1.1 This Advance Product Schedule (“Advance Schedule”) sets out the terms and conditions that apply to the Advance Line, the Advance Account and each Advance Card (together, the “Advance Services”).

1.2 This Advance Schedule is supplemental to, and forms part of, the Terms. The Customer should read this Advance Schedule together with the Master Service Agreement and other Terms.

1.3 The parties to this Advance Schedule are the Customer and Aspire. Aspire is the issuer of the Advance Card and provides the Advance Services either directly or through its Affiliates, Partners and Providers.

1.4 The Customer agrees to this Advance Schedule at the time the Customer applies for, or uses, the Advance Services. The Customer must not apply for, use or continue to use the Advance Services if it does not agree to this Advance Schedule.

1.5 If there is any inconsistency between this Advance Schedule and any other Terms in relation to the Advance Services, this Advance Schedule prevails to the extent of the inconsistency.

1.6 Aspire may vary this Advance Schedule and any other Terms in the manner set out in the Master Service Agreement.

2. ELIGIBILITY AND APPLICATION

2.1 The Advance Services are available only to business customers who hold a valid Aspire Account and satisfy Aspire's eligibility, risk, onboarding, credit and ongoing account requirements as reasonably determined by Aspire from time to time.

2.2 The Customer must apply for the Advance Services through the Platform or by another method accepted by Aspire. Aspire may approve or decline any application in its reasonable discretion and, except to the extent required by Applicable Law, is not required to provide reasons for its decision.

2.3 The Customer must provide any information and documents that Aspire reasonably requests in connection with the Advance Services which may include financial statements, tax returns, bank statements, business registration details and beneficial ownership information.

2.4 The Customer agrees and consents to Aspire and its Affiliates, Partners and Providers conducting credit checks, identity verification checks and other due diligence checks that Aspire reasonably requires in relation to the Customer and, where applicable, its directors, shareholders, partners, trustees, beneficial owners, Authorised Users and Cardholders.

2.5 The Customer represents and warrants on application for the Advance Services, on each use of an Advance Card and on each day that any Total Outstanding Amount remains unpaid, that credit advanced to the Customer under the Advance Line will be used wholly or predominantly for business purposes and only used for such purposes.

3. ADVANCE LINE, ADVANCE ACCOUNT AND LIMITS

3.1 Subject to this Advance Schedule, Aspire will make the Advance Line available to the Customer to utilise up to the Credit Limit that Aspire approves. The approved Credit Limit will be notified to the Customer through the Platform, an approval notice or another method determined by Aspire.

3.2 The Customer may utilise the Available Limit under the Advance Line only by use of an Advance Card. The Available Limit is the amount of credit available to be utilised by the Customer under the Advance Line at any given time. Transactions may be declined by Aspire if the Available Limit is insufficient.

3.3 The Amount Outstanding must not exceed the Credit Limit at any time. If the Amount Outstanding exceeds the Credit Limit for any reason, the excess must be immediately paid by the Customer and Aspire may suspend or restrict the Advance Services until the excess is paid.

3.4 Aspire will open or maintain an Advance Account in the name of the Customer. The Advance Account is connected to the Advance Line and is not a deposit account, savings account, debit card facility or stored value facility. The Advance Account will record relevant amounts debited or credited to it such as Transactions, Refunds, Chargebacks, Finance Charges and Late Payment Fees.

3.5 Aspire may debit to the Advance Account any Transaction, Finance Charge, Late Payment Fee or other amount payable by the Customer under or in connection with this Advance Schedule and, upon being debited to the Advance Account, such amount will be treated as a utilisation of the Advance Line and will be capitalised to, and form part of, the Amount Outstanding.

3.6 The Advance Account should not be used by the Customer to hold a credit balance. If a credit balance arises, Aspire may apply it against new amounts debited to the Advance Account, transfer it to the Customer's Multi-currency Account or another account, or otherwise deal with it in accordance with Applicable Law. The Customer is not entitled to interest on or in relation to any credit balance in the Advance Account. If any such interest is earned, Aspire is entitled to retain it.

3.7 Aspire may impose maximum limits on Transactions, including limits for single transactions and daily, weekly or monthly transaction limits (each, a “Transaction Limit”). The Customer may lower certain Transaction Limits through the Platform if Aspire makes that functionality available.

3.8 Aspire may, acting reasonably, reduce the Credit Limit or any Transaction Limit, including where:

(a) the Customer's creditworthiness, financial position, ownership, business activities or risk profile has materially changed;

(b) a Default Event has occurred or Aspire reasonably suspects one is imminent;

(d) the Minimum Balance has not been maintained or any Designated Account is suspended, restricted, closed or subject to competing claims;

(e) Aspire's risk appetite, credit policies, funding arrangements, card programme arrangements or market conditions affecting the Advance Services have changed;

(f) required or reasonably requested by Applicable Law, Network Rules, the Network, a regulator, law enforcement, a financial partner, Partner or Provider; or

(g) Aspire reasonably considers that the reduction is necessary to protect the legitimate interests of Aspire.

3.9 Aspire will give the Customer notice of any such reduction to the Credit Limit or a Transaction Limit. However, where Aspire reasonably considers that immediate action is required, Aspire may reduce the limit immediately and then notify the Customer as soon as reasonably practicable, except where doing so would be unlawful or would compromise security, fraud prevention, compliance or risk controls, or where the reduction is already reinstated.

4. SECURITY AND MINIMUM BALANCE

4.1 As a condition of Aspire making the Advance Line available, Aspire may require the Customer to provide and maintain certain Security.

4.2 Security may include one or more of the following:

(a) a Minimum Balance in a Designated Account;

(b) a security interest under the PPSA over identified collateral acceptable to Aspire, including a credit balance in a Multi-currency Account, the Designated Account or other personal property of the Customer or a guarantor;

(d) any other security, guarantee, indemnity or credit support document reasonably required by Aspire.

4.3 Aspire will notify the Customer of any initial Security it requires before Aspire makes the Advance Line available to the Customer (for example, at or around the time Aspire approves the Customer’s application for the Advance Services under clause 2).

4.4 Where Aspire requires a Minimum Balance, Aspire will notify the Customer of the required Minimum Balance and the relevant Designated Account. If Aspire does not specify a Designated Account, the Customer's Multi-currency Account will be the Designated Account. The Customer is not entitled to any interest earned on the Minimum Balance.

4.5 The Customer must ensure that the Designated Account holds cleared funds at least equal to the required Minimum Balance at all times. The Customer must not withdraw, transfer, assign, encumber or otherwise deal with the Minimum Balance except as permitted by Aspire.

4.6 The Customer authorises Aspire to retain control of, freeze, restrict, debit, set off, deduct from, apply or otherwise deal with the whole or any part of the Minimum Balance and the Designated Account in accordance with this Advance Schedule, the Terms and Applicable Law.

4.7 If the cleared credit balance in the Designated Account falls below the required Minimum Balance, the Customer must restore it to at least the required amount within 3 Business Days, or any shorter period reasonably specified by Aspire where immediate action is required to protect Aspire's legitimate interests (for example, where Aspire reasonably suspects a Default Event has occurred or is imminent).

4.8 Aspire may require additional or replacement Security, including an increase to the Minimum Balance, if Aspire reasonably considers that additional or replacement Security is necessary having regard to the Customer's creditworthiness, financial position, risk profile, business activities, Default Event, impairment of Security, changes in Aspire's credit policy, or changes in market, funding or regulatory conditions.

4.9 If the Customer does not provide additional or replacement Security within the period reasonably specified by Aspire (which will not be less than 10 Business Days, unless Aspire reasonably considers a shorter period is necessary to protect Aspire’s legitimate interests), a Default Event will occur.

4.10 Where Aspire takes a PPSA security interest, the Customer must promptly do all things, sign all documents and obtain all consents that Aspire reasonably requires to grant, perfect, maintain, protect, enforce or release that security interest.

4.11 To the extent permitted by the PPSA, sections 95, 118, 121(4), 130, 132(3)(d), 132(4), 135, 142 and 143 of the PPSA do not apply, and the Customer waives any right to receive any notice, statement or other document under those sections. The Customer also waives the right to receive a verification statement under section 157 of the PPSA.

4.12 If the Customer makes a payment to Aspire and that payment is later required to be refunded, repaid or restored, including because of an Insolvency Event, any Security is reinstated for the amount of that payment.

4.13 Upon the Customer's request, Aspire will release Security within a reasonable period after final payment and discharge of the Total Outstanding Amount and termination of the Advance Line, subject to Aspire's rights under this Advance Schedule, the Terms, any Security and Applicable Law.

5. ADVANCE CARDS AND CARDHOLDERS

5.1 The Customer may request one or more Advance Cards for Cardholders through the Platform. Aspire may (acting reasonably) approve or decline any request for an Advance Card. Each Advance Card is linked to the Advance Account and is separate from any Aspire Card linked to the Multi-currency Account.

5.2 Aspire will issue Advance Cards in either physical or virtual form, or both. Aspire may impose reasonable limits on the total number of Advance Cards that may be issued at any given time or that may be issued to any given Cardholder.

5.3 The Customer and the relevant Cardholder must complete Aspire's activation procedures before an Advance Card may be used. Each Advance Card remains Aspire's property and must be returned or destroyed if Aspire requests.

5.4 The Customer represents and warrants at the time of requesting an Advance Card for a Cardholder, and each time such Advance Card is used, that the Cardholder:

(a) is a natural person who is at least 18 years of age;

(b) is an employee, contractor, officer or other legitimate representative of the Customer;

(d) is aware of the requirements to protect and secure the Advance Card.

5.5 The Customer is responsible for all use of each Advance Card and for all acts and omissions of each Cardholder in connection with the Advance Services, whether or not the Cardholder acts within the authority given by the Customer.

5.6 Aspire may cancel, suspend, restrict, replace or refuse to issue or renew any Advance Card if Aspire reasonably considers that doing so is necessary or appropriate such as for reasons related to eligibility, security, fraud, compliance, risk or operational considerations.

5.7 The Customer may request an Advance Card be cancelled through the Platform or by another method accepted by Aspire. The Customer remains liable for all Transactions and other activity initiated on that Advance Card before Aspire had a reasonable opportunity to complete processing that cancellation request.

6. USE OF ADVANCE CARDS AND TRANSACTIONS

6.1 An Advance Card may be used by a Cardholder to make online payments, point-of-sale payments, mail order payments, payments over the phone and, if permitted by Aspire, ATM cash withdrawals, in each case where cards issued by the Network are accepted and subject to this Advance Schedule.

6.2 The Customer and each Cardholder must use the Advance Card only for lawful business purposes and in accordance with this Advance Schedule, the Terms and any reasonable requirements imposed by Aspire. In addition, the Customer must ensure that no Advance Card is used:

(a) for any personal, domestic or household purpose;

(b) for any unlawful, fraudulent, sham or contrived transaction;

(c) for payments to merchants or merchant categories prohibited or restricted by Aspire, the Network Rules or Applicable Law;

(d) for transactions involving sanctioned jurisdictions, sanctioned persons or prohibited goods or services; or

(e) in any way prohibited under the Acceptable Use Policy, the Network Rules or Applicable Law.

6.3 Aspire may decline, suspend, delay or reverse any attempted or processed Transaction, Pre-Authorisation or Pending Transaction, acting reasonably, including where:

(a) the Available Limit, Credit Limit or a Transaction Limit would be exceeded;

(b) Aspire reasonably suspects fraud, unlawful activity, misuse, security compromise, prohibited use or a compliance issue;

(c) the Designated Account does not contain the required Minimum Balance, or any Security is impaired, if such Minimum Balance or Security is required under this Advance Schedule;

(d) a Default Event subsists or Aspire has a right to suspend, restrict or terminate the Advance Services; or

(e) a technical issue, system outage, maintenance event, settlement issue or operational matter affects Aspire or any relevant third party involved in processing Transactions or providing the Advance Services.

6.4 Aspire is not liable for any loss, damage or inconvenience arising from the declining, suspending, delaying or reversing any Transaction or authorisation of a Transaction, except to the extent caused by Aspire's fraud, wilful misconduct or gross negligence.

6.5 In connection with processing Transactions, Aspire may rely on transaction information, merchant information, merchant category codes and other information provided by merchants, acquirers, processors, the Network or other relevant third parties. Aspire is not responsible for any loss, damage or inconvenience arising from any error or omission in that information, except to the extent caused by Aspire's fraud, wilful misconduct or gross negligence.

6.6 If the Customer or a Cardholder authorises a merchant to initiate recurring payments that debit an Advance Card, the Customer is responsible for cancelling that arrangement directly with the merchant. Recurring payments may continue to be charged to the Advance Account until the merchant processes the cancellation, even if the Advance Card is replaced, suspended or cancelled. Aspire may, but is not obliged to, provide updated Advance Card details to a merchant or Network service provider to enable a merchant to continue to initiate recurring payments that debit an Advance Card.

6.7 The Customer is responsible for all goods and services purchased using an Advance Card. Without limiting the foregoing, Aspire is not responsible for the quality, safety, legality, delivery, performance, fitness for purpose or suitability of any goods or services purchased using an Advance Card.

7. DIGITAL WALLETS

7.1 Aspire may permit an Advance Card to be added to a Digital Wallet. Any such use is subject to this Advance Schedule and any additional terms applicable to the use of the Digital Wallet.

7.2 The Customer must ensure that each Cardholder protects each Digital Wallet, any device used to access a Digital Wallet and other access credentials to a Digital Wallet with the same level of care as an Advance Card.

7.3 Aspire does not control any third party Digital Wallet and is not responsible for the availability, performance, security or terms of any third party Digital Wallet.

7.4 Aspire may (acting reasonably) restrict, suspend or remove the ability to use an Advance Card through a Digital Wallet at any time.

8. FOREIGN CURRENCY TRANSACTIONS

8.1 The Advance Card may be used to make payments in the Card Currency and in Foreign Currencies where permitted by Aspire and the Network. If a Transaction is in a Foreign Currency, the Transaction may be converted into the Card Currency by the Network or Aspire.

8.2 Where the Network converts currencies, the Network will use its then prevailing foreign exchange rates, which are not determined by Aspire. Where Aspire converts currencies, Aspire will use its then prevailing foreign exchange rates.

8.3 If a merchant offers a Cardholder the option to pay in the Card Currency rather than a Foreign Currency, that option is provided by the merchant or its service provider and not by Aspire. The Customer and Cardholder use that option at their own risk.

8.4 The amount of any Refund, Chargeback or Reversal of a Transaction in a Foreign Currency may differ from the original transaction amount because of exchange rate movements, conversion fees, Network Rules, merchant processing or partial refunds. Aspire is not responsible for any such shortfall except to the extent caused by Aspire's fraud, wilful misconduct or gross negligence.

9. REFUNDS, CHARGEBACKS, REVERSALS AND PRE-AUTHORISATIONS

9.1 If the Customer or a Cardholder wishes to request a Refund of a payment made to a merchant, the Customer or Cardholder should contact the merchant directly. If Aspire receives a Refund through the Network, Aspire will credit the Advance Account with the Refund amount that Aspire receives through the Network.

9.2 If the Customer or a Cardholder wishes to dispute a Transaction and request a Chargeback, the Customer or Cardholder must notify Aspire promptly and no later than 90 days after the date of the Transaction or such earlier time required by the Network Rules. The Customer and Cardholder must promptly provide all information and documents that Aspire reasonably requests in relation to the Chargeback.

9.3 Chargeback rights are determined by the Network Rules. Aspire does not guarantee that a Chargeback will be available or successful. If a Chargeback is resolved in favour of the Customer, Aspire will credit the Advance Account with the Chargeback amount that Aspire receives through the Network.

9.4 A Reversal occurs where a merchant reverses an authorisation for a Transaction before final settlement in accordance with the Network Rules. If Aspire receives notification of a Reversal through the Network, Aspire will adjust the Advance Account as is necessary to reflect the amount of the Reversal.

9.5 When a Cardholder presents an Advance Card for an anticipated Transaction, the merchant may submit a Pre-Authorisation request through the Network. If Aspire approves a Pre-Authorisation, the pre-authorised amount will reduce the Available Limit immediately and will continue until the Pre-Authorisation is released.

9.6 A Pre-Authorisation may not appear as a transaction in the Advance Account or on an Account Statement, but it will continue to reduce the Available Limit for as long as the Pre-Authorisation has not been released. For clarity, if the Pre-Authorisation is released and becomes a Pending Transaction or Transaction, the Available Limit will be reduced by the amount of that Pending Transaction or Transaction.

9.7 The settled amount of a Pre-Authorisation may differ from the pre-authorised amount, including where a merchant pre-authorises an estimated or incremental amount, or where a tip, service charge, foreign exchange adjustment or other adjustment is applied after authorisation.

9.8 The timing for release of a Pre-Authorisation depends on the merchant, acquirer, processor, Network Rules and Aspire's internal processing procedures. Aspire is not liable for any loss, damage or inconvenience arising from the timing for release of a Pre-Authorisation, except to the extent caused by Aspire's fraud, wilful misconduct or gross negligence.

10. STATEMENTS, BILLING AND REPAYMENTS

10.1 Each Billing Cycle is from the first day to the last day of any given calendar month unless Aspire (acting reasonably) notifies the Customer of a different Billing Cycle. Shortly after the end of each Billing Cycle, Aspire will issue an Account Statement for that Billing Cycle through the Platform.

10.2 Each Account Statement will set out certain details relating to the Advance Account, including:

(a) any Transactions posted during the Billing Cycle;

(b) any Refunds, Chargebacks and other credits posted during the Billing Cycle;

(d) the Statement Balance; and

(e) the Payment Due Date.

10.3 The Customer must pay the Statement Balance in full on or before the Payment Due Date. If the Customer does not pay the Statement Balance in full on or before the Payment Due Date, the unpaid amount becomes an Overdue Amount. The Customer must pay any Overdue Amount in full immediately.

10.4 The Customer irrevocably authorises Aspire to automatically debit the Customer's Multi-currency Account, for the amount of the unpaid Statement Balance at any time on or after the Payment Due Date. If there are insufficient funds when Aspire attempts to debit an account, Aspire may make further debit attempts for so long as any Overdue Amount remains unpaid (including any unpaid Statement Balance that becomes an Overdue Amount).

10.5 Aspire may permit other payment methods from time to time. If the Customer uses such payment methods, the Customer must comply with any payment instructions shown on the Account Statement, in the Platform or otherwise notified by Aspire. Unless Aspire approves otherwise, all payments must be made in Australian Dollars.

10.6 Any payment, including any permitted manual payment, may not be applied to reduce the Amount Outstanding until Aspire has received the payment in cleared funds and posted it to the Advance Account. Aspire may (acting reasonably) impose a processing cut-off time for a payment to be considered received by Aspire on any given day. If a payment is received after that time, then Aspire may not consider it received until the next day. The Customer should consult the help centre available on Aspire’s website at www.aspireapp.com/au or contact Aspire’s customer support team for information regarding processing cut-off times.

10.7 Aspire will apply payments, Refunds, Chargebacks, Reversals and other credits in any order that Aspire reasonably determines but Aspire will typically apply such amounts first to any Overdue Amount and then to any other Amount Outstanding. Without limiting the foregoing, Aspire may delay applying such amounts until it has received cleared funds and posted the amount to the Advance Account.

10.8 If any payment or other credit is received by Aspire that is not in the Card Currency, Aspire may convert the amount to the equivalent Card Currency amount at Aspire’s prevailing foreign exchange rates.

10.9 Aspire may (acting reasonably) correct any error recorded in the Advance Account or an Advance Statement by giving notice to the Customer or by making an adjustment to the Advance Account or Advance Statement in the Platform.

11. FEES, INTEREST AND CHARGES

11.1 The fees, interest and charges payable in respect of the Advance Services include Finance Charges, Late Payment Fees, Foreign Currency conversion margins, Advance Card issuance and replacement fees, ATM cash withdrawal fees, and any other fees and charges applicable to the Advance Services set out in the Pricing Schedule or as otherwise notified to the Customer in accordance with the Terms. Such fees, interest and charges are “Fees” for the purpose of the Master Services Agreement.

11.2 Aspire may charge Finance Charges on any Overdue Amount at the Finance Charge Rate from the day after the Payment Due Date until the Overdue Amount is paid in full. Finance Charges accrue daily and are calculated by applying a daily rate equal to the Finance Charge Rate divided by 365 to the unpaid daily balance of the Overdue Amount. Finance Charges may be capitalised to the Amount Outstanding in accordance with clause 3.5.

11.3 If the Customer does not pay the Statement Balance in full on or before the Payment Due Date, Aspire may charge the Customer a Late Payment Fee. Late Payment Fees may be capitalised to the Amount Outstanding in accordance with clause 3.5.

11.4 Third party fees and charges may also apply to use of an Advance Card which are not determined by Aspire, including ATM operator fees or merchant surcharges. Such fees and charges may form part of the amount of a Transaction.

12. CARD SAFETY, SECURITY AND UNAUTHORISED USE

12.1 The Customer must, and must ensure that each Cardholder and Authorised User, protects each Advance Card, PIN, CVV, card number, expiry date, security credential, Platform credential, Digital Wallet and other access method from loss, theft, misuse, compromise and unauthorised use.

12.2 The Customer must ensure that each Cardholder:

(a) permits only the relevant Cardholder to use an Advance Card issued in that Cardholder's name;

(b) does not disclose any PIN, CVV, card number, expiry date or security credential except as necessary to use the Advance Card in accordance with this Advance Schedule;

(d) does not choose a PIN or credential that can be easily guessed;

(e) regularly monitors the Advance Account and Advance Card activity; and

(f) complies with any additional security, authentication or fraud prevention requirements notified by Aspire.

12.3 If an Advance Card is lost or stolen, or if the Customer or a Cardholder suspects unauthorised transaction, misuse, compromise or fraud in connection with an Advance Card, the Customer and the relevant Cardholder must promptly notify Aspire through the Platform, by email to support@aspireapp.com and/or by phone to +61 (02) 5563 0831, and must take reasonable steps to freeze or disable the Advance Card if available.

12.4 If the Customer does not promptly notify Aspire, the Customer may not be able to request a Chargeback via the Network and/or Aspire’s ability to assist the Customer to recover any funds may be limited (for example, if there is insufficient time to submit a Chargeback request to the Network within the timeframes prescribed under the Network Rules).

12.5 The Customer and each Cardholder must assist Aspire to investigate and prevent unauthorised use, misuse, compromise or fraud, including by providing information, making a police report and signing documents reasonably requested by Aspire.

12.6 Aspire may disclose information, including confidential information and personal information, to law enforcement agencies, regulators, Networks, acquirers, processors, financial institutions, Partners and Providers where Aspire reasonably considers it necessary or appropriate in connection with suspected unauthorised use, misuse, compromise, fraud, unlawful activity, risk, security or compliance matters.

13. DEFAULT AND CONSEQUENCES

13.1 Each of the following is a Default Event:

(a) the Customer fails to pay any amount payable under this Advance Schedule when due and the failure continues for 5 Business Days;

(b) the Amount Outstanding exceeds the Credit Limit and the Customer does not immediately pay the excess on demand;

(d) an Insolvency Event occurs in respect of the Customer or any guarantor;

(e) the Customer ceases, or threatens to cease, to carry on its business or a material part of it;

(f) Aspire reasonably suspects fraud, unlawful activity, serious misconduct or misuse of the Advance Services;

(g) a representation, warranty or statement made or deemed made by the Customer or a Cardholder is or becomes materially incorrect or misleading;

(h) the Customer breaches a material term of this Advance Schedule and, where capable of remedy, does not remedy it within 10 Business Days;

(i) any Security is not valid, perfected or enforceable, or is impaired;

(j) a material adverse change occurs in the Customer's business, operations, financial condition, ownership, control, prospects of payment or risk profile; and

(k) an event occurs that gives Aspire a right of suspension, restriction or termination under the Terms.

13.2 Following a Default Event, Aspire may, in addition to any other rights under this Advance Schedule, the Terms, any Security, Applicable Law or otherwise, do any one or more of the following:

(a) suspend, restrict or cancel any Advance Card;

(b) reduce the Credit Limit or any Transaction Limit, including to zero;

(d) declare all or part of the Total Outstanding Amount immediately due and payable;

(e) debit, set off, deduct from or apply the Minimum Balance or any other credit balance held by Aspire;

(f) require additional or replacement Security;

(g) enforce any Security;

(h) terminate this Advance Schedule or the Advance Line;

(i) report the default to credit reporting bodies in accordance with Applicable Law; and

(j) take any other action Aspire reasonably considers necessary to protect its legitimate interests.

13.3 In respect of monetary default, Aspire will not exercise its rights to declare the Total Outstanding Amount immediately due and payable, enforce any Security that is not the Minimum Balance, or terminate this Advance Schedule or the Advance Line unless the Customer has been given at least 30 days to remedy the monetary default, except where Aspire reasonably considers immediate action is required to protect its legitimate interests (for example, where an Insolvency Event has occurred or is reasonably anticipated or where the Customer is actively dissipating assets).

13.4 The Customer must pay Aspire on demand all reasonable costs and expenses incurred by Aspire in connection with a Default Event, enforcement or attempted recovery of any Total Outstanding Amount, including legal costs on a solicitor and own client basis, collection agency fees and costs of protecting or enforcing Security.

14. TERMINATION

14.1 The Customer may terminate this Advance Schedule or the Advance Line by giving Aspire reasonable prior written notice through the Platform or another method accepted by Aspire, provided there is no Total Outstanding Amount at the effective termination date.

14.2 Aspire may terminate this Advance Schedule or the Advance Line without cause by giving the Customer at least 30 days prior written notice. However, Aspire may terminate this Advance Schedule or the Advance Line on shorter notice, including immediately, where a Default Event subsists.

14.3 On termination of this Advance Schedule or the Advance Line:

(a) all Advance Cards will be cancelled and the Customer must ensure that all physical Advance Cards are destroyed or returned as directed by Aspire;

(b) the Customer's right to use the Advance Services ends;

(d) Aspire may continue to charge Finance Charges on any Overdue Amount until paid in full;

(e) Aspire may continue to process, post and recover Transactions initiated before termination or otherwise processed through the Network after termination;

(f) Aspire may exercise any rights of set-off, deduction, application, enforcement or recovery; and

(g) accrued rights and liabilities continue.

14.4 Clauses that by their nature are intended to survive termination survive termination of this Advance Schedule, including clauses dealing with payment, liability, Security, set-off, privacy, confidentiality, limitation of liability, indemnities, governing law and definitions.

15. LIMITATION OF LIABILITY AND INDEMNITY

15.1 To the maximum extent permitted by Applicable Law, Aspire is not liable for any indirect, consequential, special, incidental, exemplary or punitive loss, loss of profit, loss of revenue, loss of opportunity, loss of goodwill, loss of data or business interruption arising out of or in connection with the Advance Services (regardless of whether caused or contributed to by to any act, omission or negligence of Aspire, its Affiliates or any other person).

15.2 To the maximum extent permitted by Applicable Law, Aspire is not liable for any loss, damage or inconvenience arising from:

(a) any breach of this Advance Schedule or the other Terms by the Customer, a Cardholder or an Authorised User;

(b) any compromise of an Advance Card, PIN, CVV, card details, Platform credentials, Digital Wallet or other security credential by act, omission or negligence of the Customer, a Cardholder or an Authorised User;

(c) use by any person who appeared to have authority to use an Advance Card or access the Advance Account, whether or not that person actually had authority or exceeded their authority;

(d) any delay in notifying Aspire of actual or suspected loss, theft, compromise, misuse or unauthorised use; or

(e) any fraud, wilful misconduct or unlawful activity by the Customer, a Cardholder or an Authorised User,

except to the extent caused by Aspire’s fraud, wilful misconduct or gross negligence.

15.3 Without limiting clauses 15.1 and 15.2, the total aggregate liability of Aspire to the Customer under or in connection with this Advance Schedule is subject to the limitation on aggregate liability set out in the Master Services Agreement, which applies to the Advance Services as if references to "Services" in that limitation included the Advance Services.

15.4 The Customer indemnifies Aspire, its Affiliates, Partners, Providers and their respective officers, employees and agents against all claims, losses, liabilities, damages, costs and expenses arising out of or in connection with the Customer's breach of this Advance Schedule, misuse of the Advance Services, fraud, unlawful activity, breach of representation or warranty, or failure to pay any Total Outstanding Amount, except to the extent caused by Aspire's fraud, wilful misconduct or gross negligence.

16. SET-OFF

Without limiting Aspire's other rights under this Advance Schedule, the Terms, any Security, Applicable Law or otherwise, Aspire may at any time set off, deduct from, combine, debit or apply any amount owing by Aspire to the Customer, or any credit balance held by the Customer in the Multi-currency Account, Designated Account, Advance Account or any other account maintained with Aspire, against any Total Outstanding Amount. Where amounts are denominated in different currencies, Aspire may convert any amount at Aspire's prevailing foreign exchange rate for the relevant currencies.

17. PRIVACY AND INFORMATION SHARING

17.1 The Customer authorises Aspire to give to, and obtain from, credit reporting bodies, banks, other credit providers, fraud prevention agencies, identity verification providers, Networks, acquirers, processors, Affiliates, Partners and Providers information about the Customer and, where applicable, its directors, beneficial owners, partners, trustees, Authorised Users, Cardholders and guarantors for the purposes of assessing applications, managing risk, ongoing monitoring, collecting overdue amounts, enforcing rights, reporting defaults, processing transactions, and complying with Applicable Law.

17.2 Without limiting the Customer’s obligations under any other Terms, the Customer must ensure that each individual whose personal information is provided to Aspire in relation to the Advance Services has been notified of the matters set out in Aspire's Privacy Policy and has consented to the collection, use and disclosure of that personal information as required by Applicable Law.

18. DEFINITIONS AND INTERPRETATION

18.1 In this Advance Schedule, unless the context otherwise requires:

(a) headings are for convenience only and do not affect interpretation;

(b) the singular includes the plural and vice versa;

(d) a reference to a party includes that party's successors, permitted assigns, executors and administrators;

(e) a reference to a statute, regulation or other law includes all amendments, consolidations, re-enactments and replacements of it;

(f) a reference to a document includes any amendment, variation, novation or replacement of that document;

(g) the words “including”, “for example”, “such as” and similar expressions are not words of limitation and are to be construed as meaning “including without limitation”;

(h) a reference to a person includes an individual, partnership, trust, company, corporation, association, regulatory authority, governmental agency, and any other entity;

(i) no rule of construction applies to the disadvantage of a party because that party was responsible for the preparation of the terms; and

(j) all dates, times, due dates, deadlines and periods of time are to be determined by reference to the date and time in Sydney, New South Wales, Australia.

18.2 In this Advance Schedule:

"Acceptable Use Policy" has the meaning given in the Master Services Agreement.

"Account Statement" means a Statement (as that term is defined in the Master Services Agreement) issued by Aspire in relation to the Advance Account.

"Advance Account" means the account that Aspire opens and maintains in the name of the Customer in connection with the Advance Line that records certain details relating to the Advance Services such as the date and amount of a Transaction.

"Advance Card" means a corporate charge card, whether physical or virtual, issued by Aspire to a Cardholder at the request of the Customer under this Advance Schedule, and any renewal or replacement of that card.

"Advance Line" means the line of credit that Aspire makes available to the Customer in accordance with this Advance Schedule.

"Advance Schedule" has the meaning given in clause 1.1.

"Advance Services" has the meaning given in clause 1.1.

“Affiliate” has the meaning given in the Master Services Agreement.

"Amount Outstanding" means, at any given time, the total amount of credit utilised by the Customer that has not been repaid, including:

(a) any Transactions that have not been repaid; and

(b) any amounts capitalised to the Amount Outstanding that have not been repaid,

less any payments, Refunds, Chargebacks, Reversals or other credits applied by Aspire to reduce that amount.

It does not include a Pending Transaction or Pre-Authorisation unless and until the relevant amount is posted to the Advance Account as a Transaction.

“Applicable Law” has the meaning given in the Master Services Agreement.

"Aspire" means AFT AU Pty Ltd ABN 64 670 972 997.

“Aspire Account” has the meaning given in the Master Services Agreement.

“Aspire Group” has the meaning given in the Master Services Agreement.

“Authorised User” has the meaning given in the Master Services Agreement.

"Available Limit" means, at any given time, the amount of credit available to be utilised by the Customer under the Advance Line, calculated as the Credit Limit less the sum of: (a) any Amount Outstanding; (b) any Pending Transactions; and (c) any Pre-Authorisations.

"Billing Cycle" means the billing cycle described in clause 10.1.

“Business Day” has the meaning given in the Master Services Agreement.

"Card Currency" means Australian Dollars or any other currency in which Aspire notifies the Customer that an Advance Card or Advance Account is denominated.

"Cardholder" means an individual to whom Aspire issues an Advance Card at the request of the Customer.

"Chargeback" means a claim or request made through the Network to dispute a Transaction in accordance with the Network Rules.

"Credit Limit" means the maximum aggregate amount of credit Aspire approved the Customer to utilise under the Advance Line at any given time.

"Customer" means the company, partnership, trust, sole trader or other legal entity that applies for, or to whom Aspire approves, the Advance Services.

"Default Event" means any event described in clause 13.1.

"Designated Account" means the Multi-currency Account or any other account designated by Aspire in which the Customer must maintain the Minimum Balance.

"Digital Wallet" means a digital wallet, tokenised payment service or similar service that Aspire permits to be used with an Advance Card, which enables a Cardholder to make Transactions.

"Finance Charge Rate" means the Finance Charge interest rate set out in the Pricing Schedule. .

"Finance Charges" means interest charges payable by the Customer on an Overdue Amount under clause 11.2.

"Foreign Currency" means any currency other than the Card Currency.

"Insolvency Event" has the meaning given in the Master Service Agreement.

"Late Payment Fee" means the late payment fee amount set out in the Pricing Schedule.

“Master Services Agreement” means the Master Services Agreement agreed between the Customer and Aspire.

"Minimum Balance" means the minimum cleared credit balance that the Customer must maintain in the Designated Account.

"Multi-currency Account" has the meaning given in the Payments & FX Product Schedule.

"Network" means Visa, Mastercard or any replacement major international card network nominated by Aspire that enables use of the Advance Card through its card network.

"Network Rules" has the meaning given in the Master Service Agreement.

"Overdue Amount" means, at any given time, any part of the Amount Outstanding that has not been paid by its due date, including any part of a Statement Balance that has not been paid by its Payment Due Date.

“Partner” has the meaning given in the Master Services Agreement.

"Payment Due Date" means, in relation to each Billing Cycle, the date that is 30 calendar days after the last day of that Billing Cycle.

"Pending Transaction" means a payment or cash withdrawal initiated using an Advance Card that Aspire has authorised but has not yet been posted to the Advance Account. It does not include a Pre-Authorisation.

"Personal Guarantee" means a guarantee and indemnity provided by one or more directors, partners, beneficial owners, trustees or other persons in support of the Customer's obligations under this Advance Schedule.

“Platform” has the meaning given in the Master Service Agreement.

"PPSA" means the Personal Property Securities Act 2009 (Cth).

"Pre-Authorisation" means an authorisation request submitted by a merchant through the Network to hold a specified amount against the Available Limit in anticipation of a Transaction.

"Pricing Schedule" means the pricing schedule, pricing page or other pricing disclosure applicable to the Advance Services that is either published on the Platform, set out in the application form for the Advance Services, or otherwise separately agreed by the Customer.

“Provider” has the meaning given in the Master Services Agreement.

"Refund" means a refund provided by a merchant in respect of a payment made using an Advance Card.

"Reversal" has the meaning given in clause 9.4.

"Security" means any security, guarantee, indemnity or credit support described in clause 4.2.

"Statement Balance" means, for an Account Statement, the amount shown on that Account Statement as payable by the Customer on or before the Payment Due Date.

“Terms” has the meaning given in the Master Services Agreement.

"Total Outstanding Amount" means, at any given time, the aggregate of all money, liabilities and obligations owing or payable by the Customer to Aspire under or in connection with this Advance Schedule, whether actual or contingent, present or future, including principal, interest, fees, charges, costs, expenses, indemnity amounts, damages and enforcement or recovery costs. It includes any Amount Outstanding, Pending Transactions and Pre-Authorisations.

"Transaction" means a payment or cash withdrawal initiated using an Advance Card that Aspire has authorised and posted to the Advance Account. For clarity, a Transaction does not include a Refund, Chargeback, Reversal, Pending Transaction or Pre-Authorisation.

"Transaction Limit" has the meaning given in clause 3.7.

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