Balance B2B Payment Solutions Terms
Last updated: September 23rd, 2024
These Balance B2B Payment Solutions Terms (“Terms”) are supplementary to, in the case of Customers, the Balance Online Services Agreement, and, in the case of Vendors, the Balance Vendor Services Agreement (each, as applicable, the “Agreement”) and apply to the use of the functionality within the Balance Platform which enables one-time and recurring payments.
Capitalized terms not defined in these Terms have the meanings given in the Agreement including any other service specific terms incorporated by reference therein. To the extent that there is a conflict between the Agreement and these Terms with respect to the use of the B2B Payment Solutions Services, these Terms will prevail. For the purposes of these Terms and unless the context otherwise requires, hereinafter, the term “Customer” refers to any person that uses the relevant Services (including Vendors). Balance may amend these Terms from time to time, in its sole discretion and for any reason. Amendments will be indicated by a changed ‘Last Updated’ date at the top of this web page, and each user is responsible for monitoring this web page for amendments, and the updated Terms will apply to any subsequent use of any Balance B2B Payment Solutions Services. A user’s subsequent access and use of the Balance Platform or use of the Services shall constitute its’ consent and agreement to such amendments without requiring any further actions from Balance; in the event a user is acting on behalf of a Customer, such subsequent access and use shall constitute the Customer’s consent.
- B2B PAYMENT SOLUTIONS SERVICES.
- Balance provides functionality within the Balance Platform which enables Customers to utilize various pay-in, pay-out and other payment functionalities (each, a "Payment"), through Customer's use of the payment processing services provided by Payment Processor, as further described in these Terms and the Balance Documentation (such services, the “Payment Processing Services”).
- Pay-in services may include functionalities such as enabling Customer to allow its Buyers to use such payment methods as may be decided and agreed upon by Balance and the Customer or the operator of the Site (as the case may be) during the implementation phase, or receiving one-time and recurring payments; in the event that Customer elects to implement or uses the pay-in services to accept payments from third parties, then in addition to the general provisions contained in these Terms, such use by Customer will also be subject to the additional provisions contained in the specific Balance Pay-in Terms.
- Pay-out services may include, for example, functionalities such as periodical or per-transaction disbursement of funds; in such case, in addition to the general provisions contained in these Terms, the use of pay-out services by Customer or Vendors will also be subject to the additional provisions contained in the (1) Balance Pay-out Terms. in the event that Customer elects to implement or uses the pay-out services to make payments to itself or to Site Users, whether directly or indirectly, and (2) Balance Supplier Payment Terms in the event that Customer elects to implement or uses the pay-out services to make payments to its vendors or suppliers on its own behalf.
- Balance provides functionality within the Balance Platform which enables Customers to utilize various pay-in, pay-out and other payment functionalities (each, a "Payment"), through Customer's use of the payment processing services provided by Payment Processor, as further described in these Terms and the Balance Documentation (such services, the “Payment Processing Services”).
- KEY CONCEPTS.
- Payment Processor. Balance will designate one or more third parties (each, a “Payment Processor”) to process payments that are initiated through the Balance Platform for Customers.
- Operating Regulations. Customer’s use of the Payment Processing Services is subject to the by-laws, operating regulations, terms and conditions, rules, guidelines, policies and procedures of any card association or payment network used to process Payments through the B2B Payment Solutions Services, as any or all of the foregoing may be amended and in effect from time to time (collectively, “Operating Regulations”).
- Payment Processor. Balance will designate one or more third parties (each, a “Payment Processor”) to process payments that are initiated through the Balance Platform for Customers.
- CUSTOMER’S USE OF THE B2B PAYMENT SOLUTIONS SERVICES.
- General Obligations. Customer:
- hereby authorizes and directs Balance to share with Payment Processor such information and transaction information related to Customer’s use of the Payment Processing Services, including the Customer Bank Account, as may be requested by Payment Processor from time to time;
- hereby authorizes (i) Payment Processor to initiate ACH credit and debit entries to the Customer Bank Account for the purpose of crediting Payment settlement amounts and other amounts due to Customer and debiting amounts owed by Customer, including fees, chargebacks, refunds, fines or penalties, in each case in connection with the use of thePayment Processing Services, such authorization to include the right to effectuate net settlement, at Balance’s discretion, unless otherwise agreed by the Parties, and (ii) Balance to initiate an ACH debit from the User Bank Account in the event that there are any monies owed related to the settlement of any Payment(s) (for example, if a Customer received a Payment which subsequently needs to refunded to a Buyer, or for the fees for processing of Payments etc. )
- authorizes Balance to, on behalf of Customer, (i) accept and collect Payment information and instructions from Buyers through the Balance Platform, and (ii)transmit such information and instructions to Payment Processor to allow PaymentProcessor to submit the related Payments for authorization, processing and settlement;
- agrees that (i) Customer is liable for any losses incurred by Balance or Payment Processor as a result of any unauthorized, fraudulent, improper or erroneous use of the Payment Processing Services, Services or Balance Platform by any Buyer, Customer, or any of Customer’s Representatives;
- hereby represents, warrants and covenants to Balance that Customer is not engaged, and will not, without the prior approval of Balance, at any time engage (which in the case of an owner/ operator of a Site, shall be deemed to include any activity on the Site), in any businesses, activities or practices which are illegal or otherwise included on any of the lists available at https://stripe.com/restricted-businesses, as the same may be updated or modified from time to time.
- hereby authorizes and directs Balance to share with Payment Processor such information and transaction information related to Customer’s use of the Payment Processing Services, including the Customer Bank Account, as may be requested by Payment Processor from time to time;
- General Obligations. Customer:
- DESIGNATED PAYMENT PROCESSORS.
- Designated Payment Processors. Balance may add or remove third parties as designated Payment Processor, at any time and in its sole discretion, in which case Balance will inform Customer of such change. If Balance adds a new designated Payment Processor, Customer will execute such documents and take such other action, as may be reasonably required by Balance or the relevant third party designated by Balance to serve as Payment Processor, in order for such party to serve as Payment Processor and provide the Payment Processing Services to Customer.
- Responsibility for Payment Processors. Balance is not responsible for the acts or omissions of any Payment Processor, and Customer’s sole remedy for any loss or damage incurred due to the acts or omissions of a Payment Processor are to seek compensation (to the extent available) under the applicable Payment Processor Account Agreement. Balance would reasonably assist in facilitating communications of Customer with Payment Processor when seeking such remedy.
- Termination or Suspension by Payment Processor. A Payment Processor may suspend or terminate its provision of the Payment Processing Services to a Customer at any time in the event the Payment Processor determines, in its sole discretion, that Customer has violated the Payment Processor Account Agreement, this Agreement, the policies or procedures of the Payment Processor or Balance, the Operating Regulations or Applicable Law, or that Customer's actions reflect negatively on the brand or reputation of Balance, the Payment Processor, or any financial institution utilized by the Payment Processor or Balance in connection with the Payment Processing Services. Balance may immediately suspend Customer's access to all or part of the Services, or terminate this Agreement upon notice to Customer, if a Payment Processor suspends or terminates its provision of the Payment Processing Services to Customer.
- Designated Payment Processors. Balance may add or remove third parties as designated Payment Processor, at any time and in its sole discretion, in which case Balance will inform Customer of such change. If Balance adds a new designated Payment Processor, Customer will execute such documents and take such other action, as may be reasonably required by Balance or the relevant third party designated by Balance to serve as Payment Processor, in order for such party to serve as Payment Processor and provide the Payment Processing Services to Customer.