Engine X Card Program Terms
Effective Date: 12/01/2025
These Engine X Card Program Terms (the “Card Program Terms”) are made between you, a legal entity (“you” or “Company”) and the following entities, HotelEngine, Inc., d/b/a Engine (“Engine” or the “Platform Provider”), Fifth Third Bank, National Association (“Issuing Bank”), and Stripe, Inc. (“Stripe”) (collectively, “we”, “our”, or “us”), and govern your use of the Engine X Card Account.
These Card Program Terms are incorporated into the Issuing Bank Terms between Company and Issuing Bank, as well as the Engine Terms of Use between Company and Engine, available at https://engine.com/terms-of-service. Accordingly, references to the “Issuing Bank Terms” in the Issuing Bank Terms shall include these Card Program Terms and references to this “Agreement” in the Engine Terms of Use shall also include these Card Program Terms, as between the relevant parties. For example, and without limitation, the terms in those other agreements, including the provisions governing disputes and arbitration, limitations of liability, disclaimers of warranties, indemnification, will also apply to these Card Program Terms as between you and the relevant party, unless expressly stated otherwise.
The Issuing Bank Terms and these Card Program Terms are together referred to as the “Card Terms” herein. Capitalized terms not defined in these Card Program Terms have the meanings assigned to them in the Issuing Bank Terms.
1. Card Use and Limits
1.1 Card Use
Company may only use Cards for bona fide Company-related Card Transactions. Cards may not be used for purchases at a Company card terminal used to accept payments from your customers or otherwise to make a payment to yourself or your affiliates. You are responsible for selecting who in your organization should have access to Cards. You agree to establish and maintain controls designed to ensure that the Cards are only used for bona fide Company purposes and in compliance with applicable law and Card Network Rules. You are solely responsible for Card Transactions and associated fees made by any individual given access to a Card.
1.2 Fees
The fees applicable to your Card Account are set forth in your Dashboard and are charged by Issuing Bank. These fees may include a Digital Wallet Fee, Issuing Cross-border Fee, Issuing Foreign Exchange Fee, Expedited or Express Card Shipping Fee, Customized Card Production Fees, High-Volume Issuance Fees, Subscription Fees, Late Fees, and Returned Payment Fee, among others.
These fees may change upon advance written notice to you. When a fee is charged to your Card Account, your available credit may be reduced by the amount of the fee.
In no event shall any fee or portion of a fee, as applicable, be assessed if prohibited by applicable law. If any fee or portion of a fee is finally determined to be prohibited by applicable law, then we will not assess it and, if we have already received your payment for it, we will credit your Card Account for any amounts we received that otherwise would have been prohibited by applicable law.
1.3 Card and Account Limits
Engine may enable an “administrator” to set certain limits for each Card, the Card Account, or each Authorized User, such as total spending limits, limits on the amount of any one Card Transactions, limits based on selected merchant or merchant categories. While we attempt to control the use of the Card and Card Account to the selected parameters, Company agrees to pay for all transactions on its Card Account regardless of whether such charges are within or outside the restrictions or other control parameters.
We may deny or reverse a Card Transaction for any reason. We are not responsible for losses resulting from declined or reversed Card Transactions, or if a merchant refuses to honor a Card. We further reserve the right to place a hold on a Card for any Card Transaction. Where a hold is placed on a Card, the amount of the hold may also reduce the available spend until the hold is released.
2. Account Payments
2.1 Promise to Pay
You promise to pay Engine, on behalf of the Issuing Bank, all Amounts Due when payment is due in U.S. dollars (USD) using a method acceptable to us. Engine will provide you with a “Periodic Statement” or invoice on a periodic basis (e.g., weekly, biweekly, monthly) communicated to you by us in your Dashboard or by another method. The Amounts Due become due on the “Due Date” reflected on your Periodic Statement and on your Dashboard, or if no such date is so indicated, 30 days after the Card Transaction or fee, as applicable, was incurred. You may make a payment on your Card Account at any time prior to the Due Date without penalty.
You agree to pay all Card Transactions made by persons authorized to act on your or an Authorized User’s behalf or otherwise given access to Cards, regardless of whether a Card is physically presented for a Card Transaction. You shall pay all such amounts, no matter how such Card Transactions are incurred, why they are incurred (even if incurred for a purpose not permitted under these Card Terms), or whom has incurred such amounts, subject to any limits set by applicable law.
You agree to pay all costs or expenses that we incur collecting amounts owed but not timely paid, including legal or collections costs and expenses.
2.2 Default
If an event of default occurs, to the extent permitted by law, without any prior notice or demand unless required by law, (i) Issuing Bank may, at its option, make all or any part of the amount owed under the Card Terms immediately due; (ii) your Card Account may be suspended; (iii) your credit limit may be reduced, (iv) new Cards may not be issued; and (v) we may exercise any of our rights under any agreement with you or that we have under federal or state law. We may also, at any point, report information about your obligations under the Card Terms to credit reporting agencies. Late payments, missed payments, or other defaults on an account may be reflected in a credit report. Each of the following events shall constitute an event of default:
i. you fail to pay any amount owed when due;
ii. you fail to observe or perform any of your obligations under the Card Terms, or any representation, warranty, certification or statement made by you in, or delivered pursuant to, the Card Terms shall prove to have been incorrect in any material respect when made (or when deemed made);
iii. you default under any agreement with any of us, or any such agreement is terminated or expires;
iv. a judgment or order for the payment of money is rendered against you which continues unsatisfied and unstayed for a period of ten (10) calendar days;
v. there is filed against you either (A) a federal tax lien in favor of the United States of America or of any political subdivision of the United States of America, or (B) a state or local tax lien in favor of any state of the United States of America or any political subdivision of a state;
vi. you undergo a change of control, meaning a new person obtains a twenty-five percent (25%) or greater controlling or ownership interest in you;
vii. you commence a voluntary case or other proceeding, or consent to an involuntary case, seeking liquidation, reorganization or other relief with respect to itself or its debts under the Bankruptcy Code or under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property (collectively, “Bankruptcy Relief”), or makes a general assignment for the benefit of creditors, or fails generally to pay its debts as they become due, or legally dissolves, or ceases doing business as a going concern, or takes any corporate, partnership or limited liability company action to authorize any of the foregoing, or fails to take any action necessary to continue in good standing under the laws of the state of its organization;
viii. an involuntary case or other proceeding seeking Bankruptcy Relief shall be commenced against you and shall remain undismissed for a period of sixty (60) calendar days, or an order for relief shall be entered against you under any bankruptcy laws as now or hereafter in effect; or Company shall dissolve or liquidate, or be dissolved or liquidated, or cease to legally exist; or Company (if a natural person) shall die;
ix. the person who executes the Card Terms on your behalf is legally declared to be incompetent.
3. Miscellaneous
3.1 Card Program Terms.
Notwithstanding any language to the contrary in the Issuing Bank Terms, “Card Program Terms” means these Card Program Terms and not the “Stripe Issuing Terms – Accountholder” terms. Any reference to “Card Account Terms” that may exist in the Issuing Bank Terms shall also mean these Card Program Terms.
3.2 SMS Authorization.
By agreeing to these Card Program Terms, you expressly authorize Engine and its affiliates, agents, or service providers to contact you via SMS (Short Message Service) messages at the phone number you have provided. These messages may include, but are not limited to, account notifications, service updates, promotional messages, and other relevant communications. Message and data rates may apply depending on your mobile service plan. You may opt out of receiving promotional SMS messages at any time by following the instructions provided in those messages; however, opting out of certain messages may impact our ability to provide you with certain services.
3.3 Disputes.
Notwithstanding any language to the contrary in the Issuing Bank Terms, all disputes relating to a Card Transaction must be initiated through your Dashboard.
3.4 Governing Law.
Notwithstanding any language to the contrary in any agreement between you and us, Utah law, without regard to Utah’s conflict of law principles, will govern any disputes, claims, or controversies brought under the Card Program Terms, and the arbitrator will apply such law in any arbitration between you and us arising under the Card Program Terms.
3.5 Waiver.
Failure to enforce any provision of the Card Terms shall not constitute a waiver of any future enforcement of that provision or any other term hereof.
