User Agreement

Last Updated: April 2024

Welcome to Bipp. This User Agreement is between you and Bipp Finance LLC. (“Bipp”, “we”, “us”, or “our” as applicable), concerning your use of (including any access to) the Services, as defined below and including the Website, Mobile App, API, and other Bipp Materials.

Acceptance of Terms

By opening, registering, or using a Bipp Account, or by otherwise using the Services, you agree to be bound by this User Agreement and consent to receive communications related to the Services or your Bipp Account. You affirm that you are at least eighteen (18) years of age, or the age of majority in your state/country of residence, and legally capable of entering into this User Agreement. You also agree to comply with the following additional policies and each of the other agreements that apply to you:

Please read carefully all of the terms and conditions of this user agreement, the terms of the above policies, and each of the other terms and agreements that apply to you.

Revisions

We may revise this agreement and any of the other terms, agreements, or policies from time to time. The revised version will be effective at the time we post it unless otherwise noted. If our changes reduce your rights or increase your responsibilities, we will provide notice of such changes. If we change the User Agreement in a way that reduces your rights or increases your responsibilities, we will provide you with 30 days’ prior notice by posting notice on bippfinance.com/legal. Your use of the Services following any changes to this Customer Agreement will constitute your acceptance of such changes. The “Last Updated” legend above indicates when this User Agreement was last changed.

We may, at any time and without liability, modify or discontinue all or part of the Services (including access via any third-party links); charge, modify or waive certain fees related to the Services; or offer the Services, or certain of the Services, to some or all users.

Entire Agreement

This User Agreement contains several sections, and you should read all of them carefully. The headings are for reference only. Underlined words in this User Agreement may contain hyperlinks to further information.

This User Agreement, including any terms and conditions incorporated herein, is the entire agreement between you and us relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings. This Agreement is between you and us. No other person shall have any rights to enforce any of its terms. This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and us.

Opening a Bipp Account

To use some or all of the Services, you must first open a Bipp Account by providing certain information. For legal reasons, all information you provide during the signup process or any time after that must be complete, accurate, and truthful.

We offer two types of Bipp accounts: Bipp personal accounts and Bipp business accounts, both covered by this user agreement.

Personal Accounts

If you primarily need to send personal transactions to family and friends, a personal account is probably right for you. With a personal account, you can:

Business Accounts

We recommend business accounts for people and organizations that primarily use Bipp to sell goods or services, receive donations, or serve as a middleman, even if your business is not incorporated. With a business account, you can:

Business accounts may be subject to fees that differ from the fees applicable to personal accounts. Business accounts are not eligible to receive “personal transactions”, although they may send personal transactions to friends and family with an eligible Bipp account.

Account Security

You are responsible for maintaining adequate security and control of any and all IDs, passwords, personal identification numbers, or any other codes that you use to access your Bipp account and the Bipp services and keeping your mailing address, email address, telephone number, and other contact information up-to-date in your Bipp Account profile.

You must never disclose your Bipp Account password or your customer reference number. Keep them safe. Change your password regularly. We will never ask you to provide your password to us or to a third party. Tell us if anyone asks for your password, and contact Customer Support if you are not sure about this or any other security-related aspect of your Bipp Account.

If you suspect your Bipp Account, login details, password, or any other security features are stolen, lost, used without authorization, or otherwise compromised, you are advised to change your password. Contact Customer Support immediately if you believe your credentials have been compromised or you are suspicious about the security of your password or any other security features. The compromise of your credentials could enable thieves to access your account and attempt transactions not authorized by you. We rely on you to regularly check the transaction history of your Bipp Account and to contact Customer Support immediately if you have any questions or concerns.

We may (but are not obligated to) suspend your Bipp Account or otherwise restrict its functionality if we have concerns about the security of the Bipp Account or any of its security features or potential unauthorized or fraudulent use of your Bipp Account or any of its security features.

Verification

If you open a Bipp Account and use certain Services, law requires that we verify some of your information. You authorize Bipp to make any inquiries we consider necessary to validate your identity. These may be made directly or through third parties, including checking commercial databases or credit reports.

We may need to ask you for further information, requiring you to provide your date of birth, a taxpayer identification number, and other information that will allow us to identify you reasonably. This could include requiring you to take steps to confirm ownership of your email address or financial instruments, ordering a credit report from a credit reporting agency, or verifying your information against third-party databases or through other sources. We may also ask to see your driver’s license or other identifying documents at any time.

Bipp reserves the right to close, suspend, or limit access to your Bipp Account and/or the Services in the event we are unable to obtain or verify this information.

Our Services

Add Money

You may add money in supported currencies into your Bipp Account in order to:

You can add money through one or more methods, for example, bank transfer (ACH or wire), credit cards, debit cards, cryptocurrencies, or third-party supported wallets platform. The number of methods available to you will depend on numerous factors including where you live and your verification status with us, as well as other factors.

Adding methods are not part of our Services; they are services provided by third parties, for example, the card provider which issued your credit or debit card. We cannot guarantee the use of any particular adding method and may change or stop offering a particular deposit method at any time without notice to you.

We will credit your Bipp Account once we have received your money, and we are not responsible for the money you have deposited until we have received it. For some particular deposit methods, we will credit the money to your Bipp Account as soon as possible subject to our right of reversal. This means if the actual amount you intended to add does not reach us within a reasonable time, we may deduct such an amount from your Bipp Account. See Reversals and Chargebacks for details. If you do not have enough money in your Bipp Account for this purpose, we can demand repayment from you using other methods. See Negative Account Balances for further details.

Adding Money by Debit or Credit Card

If you choose to add money via debit or credit card, provided we offer such options, you will need to provide your card details, including your card number and cardholder name. The cardholder's name should match with your Bipp Account Name to avoid financial fraud.

When you choose to add money via debit or credit card, you confirm that your card details are correct, that you are authorized to access and transmit funds from your card account, that your card account is in good standing with the account-holding financial institution, and that you have the authority to initiate a debit or credit card payment in the amount at issue to or from your card account.

You may authorize us or our partners to initiate credits and debits to your bank account through card payment networks to process a requested transaction, including any applicable fees and charges, and this authorization shall remain in effect so long as you are a registered user with the Service unless canceled in accordance with this User Agreement.

Adding Money by Wire or ACH Push

If you choose to upload money using the ACH push or domestic wire transfer method, then your transaction order will remain inactive until we receive your funds in our specified account. Such payments must be made to our specified account via ACH Push or domestic wire transfer. In cases where for any reason the upload transaction is canceled or refused, then we will promptly return the deposit to your bank account from which the transaction originated. If we are unable to return the deposit, then we will promptly contact you using the most current contact information provided to us by you through your Bipp registration.

The account name should match with your Bipp Account Name to avoid financial fraud. We won't be able to process your deposit if there is any discrepancy.

Adding Money by Blockchain Cryptocurrency

If you opt to add funds via cryptocurrency, your transaction will stay inactive until we verify the receipt of your cryptocurrency to a wallet address specified by us. The deposit should be directed to a designated cryptocurrency wallet address assigned to your account. Because cryptocurrency transactions are irreversible, we strongly advise verifying the provided wallet address and network before proceeding. Any errors on your part are your responsibility, and we cannot be held accountable for them.

Adding Money by Third-party Wallet

If you choose to add funds via a third-party wallet platform, your deposit order will remain pending until we confirm the receipt of your payment to our specified account associated with that platform. Such payments must be made to our specified account via the chosen third-party wallet platform. In cases where the transfer is canceled or refused for any reason, we will promptly return the deposit to the account from which the transaction originated. If returning the deposit is not possible, we will promptly contact you using the most current contact information provided to us through your registration with the third-party platform.

Other Information About Adding Money

No other deposit methods are accepted, including cash, mailed check, or electronic check. For legal, security, or other reasons, there may be financial limits for particular deposit methods or currencies, or for how much you can add into your Bipp Account.

If you selected an upload method that gives you reversal and chargeback rights (for example, in relation to your credit card, you ask your card provider to reverse a transaction on your card), please see Reversals and Chargebacks below.

Deposit Fees

The fees for adding money, if there are any, will be disclosed to you when you initiate a deposit. You can find a list of all fees on the Pricing Page. For clarity, the fees applicable to you on the Pricing Page form part of this User Agreement and are subject to change.

You agree to pay the relevant fees using your chosen method. The fee will be charged at the time when we process the deposit. Our fee does not include any fees that your deposit method (bank, payment platform) may charge. Those fees may be deducted from the money you are adding into your Balance Account.

You are responsible for any taxes which may be applicable to payments you make or receive, and it is your responsibility to collect, report, and pay the correct tax to the appropriate tax authority.

We may charge you a variable fee during periods of potential heightened volatility or unpredictability in the foreign exchange market, as determined by Bipp. We will let you know if this fee is applicable when you set up your order.

Receive Money

You may only use your Bipp ID (Bipp account email) to receive funds in your Bipp Account.

When someone sends money to your Bipp Account using your Bipp ID, the money will appear in your Balance Account. We may ask you to confirm that you are expecting money. You should check the incoming funds in your Bipp Account against your own records regularly and let us know if there are any irregularities.

Funds you receive will be automatically converted into your account currency except for cryptocurrency. See Currency Conversion below for details.

You are not permitted to receive payments by other payment methods, including cash, mailed check, or electronic check. There may be financial limits for particular payment methods or currencies. To send money to you, the sender may have to register a Bipp Account.

Holding a Balance

Bipp is not a bank, and your Balance Account is not a bank account. The specified bank account details that we provide to you to receive funds from third parties are for accounts held by Bipp and its affiliates or partners (and we will credit your Balance Account, which is held by us, upon receipt of such funds), and are not for a bank account held by you. Value held as a balance in your Balance Account represents an unsecured claim against Bipp and is not insured by the Federal Deposit Insurance Corporation (FDIC) or any other deposit protection scheme.

Bipp may invest balances held by its customers in permissible investments in accordance with state money transmitter laws. Bipp owns the interest or other earnings on these investments, if any. Bipp does not use balances held by its customers for operating expenses or other corporate purposes and will not voluntarily make such funds available to its creditors in the event of bankruptcy.

Managing Your Money in Multiple Currencies

Your Balance Account balance may be held in certain currencies supported by Bipp from time to time. You may hold a balance in more than one of these currencies simultaneously. You are responsible for all risks associated with maintaining a Bipp Account balance in multiple currencies. You may not manage multiple currencies for speculative trading purposes.

Send Money

External transfers refer to transferring funds from a Bipp account to a third-party account, typically held by a non-Bipp user. On the other hand, internal transfers involve moving funds from one Bipp account to another Bipp account.

You may send money externally or internally, using your credit card or using funds in your Balance Account by:

When you send money, you will be charged a fee. We will let you know the exact amount of the fee when you submit your request. You can also find out more information about the fees we charge on the Pricing Page and below in the Fees section.

When setting Transfer order, you must ensure that the recipient information (Bipp ID for internal transfer, third party account information for external transfer) you provide is correct and complete. We will not be responsible for money sent to the wrong recipient due to incorrect information provided by you. If you have provided the wrong information to us, you may ask us to assist you in recovering the money, but we cannot guarantee that such efforts will be successful.

Internal transfers are processed automatically if the recipient's account is not blocked or subject to any problems with Bipp. External transfers may be completed in up to 3 to 5 working days. We do not have any control over the time it may take for a recipient’s bank or wallet payment provider to credit and make available funds to you or your recipient once we make the funds available to the recipient’s bank or wallet payment provider. We may notify you about the status of the transfer.

It's essential to understand that, concerning funding a Transfer via a financial card, the Transfer order will be pending upon Bipp confirming the reception of the funds. Every transfer order is assigned a unique transfer number, visible in your Bipp Account's transaction history. When communicating with us regarding a specific transfer, please reference this transfer number.

In the event of encountering any issues on the recipient's side, we reserve the right to cancel the transfer. In such cases, the transferred funds, excluding any fees, will be refunded to your Balance account regardless of the initial funding method (Balance or cards).

Limits on Transfer

We may also place limits on the amount of currency you may Transfer at any given time. For more information on the applicable limits, please visit our Frequently Asked Questions page. We may limit the amount of your internal or external Transfer order consistent with our obligations under applicable law and at our discretion. If your external Transfer order is received by us after 5:00 PM EST on a Business Day or not on a Business Day, your Transfer order will be deemed received on the following Business Day.

Transfer Order Cancellation

You have the right to cancel a Transfer order for personal, family, or household purposes and obtain a full refund of all funds paid to us, including any fees regarding that order, within five (5) minutes of submitting the transaction order when the transfer status is pending. Transfer orders may be canceled from the website or application.

If there is any fraud involved, you may directly submit a request in writing through the Help Center. If you contact us to cancel a transfer, please provide us with enough information to enable us to identify the transfer within our system, which may include:

We may refund canceled Transfer orders that were initiated from funds held in your Balance Account directly back into your Balance Account. You may withdraw the refunded amount following the steps in the section Transferring Money or Withdrawing Money from your Balance Account.

Transfer Fees

The fees for transferring money will be disclosed to you when you place an order and before you submit the transaction. You can find a list of all fees on our Pricing Page. For clarity, the fees applicable to you on the Pricing Page form part of this User Agreement and are subject to change.

You agree to pay the relevant fees using your chosen payment method. The fee will be charged at the time when you submit the transfer. Our fee does not include any fees that your bank or the recipient’s bank may charge. Those fees may be deducted from the money you add to your Balance Account. We will not process a transfer order until we have received the applicable fee from you.

You are responsible for any taxes which may be applicable to the transfer you make or receive, and it is your responsibility to collect, report, and pay the correct tax to the appropriate tax authority.

We may charge you a variable fee during periods of potential heightened volatility or unpredictability in the foreign exchange market, as determined by Bipp. We will let you know if this fee is applicable when you set up your order.

Withdraw Money

When withdrawing funds from your Balance account, you'll be required to provide details for your chosen withdrawal method. This may include bank account information or other specified withdrawal options. Those methods will be saved for further withdrawal.

When adding a withdrawal method, please ensure that the name of the account holder matches the name associated with your Bipp account to prevent potential financial discrepancies or fraud. We reserve the right to cancel any withdrawal if we detect such discrepancies or fraud.

Upon initiating a withdrawal, you affirm the accuracy of the provided information and certify your authorization to access and transfer funds from your Balance account. You guarantee that the designated withdrawal account maintains good standing with its respective financial institution.

By requesting a withdrawal, you grant us or our partners authorization to execute the necessary transactions to process the withdrawal, inclusive of any associated fees and charges. This authorization remains effective for your registration with our service unless revoked in accordance with our User Agreement.

Currency Conversion/Swap

Our Services include the ability to convert/swap currencies, for example:

A conversion/swap fee may apply when we perform a currency conversion or swap in your Balance Account. You can also find out more information about the fees we charge on the Pricing Page and below in the Fees section.

We reserve the right in our sole discretion to refuse any currency conversion/swap order. Reasons for refusal may include but are not limited to incorrect information about you, insufficient available funds, or where we believe you may have violated this User Agreement, including where we believe you are attempting to engage in currency trading or other trading for purposes not permitted by this User Agreement.

We will endeavor to notify you of any refusal, using the contact information in your Bipp Account, stating (where possible) the reasons for such refusal and explaining how to correct any errors. However, we will not notify you if such notification may be unlawful.

Exchange Rate

When we refer to an exchange rate in this User Agreement, it means the exchange rate at the relevant time for the relevant currency pair (for example, GBP to EUR, USD to EUR) that is offered by Bipp, which is typically calculated from a reference rate provider. We reserve the right to add or deduct any relevant spread or markup to the reference rate as per our business model to generate revenue. We may change our reference rate provider, spread, or markup from time to time without notice to you.

For some currencies, we do not use the mid-market exchange rate, including where we are required by laws to use a specific reference rate for the exchange rate for your currency pair. For these currencies, we will notify you of the exchange rate offered by Bipp when you place a transaction.

Not a Currency Trading Platform

Bipp is not a currency trading platform, and accordingly, you should not use our Services, including the Bipp Account or the auto-conversion order function, for this purpose (including creating multiple auto conversion orders or a series of Money Transfers without the intention of completing them or for seeking to profit from FX trading). If we detect that you are using our Services for this purpose, we may, in our sole discretion, set a limit on the number of auto-conversion orders you may create, cancel your orders, set a limit on the amount of money you can convert or transfer in one or more currencies or in the same currency, restrict your ability to use this or other features, or suspend or close your Bipp Account and disgorge your gains.

Closing Your Bipp Account

You may close your Bipp account and terminate your relationship with us at any time without cost, but you will remain liable for all obligations related to your Bipp account even after the Bipp account is closed. When you close your Bipp account, we will cancel any scheduled or incomplete transactions. If you have a Balance Account linked to a personal account, you must withdraw or transfer any funds held in your Balance Account before closing your personal account, and closing a personal account will result in Bipp automatically closing any linked Balance Account. If you have a business account, you must withdraw or transfer any balance from your business account before closing it, and if you have not provided the required identifying information to us, or if we are unable to verify the required identifying information you provide, you must transfer any balance in your business account to a linked bank account, linked wallet account, or debit card.

In certain cases, you may not close your Bipp account, including:

Bipp Can Close Your Bipp Account

Bipp, in its sole discretion, reserves the right to suspend or terminate this User Agreement, access to or use of its Service websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf, or some or all of the Services for any reason and at any time upon notice to you and, upon termination of this User Agreement, the payment to you of any unrestricted prepaid money held in your balance.

Bipp can close your Bipp account for the following reasons, but are not limited to:

We may also suspend your Bipp Account if it has been compromised or for other security reasons; or has been used or is being used without your authorization or fraudulently. See Account Security above for details.

If we close your Bipp Account or terminate your use of the Services for any reason, we’ll provide you with notice of our actions and make any unrestricted prepaid money held in your Bipp Account available for withdrawal. You are responsible for all reversals, chargebacks, fees, fines, penalties, and other liabilities incurred by Bipp, any other Bipp customer, or a third party, caused by or arising out of your breach of this User Agreement, and/or your use or the use of your authorized third parties of the Services. You agree to reimburse Bipp, any Bipp customer, or a third party for any such liability. See Reversals and Chargebacks, and Negative Account Balances.

On termination for any reason, all rights granted to you regarding the App shall cease, and you must immediately delete or remove the App from your devices.

Issues, Errors, and Unauthorized Transactions

Errors in Your Balance Account

An Error in your Balance Account means the following:

Errors in Transfer

An Error in a Transfer sent for personal, family, or household purposes, and the payment amount equals or exceeds $15 USD, means the following:

The following are NOT considered Errors:

Error Resolution

You must ensure that the information you provide to us when you send, withdraw money, or make a payment is accurate. Once a transaction is processed, it cannot be reversed (except where, and to the extent, required by applicable law) and, except as expressly set forth in this User Agreement, we will not be liable in any way for any loss you suffer as a result of a transaction being carried out in accordance with your instructions (or a third party acting on your behalf).

If you believe there to be an error regarding a transaction or other problem, then you should notify Bipp Support through our Help Center within 7 days of the date we disclosed to you that a transaction has been completed.

When you do, please tell us as much of the following information as possible:

  1. Your name and address;
  2. The error or problem with the transaction, and why you believe it is an error or problem;
  3. The name of the recipient, and if you know it, the telephone number or address;
  4. The amount of the transfer; and
  5. The transfer number.

Reversals and Chargebacks

If you receive a payment that is later refunded or invalidated for any reason, you are responsible for the full amount of the payment sent to you plus any fees (including any applicable chargeback fee described below). Whenever a transaction is reversed, Bipp will refund or reverse the transaction from your Bipp Account in the same currency as the original transaction. If your Bipp Account balance for a particular currency is insufficient to cover the amount of a refund or reversal, Bipp will perform a currency conversion to refund or reverse the transaction, subject to the exchange rate being offered by Bipp in the applicable currencies at that time. For details about what happens if your Bipp Account balance becomes negative, please see Negative Account Balances.

Chargeback Fees

If you receive a debit or credit card-funded payment through your Bipp Account and you (or a third party) pursue a chargeback for the transaction with the card issuer, then Bipp may assess you with a chargeback fee (for facilitating the chargeback process) and will remove the charged-back funds from your Balance account.

Negative Balances

If your Bipp Account goes into a negative amount, including due to a chargeback, reversal of a transaction, deduction of fees, or any other action carried by you or a third party, that negative amount represents an amount you owe to Bipp and you promise to repay the negative amount immediately without any notice from us. We may send you reminders or take such other reasonable actions to recover the negative amount from you, for example, we may use a debt collection service or take further legal actions. We may charge you for any costs we may incur due to these collection efforts.

Unauthorized Transactions

An Unauthorized Transaction occurs when money is sent from your Bipp Account that you did not authorize and that did not benefit you. For example, if someone steals your password, uses the password to access your Bipp Account, and sends a payment from your Balance Account, an Unauthorized Transaction has occurred.

The following are NOT considered Unauthorized Transactions:

Protection from Unauthorized Transactions

To protect yourself from unauthorized activity in your Bipp Account, you should regularly log into your Bipp Account and review your Balance Account statement and the list of your transactions. Bipp will notify you of each transaction by sending an email to your primary email address registered in the account. You should review these transaction notifications to ensure that each transaction was authorized and accurately completed.

Bipp will protect you from unauthorized activity in your Bipp Account. When this protection applies, Bipp will cover you for the full amount of the unauthorized activity as long as you cooperate with us and follow the procedures described below.

Reporting an Unauthorized Transaction

If you believe your Wise login information has been lost or stolen, email us through our Help Center.

Tell us right away if you believe your Bipp login information has been lost or stolen, or if you believe that transactions have been made in your Bipp Account without your permission using your login information. You could lose all the money in your Wise Account. If you tell us within 60 days after we provide you your Bipp Account statement showing transactions you did not make, you will be eligible for 100% protection for Unauthorized Transactions.

Also, if your Bipp Account statement shows transactions that you did not make, including those made with your Bipp login information or by other means, tell us at once. If you do not tell us within 60 days after we provided the statement to you, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good reason (such as a long trip or a hospital stay) kept you from telling us, we will extend the time periods.

Bipp’s Rights

Suspension and Termination Rights

Bipp, in its sole discretion, reserves the right to suspend or terminate this User Agreement, access to or use of its websites, software, systems (including any networks and servers used to provide any of the Bipp services) operated by us or on our behalf, or some or all of the Bipp services for any reason and at any time upon notice to you and, upon termination of this User Agreement, the payment to you of any unrestricted funds held in your Bipp account.

Security Interest

As security for the performance of your obligations under this User Agreement, you grant to Bipp a lien on, and security interest in and to, funds held in your Bipp account.

Amounts Owed to Bipp

If the balance in your Bipp account becomes negative for any reason, that negative balance represents an amount that you owe to Bipp. Bipp may deduct these amounts from funds that are added to your Bipp account later, either by you or from payments you receive. If you have more than one Bipp account, we may set off a negative balance in one Bipp account against a balance in your other Bipp account(s), including a Balance Account. If you continue using your Bipp account when it has a negative balance, you authorize Bipp to combine the negative balance with any debit or transaction sent from your account when that combination is disclosed to you before initiating the debit or transaction.

If you hold funds in a Bipp account in multiple currencies, and the balance for one of the currencies becomes negative for any reason, Bipp may set off the negative balance by using funds you maintain in a different currency. A currency conversion will be necessary, and Bipp’s transaction exchange rate (including our currency conversion spread) will be used.

In addition to the above, if you have a past due amount owed to us or our affiliates, Bipp may debit your Bipp account to pay any amounts that are past due.

Insolvency Proceedings

If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, we’ll be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this User Agreement.

Assumption of Rights

If Bipp invalidates and reverses a payment that you made to a recipient (either at your initiative or otherwise), you agree that Bipp assumes your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, at Bipp’s discretion.

No Waiver

Our failure to act with respect to a breach of any of your obligations under this User Agreement by you or others does not waive our right to act with respect to subsequent or similar breaches.

Indemnification and Limitation of Liability

In this section, we use the term “Bipp” to refer to Bipp Finance LLC, and our affiliates, and each of their respective directors, officers, employees, agents, joint venturers, service providers, and suppliers. Our affiliates include each entity that we control, we are controlled by, or we are under common control with.

Indemnification

You must indemnify Bipp for actions related to your Bipp account and your use of the Bipp services. You agree to defend, indemnify and hold Bipp harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party due to or arising out of your breach of this User Agreement, your improper use of the Bipp services, your violation of any law or the rights of a third party, and/or the actions or inactions of any third party to whom you grant permissions to use your Bipp account or access our websites, software, systems (including any networks and servers used to provide any of the Bipp services) operated by us or on our behalf, or any of the Bipp services on your behalf.

Limitation of Liability

Bipp’s liability is limited with respect to your Bipp account and your use of the Bipp services. In no event shall Bipp be liable for lost profits or any special, incidental, or consequential damages (including without limitation damages for loss of data or loss of business) arising out of or in connection with our websites, software, systems (including any networks and servers used to provide any of the Bipp services) operated by us or on our behalf, any of the Bipp services, or this User Agreement (however arising, including negligence), unless and to the extent prohibited by law.

Our liability to you or any third parties in any circumstance is limited to the actual amount of direct damages. In addition, to the extent permitted by applicable law, Bipp is not liable, and you agree not to hold Bipp responsible for any damages or losses (including, but not limited to, loss of money, goodwill, reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from:

Information Security

Please see Account Security above for further details on how to keep your Bipp Account safe. See also Protection from Unauthorized Transactions.

You are responsible for configuring your information technology, computer programs, and platform to access our Services. You should use your own virus protection software. You must not misuse our Services by introducing viruses, trojans, worms, logic bombs, or other materials which are malicious or technologically harmful. You must not attempt to gain unauthorized access to the Services, or our Website, our servers, computers, or databases. You must not attack the Services, including via our Website with any type of denial-of-service attack. By breaching this provision, you would commit a criminal offense under applicable law, including the Computer Fraud and Abuse Act (18 U.S.C. § 1030). We may report any such breach to the relevant law enforcement authorities and we may cooperate with those authorities by disclosing your identity or other information to them. In the event of such a breach, your right to access and use our Website and/or our Services will cease immediately without notice, and you must immediately cease all such access and use.

Disclaimer of Warranty and Release

Disclaimer of Warranty

The Services are provided “As-Is”, “Where Is”, and “Where Available” and without any representation or warranty, whether express, implied, or statutory. Bipp specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement. We disclaim all warranties with respect to the Services to the fullest extent permissible under applicable law, including the warranties of merchantability, fitness for a particular purpose, non-infringement, and title.

Service Availability

We will try to make sure our Services are available to you when you need them. However, we do not guarantee that our Services will always be available or be uninterrupted. We have the right to suspend, withdraw, discontinue or change all or any part of our Service without notice. We will not be liable to you if for any reason our Services are unavailable (in whole or in part) at any time or for any period. You are responsible for making all arrangements necessary for you to have access to the Services (including all hardware and telecommunications services).

Release

If you have a dispute with any other Bipp account holder, you release Bipp from any and all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise, for example, California Civil Code § 1542) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

Intellectual Property

Bipp’s Trademarks

"Bippfinance.com," "Bipp," "Bipp Business," and all logos related to the Bipp services are either trademarks or registered trademarks of Bipp or Bipp’s licensors. You may not copy, imitate, modify, or use them without Bipp’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Bipp. You may not copy, imitate, modify, or use them without our prior written consent. You may use HTML logos provided by Bipp for the purpose of directing web traffic to the Bipp services. You may not alter, modify, or change these HTML logos in any way, use them in a manner that mischaracterizes Bipp or the Bipp services, or display them in any manner that implies Bipp’s sponsorship or endorsement. All rights, title, and interest in and to the Bipp websites, any content thereon, the Bipp services, the technology related to the Bipp services, and any and all technology and any content created or derived from any of the foregoing is the exclusive property of Bipp and its licensors.

License Grants, Generally

If you are using Bipp software such as an API, developer’s toolkit, or other software application, which may include software provided by or integrated with software, systems, or services of our service providers, that you have downloaded or otherwise accessed through a web or mobile platform, then Bipp grants you a revocable, non-exclusive, non-sublicensable, non-transferable, royalty-free limited license to access and/or use Bipp’s software in accordance with the documentation accompanying such software. This license grant applies to the software and all updates, upgrades, new versions, and replacement software. You may not rent, lease, or otherwise transfer your rights in the software to a third party. You must comply with the implementation, access, and use requirements contained in all documentation accompanying the Bipp services. If you do not comply with implementation, access, and use requirements, you will be liable for all resulting damages suffered by you, Bipp, and third parties.

Bipp may update or discontinue any software upon notice to you. While Bipp may have (1) integrated certain third-party materials and technology into any web or other application, including its software, and/or (2) accessed and used certain third-party materials and technology to facilitate providing you with the Bipp Services, you have not been granted and do not otherwise retain any rights in or to any such third-party materials. You agree not to modify, alter, tamper with, repair, copy, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the software or any third-party materials or technology, or otherwise create any derivative works from any of the software or third-party materials or technology. You acknowledge that all rights, title, and interest to Bipp’s software are owned by Bipp and any third-party materials integrated therein are owned by Bipp’s third-party service providers. Any other third-party software application you use on the Bipp websites is subject to the license you agreed to with the third party that provides you with this software. You acknowledge that Bipp does not own, control, nor have any responsibility or liability for any such third-party software application you elect to use on any of our websites, software, and/or in connection with the Bipp services.

License Grant from You to Bipp; Intellectual Property Warranties

Bipp does not claim ownership of the content that you provide, upload, submit, or send to Bipp. Nor does Bipp claim ownership of the content you host on third-party websites or applications that use Bipp services to provide payment services related to your content. Subject to the next paragraph, when you provide content to Bipp or post content using Bipp services, you grant Bipp (and parties that we work with) a non-exclusive, irrevocable, royalty-free, transferable, and worldwide license to use your content and associated intellectual property and publicity rights to help us improve, operate and promote our current services and develop new ones. Bipp will not compensate you for any of your content. You acknowledge that Bipp’s use of your content will not infringe any intellectual property or publicity rights. Further, you acknowledge and warrant that you own or otherwise control all of the rights to the content you provide, and you agree to waive your moral rights and promise not to assert such rights against Bipp.

License Grant from Merchants, Agents to Bipp

Notwithstanding the provisions of the prior paragraph, if you are a merchant using Bipp services to accept payments for goods and services, you hereby grant Bipp and its affiliates a worldwide, non-exclusive, transferable, sublicensable (through multiple tiers), and royalty-free, fully paid-up, right to use and display publicly, during the term of this User Agreement, your trademark(s) (including but not limited to registered and unregistered trademarks, trade names, service marks, logos, domain names, and other designations owned, licensed to, or used by you) for the purpose of (1) identifying you as a merchant that accepts a Bipp service as a payment form, and (2) any other use to which you specifically consent.

Miscellaneous

Bipp is a Payment Service Provider

We act as a payment service provider only. We do not:

Privacy

Protecting your privacy is essential to us. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your information.

Governing Law

You agree that, except to the extent inconsistent with or preempted by federal law and except as otherwise stated in this User Agreement, the laws of the State of Delaware, without regard to principles of conflict of laws, will govern this User Agreement and any claim or dispute that has arisen or may arise between you and Bipp, and regardless of your location.

Except for disputes that qualify for small claims court, all disputes arising out of or related to this Agreement or any aspect of the relationship between you and Bipp, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury, and you agree that Bipp and you are each waiving the right to trial by a jury. You agree that any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted, and you are agreeing to give up the ability to participate in a class action. The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules, as amended by this Agreement. The arbitrator will conduct hearings, if any, by teleconference or video-conference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator’s decision will follow the terms of this Agreement and will be final and binding.

Export Controls

You are responsible for complying with your State/Country export controls and for any violation of such controls, including any embargoes or other federal rules and regulations restricting exports. You represent, warrant, and covenant that you are not (a) located in, or a resident or a national of, any country subject to your government embargo, a country on your country/state sanctions list or other restriction, or that has been designated by your government as a “terrorist supporting” country; or (b) on any government lists of restricted end-users.

Unlawful Internet Gambling Notice

Restricted transactions as defined in Federal Reserve Regulation GG are prohibited from being processed through your Bipp Account or your relationship with Bipp. Restricted transactions generally include, but are not limited to, transactions in which credit, electronic fund transfers, checks, or drafts are knowingly accepted by gambling businesses regarding unlawful Internet gambling.

Translation of This User Agreement

Any translation of this User Agreement is provided solely for your convenience and is not intended to modify the terms of this User Agreement. Only the English language of the User Agreement version is an official version. In the event of a conflict between the English version of this User Agreement and a version in a language other than English, the English version shall prevail.

Data Protection

If you receive personal data about another Bipp user, you must keep such personal data confidential and only use it in connection with the Bipp services. You may not disclose or distribute any personal data about Bipp customers to a third party or use such personal data for marketing purposes unless you receive that customer’s express consent to do so. You may not send unsolicited emails to a Bipp user or use the Bipp services to collect payments to send or assist in sending unsolicited emails to third parties.

Severability

Each of the paragraphs of this User Agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect. If we delay in asking you to do certain things or in taking action, it will not prevent us from taking steps against you later.

Our failure to act with respect to a breach of any of your obligations under this User Agreement by you or others does not waive our right to act with respect to subsequent or similar breaches.