Buy Now Pay Later for Business Terms
Effective Date: April, 2025
These Buy Now Pay Later for Business Terms (“BNPL Terms”) are supplementary to the Balance End User Agreement (“Agreement”), and apply to your use of the ‘Buy Now Pay Later for Business program (“BNPL program”) to make purchases from a Balance Merchant.
Any capitalized terms not defined in these BNPL Terms have the meanings given to such terms in the Agreement.
The BNPL program may be offered by Balance Payments, Inc., or its subsidiaries or affiliates, as indicated to you(“Balance” or “we” or “us” or “our”). If you are located in California, the financing for the BNPL program will be provided to you by Oat Financial Inc.
In these BNPL Terms, references to “you” (and its derivatives) shall mean a reference to any person (including a legal entity) is applying to use, or is using, the BNPL program.
Your use of the BNPL program may also be subject to additional agreements you have entered into with a Balance Merchant (“Platform Agreement”) and with Balance itself. The terms of the Agreement are incorporated hereto by reference. Any usage of the BNPL program by an individual who appears to us as acting on your behalf (such as an employee) shall be deemed to be an acceptance by you of all terms and conditions contained herein, and your utilization of any credit provided hereunder shall be considered acceptance of all terms and conditions as amended from time to time. Any utilization of credit provided hereunder (whether by you or any person or entity under your direction or control) shall be considered to constitute your confirmation that you have read these BNPL Terms and have agreed to and accept any agreements referenced hereto, and all of the terms and conditions contained herein.
We may amend these BNPL Terms from time to time, in our sole discretion and for any reason. Amendments will be indicated by a changed ‘Effective Date’ at the top of this web page, and each user is responsible for monitoring this web page for amendments, and the updated BNPL Terms will apply to any subsequent use of the BNPL program. A user’s subsequent access and use of the BNPL program shall constitute their consent and agreement to such amendments without requiring any further actions from us; in the event an individual user is acting on behalf of an entity, such subsequent access and use shall constitute the entity’s consent. If you are not satisfied with any change or variation to these BNPL Terms, you may close your BNPL Account (as defined below) by contacting us, any time before the changes come into effect, provided that you will remain liable for any outstanding and pending amounts payable. If you are closing your account and it has a positive account balance, you may request a return of a balance held by us by contacting support@getbalance.com . Any disbursement to you will not exceed your outstanding balance. We may offset any amounts otherwise owed to us by you from such amounts.
- Accounts; Purchases
When you open an account, or place orders, with a Balance Merchant, the payment terms for such orders will be in accordance with the standard payment terms set out in the Platform Agreement and any applicable terms of sale; and whereby they may permit you to apply to us for grant of a credit limit that you can use to make purchases from Balance Merchant, and for which you will pay us within the time-period authorized by us and shown on your checkout screen or confirmation for financed purchase. For clarity, each time you use your BNPL Account at checkout (such as, for example, by selecting ‘Balance’, or an available financing program, facilitated by Balance, as the payment method), you hereby understand and acknowledge that you’re requesting us to finance the transaction you’re intending to complete with a Balance Merchant, and that such transaction will be subject to the offer summary provided to you, the repayment terms shown to you on your checkout screen or confirmation for financed purchase or other similar statements (including any charges stated therein), as well as these BNPL Terms.
- Credit Limit; Use; Payments.
We will review your application for credit, and, at our sole discretion, may open a BNPL program account for you (the “BNPL Account”) pursuant to which we may establish a credit limit and extend credit to you for making purchases from a Balance Merchant. Balance (either directly, or through a Balance Merchant) will notify you of the maximum amount of credit which Balance may be able to provide to you, as well as the fees and charges associated with use of the BNPL Account, which shall, in any event, not exceed the maximum rates permitted under Applicable Law.
Any credit made available to you via the BNPL Account can only be used to make purchases from the Balance Merchant for whom you have been authorized to make purchases from; when you make purchases using the credit available through your BNPL Account, we will only send the funds to the Balance Merchant, and such funds may not otherwise be withdrawn by you. When you place orders or otherwise make purchases with a Balance Merchant using your BNPL Account, we will reduce the remaining available credit limit by the total amount corresponding to the transaction amount (including any applicable fees); similarly, payments to us by you, as well as any refunds or credits which we receive on your behalf from a Balance Merchant will be applied to your BNPL Account, and would therefore free up your available maximum credit limit.
Payments on the BNPL Account shall be due on the date indicated on the confirmation for financed purchase provided to you. There may be additional fees which apply based on the method you choose to pay your debt to us, as well as for certain other actions you take; for example, additional fees may apply if you choose to pay Balance using a credit card. If such fees apply, and to the extent known to us based on your selections, they will be disclosed to you prior to your selection and may be subject to change from time to time. All payments to be made by you to Balance further to your BNPL Account shall be made in immediately available funds in US Dollars, without setoff or counterclaim. When a payment is due on a day that is not a business day in New York, NY, the payment shall be due the next business day. You hereby agree to pay any amounts due from you to Balance (including principal and interest payments) and any other amounts owed to us by authorizing us to debit such amounts (including on the due date) from the bank account we have on file for you by ACH, electronic check, credit card or other payment method available to us. You understand that it is your responsibility to ensure that any amounts you owe to us are available the bank account we have on file for you on the date such amount required to be paid. You are solely responsible for any fees or charges incurred from overdrafts or rejected transactions. If a transaction is rejected, we may re-initiate debits from the bank account or other payment method we have on file for you again until the transaction is completed. If you fail to make payment to us when due, then in addition to the accrual of interest on such delayed payments, we may also charge you additional late fees at the rate specified to you in the schedule of charges accepted by you (or, if such amount is prohibited, at the maximum permitted lower rate as per applicable law), of the amount of the outstanding amount per month. Payment or acceptance of the interest payment provided in this clause is not a permitted alternative to timely payment and shall not constitute a waiver of any rights available to us or otherwise prejudice or limit any of our other rights or remedies.
Your credit limit may be increased, reduced, suspended, or revoked by Balance at any time and for any reason. If Balance authorizes you to allocate your approved credit limit among related entities and/or designated divisions or groups (“BNPL Subaccount(s)”), you remain liable for the payment obligations of such BNPL Subaccounts. We may also, with prior notice, change or vary the terms of the credit (including, without limitation, any pricing and fees), which shall apply to the subsequent use of your BNPL Account.
Unless we expressly authorize otherwise, all BNPL Accounts opened in connection with the BNPL program are non-transferable and non-assignable by you, and you will be responsible for all charges incurred through the use of the BNPL Account. You are liable and agree to be responsible for any unauthorized use of the Account.
You (and each user who is acting on your behalf) are responsible for keeping your password(s) and other credentials confidential and safe and for protecting your password(s) and credentials to access the BNPL program, and will be responsible for all transactions occurring on your BNPL Account (including any BNPL Subaccounts); we therefore suggest that you select a password that cannot be easily guessed.
If the credentials for a BNPL Account (or BNPL Subaccount) are lost, stolen or compromised or suspected to be lost, stolen or compromised, or if you believes there may have been unauthorized access to it, you must notify us immediately; any unauthorized usage of the BNPL Account (including any BNPL Subaccounts) prior to such notification will remain your sole responsibility except where such loss arises from fraud by, or the gross negligence or wilful misconduct of Balance or its employees or its agents. Upon your notification to us, we will suspend the relevant BNPL Account or BNPL Subaccount and will take commercially reasonable steps to prevent its further unauthorized usage, and we will also attempt to stop any pending transactions which you inform us as being unauthorized; however, you hereby expressly acknowledge that we may not always be able to cancel pending transaction, in which case, you expressly agree that you will continue to be responsible for any resulting charges.
- Consent to Obtain Business Credit Reports; Eligibility
You hereby authorize us and our affiliates to obtain business credit reports and other related information about your business at any time from one or more business credit reporting agencies and other third parties, and to use such reports and information for lawful purposes, including to verify your business' identity; to detect and prevent fraud; to evaluate your business for, and to recommend, financing products and services; to underwrite, process, and manage the BNPL program; and to develop and improve our financing products, services, processes, and models. You also agree that we may disclose information about you and your BNPL Account (including the credit limit, and transactional information) to a Balance Merchant, to our financing sources, and other third-party commercial databases. You will promptly, upon our reasonable request, provide us with any additional information we may require from you, and you authorize us to request and obtain such information from government authorities, third party databases and information providers or from any public domain, as permitted by law. Your consent applies as long as you use the BNPL program. You represent and warrant, and covenant that any information provided or made available by you or your affiliates to us or our affiliates or to a Balance Merchant if in relation to the BNPL program is accurate and complete, and you will promptly update such information as necessary to ensure it at all times remains accurate and complete. You represent and warrant that your organization is located within the United States of America, including its territories and possessions. You will notify us in writing 30 days prior to any change in your legal name or any change of your jurisdiction of organization and if acquired by a third party.
- Representations and Warranties.
(i) This Agreement is valid, binding, and enforceable against you; (ii) if you are an entity, you hereby confirm that you are duly existing and in good standing under your jurisdiction of incorporation or formation and are qualified and licensed to do business and are in good standing in any jurisdiction in which the conduct of your business or your ownership of property requires that you be qualified, and that you have all necessary corporate power, authority and capacity to enter into this agreement and to carry out your obligations, covenants and agreements under these BNPL Terms; (iii) all information provided to us or to a Balance Merchant as part of the BNPL program is true, complete and accurate; (iv) you possess the financial capacity to perform all of your obligations hereunder; (v) you confirm that you are entering into this transaction solely for business purposes and not as a consumer for personal, family, household or investment purposes. You also hereby confirm that the purchase of the products or services contemplated by applying for the BNPL Account, and this transaction is necessary for you to operate your business, and that you will pay Balance using funds available to your business.
- Termination and suspension
If you (i) fail to make payment when due; (ii) fail to comply with these BNPL Terms; (iii) become insolvent, enter into receivership, make an assignment for the benefit of creditors, or declare bankruptcy or similar proceedings are commenced by or against you; or (iv) experience an event that has a material adverse effect on your business, operations, or financial condition, we may, without prior notice to you and any requirement of such notice being waived by you and without prejudice to any other legal remedies that may be available to us (A) suspend or revoke your BNPL Account and associated credit, which could also result in cancellation of any orders you may have with a Balance Merchant; (B) offset any amounts that are otherwise payable by us to you; and (C) demand immediate payment of all other outstanding amounts due.
- Returns and disputes.
Returns, refunds and disputes should be handled directly with the Balance Merchant, and in accordance with their polices and your agreements with them on such matters, including the Platform Agreement. You acknowledge and agree that you and the Balance Merchant are solely responsible for settling any disputes with respect to a purchase. You further acknowledge and agree that we may rely solely on any decision made by Balance Merchant with respect to whether a refund or credit is due to you through us, and that such decision shall be final as between you and us. You also agree to direct any refunds or other amounts due to you from a Balance Merchant in relation to a transaction conducted using your BNPL Account to Balance In the event that you receive a credit from a Balance Merchant for any return, refund, or dispute for any transaction that was conducted using the BNPL program, you acknowledge and agree that the Balance Merchant may return such amounts to us directly; in such case, and only after such funds have been fully settled with us, we will apply the funds to your BNPL Account by issuing a credit memo corresponding to the disputed or refunded or returned amount. In the event you receive any such funds, you hereby agree hold the entirety of any payment on such transaction which may come into your possession or control (even if such payment is payable to you) in trust for the benefit of Balance, and promptly deliver to Balance all such payments (and endorse any payment which is payable to you in favor of Balance). Unless we otherwise agree, you may not withhold payment for any amounts due to us for purchases using the BNPL program for any reason.
- Collections.
To the extent permitted by law, we may initiate collections against any past due amounts. We may engage a third-party agency to manage this process our behalf, and, in addition to any charges applicable to past due amounts, you may be liable for any fees or charges that a third-party may assess for such collections efforts. However, alternatively, we may, if so required to comply with Applicable Law, also waive collection on such amounts, and cancel your BNPL Account for future transactions; in such case, you will have no further liability to us for unpaid amounts.
- Errors.
You may not dispute a transaction or a confirmation of financed purchase due to any errors or omissions made by users in your organization while placing the order (e.g. entering incorrect purchase order number).
- Severability.
If any provision of these BNPL Terms is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these BNPL Terms and will not affect the validity and enforceability of any remaining provisions.
- Further Assurances
You agree to perform, execute, acknowledge, and deliver or cause to be performed, executed, acknowledged, and delivered all such further and other acts, documents, agreements, instruments, and assurances as may reasonably be required from time to time by us for the carrying out or performing of the provisions of these BNPL Terms.