Common use of Establishment of Aspiration Account Program Clause in Contracts

Establishment of Aspiration Account Program. (a) The Parties shall implement the Aspiration Account Program by enrolling Customers beginning on or about July 1, 2018, or such later date as is required by FINRA. The Parties agree that the Aspiration Customer Accounts offered pursuant to the Aspiration Account Program shall initially include, at a minimum, the Program Features. Aspiration may add services or features in the future at its sole discretion; provided, however, that to the extent future services or features added to the Aspiration Account Program require support from Coastal, the addition of such services or features shall be subject to the prior written approval of Coastal. The Parties agree to work together in good faith to implement any additional services and features approved by Coastal. Each additional service or feature added to the Aspiration Account Program that requires support from Coastal will be incorporated into this Agreement through an amendment to Exhibit A, which shall require the written agreement of the Parties. (b) The Parties shall have the respective roles, duties and responsibilities with regard to the Aspiration Account Program identified on Exhibit B attached hereto. (c) Notwithstanding anything to the contrary in this Agreement, if Coastal, in its reasonable discretion, determines that an amendment to Exhibit A or Exhibit B is reasonably required to comply with Applicable Law or the Risk Management Considerations, Coastal shall immediately notify Aspiration and shall be permitted to amend Exhibit A or Exhibit B, as applicable, by delivering written notice to Aspiration indicating the minimum changes that Coastal believes are necessary to comply with Applicable Law or the Risk Management Considerations, with the amended version of such exhibit attached thereto and the reason(s) why such amendment was required. Aspiration shall have 45 days from the receipt of such notice to implement the amended version of Exhibit A or Exhibit B, as applicable, unless a shorter period of time is required to comply with Applicable Law or the Risk Management Considerations, as determined by Coastal in its discretion. Notwithstanding the above, Coastal shall not be permitted to amend Exhibit A or Exhibit B if such amendment would cause Aspiration to violate Applicable Law. During the 45 day implementation period, the Parties shall discuss in good faith any additional revisions to Exhibit A or Exhibit B, as applicable. (d) Each Party shall perform its duties under this Agreement in accordance with the mutually agreed-upon service levels (“Service Levels”) set forth in the Service Level Rider, to be executed prior to commencement of services. (e) Aspiration shall adopt the policies and procedures set forth on Schedule 2.1(e), which shall comply with Applicable Law and the Risk Management Considerations and which shall be subject to the prior approval of Coastal, and shall conduct the Aspiration Account Program in accordance therewith. Notwithstanding anything to the contrary in this Agreement, Aspiration shall not enroll any Customers in the Aspiration Account Program until each of the policies and procedures set forth on Schedule 2.1(e) is agreed upon by the Parties. If Coastal, in its reasonable discretion, determines that an amendment to any of the policies and procedures on Schedule 2.1(e) is required in order to comply with Applicable Law or the Risk Management Considerations, or that an additional policy or procedure is required in order to comply with Applicable Law or the Risk Management Considerations, Coastal deliver written notice to Aspiration with the amended policy or procedure attached thereto, together with the reason(s) why such amendment is required. Notwithstanding the above, if Aspiration in its reasonable discretion determines that an amendment to any of the policies and procedures on Schedule 2.1(e), or any additional policy or procedure proposed by Coastal, would cause Aspiration to violate any Applicable Law, Aspiration shall not be required to comply with such amended or additional policy or procedure.