ROADSHOW USA, INC

TERMS AND CONDITIONS REGARDING USE OF ACH SERVICES

Last Updated: January 12, 2026

These ACH Terms and Conditions (“Terms”) govern electronic funds transfers made through the Automated Clearing House (“ACH”) network by or to Roadshow USA, INC (“Company,” “we,” “us,” or “our”). By authorizing, initiating, or receiving an ACH transaction with Company, you (“You,” “Payor,” or “Payee”) agree to be bound by these Terms.

1. Authorization for ACH Transactions

1.1 ACH Debit Authorization (Payors). By providing your bank account information and authorizing payment, you authorize Company to initiate one-time and/or recurring ACH debit entries to your designated bank account in accordance with these Terms and your authorization.

1.2 ACH Credit Authorization (Payees). If Company makes payments to you via ACH, you authorize Company to initiate ACH credit entries to the bank account you designate and, if necessary, initiate corrective debit entries to correct erroneous payments as permitted by law and NACHA rules.

2. Compliance with Laws

All ACH transactions are subject to the NACHA Operating Rules, and all applicable federal, state and local rules regarding ACH transactions. You agree to comply with all applicable rules and regulations.

3. Bank Account Information

You represent and warrant that:

4. Timing of Transactions

ACH transactions typically take 2–5 business days to process. Company is not responsible for delays caused by financial institutions, ACH network processing, incorrect account information or bank holds or restrictions.

5. Fees and Returned Transactions

5.1 Returned or Rejected Transactions. If an ACH transaction is returned or rejected for any reason (including insufficient funds, closed account, or invalid information), you may be responsible for reprocessing fees, bank fees, and related administrative costs as permitted by law.

5.2 Right to Reinitiate. The Company reserves the right to reinitiate returned ACH transactions in accordance with NACHA rules.

6. Revocation of Authorization

6.1 Payors. You may revoke your ACH authorization by providing written notice to Company at least three (3) business days before the next scheduled debit.

6.2 Payees. Company may suspend or terminate ACH payments to you at any time with notice, subject to contractual obligations.

Revocation does not affect transactions already initiated.

7. Errors and Disputes

You agree to notify Company in writing of any alleged ACH error or unauthorized transaction within 60 days of the transaction date (or such shorter period if required by NACHA rules). Failure to timely notify may limit your rights.

8. Limitation of Liability

To the maximum extent permitted by law, Company shall not be liable for, indirect, incidental, consequential, or punitive damages; losses caused by third parties, banks, or ACH operators; or delays or failures beyond Company’s reasonable control. Company’s total liability shall not exceed the amount of the ACH transaction giving rise to the claim.

9. Indemnification

You agree to indemnify and hold harmless Company from any claims, losses, fines, or expenses arising out of your breach of these Terms; incorrect or unauthorized bank information; your violation of applicable law or NACHA rules.

10. Termination

Company may terminate ACH services at any time with or without cause, subject to applicable law and contractual obligations.

11. Governing Law and Venue

These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-law principles. Any legal action shall be brought exclusively in the state or federal courts located in Pennsylvania.

12. Amendments

Company may update these Terms from time to time. Continued use of ACH services constitutes acceptance of the revised Terms.