Last updated: November 18, 2025

These PNC Bank Acquirer Terms (“Member Bank Terms”) supplement the Stripe Services Agreement (including the General Terms, the Stripe Financial Services Terms, and the Stripe Payments Terms) (together, the “Agreement”) and are additional terms applicable to the Stripe Payments Services for Visa and Mastercard products for which PNC Bank, N.A. (“Member Bank”) is a Payment Method Acquirer (“VM Payment Processing Services”). In these Member Bank Terms, Visa and Mastercard may be referred to individually as a “Network” and collectively as the “Networks”, and the rules issued by a Network are the “Network Rules.” Additionally, for purposes of these Member Bank Terms, if User are registered with a Network pursuant to applicable Network Rules, User are considered “Network Registered.” Any terms used but not defined in these Member Bank Terms will have the meaning provided in the Agreement.

These Member Bank Terms constitute a legal agreement among User, Stripe, and Member Bank, a national bank, with offices at 300 Fifth Avenue, Pittsburgh, PA 15222. The legal agreement is formed by Member Bank’s and Stripe’s offer of these Member Bank Terms to User, User’s acceptance of these Member Bank Terms, and Member Bank’s and Stripe’s subsequent provision of VM Payment Processing Services to User.

These Member Bank Terms are offered to User, and the legal agreement established by these Member Bank Terms becomes effective as provided below.

• For all users of the VM Payment Processing Services, except Network Registered users: These Member Bank Terms become effective only when User process more than $1 million in Transactions on a Network within any twelve-month period. Importantly, the $1 million threshold for effectiveness of these Member Bank Terms is set by each Network, and either Network may change its threshold for effectiveness of these Member Bank Terms at any time with no notice to User. Until User process more than $1 million in Transactions on a Network (or such other processing thresholds as may be established by either Network), these Member Bank Terms are not effective, and User do not have a direct legal agreement with Member Bank with respect to the VM Payment Processing Services.
• For Network Registered users of the VM Payment Processing Services: These Member Bank Terms become effective when User process User’s first Transaction on a Network.

User understands and agrees that Stripe or Member Bank may enforce any provisions of the Agreement that relate to Stripe or Member Bank’s provision of or User’s use of the VM Payment Processing Services, and User acknowledges that User is directly responsible to Member Bank under the Agreement for any liability to Member Bank caused by User’s breach of the Agreement. Stripe or Member Bank may also terminate these Member Bank Terms at any time, which may limit or terminate User’s ability to use the VM Payment Processing Services. Further, either Network may, at any time for any reason, terminate these Member Bank Terms with respect to Payment Processing Services for its products.

User must accept all of the terms and conditions of these Member Bank Terms to use the VM Payment Processing Services. If User does not accept them, User may not receive VM Payment Processing Services.

1. Network Compliance and Disclosure

Important Member Bank Disclosures: Member Bank discloses that (i) it is the only entity approved to extend acceptance of Visa and Mastercard products directly to User under these Member Bank Terms; (ii) it must be a principal party to these Member Bank Terms; (iii) it is responsible for educating User on the Network Rules with which User must comply, but this information may be provided to User by Stripe; and (iv) subject to Section 4 of these Member Bank Terms, with respect to Transactions processed through the VM Payment Processing Services, it is responsible for and must provide the Settlement Funds (as defined below) that it receives to Stripe (or Stripe’s designated financial services provider) for Stripe’s distribution to User; and (v) with respect to Transactions processed through the VM Payment Processing Services, Stripe is responsible for all funds that may be held in reserve that are derived from User’s Settlement Funds.

User’s Responsibilities: In addition to any other responsibilities set forth in these Member Bank Terms, User agrees that, at all times throughout the term of these Member Bank Terms, User will (i) comply with the PCI Standards in using and maintaining Payment Method Account Details; (ii) maintain fraud and Dispute rates acceptable under the Network Rules; (iii) review and understand the terms of these Member Bank Terms; (iv) comply with the Network Rules and Laws; and (v) comply with the Agreement.

Stripe is registered as a Payment Facilitator and an Independent Sales Organization (ISO) by Member Bank. User may contact Member Bank by writing to PNC Bank, N.A., 1600 Market Street, 8th Floor, Philadelphia, PA 19103.

2. Purpose of these Member Bank Terms

When User process more than $1 million within any twelve-month period in Visa or Mastercard Transactions through a particular Payment Method Acquirer, or, if User is Network Registered, when User processes User’s first Visa or Mastercard Transaction through a particular Payment Method Acquirer, applicable Network Rules require User to enter into a direct contractual relationship with the Payment Method Acquirer. These Member Bank Terms constitute User’s direct contractual relationship with Member Bank, which is a member of the Networks, and a Payment Method Acquirer for Visa and Mastercard Transactions. In accordance with the requirements of the Network Rules, these Member Bank Terms are offered and effective, and User’s direct contractual relationship with Member Bank is established, as provided in the introductory paragraphs above.

As a Payment Method Acquirer, Member Bank authorizes User to accept payment from User’s Customers by Visa and Mastercard credit or debit card (“VM Payment Cards”). However, by using the VM Payment Processing Services and accepting VM Payment Cards, User is not establishing a depository or other account with Member Bank. As between Stripe and Member Bank, Stripe is responsible for underwriting and evaluating User’s eligibility to receive the VM Payment Processing Services, authorizing charges, settling funds to User’s User Bank Account(s) as provided in Section 4, and providing the VM Payment Processing Services pursuant to the terms of the Agreement.

Stripe, and not Member Bank, will provide customer service to User to resolve any issues User may have related to User’s use of the VM Payment Processing Services; however, User may contact Member Bank (using the contact information provided above) in the event User is unable to resolve any matters directly with Stripe. User is solely responsible for providing support to User’s Customers for all issues related to User’s products and services.

3. Compliance with Visa and Mastercard Rules

When User uses the VM Payment Processing Services to accept charges from VM Payment Cards, User must comply with the Network Rules, including the acceptance guidelines, monitoring programs, and activity reporting (including excessive credits, Disputes, or deposits) set forth therein. Under the Network Rules, certain activity may subject User to Disputes, fees, fines, settlement delays, withholdings, audits of User’s processing activity, or termination of these Member Bank Terms and/or the Agreement. Without limiting the foregoing, User specifically agrees to:

i. Only submit Transactions authorized by the cardholder;

ii. Only accept payment for the sale of products or services, and receipt of bona fide donations, conducted by User pursuant to User’s business as indicated in User’s Stripe Account and not for any products, services, or donations (i) prohibited by Laws or Network Rules, or (ii) that qualify as Prohibited or Restricted Businesses, unless User has received prior written approval from Stripe;

iii. Submit a Transaction for the full amount owed by the Customer for the Transaction except where User and the Customer agree on a partial shipment (such as receiving a portion of an order), or where the Transaction qualifies for delayed delivery or special order deposits (such as paying for a deposit on a custom-built product);

iv. Not establish minimum or maximum amounts (except as permitted by the Network Rules), or condition charges for use of VM Payment Cards, and not discourage the use of one VM Payment Card brand over another;

v. Not impose surcharges or taxes (except where permitted by Law and the Network Rules) and, where so done, User will only collect such amounts as part of the submitted charge;

vi. Not submit a Transaction that represents collection of a dishonored check;

vii. Only use the Network logos or marks in a manner permitted by the Network Rules;

viii. Prohibit use of Payment Cards for disbursement of cash (except as permitted by the Network Rules);

ix. Comply with the security obligations identified in the Agreement, including compliance with the PCI Standards and only use cardholder data as permitted, and certify such compliance upon request, and not permit or promote fraudulent use of VM Payment Cards or cardholder data;

x. Make clear to Customers that they are transacting with User prior to, during, and after the Transaction, including providing clear statement descriptors;

xi. Use all reasonable methods to resolve disputes with Customers, including those resulting in a Dispute, and not attempt to recharge a Customer for a Transaction that was previously Disputed and subsequently returned to User unless the recharge is expressly authorized by the Customer; and

xii. Provide clear refund and exchange language that is consistent with Laws and the Network Rules.

4. Authorization for Settlement and Disbursement of Funds

When Member Bank receives funds from the Networks for settlement of User’s Card Payments (“Settlement Funds”), Member Bank will provide the Settlement Funds to Stripe or Stripe Payments Company, which will accept the Settlement Funds on User’s behalf. User agrees to designate Stripe and Stripe Payments Company as User’s agent for purposes of receiving Settlement Funds, and User authorizes Stripe to instruct Member Bank on User’s behalf on how and when to make transfers of Settlement Funds to Stripe, including the initiation of holds, receipts, and disbursements of Settlement Funds. Settlement Funds will be held by Stripe in pooled merchant funds accounts pending disbursement to User (or any applicable third-party recipient User has instructed Stripe to make a disbursement to on User’s behalf) in accordance with the terms of the Agreement, including these Member Bank Terms.

User agrees User is not entitled to access the Settlement Funds prior to the Settlement Funds being credited by Stripe to User’s User Bank Account (or the bank account of a third-party recipient to which User has instructed Stripe to make a disbursement on User’s behalf). User further agrees that User has no right to direct Member Bank to distribute Settlement Funds, that User may not assign any interest in any Settlement Funds held by Member Bank, and that User is not entitled to any interest or other compensation associated with the Settlement Funds held by Member Bank. Any authorizations set forth in these Member Bank Terms will remain in full force and effect until User’s Stripe Account is closed or terminated.

User agrees that Member Bank’s transfer of Settlement Funds to User’s designated agents, Stripe or Stripe Payments Company, satisfies Member Bank’s settlement obligation to User, and that, after Member Bank transfers Settlement Funds to Stripe or Stripe Payments Company, any dispute or claim User may have regarding the receipt or amount of Settlement Funds will be between User and Stripe or Stripe Payments Company. Further, if a cardholder disputes a Transaction, if a Transaction is Disputed for any reason, or if Member Bank reasonably believes a Transaction is unauthorized or otherwise unacceptable, the amount of such Transaction may be Disputed and debited from Settlement Funds held by Member Bank.

5. Sharing of Data

a. User authorizes Stripe and Member Bank to provide Protected Data to each other to (i) provide the VM Payment Processing Services, (ii) comply with legal and regulatory obligations, and (iii) perform underwriting and risk review, including verification that User is legally permitted to transact and receive funds. This includes sharing information User provided to Stripe before these Member Bank Terms became effective and information about Member Bank and Stripe’s experience with User, such as termination of these Member Bank Terms by Member Bank and the reasons for such termination. Where required to comply with obligations under Laws, the Network Rules, or any of Member Bank’s regulatory obligations, Member Bank may provide any data to law enforcement, the Networks, or other government regulators.

b. To help the government fight the funding of terrorism and money laundering activities, federal law requires each financial institution to obtain, verify, and record information that identifies each person who establishes a customer relationship with the financial institution. To comply with this requirement, User authorizes and directs Stripe to provide to Member Bank any information required to verify User’s identity, including User’s name, address, and taxpayer identification number. If User is a legal entity, including a limited liability company or corporation, User authorizes and directs Stripe to provide Member Bank with information on the identity of (1) all beneficial owners of 25% or more of the company; and (2) at least one individual with significant control over the company.

6. Term and Termination

These Member Bank Terms become effective as provided in the introductory paragraphs and shall continue in effect so long as User uses the VM Payment Processing Services. These Member Bank Terms will terminate automatically upon termination of the Agreement, except for those terms which are intended to survive termination. In addition, the VM Payment Processing Services and/or these Member Bank Terms may be terminated by Member Bank, Stripe, or either Network as provided in the introductory paragraphs.

7. Representations and Warranties

In addition to the representations and warranties made in the Agreement, which are incorporated by reference to this Addendum in their entirety, User represents and warrants to Member Bank and Stripe as of each day on which User receive VM Payment Processing Services that:

a. User is legally able to enter into these Member Bank Terms;

b. User will not use the VM Payment Processing Services, directly or indirectly, for any fraudulent or illegal undertaking; and

c. User will only use the VM Payment Processing Services in a manner consistent with the Agreement (including these Member Bank Terms), the Documentation, and Network Rules.

8. Indemnification

Notwithstanding the foregoing or anything to the contrary in the Agreement, User agrees to defend, indemnify, and hold harmless Member Bank, and its respective employees, directors, agents, subcontractors and affiliates (collectively the “Member Bank Entities”) from and against any claim, suit, demand, loss, liability, damage (including indirect or consequential damage), action, or proceeding arising out of or relating to (a) User’s breach of any provision of the Agreement or these Member Bank Terms; (b) User’s use of the VM Payment Processing Services; (c) User’s obligations to pay fees or fines to Stripe, User’s Customers, Payment Method Providers, or third parties; (d) User’s negligence or willful misconduct or the negligence or willful misconduct of User’s employees, contractors, or agents; and (e) all third-party indemnity obligations Member Bank incurs as a direct or indirect result of User’s acts or omissions (including indemnification of any Network, card issuer, or intermediary bank).

9. Disclaimer of Warranties

THE SERVICES DESCRIBED IN THESE MEMBER BANK TERMS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF TITLE, QUALITY, SUITABILTY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ALL DISCLAIMERS OF WARRANTIES PROVIDED IN THE AGREEMENT WILL APPLY EQUALLY TO THE MEMBER BANK ENTITIES AS THEY DO TO STRIPE. THE MEMBER BANK ENTITIES (A) ARE NOT RESPONSIBLE FOR USER’S OR STRIPE’S FAILURE TO PERFORM OBLIGATIONS UNDER THE AGREEMENT AND (B) DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY USER, STRIPE, OR ANY THIRD PARTY.

10. Limitations on Liability

In no event will the Member Bank Entities be liable for any lost profits, lost revenue, lost business opportunity, loss of data, or any indirect, punitive, incidental, special, consequential, or exemplary damages arising out of, in connection with, or relating to the Agreement, these Member Bank Terms, or the VM Payment Processing Services described in either, including without limitation the use of, inability to use, or unavailability of services provided by Stripe. Under no circumstances will any of the Member Bank Entities be responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access, or use of the VM Payment Processing Services, User’s Stripe Account, or Protected Data, or User’s failure to use or implement security, controls, or processes that are appropriate for User’s business.

The Member Bank Entities assume no liability or responsibility for any (a) personal injury or property damage, of any nature whatsoever, resulting from User’s access to or use of the VM Payment Processing Services; (b) any misuse of VM Payment Processing Services or Protected Data; (c) any interruption or cessation of transmission to or from the VM Payment Processing Services; (d) any software bugs, viruses, or other harmful code that may be transmitted to, through, or in connection with the VM Payment Processing Services; (e) any errors, inaccuracies, or omissions in the VM Payment Processing Services or data, or any loss or damage resulting therefrom, regardless of the manner of transmission; or (f) defamatory, offensive, or illegal conduct of any third party.

The Member Bank Entities’ cumulative liability to User is limited to direct damages and in all events will not exceed in the aggregate the amount of fees or compensation actually received by Member Bank from Stripe for the Transactions processed for User through the VM Payment Processing Services during the three (3) month period immediately preceding the event that gives rise to the claim for liability. The limitation of liability in the preceding sentence will not apply to claims by User against Member Bank for direct damages for failure to transfer Settlement Funds to Stripe in accordance with Section 4 of these Member Bank Terms, in which case Member Bank liability for such direct claim by User is limited to the amount of any Settlement Funds that Member Bank failed to transfer to Stripe in accordance with Section 4 of these Member Bank Terms.

Without limiting anything to the contrary above, User agrees to provide Member Bank, via a communication with Stripe, with written notice of any alleged breach by Member Bank of these Member Bank Terms, which notice will specifically detail such alleged breach, within sixty (60) days of the date on which User discovered or reasonably should have discovered the alleged breach. Failure to provide notice shall be deemed an acceptance by User and a waiver of any and all rights to dispute such breach.

The foregoing will apply to the fullest extent permitted by law in the applicable jurisdiction and will apply regardless of the legal theory on which the claim is based, including without limitation contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if Stripe or Member Bank have been advised of the possibility of such damage.

11. United States Only Services; No Illegal Activities

User may not use the VM Payment Processing Services or services of any kind offered by Member Bank from, or on behalf of persons or entities (a) in a country embargoed by the United States or (b) blocked or denied by the United States government. User further acknowledges and agrees that User will not use User’s Stripe Account and/or the VM Payment Processing Services for illegal Transactions, for example, those prohibited by the Unlawful Internet Gambling Enforcement Act, 31 U.S.C. Section 5361 et seq., as may be amended from time to time, or those involving any Person listed on the U.S. Department of Treasury, Office of Foreign Assets Control (“OFAC”), Specially Designated Nationals and Blocked Persons List (available at https://ofac.treasury.gov/) or the U.S. Department of State Terrorist Exclusion List (available at www.state.gov) or the processing and acceptance of Transactions in certain jurisdictions pursuant to 31 CFR Part 500 et seq. and other laws enforced by OFAC. Unless otherwise explicitly stated, the VM Payment Processing Services are solely for use by User in the United States, Puerto Rico, and the U.S. Virgin Islands.

Notwithstanding anything to the contrary in these Member Bank Terms, Member Bank may decline to process any Transaction submitted by User in its sole discretion.

12. Dispute Resolution

All disputes under these Member Bank Terms are subject to the applicable provisions of the Agreement. In particular, the dispute resolution, class action waiver, and arbitration provisions of the Agreement apply to disputes under these Member Bank Terms by, with, or against Member Bank in the same manner they apply to disputes by, with, or against Stripe, except that (a) in the event of arbitration, only a federal court (and not an arbitrator) may determine whether a particular claim is arbitrable, and (b) service to Member Bank must be made to its registered agent or to PNC Bank, N.A., 1600 Market Street, 8th Floor, Philadelphia, PA 19103.

13. Waiver

The failure of Member Bank to assert any of its rights under these Member Bank Terms or the Agreement shall not be deemed to constitute a waiver by Member Bank of its rights to enforce each and every provision of these Member Bank Terms or the Agreement in accordance with their terms. These Member Bank Terms may be amended by Member Bank or Stripe from time to time in the same manner as the Agreement may be amended by Stripe.

14. Miscellaneous

These Member Bank Terms are entered into, governed by, and construed pursuant to the laws of the State of New York without regard to conflicts of law provisions. These Member Bank Terms may not be assigned by User without the prior written consent of Member Bank and Stripe. These Member Bank Terms shall be binding upon and inure to the benefit of the parties hereto and their respective successors, transferees, and assignees. If any provision of these Member Bank Terms are determined to be illegal or invalid, such illegality or invalidity of that provision will not affect any of the remaining provisions and these Member Bank Terms will be construed as if such provision is not contained in these Member Bank Terms.