On-Demand Pay Services Terms

Legal Agreements

Last Updated 07/28/2025

These On-Demand Pay Services Terms (the “ODP Terms“) are a part of the APS Subscription Agreement, available at https://apspayroll.com/legal/subscription/, and are hereby incorporated into the APS Subscription Agreement by reference. All capitalized terms used but not defined in herein shall have the meanings set forth in the APS Subscription Agreement. These ODP Terms set forth the additional terms and conditions under which Customer’s employees with have access to earned wage access under the ODP Terms contained herein (hereinafter the “Services”). In the event of conflict between these ODP Terms and the APS Subscription Agreement, the terms and conditions of these ODP Terms shall take precedence. All terms of the APS Subscription, including without limitation all disclaimers, limitations of liability, agreements and indemnities, apply to these ODP Terms.

PLEASE REVIEW THESE ODP TERMS CAREFULLY. BY ACCEPTING THESE ODP TERMS OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE ODP TERMS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THESE ODP TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.

Services. APS has integrated the Services into APS’s platform, allowing Customer and its Eligible Employees to access the Services. The Services shall allow Eligible Employees to access their earned wages prior to their scheduled payday by signing up for and using the Services. The Services will be provided to Users based on the Customer Data provided by Customer to APS through the APS platform. Customer authorizes APS to share Customer Data with the Services provider, DailyPay. DailyPay will provide the Services to Users in accordance with the terms and conditions of DailyPay’s User Agreement (https://www.dailypay.com/en-us/legal/program-terms/), which will be made available to Users through the APS platform. DailyPay will make its website and mobile application available to each User through the APS platform and mobile application, which provides the functionality for such User to request earned wage access payments, in accordance with DailyPay’s User Agreement. Customer understands that DailyPay may establish, in its sole discretion, certain thresholds or limitations for the amount of earned pay a User may access through the Services.
Customer Obligations.
1. Customer shall make all payroll payments (including off-cycle and termination payments where permitted by applicable law) for Users to the DailyPay User Account in accordance with Customer’s regular payroll timeline (but in no event less frequently than monthly).
2. Customer understands that APS shall provide to DailyPay an updated Net Earnings Files immediately after Customer runs each payroll. At APS’s request, Company shall provide any information needed to facilitate the transmission of such Net Earnings Files. The applicable updated Net Earnings Files must be received by DailyPay prior to 12 p.m. EST, the business day before each Customer payday, or as may be otherwise agreed by the parties from time to time. Customer acknowledges that if a Net Earnings File is not received in a timely basis or is inaccurate, it will cause delays in Users receiving their payroll payments or errors in their payroll payments, as the case may be.
3. Customer understands that APS shall provide DailyPay with the Gross Earnings Files to the extent practicable, on an hourly basis, but in any event, not less frequently than daily (including weekends and holidays), or as may be otherwise agreed by the parties from time to time. At APS’s request, Company shall provide any information needed to facilitate the transmission of the Gross Earnings Files.
4. Upon APS’s or DailyPay’s request, Customer will complete an eligibility questionnaire including all requested supporting documentation relating to Customer’s financial stability. Customer will ensure that the questionnaire remains true, accurate, and complete throughout the Term. Customer will provide APS and DailyPay with notice of any change of control of Customer including any (i) event in which any third party or group acting together, directly or indirectly, acquires or becomes the beneficial owner of more than 50% of Customer’s voting securities or interests; (ii) Customer’s merger with one or more third parties; (iii) Customer’s sale, lease, transfer or other disposal of all or substantially all of its assets; or (iv) entering into of any transaction or arrangement that would have the same or similar effect as a transaction referred to in the foregoing; but, does not include an initial public offering or listing.
5. Customer shall use commercially reasonable efforts to prevent unauthorized access to or use of the Services and notify APS and DailyPay immediately of any such unauthorized access or use of which Customer becomes aware.
6. Customer is responsible for compliance with all applicable laws, including those related to the payment of wages and other compensation to its Eligible Employees.
7. Customer acknowledges that DailyPay’s Services are not compatible with other on-demand pay solutions, therefore, during the Term, Customer agrees to not make other on-demand pay or earned wage access products available to Eligible Employees.
Data Sharing.
1. Customer hereby consents to the sharing of the following data (collectively, “Customer Data”) with APS and DailyPay for the purpose of providing the Services:
  1. User Roster Files, including but not limited to User names, employee IDs, and contact information;
  2. Gross Earnings Files, including but not limited to hours worked, pay rates, and earnings accruals;
  3. Net Earnings Files, including but not limited to deductions, taxes, and net pay;
  4. Any other data or information as may be necessary in order for the provision of the Services
2. Customer represents and warrants that it has collected and processed Customer Data in accordance with all applicable laws and obtained all necessary consents from its Users to share their data with APS and DailyPay for the purpose of providing the Services. Customer acknowledges that any failure to enter Customer Data may impact the availability of the Services. Customer acknowledges that it is responsible and liable for the accuracy and completeness of all Customer Data and that APS and DailyPay have no responsibility or liability for the accuracy or completeness of such information and are entitled to rely on all such information provided by Customer.
Customer Data License. Customer grants to APS and DailyPay a non-exclusive, royalty-free, non-transferable, non-sublicensable worldwide license to use, process, and store Customer Data for the purpose of providing the Services. In addition to any other rights set forth in these ODP Terms, Customer authorizes APS and DailyPay to share Customer Data with each other for purposes of providing the Services and complying with legal and regulatory requirements.
Representations and Warranties. Customer represents and warrants that:
1. Customer Data provided to APS and DailyPay will be accurate, complete, and timely;
2. Customer has the right to provide the Customer Data to APS and DailyPay for the purpose of providing the Services;
3. Customer will comply with all applicable laws and regulations in connection with these ODP Terms and the use of the Services.
Opt-Out and Termination.
1. Once enrolled in the Services, Customer may thereafter opt-out from the Services upon thirty (30) days’ advance written notice to APS, at which time Customer’s and Users’ access to the Services will terminate.
2. APS may suspend the Services or terminate these ODP Terms at any time. Except where the Services are terminated for fraud, breach of these ODP Terms or the CSA, or violation of applicable law, there will be a transition period of up to thirty (30) days (the “Transition Period”) during which DailyPay will continue to provide the Services for existing Users of the Customer. Termination of these ODP Terms will not release Customer from its payments or other amounts owed under these ODP Terms through the Transition Period.
3. Upon a suspension or termination of Services, Customer agrees that it will continue to make all payroll payments for Users to the DailyPay User Account consistent with Section 2(a) of these ODP Terms through the end of the Transition Period. This obligation is necessary to account for any outstanding transfers and employer payroll processing delays related to previously advanced amounts. During the Transition Period, DailyPay may: (i) receive and apply funds from the Customer’s payroll system or designated accounts to settle outstanding balances; (ii) process any pending or scheduled transactions necessary to reconcile transfers made prior to termination; and (iii) retain access to required payroll and deduction data to ensure accurate fund reconciliation.
Third-Party Beneficiary. DailyPay is an intended third-party beneficiary of these ODP Terms and shall have the right to enforce the terms of the ODP Terms directly against Customer.
Definitions. Capitalized terms have the meanings set out in this Section 8, or as otherwise defined within these ODP Terms.
1. “DailyPay User Account” means the unique routing and account number pairing established for each User in connection with the Services.
2. “DailyPay User Agreement” means the agreement entered into between DailyPay and each User.
3. “Eligible Employees” means all of Customer’s current employees, other than (i) any salaried employee that earns an annual salary of more than $200,000 per year or (ii) any hourly employee that earns more than $100 per hour.
4. “Negative Balance” means a remaining balance in a DailyPay User Account after payday that is due to a failure on the part of the Customer to comply with its obligations under these ODP Terms and/or the CSA, including without limitation, a failure by the Customer to fully fund payroll, deliver accurate and complete Customer Data, or the untimely delivery by the Customer of Customer Data.
Miscellaneous.
1. These ODP Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.
2. These ODP Terms may be amended only by a writing signed by both parties.
3. These ODP Terms shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.
4. These ODP Terms constitute the entire agreement and understanding between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written.
5. If any provision of these ODP Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.