Capital Terms of Service

Last revised: April 29, 2026

These ROLLER Capital Services Terms of Service (the "Capital Terms") are incorporated by reference into the ROLLER Master Terms and Order Forms entered into between the ROLLER entity identified in Section 11.3 (ROLLER Entity and Choice of Law) of the Master Terms and the Customer identified in the applicable Order Form. These terms apply only for those Customers who elect to access or use ROLLER Capital Services in an Order Form or are otherwise offered access to ROLLER Capital Services.

Defined terms that are capitalized in these Capital Terms that are not defined herein have the meaning given them in the ROLLER Master Terms, any applicable Order Form, or the RPP Terms (as defined below).
WHEREAS, ROLLER provides to museums, amusement parks, and other location-based entertainment venues a venue management, software-as-a-service offering that enables venues to, among other things, sell entertainment experiences, food and beverages, and merchandise both online and in-venue;
WHEREAS, Adyen N.V. and its affiliates and branches that contract with Customers in their relevant jurisdiction (collectively, “Adyen”) provides payment processing, acquiring services, and embedded financial products, including business capital in the form of loans and/or cash advances (collectively, “Capital Services”) to eligible businesses through its Adyen for Platforms framework;
WHEREAS, ROLLER has entered into the Adyen for Platforms Agreement and the EFP Addendum (as defined below) with Adyen, which permits ROLLER, in its capacity as a technology service provider, to make available the Capital Services to eligible Customers who process payments through the ROLLER Payment Processing (RPP) Services.
With respect to the Capital Services, Customer and ROLLER agree as follows:

1.    Definitions.
1.1.    “Capital” means the amounts disbursed by Adyen to Customer as a business loan or cash advance (depending on jurisdiction and Adyen’s discretion) under the Capital Services in accordance with the Capital User Terms.
1.2.    “Capital Acceptance” means Adyen’s acceptance of a Capital Request from Customer through the ROLLER Platform.
1.3.    “Capital Fee” means the fee identified in the Capital Proposal and Capital Request that Customer must pay to Adyen in connection with the Capital Services.
1.4.    "Capital Proposal" means the capital amount, capital type, fees, and any other terms communicated to Customer by Adyen through the ROLLER Platform in connection with a potential Capital Services arrangement. 
1.5.    “Capital Request” means the making of an offer by Customer to Adyen, pursuant to which Customer requests inside the ROLLER Platform that Adyen extend Capital Services to it in accordance with the Capital User Terms and the Capital Proposal.
1.6.    “Capital User Terms” has the meaning given to that term in Section 2.2 below.
1.7.    "Outstanding Capital Obligation" means any amount due and owing by Customer to Adyen under a Capital arrangement from the date of disbursement of Capital until the date on which Adyen has collected the full “Capital Repayment Amount” (for business loans) (as defined in the relevant Capital User Terms) or the full “Capital Amount” (for cash advances) (as defined in the relevant Capital User Terms) (depending on jurisdiction and Adyen’s discretion) in accordance with the Capital User Terms. 
1.8.    "Processing Receipts" means the funds Adyen receives from the relevant acquirers and scheme owners for transactions processed for Customer, minus refunds, chargebacks, applicable fees, and any other amounts withheld from settlement. 

2.    Relationship Between Adyen, ROLLER, and Customer
2.1.    Adyen as Capital Provider. The Capital Services, including the provision of business loans and/or cash advances (depending on jurisdiction and Adyen’s discretion), the KYC and eligibility review of Customer, the determination of any Capital Proposal, the acceptance or rejection of any Capital Request, and all disbursement and repayment mechanics are provided by Adyen directly to Customer and are exclusively governed by the Capital User Terms (as defined below) and the Adyen - Customer Agreement (as defined in the ROLLER Payment Processing Terms of Service (the "RPP Terms")).
Adyen, not ROLLER, is the provider of the Capital Services. ROLLER is not a lender, broker, financier, or financial services provider. ROLLER has no responsibility for and expressly disclaims any and all liability for Adyen's provision or failure to provide the Capital Services, Adyen's determination of any Capital Proposal (including amounts offered, fees, and repayment terms), Adyen's acceptance or rejection of any Capital Request, or any breach by Adyen of its obligations to Customer.
2.2.    Capital User Terms. The Capital Services are subject to and governed by the applicable Adyen terms and conditions related to capital lending agreed to by Customer when engaging the Adyen capital services within the ROLLER Platform (the "Capital User Terms"). Customer represents and warrants that: (a) it will read, understand, and comply with the Capital User Terms in their entirety before submitting any Capital Request; (b) it will comply with all obligations imposed on it by the Capital User Terms, including all repayment obligations, whether by loan repayment or assignment of Processing Receipts; and (c) it will not use the Capital Services for any purpose that falls outside the permitted uses or violates any prohibited uses set forth in the Capital User Terms or the Adyen prohibited and restricted products list at https://www.adyen.com/legal/list-restricted-prohibited.
For the avoidance of doubt, ROLLER is not a party to the Capital User Terms, but Customer acknowledges that: (i) any representation, warranty, covenant, or obligation made by Customer to Adyen under the Capital User Terms or the EFP Addendum (including any indemnification obligation) is also made by Customer to ROLLER, and ROLLER has the right to enforce such obligation against Customer; and (ii) any disclaimer, limitation on liability, or other restriction made for the benefit of Adyen is also made for the benefit of ROLLER, and ROLLER has the right to enforce such protection for its own benefit.
2.3.    Prerequisite: RPP Services. The Capital Services are only available to Customers who are actively enrolled in and in good standing with the ROLLER Payment Processing Services under the RPP Terms. Termination or suspension of the RPP Services will automatically result in Customer no longer being eligible for future Capital Proposals. For the avoidance of doubt, termination or suspension of access to the RPP Services does not affect any Outstanding Capital Obligation, which continues to be governed by the Capital User Terms and Sections 5.3, 5.5, 5.6 and 7.3 of these Capital Terms until discharged in full.
2.4.    ROLLER as Authorized Representative. To the extent applicable and required by Applicable Law, Customer hereby designates ROLLER as its authorized representative with respect to the Capital Services for purposes of: (a) communicating Capital Proposals and Capital Acceptances to Customer; (b) facilitating the submission of Capital Requests to Adyen; (c) maintaining and operating the Capital Services interface within the ROLLER Platform; and (d) acting as the primary point of contact for Capital Services-related support. This designation does not expand ROLLER's obligations or liabilities beyond those expressly set out in these Capital Terms. In connection with the foregoing, Customer understands that ROLLER shall not be required to carry out any activity that, in ROLLER’s sole discretion, would require ROLLER to violate Applicable Law or to be duly authorized by the applicable regulatory authority prior to engaging in such activity.

3.    ROLLER's Role and Responsibilities
3.1.    Technology Services. ROLLER’s role with respect to the Capital Services is limited to: (a) making the Capital interface available within the ROLLER Platform through which Adyen’s Capital Proposals are displayed and Capital Requests may be submitted; (b) facilitating communication between Customer and Adyen in relation to the Capital Services; and (c) providing first-line and second-line support as described in Section 3.4. Unless authorized by Adyen or ROLLER in writing, Customer shall not directly communicate with Adyen and instead will exclusively communicate with Adyen in connection with the Capital Services through the ROLLER Platform.
3.2.    Enrollment and Eligibility. Prior to Customer’s access to any Capital Proposal, Customer must be approved by both ROLLER and Adyen. Through the ROLLER Platform, Customer may provide information required for Adyen’s KYC and eligibility review, including information required for Adyen to confirm that Customer meets the Capital eligibility requirements. Customer represents and warrants that: (a) all information submitted in connection with the eligibility process is complete, truthful, and accurate; and (b) if any such information later becomes incomplete, untruthful, or inaccurate, Customer will promptly notify ROLLER. Upon receiving notification of information being incomplete, untruthful or inaccurate, ROLLER and/or Adyen may suspend or terminate access to the Capital Services until the information is corrected. Customer further acknowledges that Adyen has full discretion to approve or reject Customer’s eligibility for the Capital Services at any time and for any reason, and that ROLLER has no control over and no liability for such determinations.
3.3.    Capital Interface. ROLLER will be responsible for maintaining the Capital interface within the ROLLER Platform through which Capital Proposals are displayed and Capital Requests may be submitted. ROLLER will present Capital Proposals to Customer accurately and in accordance with Adyen's instructions. ROLLER does not set, determine, negotiate, or guarantee the terms of any Capital Proposal, including the Capital amount, Capital Fees, Withholding Percentage (as defined in the applicable Capital User Terms), Assignment Percentage (as defined in the applicable Capital User Terms), or any other term. All such terms are determined solely by Adyen in its discretion.
3.4.    Support. ROLLER will provide first-line and second-line support to Customer regarding the Capital Services, including: (a) providing Customer with the means to raise support requests; (b) verifying and triaging requests; (c) escalating requests within ROLLER’s financial services team as second-line support where first-line support cannot resolve the matter; and (d) escalating requests to Adyen as third-line support where ROLLER cannot resolve the matter. ROLLER disclaims all liability for matters that fall within Adyen's remit as the Capital provider, including decisions on eligibility, disbursement, repayment calculations, and enforcement of the Capital User Terms.

4.    Limited Availability and Operational Cooperation.
4.1.    Availability and Eligibility. Customer acknowledges that the Capital Proposals are presented at ROLLER’s discretion to Customers who meet eligibility, risk, and commercial criteria determined by ROLLER and Adyen from time to time. ROLLER makes no guarantee that any Customer will be offered by Adyen, or will continue to be offered by Adyen, any Capital Proposal. ROLLER may, at any time and in its sole discretion: (a) modify or update the eligibility criteria for Capital Proposals; (b) change the features, functionality or workflows of the Capital interface; (c) limit the availability of Capital Proposals to specific Customers, industries, jurisdictions, or transaction profiles; or (d) determine that a Customer no longer meets the applicable eligibility or commercial criteria for future Capital Proposals, in each case without affecting any Outstanding Capital Obligation of that Customer, which remains governed by Sections 5.3, 5.5, 5.6 and 7.3 of these Capital Terms.
For the avoidance of doubt, nothing in this Section 4.1 affects or reduces Customer's obligations in respect of any Outstanding Capital Obligation. A Customer that is no longer eligible for future Capital Proposals remains fully bound by all obligations relating to any existing Capital arrangement until the relevant Outstanding Capital Obligation is discharged in full.

5.    Customer Obligations
5.1.    Eligibility Requirements. Customer must at all times satisfy and maintain compliance with Adyen's eligibility requirements for the Capital Services. Without limiting the foregoing, Customer must: (a) be a legal entity or sole proprietor using the Capital Services exclusively for business purposes and not for any personal, family, or household use; (b) be validly registered, existing, and in good standing under the laws of its jurisdiction of incorporation or registration; (c) provide up-to-date, accurate, and complete KYC information to Adyen in accordance with Adyen's requirements; (d) ensure its business, products, and services comply with Adyen's prohibited and restricted products and services list at https://www.adyen.com/legal/list-restricted-prohibited; (e) not use the Capital Services in or for the benefit of any country, organization, entity, or person identified, embargoed, or blocked by any government or on any applicable sanctions list; and (f) promptly notify ROLLER of any change in its business, ownership, financial condition, or operations that may be material to its eligibility or compliance with the Capital User Terms or these Capital Terms; and (g) satisfy such additional eligibility criteria as ROLLER may communicate to Customer from time to time; and (h) be an eligible entity type under Applicable Law and the Capital User Terms in its jurisdiction of operation. Without limiting the foregoing, certain entity structures, including general partnerships, limited partnerships, and other unincorporated entities, may not be eligible for Capital Services in certain jurisdictions, including the United Kingdom and Canada, as determined by Adyen and notified to ROLLER from time to time.
5.2.    Acceptance of Capital User Terms. Customer must accept the Capital User Terms prior to or with the submission of any Capital Request. Customer acknowledges that once a Capital Request is accepted by Adyen, a binding agreement is formed between Customer and Adyen under the Capital User Terms, and Customer’s repayment obligations are unconditional subject only to the terms thereof. 
5.3.    Repayment Obligations. Customer acknowledges and agrees that: (a) Customer is obligated to repay the full Capital Repayment Amount to Adyen by the mechanisms set out in the Capital User Terms, including through Adyen's withholding of the “Withholding Percentage” (as defined in the applicable Capital User Terms) from Processing Receipts, any “Required Additional Repayment” (as defined in the applicable Capital User Terms) payable where amounts withheld over a “30 Day Interval” (as defined in the Capital User Terms) do not meet the “Minimum Repayment Amount” (as defined in the applicable Capital User Terms), and any voluntary prepayments. Customer must not take any action, or fail to take any action, that would interfere with Adyen's ability to withhold the “Withholding Percentage” (as defined in the applicable Capital User Terms) or otherwise collect repayment. (b) Where Capital is provided as a cash advance, Customer assigns and agrees to future assignment of Processing Receipts to Adyen in an amount equal to the Capital Amount, and Adyen will withhold funds in accordance with the “Assignment Percentage” (as defined in the applicable Capital User Terms) until the Capital Amount is collected in full. Customer acknowledges that a cash advance does not constitute a loan and has no fixed term; the withholding in this context by Adyen does not constitute "repayments" in the legal sense. (c) Customer must not materially change its business, operations, products, or services in a manner that could reduce its transaction volume processed through Adyen or otherwise impair Adyen's ability to collect amounts due under the Capital User Terms, for the duration of any outstanding Capital obligation; and (d) Customer must maintain at least the same transaction volume level of processing activity through ROLLER's payment processing solution as exists at the time it enters into any Capital arrangement, until all Capital obligations to Adyen are fulfilled.
5.4.    Prohibited Conduct. Customer must not: (a) use the Capital Services for any purpose prohibited under the Capital User Terms, Applicable Law, or Adyen's prohibited and restricted products list; (b) use Capital funds for personal, family, or household purposes; (c) take any action that would interfere with Adyen's ability to collect Processing Receipts, including redirecting transaction processing to another processor in a manner that impairs collection; (d) make any misrepresentation to ROLLER or Adyen in connection with any Capital Proposal, Capital Request, or eligibility review; (e) solicit or market the Capital Services to third parties on an unsolicited basis or outside markets approved by Adyen; or (f) use the Capital Services in any manner that would expose ROLLER or Adyen to regulatory, legal, or reputational risk.
5.5.    Transaction Volume Maintenance. Customer acknowledges that Adyen collects amounts due under any Capital arrangement directly from Customer's Processing Receipts. Accordingly, for the duration of any Outstanding Capital Obligation, Customer must: (a) maintain at least the same transaction volume level of processing activity through ROLLER's payment processing solution as exists at the time it enters into that Capital arrangement; (b) not take any action that would materially reduce its payment processing volumes through ROLLER, including switching to an alternative payment processor; and (c) maintain the "Minimum Repayment Amount" established by Adyen in the applicable Capital User Terms. These obligations apply solely for the duration of the relevant Outstanding Capital Obligation and do not constitute a commitment by Customer to maintain any particular processing volume for the purposes of future Capital eligibility. 
5.6.    Notification Obligations. Customer must immediately notify ROLLER if: (a) Customer becomes aware of any indication that it may be unable to meet its repayment obligations under the Capital User Terms; (b) Customer intends to cancel or rescind its acceptance of the Capital User Terms; (c) Customer becomes the subject of any insolvency, bankruptcy, receivership, or similar proceeding; (d) there is any material change in Customer's financial condition, business model, ownership, or operations; (e) Customer becomes aware of any fraud, unauthorized activity, or breach of the Capital User Terms; or (f) Customer is or anticipates becoming subject to any lawsuit, regulatory investigation, or government action that may be related to the Capital Services or Customer's business generally.
5.7.    Privacy and Data. Customer acknowledges that Adyen will collect, process, and use Customer's Personal Information in connection with the Capital Services in accordance with Adyen's Privacy Statement available at https://www.adyen.com/policies-and-disclaimer/privacy-policy. Customer must provide Users and its own personnel with appropriate privacy notices regarding the collection and use of their information in connection with the Capital Services. In the event of any confirmed or suspected breach of Personal Information relating to the Capital Services, Customer must notify ROLLER immediately and in any event within 24 hours of becoming aware of such breach, and must take all necessary steps to investigate, mitigate, and remediate the breach.

6.    Regulatory and Compliance Matters
6.1.    Customer's Compliance Obligations. Customer is solely responsible for ensuring that its use of the Capital Services and the use of any Capital funds complies with all Applicable Laws, including any laws governing the receipt of business financing, consumer protection laws (to the extent applicable), anti-money laundering and counter-terrorism financing laws, sanctions regimes, and any financial services regulations applicable to Customer in its jurisdiction of operation.
6.2.    ROLLER is Not a Financial Services Provider. Customer acknowledges and agrees that ROLLER is not a lender, broker, credit provider, or financial services provider in connection with the provision of the Capital Services and does not provide financial advice, credit assessments, loan brokerage, or investment recommendations in connection with the Capital Services. For the avoidance of doubt, ROLLER only provides Technology Services to enable Adyen to provide the Capital Services to Customer. Customer should obtain independent legal, financial, and tax advice before entering into any Capital arrangement with Adyen. ROLLER expressly disclaims any and all liability arising from Customer’s decision to apply for, accept, or use any Capital Services.
6.3.    Fines and Regulatory Costs. Customer agrees that it will be solely responsible for any fines, assessments, uplifted fees, or other charges imposed by any regulatory authority, Scheme Owner, or Adyen (including as contemplated by the EFP Addendum) arising from Customer's breach of the Capital User Terms, Applicable Law, or any Scheme Rules in connection with its use of the Capital Services or its underlying business. Without limiting the generality of the foregoing, if any fine or regulatory cost is imposed on ROLLER as a result of Customer's acts or omissions in connection with the Capital Services, Customer will reimburse ROLLER in full for such costs immediately upon demand.
6.4.    Sanctions and Prohibited Activities. Customer represents and warrants, on an ongoing basis, that it is not subject to any economic sanctions, and that it does not operate in, or for the benefit of, any country, entity, or person identified on any applicable sanctions list. Customer must have commercially reasonable measures in place to prevent the Capital Services from being used in violation of applicable sanctions regimes.

7.    Term, Termination, and Suspension
7.1.    Term. The term of these Capital Terms will be in effect in accordance with the terms set forth in any applicable Order Form or as agreed between the parties, unless terminated in accordance with this Section 7. These Capital Terms will automatically terminate upon termination of the RPP Terms or the relevant Order Form.
7.2.    Termination and Suspension by ROLLER. At any time, ROLLER may: (a) terminate Customer’s access to the Capital Services through the ROLLER Platform; or (b) suspend Customer’s access to the Capital Services, for any of the following reasons: (i) Adyen terminates or suspends the EFP Addendum, the Capital Services, or access to the Capital Services for Customer or for ROLLER; (ii) a threat to the technical security or integrity of the Capital interface or the ROLLER Platform; (iii) a breach or violation by Customer of Applicable Law, the Capital User Terms, or any obligation under these Capital Terms or the RPP Terms; (iv) any suspected or actual fraud, illegal activity, or misrepresentation by Customer in connection with the Capital Services; (v) Customer’s failure to maintain its processing volumes through ROLLER in a manner that materially impairs Adyen’s ability to collect amounts due under any Capital arrangement; (vi) Customer becomes insolvent, files for bankruptcy, or is subject to any insolvency-related proceeding; (vii) Customer materially changes its business in a manner that affects Adyen’s ability to enforce its rights or collect amounts due under the Capital User Terms; (viii) a material change in Customer’s risk profile, as determined by ROLLER or Adyen in their reasonable discretion; or (ix) any other reason set out in Section 5 (Term and Termination of RPP Terms; Suspension) of the RPP Terms that would entitle ROLLER to suspend or terminate the RPP Services.
7.3.    Post-Termination Obligations. Termination of these Capital Terms does not relieve Customer of any obligations that arose prior to termination, including all repayment obligations to Adyen under any Capital arrangement entered into prior to the effective date of termination. Customer must continue to cooperate with ROLLER and Adyen following termination to ensure the orderly wind-down or transition of any outstanding Capital obligations, including: (a) maintaining transaction processing through ROLLER to the extent necessary to enable Adyen to collect repayments; (b) providing any information reasonably requested by ROLLER or Adyen in connection with outstanding Capital obligations; (c) not interfering with Adyen's ability to collect any amounts due under the Capital User Terms; and (d) continuing to maintain adequate records and documentation as required under Applicable Law and the Capital User Terms.

8.    Liability and Indemnification
8.1.    Incorporation of Master Terms and RPP Terms Liability Provisions. The disclaimers and limitations on liability and the indemnification obligations set forth in the Master Terms and the RPP Terms are applicable to these Capital Terms. In addition to, and without limiting, any of the foregoing:
8.2.    No Liability for Adyen's Acts. ROLLER will only be liable for its own acts or omissions in connection with the Capital Services and will not be liable for the acts or omissions of any third party, including Adyen, in connection with the Capital Services. Without limiting the foregoing, ROLLER expressly disclaims any and all liability for: (a) Adyen's decision to offer, modify, amend, rescind, or decline any Capital Proposal or Capital Request; (b) the terms, amounts, fees, or other conditions of any Capital Proposal or Capital arrangement; (c) any failure by Adyen to disburse Capital following a Capital Acceptance; (d) any error, inaccuracy, or malfunction in Adyen's systems relating to the Capital Services, including any error in the calculation or collection of repayments or withheld Processing Receipts; (e) any suspension or termination of the Capital Services by Adyen, including as a result of changes to Applicable Law, Scheme Rules, or Adyen's policies; (f) any act or omission of Adyen in connection with the Capital User Terms or the EFP Addendum; or (g) events or activities originating outside ROLLER's systems, including internet disturbances or malfunctions in third-party systems.
8.3.    Limitation on Aggregate Liability. To the maximum extent permitted by Applicable Law, the aggregate liability of ROLLER under these Capital Terms to Customer for breach of contract, tort (including negligence), or under any other legal theory in respect of all events occurring in any calendar year is limited to an amount equal to the greater of: (a) US$15,000; and (b) the amount of referral fees (if any) received by ROLLER from Adyen in respect of Customer’s use of the Capital Services in the six (6) months immediately preceding the event that gave rise to the liability.
8.4.    Applicable Law. Nothing in this Agreement excludes, restricts or modifies any consumer guarantee, right or remedy conferred on the Customer by the Australian Consumer Law in Schedule 2 of the Competition and Consumer Act 2010 (Cth) or any other Applicable Law that cannot be excluded, restricted or modified by agreement.
8.5.    Disclaimer of Indirect Damages. To the maximum extent permitted by Applicable Law, ROLLER will not be liable under or in connection with these Capital Terms or the Capital Services (whether under contract, tort (including negligence), or any other legal theory), for any loss of profit, business, contracts, revenues, or anticipated savings, or damage to goodwill or reputation (in each case whether direct or indirect) or for any other indirect or consequential losses.
8.6.    Customer Indemnity. Customer will indemnify, defend, and hold harmless ROLLER, its directors, officers, employees, and representatives (collectively, "ROLLER Indemnities") from and against any and all losses, damages, liability, costs, and expenses (including reasonable legal fees) (collectively, "Losses") arising out of or related to: (a) any breach by Customer of its obligations under these Capital Terms, including any breach of Applicable Law or the Capital User Terms; (b) any fine, assessment, or other charge imposed on ROLLER arising from Customer's acts or omissions in connection with the Capital Services; (c) any claim by Adyen against ROLLER arising from Customer’s breach of the Capital User Terms, the EFP Addendum, or Applicable Law, including, without limitation, any indemnification claim Adyen may make against ROLLER under the EFP Addendum as a result of Customer’s conduct (including any breach of the Capital User Terms, failure to comply with applicable sanctions, failure to correctly perform any MFA requirement to the extent attributable to Customer, or, to the extent permitted under Applicable Law, any amounts reimbursed or paid by Adyen to a User or third party in connection with an authorized push payment (APP) fraud scam or similar payment fraud to the extent arising from or attributable to Customer’s acts or omissions); (d) any misrepresentation made by Customer to ROLLER or Adyen in connection with any Capital Proposal, Capital Request, or eligibility review; (e) any failure by Customer to maintain its transaction processing volumes through ROLLER to the extent such failure results in a loss to Adyen or ROLLER in connection with any Capital arrangement; (f) Customer's use of Capital funds for any illegal, unauthorized, or prohibited purpose; (g) Customer's failure to meet its repayment obligations to Adyen, to the extent such failure is attributable to Customer's acts or omissions (including actions that interfere with Adyen's ability to collect repayments); (h) any claim by a third party arising out of, related to, or in connection with Customer's use of the Capital Services or Customer's underlying business operations; and (i) any breach by Customer of its data privacy obligations under these Capital Terms or Applicable Law, including in connection with any breach of Personal Information.
The indemnity obligations in this Section 8.6 do not apply to the extent any Losses arise directly from ROLLER's gross negligence or willful misconduct or breach of these Capital Terms.

9.    Additional Disclaimers.
9.1.    Capital Proposals Are Not Guarantees. ROLLER makes no representation, warranty, or guarantee that Customer will be offered, approved for, or receive any Capital from Adyen. The display of a Capital Proposal in the ROLLER Platform is an invitation to treat only and does not constitute a binding offer or commitment by Adyen or ROLLER. Adyen may withdraw or amend any Capital Proposal at any time prior to Capital Acceptance, and ROLLER has no liability in connection with any such withdrawal or amendment.
9.2.    No Financial Advice. Nothing in these Capital Terms or any communication from ROLLER constitutes financial, legal, tax, or investment advice. Customer is solely responsible for assessing whether the Capital Services are appropriate for its business needs and should seek independent professional advice before entering into any Capital arrangement.
9.3.    Revenue Share.  Customer acknowledges that ROLLER may receive compensation from Adyen in connection with the Capital Services, which may include a share of Capital Fees paid by Customer to Adyen. The existence of such compensation does not create any obligation on ROLLER with respect to the Capital Services beyond those expressly set out in these Capital Terms.
9.4.    No Additional Platform Fee. ROLLER does not charge Customer any separate platform or access fee solely for the right to access or participate in the Capital Services. However, any Capital provided to Customer is subject to the Capital User Terms and the commercial terms determined by Adyen, including any Capital Fees, repayment amounts, “Withholding Percentages” (as defined in the applicable Capital User Terms), or “Assignment Percentages” (as defined in the applicable Capital User Terms) applicable to such Capital arrangement. Nothing in this Section limits ROLLER’s right to receive revenue share or other compensation from Adyen in connection with the Capital Services as disclosed above.
9.5.    Accuracy of Information. ROLLER will use reasonable endeavors to accurately present Capital Proposals and other Capital-related information to Customer as received from Adyen. However, ROLLER disclaims all liability for any inaccuracy in the Capital interface or any Capital Proposal to the extent such inaccuracy originates from information provided by Adyen or from any malfunction in Adyen's systems.

10.    General
10.1.    Relationship to Other Terms. These Capital Terms are Supplemental Terms to the ROLLER Master Terms and are incorporated into any applicable Order Form. In the event of any conflict between these Capital Terms and the Master Terms with respect to the subject matter of the Capital Services, these Capital Terms will control. The RPP Terms continue to apply in full to the payment processing services. Capitalized terms used but not defined herein have the meanings given to them in the Master Terms or the RPP Terms, as applicable.
10.2.    Updates. ROLLER may update these Capital Terms from time to time to reflect changes in Applicable Law, Adyen's requirements under the EFP Addendum, or ROLLER's policies. ROLLER will provide reasonable notice of material changes. Customer's continued use of the Capital Services following notice of an update constitutes acceptance of the updated terms.
10.3.    Survival.  The following provisions survive any termination or expiration of these Capital Terms: Section 2.2 (Capital User Terms, including enforcement rights), Section 5.3 (Repayment Obligations), Section 5.5 (Transaction Volume Maintenance), Section 5.6 (Notification Obligations), Section 5.7 (Privacy and Data), Section 6.3 (Fines and Regulatory Costs), Section 7.3 (Post-Termination Obligations), Section 8 (Liability and Indemnification), Section 9 (Disclaimers), and this Section 10.3.
10.4.    No Waiver. The waiver by ROLLER of any right under these Capital Terms will not constitute a subsequent or continuing waiver of that right or any other right.
10.5.    Severability. If any provision or any part of a provision of these Capital Terms is declared null, void, or unenforceable by a court of competent jurisdiction, that provision or part thereof will be deemed deleted and all remaining provisions will remain in full force and effect.