Personal Credit Guarantee Agreement

This Personal Credit Guarantee Agreement (this "Guarantee") is made by and between Thread Bank (“Thread” or “Issuer”), the issuer of your Nav Prime Charge Card (the “Card”), Nav Technologies, Inc. ("Nav"), a service provider of Thread in connection with your Card, the business associated with the Card account (“Business”), and you as an individual (“Guarantor”). 

RECITALS

WHEREAS, the Issuer is offering Guarantor the opportunity to potentially build or enhance Guarantor’s personal credit by reporting payment activity associated with the Account to consumer credit bureaus¹; and

WHEREAS, the Guarantor is offering to the Business additional security for the Business’s obligations by assuming personal liability in the event of default; and

WHEREAS, the Guarantor desires to obtain the benefits, and/or the opportunity to obtain the benefits, of the potential improvement to personal credit and agrees to personally guarantee the obligations of the Business to the Issuer as a condition of receiving such benefits; and

WHEREAS, the Guarantor acknowledges that (i) the benefit of potential improvement to personal credit based on credit reporting is conditional upon the Business making timely payments in full as required by the Nav Prime Card Terms of Use, or the Guarantor making timely payments in full if the Business fails to pay as set forth in this Guarantee, and (ii) any failure by the Business or Guarantor to make such payments may result in adverse reporting and may negatively impact Guarantor’s personal credit profile.

THEREFORE, in exchange for valuable consideration, the sufficiency of which is hereby acknowledged, the undersigned Guarantor agrees to the following terms and conditions set forth in this Personal Credit Guarantee.

AGREEMENT

By executing this Guarantee, Guarantor agrees to personally, unconditionally, and irrevocably guarantee the full and prompt payment and performance of all obligations arising under or in connection with the Card issued to the Business under Business’ Nav Prime Card Terms of Use with Thread. 

In consideration of the Issuer providing the Guarantor with benefit of, and/or the opportunity to benefit from, the reporting of payment activity associated with the Card to personal credit reporting agencies, the Guarantor agrees to personally guarantee the obligations of the Business, as set forth in this Guarantee. The Guarantor acknowledges that the potential benefit of improved personal credit reporting is conditioned upon the Business or Guarantee making timely payments in full as required by the Nav Prime Card Terms of Use and this Personal Guarantee. Any failure by the Business to make such payments may result in adverse reporting and may have a negative impact upon the Guarantor’s personal credit profile.

1. Personal Guarantee Obligations

Guarantor hereby guarantees the full payment of any and all amounts due under the Nav Prime Card Terms of Use, including but not limited to charges, fees, interest, and any collection costs incurred by Nav in pursuing unpaid amounts. This includes, without limitation, reasonable attorneys’ fees and expenses, whether or not legal proceedings are initiated. This Guarantee is absolute and unconditional, and Nav may proceed against Guarantor for any amounts owed without first seeking to collect from the Business or any other responsible party. In the event of default under this Guarantee, Guarantor agrees to pay all reasonable costs and expenses incurred by Nav in enforcing this Guarantee, including but not limited to, collection costs, court costs, and reasonable attorneys’ fees, whether or not legal action is initiated. Guarantor further agrees that these costs shall be added to the amounts due under this Guarantee and shall be enforceable as part of the obligation guaranteed hereunder. Guarantor agrees that Nav may set off any amounts owed by Guarantor under this Guarantee against any amounts due to Guarantor from Nav, including but not limited to refunds or credits. 

2. Reporting to Consumer Credit Agencies

Guarantor acknowledges and agrees that, as of the date of this Guarantee, Nav will now report payment activity related to the Card, including both positive and negative information, to consumer credit reporting agencies. Guarantor understands that payment activity associated with the Business’s use of the Card may appear on Guarantor’s personal credit report. The Guarantor acknowledges that any potential benefit to their personal credit is conditional upon the Business making timely payments and complying with the terms of the Account. By executing this Guarantee, Guarantor acknowledges and agrees that Nav may obtain, monitor and share Guarantor’s personal credit information with consumer reporting agencies and other relevant parties as necessary to manage and enforce this Guarantee.

3. Negative Information Disclosure

Issuer, or Nav on Issuer’s behalf, may report payment activity and other information about the Card to consumer credit bureaus. Late payments, missed payments, or other defaults on the Card, caused by or resulting from both the Business and the Guarantor, may be reflected in Guarantor’s personal credit report.

4. Electronic Signature and Individual Capacity

Guarantor affirms that they are an owner, officer, director, or authorized representative of the Business and that Guarantor’s obligations under this Agreement are based on their connection to the Business and the credit extended by the Issuer to the Business. Guarantor acknowledges that by agreeing to the terms of this Guarantee, Guarantor is signing this Guarantee in an individual capacity and not as a representative of the Business.  Guarantor further agrees that this electronic signature constitutes a binding and legally enforceable obligation as if signed in ink.

5. Choice of Law and Venue

This Guarantee shall be binding upon Guarantor and Guarantor’s assigns and shall be governed by the laws of the State of Delaware, without regard to its conflict of law provisions. In the event of any conflict between the terms of this Guarantee and any other agreements related to the Nav Prime Charge Card, including but not limited to the Nav Prime Card Terms of Use or any cardholder agreements, the terms of this Guarantee shall govern and take precedence. Guarantor acknowledges that this Guarantee is a separate and distinct obligation, and any inconsistencies shall be resolved in favor of this Guarantee. If any provision of this Guarantee is found to be invalid or unenforceable by any court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

6. Severability

If any provision of this Guarantee is held by a court to be invalid, illegal, or unenforceable under any applicable law, such invalidity, illegality, or unenforceability shall not affect any other provisions of this Guarantee, which shall remain in full force and effect. To the extent permitted by law, the invalid, illegal, or unenforceable provision shall be replaced with a valid, legal, and enforceable provision that most closely reflects the intent of the parties.