Terms of Service

Effective Date: August 24, 2026

These Terms of Service (the "Terms") constitute a binding agreement between Noe Reit Inc., a California corporation doing business as Nymble Payments ("Nymble Payments," "Company," "we," "us," or "our"), and the individual or entity accessing or using the Platform ("User," "you," or "your").

BY CREATING AN ACCOUNT, ACCESSING, OR OTHERWISE USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND BY THE PRIVACY POLICY AND E-SIGN CONSENT INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE, YOU MAY NOT ACCESS OR USE THE PLATFORM.

SECTION 19 CONTAINS A BINDING ARBITRATION PROVISION AND A CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS. PLEASE REVIEW IT CAREFULLY.

1. Definitions

1.1 "Platform" means the websites, web applications, and software services made available by Nymble Payments, including the landlord application, the tenant application, and related interfaces.

1.2 "Services" means the functionality made available through the Platform, as described in Section 4.

1.3 "Landlord" means a User who uses the Platform to manage properties, request payment of Rent, or record property income or expenses.

1.4 "Tenant" means a User who uses the Platform to pay Rent or to submit maintenance requests in connection with a Lease.

1.5 "Lease" means the rental or tenancy agreement between a Landlord and a Tenant, to which Nymble Payments is not a party.

1.6 "Rent" means amounts owed by a Tenant to a Landlord under a Lease, together with any deposits, late charges, or other amounts a Landlord is entitled to collect under the Lease or applicable law.

1.7 "Payment Processor" means Stripe, Inc. and its affiliates, which provide payment processing and settlement services in connection with the Platform.

1.8 "Bank Connectivity Provider" means Plaid Inc., which provides the read-only bank account connectivity described in Section 6.

1.9 "Vendor" means a third-party service provider engaged by a Landlord to perform maintenance or repair work.

1.10 "User Content" means text, images, photographs, documents, records, and other materials submitted to or through the Platform by a User.

2. Nature of the Services; Limitations on the Company's Role

2.1 The Company provides software. The Company is a technology provider only, and the following limitations are material terms of this agreement.

2.2 No party to any Lease. The Lease is an agreement solely between the Landlord and the Tenant. The Company is not a party to any Lease, is not a third-party beneficiary of any Lease, and assumes no obligation or liability arising under any Lease. The Company does not draft, negotiate, review, interpret, or enforce Leases.

2.3 Not a landlord, property manager, or broker. The Company does not own, lease, manage, inspect, market, or exercise control over any real property, and is not a real estate broker, salesperson, or property manager.

2.4 No custody of funds. Rent and other amounts transacted through the Platform are processed by the Payment Processor and settle directly to the Landlord's account maintained with the Payment Processor. The Company does not take possession, custody, or control of User funds, and is not a bank, money transmitter, trust company, or escrow agent.

2.5 Not a debt collector. Reminders, due-date notices, and delinquency notices generated by the Platform are automated communications produced from information entered by a Landlord. The Company does not collect, and does not attempt to collect, debts owed to any Landlord or to any other party.

2.6 No professional advice. Reports, summaries, categorizations, and financial displays within the Platform are informational records derived from information entered by Users. They do not constitute legal, tax, accounting, financial, or investment advice, are not prepared in accordance with any accounting standard, are not audited, and are not tax documents. Users should consult qualified professionals.

2.7 No tenant screening or listing services. The Company does not perform tenant screening, background checks, credit reporting, or consumer reporting of any kind, and does not operate a rental listing service.

3. Eligibility; Accounts

3.1 Eligibility. You must be at least eighteen (18) years of age and capable of forming a binding contract. If you access the Platform on behalf of an entity, you represent and warrant that you are authorized to bind that entity, and "you" refers to that entity.

3.2 Registration. You agree to provide accurate, current, and complete information at registration and to maintain the accuracy of that information.

3.3 Account security. You are responsible for safeguarding your credentials and for all activity occurring under your account. You shall notify the Company promptly upon becoming aware of any unauthorized access. The Company makes multi-factor authentication available and recommends that Users enable it, particularly Users who connect a financial account under Section 6.

3.4 One account per User. You shall not create multiple accounts for the purpose of evading suspension, fees, or these Terms.

4. The Services

4.1 Landlord functionality. Subject to these Terms, a Landlord may create property and unit records, invite Tenants, create lease-based payment requests, collect Rent by card or bank transfer through the Payment Processor, record payments received outside the Platform, record property income and expenses, manage maintenance requests, assign Vendors, and, at the Landlord's election, connect a financial account as described in Section 6.

4.2 Tenant functionality. Subject to these Terms, a Tenant may pay Rent, view payment history, submit and track maintenance requests, and communicate with the Landlord regarding those requests.

4.3 Modification of the Services. The Company may add, modify, suspend, or discontinue any feature of the Platform at any time. Where a modification would materially reduce functionality on which a User relies, the Company shall provide notice where reasonably practicable.

5. Payments and Fees

5.1 Payment processing. All payment processing is performed by the Payment Processor. Your use of payment functionality is subject to the Payment Processor's applicable terms. A Landlord collecting payments through the Platform must additionally accept the Stripe Connected Account Agreement and complete the Payment Processor's identity verification requirements before funds may settle.

5.2 Landlord fees. The Company does not charge Landlords a subscription or recurring platform fee for use of the Services as of the Effective Date.

5.3 Tenant transaction fees. A Tenant paying Rent through the Platform is charged a transaction fee, the amount of which varies by payment method and is displayed to the Tenant prior to authorization of the payment. No fee is assessed that has not been disclosed to the payer before authorization.

5.4 Changes to fees. Fees may be modified from time to time. Current fees are displayed at the time of payment. Continued use of payment functionality following a change constitutes acceptance of the then-current fee.

5.5 Amounts owed under the Lease. Late fees, security deposits, utility charges, and all other amounts owed under a Lease are established by the Landlord pursuant to the Lease and applicable law. Such amounts are not fees of the Company, are not established by the Company, and are not received by the Company.

5.6 Settlement and timing. Card payments generally clear promptly. Bank transfer payments settle over several business days and may be returned after initial submission, including for insufficient funds, account closure, or authorization revocation. A payment is not final until settled. Payouts to Landlords are effected by the Payment Processor on the Payment Processor's schedule. The Company does not control settlement or payout timing and disclaims liability for delays therein.

5.7 Failed and returned payments. Where a payment fails or is returned, the underlying obligation remains owed under the Lease. The Company shall provide notice to the affected parties where reasonably able to do so. Your financial institution may assess fees, and the Landlord may assess charges under the Lease. Such amounts are not assessed by the Company.

5.8 Automatic payments. Where automatic payment functionality is made available and enabled by a Tenant, the Tenant authorizes charges to the designated payment method on the schedule displayed. Authorization may be revoked through account settings. Revocation does not extinguish Rent owed under the Lease.

5.9 Refunds. The Company does not refund Rent. Rent is transmitted to the Landlord, and any refund is a matter between the Landlord and the Tenant under the Lease and applicable law. Transaction fees are non-refundable once a payment has been processed, except where refund is required by law.

5.10 Recorded payments. A Landlord may record within the Platform payments received outside the Platform, including payments by cash, check, or direct transfer. Such entries constitute the Landlord's own books and records. No funds are transmitted through the Company in connection with such entries, and the Company does not verify, and makes no representation regarding, the accuracy of any recorded payment.

6. Bank Connectivity

6.1 Optional feature. A Landlord may elect to connect a financial account so that transaction records import into the Platform for review. This functionality is disabled unless affirmatively enabled by the Landlord.

6.2 Credentials. Financial institution credentials are entered with the Bank Connectivity Provider and are not received, transmitted, or stored by the Company.

6.3 Read-only access. Access obtained under this Section is read-only. The Company cannot and does not initiate transfers, move funds, or effect payments from any connected account, and does not request or store full account or routing numbers.

6.4 Review required. Imported transaction records are informational until affirmatively confirmed by the Landlord. Suggested categories and property assignments are suggestions only. The Landlord is solely responsible for reviewing and confirming records before they are recorded.

6.5 Disconnection. A Landlord may disconnect a financial account at any time, upon which the Company's access credential is destroyed. Records previously confirmed by the Landlord are retained as the Landlord's business records.

7. Maintenance Requests and Vendors

7.1 Coordination tool only. Maintenance functionality is a communication and record-keeping tool. The Company does not perform, supervise, schedule, dispatch, warrant, or inspect repair work, and does not guarantee any response time.

7.2 Vendors engaged by the Landlord. Where a Landlord assigns a Vendor, that Vendor is engaged directly by the Landlord. The Company does not employ, contract with, screen, license, bond, insure, train, or supervise any Vendor, and disclaims all liability for the acts, omissions, workmanship, licensing, insurance, or conduct of any Vendor.

7.3 Emergencies. THE PLATFORM IS NOT AN EMERGENCY SERVICE. Conditions presenting a risk to health, safety, or property must be reported directly to emergency services or to a qualified professional. Users shall not rely on the Platform for urgent safety matters.

8. Artificial Intelligence Features

8.1 Certain features employ automated or machine-learning systems to propose categorizations, summarize maintenance requests, or draft message text. Such output constitutes a suggestion only, may be inaccurate or incomplete, and is presented for human review prior to use.

8.2 Automated systems within the Platform do not determine tenancy, eligibility, creditworthiness, or payment obligations. The User remains solely responsible for any content transmitted or record created.

9. User Obligations

9.1 General. You shall not use the Platform to violate any applicable law or regulation, infringe the rights of any person, submit false or misleading information, harass or abuse any person, obtain unauthorized access to any system, interfere with the operation or integrity of the Platform, or extract data by automated means.

9.2 Landlord obligations. A Landlord shall comply with all applicable landlord-tenant, fair housing, rent regulation, security deposit, disclosure, and notice requirements in each jurisdiction in which the Landlord operates. A Landlord is solely responsible for the lawfulness of its Lease terms, charges, and communications, and represents and warrants that it holds the right to collect Rent for each property it records and to invite each Tenant it invites.

9.3 Tenant obligations. A Tenant shall provide accurate information and shall satisfy obligations owed under the Lease.

9.4 Compliance with the Payment Processor. Users shall comply with all applicable rules of the Payment Processor and of the card networks and payment systems used to effect payments.

10. User Content

10.1 Ownership. As between the parties, you retain all right, title, and interest in User Content you submit.

10.2 License. You grant the Company a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, reproduce, modify for formatting purposes, and display User Content solely as necessary to operate and provide the Services.

10.3 Prohibited content. You shall not submit User Content that is unlawful, fraudulent, defamatory, infringing, malicious, harassing, or obscene, or that depicts occupied residential premises in a manner violating a Tenant's privacy rights or the Landlord's obligations under the Lease or applicable law.

10.4 Removal. The Company may remove User Content that it reasonably believes violates these Terms or applicable law.

11. Intellectual Property

11.1 The Platform, including all software, design, text, graphics, and marks, is owned by the Company or its licensors and is protected by copyright, trademark, and other intellectual property laws.

11.2 You shall not copy, modify, distribute, sell, lease, reverse engineer, decompile, or create derivative works from any portion of the Platform except as expressly permitted by these Terms or by applicable law that cannot be waived.

12. Third-Party Services

The Platform depends upon services provided by third parties, including payment processing, identity and authentication, bank connectivity, electronic mail delivery, cloud infrastructure, and error monitoring. Use of such services may be subject to separate terms imposed by those providers. The Company does not control and is not responsible for the acts, omissions, availability, pricing, or discontinuation of any third-party service.

13. Suspension and Termination

13.1 By the User. You may close your account at any time. Closure does not extinguish obligations arising under any Lease or amounts owed as of the date of closure.

13.2 By the Company. The Company may suspend or terminate access, in whole or in part, where a User materially breaches these Terms, where required by law, regulation, or a service provider, or where the Company reasonably determines that continued access presents a risk of harm, fraud, or legal liability. Where reasonably practicable, the Company shall provide notice and an opportunity to cure.

13.3 Discontinuation. The Company may discontinue the Platform upon reasonable notice.

13.4 Survival. Sections 2, 5.9, 10.2, 11, 14, 15, 16, 17, 18, 19, and 22 survive termination, together with any other provision that by its nature should survive.

14. Records Following Termination

Financial and transaction records may be retained following account closure to satisfy legal, tax, regulatory, and payment processor obligations. The Privacy Policy describes categories of information retained, applicable retention periods, and the procedure for submitting a deletion request.

15. Disclaimer of Warranties

THE PLATFORM AND THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

THE COMPANY DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT ANY NOTICE, REMINDER, OR COMMUNICATION WILL BE DELIVERED, OR THAT INFORMATION ENTERED BY ANY USER IS ACCURATE, COMPLETE, OR LAWFUL.

SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, AND CERTAIN OF THE FOREGOING EXCLUSIONS MAY NOT APPLY TO YOU.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY OR ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER THEORY, AND WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE COMPANY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM IN ANY TWELVE (12) MONTH PERIOD SHALL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AGGREGATE AMOUNT OF FEES PAID BY YOU TO THE COMPANY DURING THAT PERIOD.

NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY THAT MAY NOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT PERMIT CERTAIN LIMITATIONS, AND CERTAIN OF THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.

17. Indemnification

You shall indemnify, defend, and hold harmless the Company and its officers, directors, employees, and agents from and against any claim, demand, action, damage, loss, liability, cost, or expense, including reasonable attorneys' fees, arising out of or relating to (a) your access to or use of the Platform, (b) your breach of these Terms, (c) your violation of any applicable law, including without limitation landlord-tenant law, fair housing law, and consumer protection law, (d) your User Content, or (e) any dispute between you and another User.

18. Disputes Between Users

Disputes between a Landlord and a Tenant, including without limitation disputes concerning Rent, security deposits, repairs, habitability, entry, eviction, or Lease terms, are solely between those parties. The Company is not a party to and has no obligation to participate in, mediate, arbitrate, or resolve any such dispute. The Company may, but is not obligated to, produce records maintained on the Platform in response to lawful process.

19. Governing Law; Dispute Resolution

19.1 Governing law. These Terms are governed by the laws of the State of California, without regard to its conflict of laws principles.

19.2 Informal resolution. Prior to commencing any formal proceeding, the parties shall attempt in good faith to resolve the dispute informally for a period of not less than thirty (30) days following written notice.

19.3 Binding arbitration. Except as provided in Section 19.4, any dispute arising out of or relating to these Terms or the Platform shall be resolved by final and binding individual arbitration administered by the American Arbitration Association under its rules then in effect applicable to consumer disputes. The seat of arbitration shall be San Diego County, California, provided that a consumer party may elect that proceedings be conducted remotely or in the county of that party's residence.

19.4 Exceptions. Either party may bring an individual action in small claims court, and either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property rights.

19.5 Class action waiver. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. NEITHER PARTY SHALL BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

19.6 Right to opt out. You may opt out of Sections 19.3 and 19.5 by delivering written notice to the Company within thirty (30) days of first accepting these Terms. Opting out does not affect any other provision of these Terms.

19.7 Preservation of rights. Nothing in this Section precludes any party from reporting a matter to, or filing a complaint with, any governmental or regulatory authority.

20. Modification of these Terms

The Company may amend these Terms. Amendments take effect upon posting of the revised Terms with an updated Effective Date. For material amendments, the Company shall provide notice through the Platform or by electronic mail. Continued use following the effective date of an amendment constitutes acceptance. If you do not accept an amendment, you shall discontinue use and close your account.

21. Electronic Communications

You consent to receive notices, disclosures, agreements, and other communications from the Company in electronic form, as further described in the E-Sign Consent. Notices required to be given by a Landlord to a Tenant under a Lease or under applicable law remain the responsibility of the Landlord.

22. General Provisions

22.1 Severability. If any provision is held invalid or unenforceable, that provision shall be modified to the minimum extent necessary or severed, and the remaining provisions shall remain in full force and effect.

22.2 No waiver. Failure to enforce any provision shall not constitute a waiver of that or any other provision.

22.3 Assignment. You may not assign these Terms without the Company's prior written consent. The Company may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.

22.4 Force majeure. The Company shall not be liable for any failure or delay resulting from causes beyond its reasonable control.

22.5 Relationship. Nothing in these Terms creates a partnership, joint venture, agency, fiduciary, or employment relationship between the parties.

22.6 Entire agreement. These Terms, together with the Privacy Policy and the E-Sign Consent, constitute the entire agreement between the parties concerning the Platform and supersede all prior or contemporaneous understandings.

23. Contact

Nymble Payments

Electronic mail: j@nymblepayments.com

Users may also submit inquiries through the Contact Support function within the Platform. A mailing address is available upon request.