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// Regenerate with scripts/build-legal-content.py when counsel revises copy.
import type {LegalDocument} from './types';
export const bankingPartner: LegalDocument = {
"slug": "banking-partner",
"title": "Banking Partner Disclosure",
"version": "1.0",
"effectiveDate": "July 7, 2026",
"lastUpdated": "July 7, 2026",
"blocks": [
{
"type": "heading",
"level": 1,
"text": "1. PURPOSE AND SCOPE"
},
{
"type": "p",
"text": "This Banking Partner Disclosure explains, at a high level, the relationship between FlowState and any banks, trust companies, custodians, payment processors, lenders, loan servicers, program banks, sweep banks, financial institutions, or other regulated third parties that may provide financial services in connection with the FlowState website, platform, products, services, or customer experience."
},
{
"type": "p",
"text": "This Disclosure is intended to clarify which services may be provided by FlowState, which services may be provided by partner banks or other regulated financial institutions, and which responsibilities remain with each customer. It should be read together with FlowState’s Terms of Use, Privacy Policy, Financial Services Disclaimer, Risk Disclosure Statement, Security & Data Protection Statement, and any applicable account agreements, loan agreements, treasury services agreements, sweep disclosures, fee schedules, product terms, electronic communications consent, or other agreements applicable to a specific product or service."
},
{
"type": "p",
"text": "This Disclosure is not intended to replace any agreement or disclosure provided by a partner bank, custodian, lender, payment processor, or other third party. If there is a conflict between this Disclosure and a definitive agreement or legally required disclosure provided by a partner financial institution, the definitive agreement or legally required disclosure will control with respect to that institution’s services."
},
{
"type": "heading",
"level": 1,
"text": "2. IMPORTANT CUSTOMER NOTICE"
},
{
"type": "heading",
"level": 2,
"text": "2.1 FlowState Is a Financial Technology and Treasury Platform"
},
{
"type": "p",
"text": "Unless expressly stated otherwise in a final approved product agreement or regulatory disclosure, FlowState is a financial technology and treasury management platform. FlowState may provide technology, customer interface, onboarding support, treasury workflows, business-purpose liquidity tools, document collection, administrative coordination, reporting, education, and related services."
},
{
"type": "p",
"text": "FlowState is not a bank, depository institution, FDIC-insured institution, credit union, trust company, broker-dealer, registered investment adviser, custodian, or lender unless and until expressly stated in a legally approved disclosure or product agreement. Certain financial services described on or accessed through FlowState may be provided by partner banks, partner financial institutions, lenders, custodians, payment processors, or other third-party providers."
},
{
"type": "heading",
"level": 2,
"text": "2.2 Partner Services Are Subject to Separate Terms"
},
{
"type": "p",
"text": "Any deposit account, custody account, sweep account, loan, line of credit, ACH service, wire service, payment service, card service, collateral account, or other regulated financial service may be subject to separate eligibility criteria, underwriting standards, compliance review, agreements, disclosures, fees, limits, and restrictions imposed by the applicable partner bank, partner financial institution, lender, custodian, payment processor, or other third-party provider."
},
{
"type": "heading",
"level": 2,
"text": "2.3 No Guarantee of Approval or Continued Availability"
},
{
"type": "p",
"text": "Use of the FlowState platform does not guarantee approval for any deposit account, bank account, treasury product, sweep product, loan, line of credit, payment service, custody arrangement, or other financial product. Partner banks and other financial institutions may approve, decline, restrict, suspend, or terminate services based on their own policies, legal obligations, risk standards, underwriting criteria, account activity, customer information, or regulatory requirements."
},
{
"type": "heading",
"level": 1,
"text": "3. WHAT FLOWSTATE DOES"
},
{
"type": "heading",
"level": 2,
"text": "3.1 Platform and Technology Services"
},
{
"type": "p",
"text": "FlowState may provide a business-facing technology platform designed to help customers organize treasury activity, manage onboarding workflows, access business-purpose liquidity tools, submit information, coordinate with financial partners, and view certain reports or dashboards."
},
{
"type": "p",
"text": "FlowState’s platform role may include:"
},
{
"type": "ul",
"items": [
"website and platform operation;",
"business customer onboarding workflows;",
"document collection and secure transmission;",
"customer support and relationship coordination;",
"treasury organization tools and dashboards;",
"business-purpose lending application support;",
"collateral and liquidity information collection;",
"communication with partner banks and third-party providers;",
"educational and informational materials;",
"administrative support for product access; and",
"other services described in applicable product agreements."
]
},
{
"type": "heading",
"level": 2,
"text": "3.2 Treasury Management Support"
},
{
"type": "p",
"text": "FlowState may provide treasury management support to help eligible business customers evaluate cash organization, business liquidity, banking relationships, account structures, payment workflows, borrowing capacity, and capital efficiency. These tools are intended for business and commercial use and are not consumer financial products."
},
{
"type": "p",
"text": "Unless expressly stated otherwise, FlowState does not hold customer deposits, custody customer funds, provide FDIC insurance, process payments as a bank, approve bank accounts, or guarantee any treasury result. Treasury services involving deposit accounts, custody, payment rails, settlement, or regulated banking functions may be provided by partner financial institutions."
},
{
"type": "heading",
"level": 2,
"text": "3.3 Program Coordination and Customer Interface"
},
{
"type": "p",
"text": "Depending on the applicable product, FlowState may act as a program coordinator, technology provider, customer interface, administrative service provider, referral source, platform provider, or support provider. FlowState may help facilitate communication between customers and partner banks or other third parties, but facilitation does not mean FlowState assumes the legal obligations of those financial institutions."
},
{
"type": "heading",
"level": 2,
"text": "3.4 Services FlowState Does Not Provide Unless Expressly Authorized"
},
{
"type": "p",
"text": "Unless expressly stated in a final approved agreement or disclosure, FlowState does not itself:"
},
{
"type": "ul",
"items": [
"open or maintain deposit accounts;",
"provide FDIC insurance;",
"custody deposits or securities;",
"act as trustee or fiduciary;",
"originate consumer loans;",
"guarantee business loans or credit approvals;",
"execute payment transfers as a bank;",
"provide legal, tax, accounting, investment, or fiduciary advice;",
"guarantee partner bank performance;",
"guarantee investment returns, yield, liquidity, or account availability; or",
"serve as the regulated financial institution responsible for Partner Services."
]
},
{
"type": "heading",
"level": 1,
"text": "4. WHAT PARTNER BANKS AND FINANCIAL INSTITUTIONS DO"
},
{
"type": "p",
"text": "Partner banks and financial institutions may provide regulated financial services that FlowState is not authorized or intended to provide directly. The specific role of each partner will depend on the product, service, account type, jurisdiction, and definitive agreements."
},
{
"type": "heading",
"level": 2,
"text": "4.1 Potential Partner Bank Functions"
},
{
"type": "p",
"text": "Partner banks, trust companies, custodians, lenders, payment processors, or other financial institutions may perform functions such as:"
},
{
"type": "ul",
"items": [
"opening and maintaining deposit accounts;",
"holding customer deposits;",
"providing deposit insurance coverage where applicable;",
"acting as custodian or safekeeping agent for certain assets;",
"originating, funding, purchasing, or servicing business-purpose loans;",
"establishing loan terms, collateral requirements, covenants, and underwriting criteria;",
"processing ACH transfers, wires, or other payment instructions;",
"issuing account statements or transaction confirmations;",
"holding collateral accounts or control accounts;",
"conducting know-your-customer, beneficial ownership, sanctions, fraud, and anti-money laundering review;",
"applying account limits, holds, freezes, or restrictions;",
"reporting suspicious activity or responding to regulatory requests;",
"performing other regulated or contracted services."
]
},
{
"type": "heading",
"level": 2,
"text": "4.2 Independent Approval and Control"
},
{
"type": "p",
"text": "Partner banks and financial institutions may independently approve or decline applications, request additional information, restrict accounts, close accounts, process or reject transactions, modify limits, determine collateral eligibility, set interest rates, assess fees, impose compliance holds, or take other actions in accordance with their agreements, policies, and legal obligations."
},
{
"type": "p",
"text": "FlowState may not control final decisions made by partner banks or financial institutions. FlowState may assist with communication, but the applicable partner remains responsible for its own regulated services and obligations."
},
{
"type": "heading",
"level": 1,
"text": "5. CUSTODY AND SAFEKEEPING OF ASSETS"
},
{
"type": "heading",
"level": 2,
"text": "5.1 Custody Generally"
},
{
"type": "p",
"text": "Custody refers to the safekeeping, control, or holding of funds, securities, collateral, or other assets. Unless expressly stated otherwise in a final approved disclosure or product agreement, FlowState does not custody customer funds, securities, deposits, collateral, or other assets."
},
{
"type": "p",
"text": "Any custodial or safekeeping relationship may be provided by a bank, trust company, custodian, broker-dealer, clearing firm, collateral agent, or other qualified third party. The custodian’s obligations will be governed by its own agreements, disclosures, and applicable law."
},
{
"type": "heading",
"level": 2,
"text": "5.2 Collateral and Control Accounts"
},
{
"type": "p",
"text": "For certain business-purpose lending or liquidity products, a partner bank, lender, custodian, collateral agent, or other third party may require pledged collateral, blocked accounts, control agreements, account control, custody arrangements, lockbox arrangements, or other collateral support. Such arrangements will be governed by separate loan documents, security agreements, control agreements, custody agreements, account agreements, or related documentation."
},
{
"type": "p",
"text": "FlowState may collect collateral information, facilitate document submission, display collateral-related information, or coordinate with the applicable parties. Such coordination does not make FlowState the custodian, secured party, collateral agent, or lender unless expressly stated in definitive written agreements."
},
{
"type": "heading",
"level": 2,
"text": "5.3 No Guarantee of Asset Safety"
},
{
"type": "p",
"text": "FlowState does not guarantee the safety, value, availability, liquidity, recoverability, or performance of any asset held by a bank, custodian, lender, collateral agent, or other third party. Customer assets may be subject to account terms, custodial terms, liens, holds, restrictions, market risk, operational risk, legal process, regulatory action, insolvency risk, or other risks described in applicable agreements and disclosures."
},
{
"type": "heading",
"level": 1,
"text": "6. DEPOSITS AND DEPOSIT ACCOUNTS"
},
{
"type": "heading",
"level": 2,
"text": "6.1 Deposit Accounts May Be Provided by Partner Banks"
},
{
"type": "p",
"text": "Deposit accounts, if offered through or in connection with FlowState, may be opened and maintained at one or more partner banks or other eligible depository institutions. FlowState may provide technology, onboarding support, customer interface, account information display, treasury workflow tools, or other administrative services, but FlowState does not itself accept deposits unless expressly authorized and disclosed."
},
{
"type": "heading",
"level": 2,
"text": "6.2 Account Agreements Control"
},
{
"type": "p",
"text": "Deposit accounts are subject to the account agreement, fee schedule, funds availability policy, electronic transfer disclosures, privacy notices, and other disclosures of the applicable partner bank or depository institution. Customers should carefully review all partner bank documents before opening or using a deposit account."
},
{
"type": "heading",
"level": 2,
"text": "6.3 Funds Availability and Transaction Limits"
},
{
"type": "p",
"text": "Funds availability, transaction processing, transfer limits, account holds, reversals, returned items, settlement timing, account restrictions, and account closures may be determined by the applicable partner bank or payment processor. FlowState may display information or facilitate requests, but the partner bank or payment processor may control the final processing and availability of funds."
},
{
"type": "heading",
"level": 1,
"text": "7. LENDING AND CREDIT SERVICES"
},
{
"type": "heading",
"level": 2,
"text": "7.1 Business-Purpose Lending"
},
{
"type": "p",
"text": "FlowState may provide application workflows, document collection, underwriting support, collateral information collection, business-purpose certifications, customer support, or platform tools related to business-purpose loans, lines of credit, credit facilities, or other commercial financing arrangements."
},
{
"type": "p",
"text": "Unless expressly stated otherwise in definitive loan documents, any loan or credit product may be originated, funded, held, participated, serviced, or administered by a partner bank, lender, loan servicer, collateral agent, or other third party."
},
{
"type": "heading",
"level": 2,
"text": "7.2 No Commitment to Lend"
},
{
"type": "p",
"text": "No statement on the FlowState website, platform, dashboard, calculator, marketing material, or communication should be interpreted as a commitment to lend, credit approval, binding term sheet, guaranteed credit limit, guaranteed loan-to-value ratio, guaranteed interest rate, or promise of financing unless expressly stated in final executed loan documents by the applicable lender."
},
{
"type": "heading",
"level": 2,
"text": "7.3 Underwriting and Collateral"
},
{
"type": "p",
"text": "Business-purpose lending products are subject to underwriting, due diligence, collateral eligibility, valuation, documentation, risk review, legal review, borrower certification, beneficial ownership review, business-purpose confirmation, account control requirements, and final approval by the applicable lender or financing provider."
},
{
"type": "p",
"text": "Collateral values may change, and lenders may require margin calls, additional collateral, repayment, reserves, blocked accounts, or other protective measures. FlowState may facilitate data collection and reporting, but the lender or collateral agent is responsible for requirements set forth in the definitive loan documents."
},
{
"type": "heading",
"level": 1,
"text": "8. PAYMENT PROCESSING AND MONEY MOVEMENT"
},
{
"type": "heading",
"level": 2,
"text": "8.1 Payment Processing May Be Performed by Third Parties"
},
{
"type": "p",
"text": "ACH transfers, wire transfers, card transactions, account-to-account transfers, check services, electronic payments, payment initiation, settlement, and related money movement functions may be performed by partner banks, payment processors, payment networks, correspondent banks, clearing systems, or other third-party providers."
},
{
"type": "heading",
"level": 2,
"text": "8.2 Processing Risks and Delays"
},
{
"type": "p",
"text": "Payments may be delayed, rejected, returned, reversed, held, blocked, or limited due to insufficient funds, account restrictions, fraud review, sanctions screening, incorrect instructions, payment network rules, bank cut-off times, system outages, legal process, regulatory requirements, or other factors."
},
{
"type": "p",
"text": "FlowState may assist with payment workflows or display transaction information, but FlowState does not guarantee successful payment processing, same-day settlement, error-free transfers, uninterrupted payment rail availability, or final receipt of funds by any recipient."
},
{
"type": "heading",
"level": 2,
"text": "8.3 Customer Responsibility for Instructions"
},
{
"type": "p",
"text": "Customers are responsible for verifying payment instructions, recipient information, account numbers, routing numbers, wire instructions, authorized signers, approvals, transaction purpose, and internal authorization procedures. FlowState is not responsible for losses caused by incorrect instructions, unauthorized personnel, compromised email systems, social engineering, fraud, or customer failure to verify payment details, except to the extent liability cannot be limited under applicable law."
},
{
"type": "heading",
"level": 1,
"text": "9. FDIC INSURANCE AND DEPOSIT COVERAGE"
},
{
"type": "heading",
"level": 2,
"text": "9.1 FDIC Insurance Applies Only to Eligible Deposits at FDIC-Insured Banks"
},
{
"type": "p",
"text": "FDIC insurance, where applicable, is provided by the Federal Deposit Insurance Corporation and applies only to eligible deposits held at FDIC-insured depository institutions, subject to applicable limits, rules, and requirements. FlowState is not an FDIC-insured bank and does not provide FDIC insurance."
},
{
"type": "p",
"text": "Any reference to FDIC insurance on the FlowState website, platform, or materials should be understood as referring to eligible deposits held at FDIC-insured partner banks, not funds held by FlowState."
},
{
"type": "heading",
"level": 2,
"text": "9.2 Coverage Limits and Customer Responsibility"
},
{
"type": "p",
"text": "FDIC deposit insurance coverage is subject to ownership category, depositor identity, account titling, beneficiary designation, aggregation rules, bank-specific limits, program structure, and applicable law. Customers are responsible for understanding how FDIC limits apply to their accounts, including whether deposits held through a program, sweep arrangement, or multiple banks may be aggregated with other deposits the customer maintains at the same bank."
},
{
"type": "heading",
"level": 2,
"text": "9.3 Sweep Programs and Program Banks"
},
{
"type": "p",
"text": "If FlowState offers access to a sweep program or multi-bank deposit program, deposits may be placed at one or more program banks. The availability, allocation, interest rate, FDIC coverage, limits, exclusions, and terms of any sweep or program bank arrangement will be governed by specific sweep disclosures, account agreements, program terms, and partner bank documentation."
},
{
"type": "heading",
"level": 1,
"text": "10. RESPONSIBILITIES OF FLOWSTATE"
},
{
"type": "p",
"text": "Subject to applicable agreements, FlowState may be responsible for:"
},
{
"type": "ul",
"items": [
"operating the FlowState website and platform;",
"providing customer-facing technology and workflow tools;",
"collecting and transmitting customer information to authorized partners;",
"maintaining reasonable administrative, technical, and organizational safeguards for systems FlowState controls;",
"providing customer support for FlowState-managed platform features;",
"communicating product information and disclosures made available by FlowState;",
"coordinating with partner banks and third-party providers as applicable;",
"maintaining policies and procedures reasonably appropriate to FlowState’s role;",
"using customer information in accordance with FlowState’s Privacy Policy and applicable law;",
"performing obligations expressly assigned to FlowState under definitive agreements."
]
},
{
"type": "p",
"text": "FlowState is not responsible for obligations expressly assigned to a partner bank, custodian, lender, payment processor, loan servicer, or other third party under applicable agreements or law."
},
{
"type": "heading",
"level": 1,
"text": "11. RESPONSIBILITIES OF PARTNER BANKS AND FINANCIAL INSTITUTIONS"
},
{
"type": "p",
"text": "Subject to applicable agreements and law, partner banks and financial institutions may be responsible for:"
},
{
"type": "ul",
"items": [
"opening, maintaining, restricting, or closing accounts;",
"holding eligible deposits;",
"performing regulated banking, custodial, lending, or payment functions;",
"providing legally required account disclosures;",
"processing transactions and statements;",
"determining funds availability and transaction limits;",
"conducting bank-level compliance, sanctions, and anti-money laundering review;",
"determining credit approval, underwriting standards, collateral requirements, and loan terms;",
"providing FDIC-insured deposit accounts where applicable;",
"complying with regulatory obligations applicable to that institution;",
"performing obligations expressly assigned to that institution under definitive agreements."
]
},
{
"type": "p",
"text": "Partner banks and financial institutions are independent entities. Their products and services are not controlled by FlowState except to the extent described in applicable program agreements, and their decisions may be based on their own policies, legal obligations, and risk standards."
},
{
"type": "heading",
"level": 1,
"text": "12. RESPONSIBILITIES OF CUSTOMERS"
},
{
"type": "p",
"text": "Customers remain responsible for their own business decisions, internal controls, use of the platform, and compliance obligations. Customers are responsible for:"
},
{
"type": "ul",
"items": [
"providing accurate, complete, current, and non-misleading information;",
"maintaining accurate beneficial ownership, control person, and authorized signer information;",
"reviewing and complying with all applicable account, lending, payment, custody, sweep, and product agreements;",
"maintaining appropriate cybersecurity, email security, payment controls, and authorization procedures;",
"verifying payment instructions and account information before initiating transactions;",
"ensuring that platform use is for lawful business purposes;",
"consulting legal, tax, accounting, investment, and other professional advisors;",
"understanding FDIC insurance limits and account aggregation rules;",
"monitoring accounts, transactions, collateral, and obligations;",
"promptly reporting unauthorized access, suspicious activity, or incorrect information;",
"complying with applicable law and contractual obligations."
]
},
{
"type": "heading",
"level": 1,
"text": "13. THIRD-PARTY PROVIDERS AND SERVICE PROVIDERS"
},
{
"type": "p",
"text": "FlowState and partner financial institutions may use third-party providers to support technology, hosting, cybersecurity, identity verification, sanctions screening, fraud prevention, compliance, data aggregation, analytics, payment processing, electronic signatures, customer support, document storage, loan servicing, collateral valuation, and other services."
},
{
"type": "p",
"text": "Third-party providers may have their own terms, privacy policies, security practices, service levels, fees, limitations, and operational risks. FlowState may share information with such providers as described in FlowState’s Privacy Policy, applicable product agreements, and applicable law."
},
{
"type": "p",
"text": "FlowState is not responsible for third-party systems, outages, delays, errors, security incidents, fees, decisions, or services except to the extent expressly assumed by FlowState in a written agreement or required by applicable law."
},
{
"type": "heading",
"level": 1,
"text": "14. FEES, COMPENSATION, AND CONFLICTS"
},
{
"type": "p",
"text": "FlowState may receive fees, platform fees, subscription fees, referral fees, program management fees, technology fees, servicing fees, revenue sharing, implementation fees, administrative fees, or other compensation in connection with certain services, partner programs, customer relationships, or transactions, to the extent permitted by applicable law."
},
{
"type": "p",
"text": "Partner banks, lenders, custodians, payment processors, and other third parties may also charge fees, interest, spreads, servicing fees, account fees, transaction fees, wire fees, ACH fees, custody fees, loan fees, collateral fees, or other amounts. Fees should be reviewed in the applicable fee schedule, account agreement, loan agreement, product disclosure, or partner agreement."
},
{
"type": "p",
"text": "Compensation arrangements may create potential conflicts of interest. FlowState should disclose material compensation arrangements or conflicts where required by law or applicable agreements. Customers should consult their own advisors and review all relevant agreements before using any product or service."
},
{
"type": "heading",
"level": 1,
"text": "15. SERVICE AVAILABILITY, CHANGES, AND LIMITATIONS"
},
{
"type": "p",
"text": "Partner services may be added, modified, suspended, restricted, or discontinued at any time due to business decisions, regulatory changes, partner bank requirements, risk management, compliance obligations, operational constraints, market conditions, technology changes, legal requirements, or other factors."
},
{
"type": "p",
"text": "FlowState does not guarantee that any partner bank, lender, custodian, payment processor, program bank, sweep bank, or third-party provider will continue to participate in a program or make services available to any customer. FlowState may change its partners, product structures, account features, workflows, pricing, limits, eligibility criteria, or service availability subject to applicable law and agreements."
},
{
"type": "heading",
"level": 1,
"text": "16. RISK DISCLOSURES"
},
{
"type": "p",
"text": "Use of FlowState and Partner Services involves risks. These risks may include, without limitation:"
},
{
"type": "ul",
"items": [
"banking partner risk, including risk that a partner bank modifies or discontinues services;",
"custody risk, including risk involving custodians, collateral agents, or third-party safekeeping arrangements;",
"deposit risk, including risk that FDIC insurance may not cover all balances or may be subject to aggregation rules;",
"payment processing risk, including delays, reversals, errors, returns, fraud, or network outages;",
"lending risk, including denial of credit, collateral calls, interest rate changes, default, acceleration, or enforcement actions;",
"counterparty risk involving banks, lenders, borrowers, custodians, payment processors, vendors, and other third parties;",
"cybersecurity risk, including unauthorized access, phishing, business email compromise, malware, credential theft, and system compromise;",
"technology outage risk involving FlowState, partner banks, cloud providers, payment processors, or other systems;",
"regulatory risk, including changes in law, guidance, enforcement priorities, licensing requirements, or partner bank policies;",
"market and interest rate risk, including changes affecting collateral values, borrowing costs, yields, or liquidity;",
"operational risk, including errors, delays, staffing issues, vendor failures, inaccurate data, or process failures;",
"force majeure risk, including events outside the reasonable control of FlowState or any partner."
]
},
{
"type": "p",
"text": "Customers should review FlowState’s Risk Disclosure Statement and all applicable partner disclosures before using any product or service."
},
{
"type": "heading",
"level": 1,
"text": "17. CUSTOMER COMMUNICATIONS AND COMPLAINTS"
},
{
"type": "p",
"text": "Questions regarding FlowState platform features, technology access, document submission, or FlowState-managed services may be directed to FlowState using the contact information below. Questions regarding deposit accounts, lending products, payment processing, custody arrangements, FDIC insurance, account statements, funds availability, or other partner-provided services may need to be directed to the applicable partner bank or financial institution."
},
{
"type": "p",
"text": "FlowState may help route customer questions or complaints to the appropriate party where practical, but routing assistance does not make FlowState responsible for the acts, omissions, decisions, or obligations of the partner bank or third-party provider."
},
{
"type": "p",
"text": "Customers should retain copies of account agreements, loan documents, transaction confirmations, statements, notices, and communications related to any Partner Service."
},
{
"type": "heading",
"level": 1,
"text": "18. CONTACT INFORMATION"
},
{
"type": "p",
"text": "Questions, requests, or concerns regarding this Banking Partner Disclosures may be directed to:"
},
{
"type": "p",
"text": "Flow State Capital LLC\nAttn: Privacy / Legal Department\n383 W Lakeview Rd\nLindon UT 84042\nadmin@flowstatecapital.ai\nflowstatecapital.ai"
}
]
};
|