Welcome to the SettleNow website, located at https://dmc-portal.com/, which is owned and operated by Phillips & Cohen Associates Ltd, a New Jersey corporation (“PCA”)

PCA owns and operates the Website through which it offers an account resolution interface, and related services under the brand name “SettleNow” (collectively, the “Services” ).The Website and the Services are being provided by PCA to the debt settlement, debt counseling, debt relief or other similar business (the “Company”) to permit access to the Website and upload certain account data. The Services allow the Company and creditors to perform cross-referencing data checks (“scrub”) to identify, confirm or verify whether consumers represented by the Company have outstanding accounts or debt held by a particular creditor, and potentially resolve such accounts

The Company acknowledges and agrees that the Website and the Services are intended solely for the commercial and business-related purposes previously described and are being provided to the Company subject to its agreement to be bound by the terms and conditions of use ("Terms of Use") of this DSA User Agreement (the “Agreement”). BY ACCESSING OR USING THE WEBSITE OR THE SERVICES, THE COMPANY AGREES TO THESE TERMS OF USE. IF THE COMPANY DOES NOT AGREE WITH ONE OR MORE OF THESE TERMS OR USE, IT SHOULD NOT ACCESS OR USE THE WEBSITE OR THE SERVICES.

Access to Website.
PCA grants to the Company non-exclusive, revocable, non-transferable and non-assignable access the Website to upload and post certain Account Data (as defined below) pertaining to consumers represented by the Company for debt settlement or resolution purposes. The Account Data posted shall be utilized solely for the purposes of allowing creditors (which may be clients of PCA) (i) to identify, confirm and update information pertaining to any of creditor’s outstanding or open accounts which are held by a consumer represented by the Company (each of such account is a “Confirmed Account”); and (ii) facilitate the acceptance or rejection of any offer made by the Company to settle a Confirmed Account. As an integral part of the scrubbing process, creditors shall be entitled to upload and/or update their account files and records pertaining solely to Confirmed Accounts with information obtained from or contained in the Account Data posted by the Company.

For purposes of this Agreement, the term “Account Data” means the information with respect to a consumer account submitted to, or posted on, the Website by the Company or a creditor which includes information identifying the consumer debtor, contact information, as well as the identification of an outstanding account and/or debt, the amount owed, and any settlement offered by the Company.

Settlement Offers.
Creditors shall have the ability to accept or reject any settlement offers made by the Company to settle, resolve and/or close a Confirmed Account. PCA will facilitate the notification of such determination to the Company to permit the parties to take whatever action, if any, agreed to settle, resolve and/or close a Confirmed Account. The Company expressly acknowledges that offers to settle, resolve and/or close a Confirmed Account are exclusively provided by the Company and the acceptance or rejection of any such offer is at the sole discretion of the respective creditor; and PCA has no responsibility whatsoever with respect thereto.

THE COMPANY ACKNOWLEDGES AND AGREES THAT: (I) PCA HAS NO CONTROL OVER ANY CREDITOR’S ACTIONS WITH RESPECT TO ANY CONFIRMED ACCOUNT AND MAKES NO REPRESENTATION AS TO WHETHER ANY OFFER TO SETTLE, RESOLVE OR CLOSE A CONFIRMED ACCOUNT WILL BE ACCEPTABLE TO THE COMPANY OR ANY CREDITOR, AS THE CASE MAY BE; (ii) the Account Data posted on the website has been submitted VOLUNTARILY BY THE COMPANY for the purposes DESCRIBED IN THIS AGREEMENT and any use of such information, OR ANY INFORMATION PROVIDED BY A CREDITOR OTHER than that specifically provided HEREIN is strictly prohibited; AND (iii) PCA SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER WITH RESPECT TO THE VERACITY AND ACCURACY OF ANY INFORMATION, DATA OR OFFER MADE BY ANY CREDITOR, NOR DOES PCA ASSUME ANY OBLIGATION TO UPDATE, SUPPLEMENT OR CORRECT ANY SUCH INACCURATE INFROMATION, DATA OR OFFER.

Safeguards.
The Company agrees to implement and shall take measures to maintain reasonable and appropriate administrative, technical, digital, and physical security safeguards (“Safeguards") designed to: (i) protect the security and confidentiality of Account Data provided to, or accessed through, the Website; (ii) protect against anticipated threats or hazards to the security or integrity of such Account Data; and (iii) protect against unauthorized access or use thereof.

Company Representations.
The Company hereby represents, warrants and agrees that it is a duly constituted and validly existing under the laws of the state in which it is organized and is duly licensed under applicable law to engage in its business and/or has all requisite power, legal capacity and authority to enter into this Agreement and to perform its obligations in accordance with the terms of this Agreement, including, without limitation the uploading and posting of Account Data on the Website and the utilization of the Services. This Agreement has been duly authorized, executed and delivered by an authorized representative of the Company and is a valid and binding agreement enforceable against the Company in accordance with its Terms of Use.

Attestations and IRS Notification
The Company acknowledges and agrees (as applicable) that, amongst other requirements pertaining to the settlement of Confirmed Accounts and the potential tax or other consequences to the respective account holder, it:

• (i) has provided PCA with all acknowledgements and attestations as PCA may reasonably require with respect to the Company’s representation and authority to act on behalf of its customers when utilizing the Services, and any such acknowledgements and attestations previously provided to PCA continue in full force and effect;


• (ii) agrees to accept all communications or notifications from PCA in electronic format (e-mail) including, without limitation, all regulatory and other notices and disclosures;


• (iii) will notify its customers of the potential issuance of a IRS 1099C form before sending any payment to PCA and such notice will only include the following language (communicated verbally or in writing) to the customer regarding the issuance of a 1099C:


• “SettleNow” will report any discharge of indebtedness as required by the Internal Revenue Code and corresponding IRS regulations. Please contact your tax advisor if you have any questions.”; and


• (iv) it will not make any further statements or representations regarding issuance or non-issuance of a 1099C.

Restricted Use.
The Company agrees not to use any Account Data or other information regarding any creditor account or the named holder of the account (deceased customer) for any other purpose other than the resolution of accounts for which the Company is duly authorized, including, but not limited to its agreement not to sell, lease, rent or otherwise provide any such information to any other party. Any such Account Data or consumer Information received by the Company when utilizing the Services will only be disclosed by the Company to its designated and authorized employees that require access to such information to perform the activities described above and such access shall be limited to solely the extent necessary for such purpose. The Company agrees to promptly notify PCA in the event that any such employee with access to such Account Data or consumer information ceased to be employed by the Company to enable deactivation of such individual’s access (as may be applicable).

The Company further acknowledges and represents to PCA that the Account Data and consumer Information provided to it has been voluntarily submitted by account holder (or their authorized representative) who has also consented to the use of such information for the purposes described in this Agreement.

IN CONNECTION WITH THE FOREGOING, THE COMPANY ACKNOWLEDGES AND AGREES THAT PCA SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER WITH RESPECT TO THE VERACITY AND ACCURACY OF THE ACCOUNT DATA OR ANY OTHER CONSUMER OR ACCOUNT-RELATED INFORMATION PROVIDED BY ANY USER OR OTHER PERSON, NOR DOES PCA ASSUME ANY OBLIGATION TO UPDATE, SUPPLEMENT OR CORRECT ANY INACCURATE INFORMATION.

Prohibited Activities.
The Company shall not attempt, directly or indirectly, to reverse engineer, decompile, or disassemble the Website or the Services, or any part thereof, (including their embedded or underlying technologies, programming or functionalities unless authorized in writing by PCA), or any confidential or proprietary asset of PCA, and in the event of The Company’s violation of this provision, PCA shall have the right to immediately suspend its performance, in whole or in part, under this Agreement, and/or immediately terminate this Agreement without any liability whatsoever.

PCA reserves the right, at PCA’s sole option, to immediately suspend its performance, in whole or in part, of the Website, or immediately terminate this Agreement, if PCA, in good faith and in its sole discretion, determines that: (i) the requirements of any applicable law and/or judicial action have not been met by The Company; (ii) the Company has materially breached its obligations under this Agreement; (iv) the use of the Website is the subject of litigation or threatened litigation by any governmental agency; or (v) if as a result of any new, or changes in existing, laws, regulations, and/or judicial actions or interpretations result in the provision of the Services provided hereunder by PCA to no longer be commercially viable for the PCA in its sole discretion. With the exception of PCA’s obligation to provide access to the Website or perform any related service in accordance with this Agreement, all provisions of this Agreement shall survive any such termination of this Agreement.

PCA Limited Warranty.
PCA represents and warrants that the operation of the Website and related Services described in this Agreement will be provided in a professional and workmanlike manner consistent with industry standards. In the event of any breach of this warranty, PCA shall exercise commercially reasonable efforts to re-establish access to, and the operation of, the Website and/or Service. PCA DOES NOT WARRANT THAT THE WEBSITE OR ITS SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE OR MEET THE COMPANY’S REQUIREMENTS. THE WARRANTY SET FORTH HEREIN IS IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES THAT MIGHT BE IMPLIED FROM A COURSE OF PERFORMANCE OR DEALING OR TRADE USAGE, OR WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO REPRESENTATIVE OF PCA IS AUTHORIZED TO GIVE ANY ADDITIONAL WARRANTY.

THE COMPANY ACKNOWLEDGES AND AGREES THAT ITS SOLE AND EXCLUSIVE REMEDY IN THE EVENT OF ANY BREACH OF THE FOREGOING WARRANTY IS THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES INCURRED BY THE OTHER PARTY AND ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO LOSS OF GOOD WILL AND LOST PROFITS OR REVENUE, WHETHER OR NOT SUCH LOSS OR DAMAGE IS BASED IN CONTRACT, WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY, INDEMNITY, OR OTHERWISE, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

Confidentiality
PCA and the Company acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the parties in connection with this Agreement, including with respect to the Website and Services, are regarded as confidential information. Each party shall maintain the confidentiality of all such confidential information, and without obtaining the written consent of the other party, it shall not disclose any relevant confidential information to any third parties, except for the information that: (a) is or will be in the public domain (other than through the receiving party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, or orders of the court or other government authorities; or (c) is required to be disclosed by any party to its legal counsels or other advisors regarding the transaction contemplated hereunder, provided that such legal counsels or other advisors shall be bound by the confidentiality obligations similar to those set forth in this Agreement. Disclosure of any confidential information by the staff members or agencies hired by any party shall be deemed disclosure of such confidential information by such party and that party shall be held liable for the breach of this Agreement. This confidentiality obligation shall survive the termination of this Agreement for any reason.

Trademarks and Copyright
The use or reproduction of certain names, words, titles, phrases, logos, services or the trademarks, trade names, copyright or other intellectual property rights of PCA or its licensors is strictly prohibited, and PCA reserves the right to take such steps as it deems necessary, including legal action to enforce such rights to the content of the Website, and any other signs, graphics, icons, and marks displayed on the Website or used in connection with the provision of the Services by PCA may constitute trademarks or trade names of PCA or its licensors. Title to the Website, the content of the Website and the trademarks or trade names displayed on the Website remains with PCA and/or its licensors. Nothing contained in these Terms of Use or on the Website shall be construed as conferring by implication, estoppel or otherwise any license or right to use any trademarks, tradenames, copyright, or other intellectual property rights of PCA or its licensors. Any unauthorized use of the Website or the content of the Website is strictly prohibited.

Electronic Communications
By accessing this Website or sending electronic mail to PCA, the Company is communicating with PCA electronically and by doing so agrees to receive communications from PCA electronically. PCA will communicate with the Company by electronic mail at the electronic mail address provided to it or by posting notices on this Website.

Conformance with Law
The Company agrees to use the Website, the content of the Website, and the Services for lawful purposes only and in a manner consistent with all applicable United States, state, local, or other applicable laws, rules and regulations. The Website is intended for users located in the United States. Potential users in any other jurisdiction where laws (whether common or statutory) would: (i) void these Terms of Use in whole or in any essential part (the essential parts being at least, but not only, the provisions relating to the governing law and the disclaimer and limitation of liability); or (ii) render accessing the Website or the content of the Website, or using the Services, illegal, are not authorized to use the Website or the Services.

Policy on Links to Third Party Sites
The Website may contain links to third party web sites. PCA does not represent, guarantee, or endorse any web site that you may access from this Website. In addition, if PCA provides a link to a web site, PCA does not represent, guarantee, or endorse PCA or any of its offerings. Links contained on this Website are provided solely as a convenience to the Website user. When accessing a non-PCA website, such site and its content and the third party’s practices and policies in relation to the collection, use and disclosure of personal information are not under PCA’s control. PCA is not responsible for web casting or any other form of transmission received from any linked sites. The Company acknowledges and agrees that it is responsible for protecting its computer and information systems from viruses and other invasive items.

Applicable Law
The materials in this Website are designed for use in and with respect to residents of United States. PCA controls and operates this Website through its corporate headquarters in Wilmington, Delaware. To the extent permitted by applicable law, these Terms of Use shall be governed, interpreted, and enforced according to the laws of the State of Delaware, regardless of conflict of laws rules, and the federal laws of the United States applicable therein. The Company agrees to the non-exclusive jurisdiction of the US or state courts in New Castle County, Delaware for any disputes, claim or cause of action arising out of, or relating to or in connection with these Terms of Use or it’s use of the Website, the content of the Website, the Services or any related matter.

Indemnification
The Company agrees that its use of the Website and the content of the Website, shall not be made the basis for any claim, suit, demand or cause of action or other proceeding against PCA and/or its licensors. The Company agrees, at its own expense, to indemnify and hold PCA and its directors, officers, employees, representatives, agents, and licensors harmless against any claim, suit, demand, action, or other proceeding brought against PCA, its directors, officers, employees, representatives, agents and licensors by a third party as a result of the Company’s breach of these Terms of Use or any applicable law or regulatory requirement.

Copyright Notice

Copyright ©2023 Estate Resolution Technologies (US) LLC. All Rights Reserved. Except as otherwise stated, PCA or its related companies own all content contained in this Website. The content of the Website is protected by copyright laws of the United States and other countries. The content of the Website may not be used for any commercial purpose or copied, distributed, displayed, modified, or reverse engineered without PCA's prior written permission.

Last Revised: December 21st 2023.