, OR COMPLIANCE ADVICE. COMPLIANCE FEATURES ARE TOOLS, NOT ASSURANCES. CLIENT IS RESPONSIBLE FOR OBTAINING ITS OWN LEGAL COUNSEL.

20.1Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, HL HUNT SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOST RECOVERIES, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY.

20.2Cap on Liability

HL HUNT'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CLIENT TO HL HUNT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

20.3Exceptions

The limitations do not apply to: (a) Client's indemnification obligations; (b) Client's payment obligations and liability for refunds, chargebacks, and amounts owed; (c) either party's breach of confidentiality; (d) infringement of the other's intellectual property; (e) Client's violations of law in directing collection activity; or (f) liability that cannot be limited by law.

20.4Allocation of Risk

These limitations reflect the agreed allocation of risk and are a fundamental basis of the bargain; HL Hunt would not provide the Services without them.

21.1Client Indemnification

Client shall indemnify, defend, and hold harmless HL Hunt and its officers, directors, employees, agents, and partner financial institutions from any claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Client's breach of this Agreement or violation of any law or regulation;
• any Account placed without lawful ownership, authority, or accuracy;
• the content or strategy of Communications Client approves, configures, or directs;
• any FDCPA, Regulation F, TCPA, FCRA, UDAAP, or state-law claim arising from Client's collection activity;
• any Consumer complaint, dispute, or claim related to Client's Debts;
• Client's furnishing of inaccurate information to consumer reporting agencies;
• any security incident caused by Client's systems, acts, or omissions;
• Client's negligence, willful misconduct, or misrepresentation.

21.2HL Hunt Indemnification

HL Hunt shall indemnify Client against third-party claims that the Platform, as provided and used in accordance with this Agreement, infringes such third party's U.S. intellectual-property rights, subject to the limitations in Section 20.

21.3Procedure & Survival

• The indemnified party will promptly notify the indemnifying party, which may control the defense; the indemnified party shall reasonably cooperate.
• No settlement imposing non-monetary obligations on the indemnified party may be made without its consent.
• Indemnification obligations survive termination.

22.1Term

• This Agreement begins on the Effective Date and continues for the term in the Order Form, renewing as stated therein.
• Either party may terminate for convenience on thirty (30) days' written notice, subject to the Order Form.

22.2Termination by HL Hunt

HL Hunt may suspend or terminate immediately, without notice, if Client: breaches a material term; engages in prohibited or unlawful conduct; places accounts it has no right to collect; loses a required license; provides false information; poses unacceptable legal, financial, or reputational risk; becomes insolvent; or where a regulator, partner, or law requires it.

22.3Suspension

HL Hunt may suspend Accounts, Communications, or remittances pending investigation, including without notice in urgent circumstances, and will endeavor to notify Client and state the reason where possible.

23.1Upon Termination

• Client's right to use the Services ends; the AI ceases initiating new Communications.
• All outstanding fees and amounts owed become immediately due.
• HL Hunt will complete in-flight remittances and may continue processing refunds, chargebacks, and reversals.
• Client must cease displaying HL Hunt marks.

23.2Data Return & Deletion

• Client may export Client Data and compliance logs within sixty (60) days of termination in a standard format.
• After the export window, HL Hunt may delete or de-identify Client Data, except records it must retain for legal, regulatory, or audit purposes.

23.3Survival

The following survive: Definitions, Compliance Allocation, Fees, Payments/Remittance, Data Security, Acceptable Use, Records/Audit, Intellectual Property, Confidentiality, Disclaimers, Limitation of Liability, Indemnification, Effects of Termination, Dispute Resolution, and General Provisions.

24.1Governing Law

This Agreement is governed by the laws of the Commonwealth of Kentucky, without regard to conflict-of-law principles.

24.2Mandatory Arbitration

All disputes arising out of or relating to this Agreement shall be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator in Lexington, Kentucky. Judgment on the award may be entered in any court of competent jurisdiction. This clause governs disputes between HL Hunt and Client only and does not affect Consumer rights.

24.3Class Action & Jury Waiver

EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING. All claims between the parties must be brought individually.

24.4Equitable Relief & Limitation

• Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property or Confidential Information or to prevent irreparable harm.
• Any claim between the parties must be filed within one (1) year after it arose or be permanently barred.
• The prevailing party is entitled to recover reasonable attorneys' fees and costs.

25.1Entire Agreement

This Agreement, its exhibits, incorporated policies, and each Order Form constitute the entire agreement and supersede all prior understandings.

25.2Amendments

HL Hunt may amend this Agreement by posting revised terms or notifying Client; material changes are communicated at least thirty (30) days in advance when practicable. Continued use after the effective date constitutes acceptance.

25.3Assignment

Client may not assign without HL Hunt's prior written consent; HL Hunt may assign to a successor or affiliate. Attempted assignments in violation are void.

25.4Severability & Waiver

Invalid provisions are modified to the minimum extent necessary or severed; remaining provisions continue in force. No failure to enforce is a waiver.

25.5Force Majeure

Neither party is liable for failures due to causes beyond reasonable control, including acts of God, war, terrorism, labor disputes, government action, pandemics, or failures of carriers, processors, bureaus, or banks.

25.6Independent Contractors

The parties are independent contractors; nothing creates a partnership, joint venture, or employment relationship except an agency expressly created under Exhibit B.

25.7Notices & Electronic Signature

Notices to HL Hunt go to the address in Section 26; notices to Client go to the email on file or via the Dashboard. Electronic acceptance has the same legal effect as a handwritten signature.

25.8Third-Party Beneficiaries

Partner financial institutions and Creditors on whose behalf Client acts are intended beneficiaries with respect to Client's compliance obligations. No other third-party beneficiaries are created.

A.1 Roles & Scope

HL Hunt processes Client Data and Consumer information solely to provide the Services, on Client's documented instructions and as required by law. As between the parties, Client is the data owner/controller and HL Hunt is the processor/service provider. HL Hunt does not "sell" or "share" personal information as defined under applicable privacy law.

A.2 Security Safeguards

• Encryption of data in transit (TLS 1.2+) and at rest (AES-256 or equivalent);
• Role-based access controls, least-privilege, and multi-factor authentication for privileged access;
• Network segmentation, logging, monitoring, and intrusion detection;
• Vulnerability management, patching, and periodic penetration testing;
• Written information security program aligned to the GLBA Safeguards Rule and SOC 2 control objectives;
• Vendor/subprocessor due diligence and flow-down of obligations.

A.3 Subprocessors

HL Hunt may engage subprocessors (e.g., cloud hosting, telephony/messaging carriers, payment processors, model providers) under written terms no less protective than this Addendum. A current subprocessor list is available on request; HL Hunt will provide notice of material changes.

A.4 Incident Response & Retention

• Notification of confirmed security incidents without undue delay (target 72 hours), with cooperation on remediation and notice obligations;
• Communication, consent, opt-out, and remittance records retained no less than the periods required by the FDCPA, Regulation F, and applicable state law;
• On termination, data returned/exported within sixty (60) days, then deleted or de-identified except records required to be retained by law.

A.5 Consumer Requests

HL Hunt will reasonably assist Client in responding to verified Consumer rights requests (access, correction, deletion, opt-out) to the extent the data is processed through the Platform and consistent with debt-collection recordkeeping obligations.

B.1 Applicability

This Addendum applies where an Order Form designates HL Hunt as a Service Provider to Client or as an agent collecting in Client's name under Client's licenses. Absent such designation, HL Hunt acts solely as a technology provider under Section 4.1.

B.2 Scope of Authority

• HL Hunt acts only within the scripts, parameters, channels, and authority Client documents and supervises.
• Client retains responsibility for strategy, account selection, dispute outcomes, and furnisher decisions.
• HL Hunt may decline to send any Communication it reasonably believes is unlawful.

B.3 Oversight & Examination

• Client (and, where applicable, the underlying Creditor or bank partner) may exercise reasonable service-provider oversight consistent with CFPB expectations.
• HL Hunt will provide compliance reporting, call/message samples, and audit logs on reasonable request.
• HL Hunt maintains policies, training, and complaint-handling appropriate to its role.

B.4 Licensing Coordination

Where HL Hunt collects in Client's name, Client warrants its licenses authorize such activity. Where HL Hunt collects under its own licenses, the parties will identify the covered jurisdictions in the Order Form. Neither party relies on the other's licenses absent express written agreement.