Legal

Bolt Connect Service Terms

These Bolt Connect Services Terms (these “Terms”) govern the access to and use of the Bolt Connect services (the “Services”) provided by Bolt Financial, Inc., a Delaware corporation, together with its subsidiaries and affiliates (collectively, “Bolt”), and are incorporated into any Master Services Agreement, Partnership Agreement, or Order Form executed between Bolt and the entity using the Services (“Merchant” or “you”). By using the Services, you agree to be bound by these Terms and the Bolt Merchant Terms of Use, which are incorporated herein by reference. If you do not agree to these Terms, you may not access or use the Services.<h2>1. DEFINITIONS</h2>For purposes of these Terms: &nbsp;<ol style="list-style-type:lower-latin;"><li>“Customer” means any end user purchasing goods or services from the Merchant.</li><li>“Customer Data” means all information, including personal data, relating to Customers that is provided, collected, or generated through Merchant’s use of the Services.</li><li>“Third-Party Provider” means any subcontractor, processor, or service provider engaged by Bolt to perform any part of the Services.</li><li>“Transaction” means any payment or transfer processed using the Services.</li><li>“Stablecoin Payouts” means optional merchant payouts in USDC, USDT, or other supported digital assets. &nbsp;</li></ol><h2>2. BOLT SERVICES</h2>2.1 Description. The Services provide merchant onboarding, compliance workflows, payment processing, embedded checkout functionality, and optional Stablecoin Payout capabilities for online marketplaces and related platforms.2.2 Modifications. Bolt may update or modify the Services from time to time, provided such updates do not materially reduce the core functionality of the Services. Any material modification will be communicated to Merchant at least thirty (30) days in advance.&nbsp;<h2>3. ELIGIBILITY</h2>Merchant represents and warrants that it:<ol style="list-style-type:lower-latin;"><li>is a business entity with legal capacity to enter into contracts;</li><li>will use the Services only for lawful purposes and in compliance with all applicable laws, including payment, data protection, and anti-money laundering regulations; and</li><li>will not use the Services for any prohibited or unlawful activity</li></ol>Merchant is solely responsible for goods and services it sells to Customers and for all obligations it owes to Customers, including customer service, refunds, and compliance with consumer protection laws.&nbsp;<h2>4. ACCOUNT REGISTRATION AND ONBOARDING&nbsp;</h2>4.1 Verification. To access the Services, Merchant must complete Bolt’s onboarding process, which may include KYB/KYC checks, identity verification, and submission of supporting documentation.4.2 Third-Party Onboarding. Bolt may use Third-Party Providers to perform verification and compliance checks. Merchant authorizes Bolt to share necessary information for this purpose.4.3 Account Security. Merchant shall maintain the confidentiality of its account credentials and notify Bolt immediately of any unauthorized use. Merchant is responsible for all activity conducted under its account.&nbsp;<h2>5. PAYMENTS AND PAYOUTS</h2>5.1 Processing. Bolt will process Customer Transactions on Merchant’s behalf and remit funds in accordance with the payout schedule communicated through Merchant’s account or as specified in a separate addendum. 5.2 Stablecoin Payouts. Stablecoin Payouts may be provided as an optional feature subject to network fees, wallet accuracy, and applicable law. Bolt is not liable for any delay or loss caused by blockchain network congestion, smart contract failure, or incorrect wallet information. &nbsp;5.3 Disputes and Chargebacks. Merchant is financially liable to Bolt for all chargebacks, refunds, and fines arising from its Transactions. Bolt may offset or deduct such amounts from subsequent payouts.&nbsp;<h2>6. COMPLIANCE AND RESTRICTIONS</h2>6.1 Compliance Obligations. Merchant shall comply with all laws applicable to its business and its use of the Services, including but not limited to tax, sanctions, data privacy, and consumer protection obligations.6.2 Prohibited Activities. Merchant shall not use the Services for any prohibited or illegal activity, including but not limited to:<ol style="list-style-type:lower-latin;"><li>sale of illegal goods or services;</li><li>money laundering or terrorist financing;</li><li>activities listed in Bolt’s Acceptable Use Policy.</li></ol>6.3 Suspension. Bolt may suspend or terminate Merchant’s access to the Services if it reasonably determines that Merchant poses a compliance, fraud, or reputational risk.&nbsp;<h2>7. FEES</h2>7.1 Fees and Changes. Fees applicable to the Services are disclosed through Merchant’s account dashboard, addendum, or at bolt.com/connect. Bolt may modify fees upon thirty (30) days’ notice. Continued use of the Services constitutes acceptance of the revised fees.7.2 Taxes. Fees are exclusive of taxes. Merchant is responsible for all applicable taxes and assessments arising from its use of the Services.&nbsp;<h2>8. DATA AND PRIVACY</h2>8.1 Ownership. As between the Parties, Merchant retains all rights, title, and interest in and to Customer Data.8.2 License to Bolt. Merchant grants Bolt a non-exclusive, worldwide, royalty-free license to collect, store, use, and process Customer Data solely to provide, maintain, and improve the Services and comply with applicable law.8.3 Data Use Limitations. Bolt shall not sell Customer Data or use it to compete directly with Merchant’s products or services.8.4 Data Protection. Each Party shall comply with all applicable data protection laws, including the CCPA and GDPR. Bolt shall implement commercially reasonable safeguards to protect Customer Data against unauthorized access, loss, or disclosure.8.5 Breach Notification. In the event of a confirmed data breach involving Customer Data, Bolt shall notify Merchant without undue delay and provide information necessary for Merchant’s compliance with any applicable notification obligations.8.6 Data Return or Deletion. Upon termination, Merchant may request that Bolt return or delete Customer Data, except where retention is required by law.&nbsp;<h2>9. THIRD-PARTY PROVIDERS</h2>9.1 Subcontracting. Bolt may engage Third-Party Providers, including payment processors, blockchain providers, and cloud vendors, to perform portions of the Services.9.2 Responsibility. Bolt remains responsible for the acts and omissions of its Third-Party Providers under these Terms.9.3 Additional Terms. Merchant’s use of certain Services may be subject to additional terms of such Third-Party Providers, which Merchant agrees to comply with.&nbsp;<h2>10. WARRANTIES AND DISCLAIMERS</h2>10.1 Mutual Warranties. Each Party represents that it has the power and authority to enter into these Terms.10.2 Disclaimer. Except as expressly provided, the Services are provided “AS IS” without warranty of any kind, whether express, implied, statutory, or otherwise, including merchantability, fitness for a particular purpose, or non-infringement.10.3 No Guarantee. Bolt does not warrant that the Services will be uninterrupted, error-free, or secure.&nbsp;<h2>11. INDEMIFICATION</h2>11.1 By Merchant. Merchant shall indemnify and hold harmless Bolt from any claims, losses, or damages arising from:<ol style="list-style-type:lower-latin;"><li>Merchant’s breach of these Terms;</li><li>Merchant’s violation of law; or</li><li>claims by Customers relating to Merchant’s products or services.</li></ol>11.2 By Bolt. Bolt shall indemnify and hold harmless Merchant from any third-party claims alleging that the Services infringe any intellectual property right of a third party.&nbsp;<h2>12. LIMITATION OF LIABILITY&nbsp;</h2>12.1 Cap. Except for fraud, willful misconduct, or breach of confidentiality, each Party’s aggregate liability shall not exceed the total fees paid by Merchant in the twelve (12) months preceding the claim.12.2 Exclusion of Damages. Neither Party shall be liable for indirect, consequential, incidental, or punitive damages, including loss of profits, data, or goodwill.&nbsp;<h2>13. TERMS AND TERMINATION&nbsp;</h2>13.1 Term. These Terms remain in effect so long as Merchant uses the Services or until terminated by either Party.13.2 Termination for Cause. Either Party may terminate for material breach if not cured within thirty (30) days after written notice.13.3 Termination for Convenience. Merchant may terminate at any time by ceasing to use the Services; Bolt may terminate with thirty (30) days’ written notice.13.4 Effect of Termination. Upon termination, all fees owed through the termination date shall become immediately due and payable.13.5 Data Transition. Bolt shall provide Merchant a thirty (30)-day period following termination to export Customer Data in a commercially usable format.&nbsp;<h2>14. GENERAL PROVISIONS&nbsp;</h2>14.1 Governing Law. These Terms are governed by and construed under the laws of the State of Delaware, without regard to conflicts of law principles.14.2 Assignment. Neither Party may assign these Terms without prior written consent, except to an affiliate or in connection with a merger or sale of substantially all assets.14.3 Severability. If any provision is held unenforceable, the remaining provisions remain in full force and effect.14.4 Notices. All notices shall be in writing and delivered by email or certified mail to the addresses provided by each Party.14.5 Entire Agreement. These Terms, together with the Master Agreement and any applicable addenda, constitute the entire understanding between the Parties regarding the Services.14.6 Counterparts and Electronic Signature. These Terms may be executed in counterparts and delivered electronically, each of which is deemed an original.