Last updated: August 23, 2023
Private Beta
These terms ("Stripe Card Terms") supplement the General Terms and govern your use of the Stripe Card Services. The Stripe Card Services include services related to use of the Stripe Balance Card (described in Section 4) and the Stripe Corporate Card (described in Section 5), as applicable to you.
The Stripe Card is a business charge card issued pursuant to these Stripe Card Terms among you, Stripe, and Issuing Bank. The Stripe Card is issued by the Issuing Bank and the Stripe Card Services are managed by Stripe.
1. Introduction; Use of the Stripe Card Services in Beta Test Phase
1.1. General.
(a) As used in these Stripe Card Terms, "we", "us" or "our" refers to Stripe and Issuing Bank. Unless otherwise indicated, "you" and "your" refers to the entity that has applied and qualified for receiving the Stripe Card Services. Subject to these Stripe Card Terms, you may authorize Authorized Users to use the Cards to make business-purpose purchases and other Transactions on your behalf. You must appoint an Administrator to manage your participation in the Stripe Card Services (an "Administrator"), including managing how Authorized Users may use Stripe Cards.
(b) These terms govern two Stripe Card programs: the Stripe Balance Card and the Stripe Corporate Card. You can determine your Stripe Card program by navigating to the "Finances" section in your Dashboard and clicking on "Transactions." If you see a transaction list tab for "Corporate Card," then you are participating in the Corporate Card program; otherwise, you are participating in the Balance Card program.
1.2. Beta Test Phase of the Stripe Card Services.
(a) Functionality. You understand that the Stripe Card Services are a "beta" or pre-release stage and that you will be one of the first Stripe users to utilize the Stripe Card Services. You understand that the Stripe Card Services are still in development, may have bugs or errors, may be feature incomplete, and may materially change during the beta period or prior to a full commercial launch, any of which may raise questions from regulators to Stripe or you concerning the Stripe Card Services. Each party to these Stripe Card Terms (you and us) will inform the other party in good faith of any such regulatory questions and will provide assistance to the other party as may be reasonably necessary. If we notify you of any changes which are required to be made to your use of the Stripe Card Services, you agree to implement these changes within 30 days of being requested to do so.
(b) Disclaimer. We are providing the Stripe Card Services "as is" and "as available," without any express, implied, or statutory warranties of title, merchantability, fitness for a particular purpose, noninfringement, or any other type of warranty or guarantee. No data, documentation or any other information provided by Stripe or obtained by you from or through the Stripe Card Services – whether oral or written – creates or implies any warranty from us to you. You must make your own determination of whether to act upon any advice or recommendations made by us in relation to the Stripe Card Services, and you acknowledge and agree that we will not be responsible or liable to you in the event that you suffer loss or damage, or incur liability, due to your reliance on advice or recommendations made by us.
(c) Confidentiality. The functionality of the Stripe Card Services, and the fact that you are using the Stripe Card Services, as well as these Stripe Card Terms and the Stripe Services Agreement, constitute Stripe's confidential information, and you may not use or disclose this information without Stripe's prior written consent. Without limiting your general duty with respect to non-disclosure of the confidential information, any non-disclosure obligations in the Stripe Services Agreement also apply to the confidential information.
(d) Term and Termination. These Stripe Card Terms will apply until the first to occur of (i) the Stripe Card Services becoming publicly available to all Stripe users, (ii) our decision to stop offering the Stripe Card Services (which we may decide to do at any time, in our absolute discretion), and (iii) your ceasing to use the Stripe Card Services (which you may do at any time). In the event that you cease use of the Stripe Card Services before they become publicly available to all Stripe users, you must notify us, and if you recommence using the Stripe Card Services you will once again be bound by these Stripe Card Terms (or the then-applicable agreement for the Stripe Card Services). If we make the Stripe Card Services publicly available, your continued use of the Stripe Card Services will be subject to such terms as we may specify at such time.
2. Opening a Stripe Card Account.
2.1. Registration. By applying for and establishing a Stripe Card Account, you and the person creating your Stripe Card Account (your "Representative") represent and warrant that you are a commercial enterprise or bona fide charitable organization, and you agree that your Stripe Card Account and all Cards will be used for business purposes only. You must provide information identifying your company and its Principal Owners, and other information we require, when opening your Stripe Card Account, and you agree to keep this information current. You acknowledge that Stripe may share this information with Issuing Bank. You represent and warrant that you are not currently and will not become subject to a U.S. Office of Foreign Asset Control ("OFAC") list, or any Law or other government agency list that prohibits or limits us from providing Cards to you or from otherwise conducting business with you. Until you have submitted, and we have reviewed and approved, all required information, your Stripe Card Account will be available to you on a preliminary basis only, and we may terminate it at any time and for any reason.
2.2. Business Representative. You and your Representative individually affirm to Stripe that (i) your Representative is authorized to provide the information described in this Section 2 on your behalf and to bind you to these Stripe Card Terms and (ii) your Representative is an executive officer, senior manager or otherwise has significant responsibility for the control, management or direction of your business. We may require you or your Representative to provide additional information or documentation demonstrating your Representative's authority. Without the express written consent of Stripe, neither you nor your Representative may register or attempt to register for a Stripe Card Account on behalf of a user that Stripe previously terminated from use of the Stripe Card Services. If you are a sole proprietor, you and your Representative also affirm that your Representative is personally responsible and liable for your use of the Stripe Card Services.
2.3. Information about Your Asset Account. In order to allow us to determine and monitor your qualification to maintain your Stripe Card Account and related requirements such as your Available Balance, you agree to designate an Asset Account to associate with your Stripe Card Account. The Asset Account will be associated with the funds available in your Stripe Account and will be maintained at a financial institution designated by Stripe. By entering into these Stripe Card Terms, you agree to give us the ability to view and verify the balance of your Asset Account linked to your Stripe Card Account at any time. You agree to provide and maintain true, accurate, complete, and current information about your Asset Account and to notify us of any change to it.
2.4. Validation. At any time during the term of these Stripe Card Terms and your use of the Stripe Card Services, we may require additional information from you to verify your Principal Owners or control of the business, validate information you provided, verify you or your Representative's identity, and assess the risk associated with your business. This additional information may include business invoices, copies of government-issued identification, business licenses, or other information related to your business, your Representative, your Principal Owners or your principals. Your failure to provide this information or material may result in suspension of termination of your Stripe Card Account. You authorize us to retrieve information about you from our service providers and other third parties, including credit reporting agencies and information bureaus and you authorize and direct such third parties to compile and provide such information to us. You acknowledge that this may include your name, addresses, credit history, and other data about you, your Representatives, your Principal Owners or your principals. You acknowledge that we may use your information to verify any other information you provide to us, and that any information we collect may affect our assessment of your overall risk to our business. You acknowledge that in some cases, such information may lead to suspension or termination of your Stripe Card Account. Stripe may periodically update this information as part of our underwriting criteria and risk analysis procedures
2.5. Changes to Your Business, Keeping your Account Current. You agree to keep the information in your Stripe Card Account current. You must promptly update your Stripe Card Account with any changes affecting you, the nature of your business activities, your Representatives, your Principal Owners, your principals, or any other pertinent information. We may suspend your Stripe Card Account or terminate these Stripe Card Terms if you fail to keep this information current. You agree to promptly notify us in writing no more than three days after any of the following occur: (a) you become subject to any voluntary or involuntary bankruptcy or insolvency application, petition or proceeding, receivership, or similar action; (b) there is an adverse change in your financial condition; (c) there is a planned or anticipated liquidation or substantial change in the basic nature of your business; (d) you transfer or sell 25 percent or more of your total assets or there is any change in the control or ownership of your business or parent entity; or (e) you receive a judgment, writ or warrant of attachment or execution, lien, or levy against 25 percent of more of your assets.
3. Participating in, Using, and Managing the Stripe Card Services.
3.1. Administrators, Authorized Users, Documentation.
(a) As part of the Stripe Card Services, Stripe will establish a commercial card account with Issuing Bank on your behalf, containing sub-accounts for each Card issued to you and Authorized Users. Each Card is issued by Issuing Bank, under a license from the applicable Card Network. Each Card is linked to a separate Card Account. All Cards issued and provided to your Authorized Users and all corresponding Card Accounts are linked to your Stripe Card Account. When you make a Charge and we approve it, Issuing Bank will extend credit to you to fund the Charge, and you agree you will pay Stripe for the Charge in accordance with Section 3.4 of these Stripe Card Terms.
(b) You must appoint an Administrator to administer its use of the Stripe Card Services, which will include managing how Authorized Users use Cards. You are responsible for notifying your Administrator and Authorized Users of their authority and obligations under these Stripe Card Terms and User Terms, ensuring that all Authorized Users accept the User Terms prior to activation and use off their Card and ensuring that the Administrator and each Authorized User comply with the terms of these Stripe Card Terms and the User Terms. You are solely responsible for any actions Administrators take on your behalf. We make resources and documentation available to you on the Stripe Card Services through the current versions of Stripe's support pages, API documentation, and other pages found at https://stripe.com/docs (collectively, "Documentation").
(c) You may manage your Stripe Card Account and enable additional features through the Stripe dashboard ("Dashboard"). You may not use the Dashboard for any purpose, function, or feature not described in the Documentation or otherwise communicated to you by us. Due to the nature of the Stripe Card Services, we will update the Dashboard and Documentation from time to time, and may add or remove functionality. We will provide you Notice in the event of material changes, deprecations, or removal of functionality from the API so that you may continue using the Stripe Card Services with minimum interruption. We will make API keys available to you through the Dashboard. You are responsible for securing your API keys – do not publish or share them with any unauthorized persons. Failure to secure your API keys will increase the likelihood of fraud on your Stripe Card Account and potential losses to you. You should contact us immediately if you become aware of any unauthorized use of your API key or any other breach of security regarding the Stripe Card Services. We provide more details on proper use of API keys in the Documentation.
3.2. Restricted Businesses and Activities. You may not use the Stripe Card Services to facilitate illegal Transactions or to permit others to use the Stripe Card Services for personal, family or household purposes. You may not use the Stripe Card Services to enable any person (including you) to benefit from any activities Stripe has identified as a restricted business or activity or we may inform you that Issuing Bank has identified as a restricted business or activity (collectively, "Restricted Businesses"). Restricted Businesses include use of the Stripe Card Services in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by OFAC. In addition, you may not allow, and may not allow others to: (a) access or attempt to access non-public Stripe systems, programs, data, or services; (b) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of the Stripe Card Services, Documentation, or our website except as expressly permitted by Laws; (c) act as service bureau or pass-through agent for the Stripe Card Services with no added value to Customers; (d) transfer any rights granted to you under these Stripe Card Terms; (e) work around any of the technical limitations of the Stripe Card Services or enable functionality that is disabled or prohibited; (f) reverse engineer or attempt to reverse engineer the Stripe Card Services except as expressly permitted by Laws; (g) perform or attempt to perform any actions that would interfere with the normal operation of the Stripe Card Services or affect use of the Stripe Card Services by our other users; or (h) impose an unreasonable or disproportionately large load on the Stripe Card Services.
3.3. Compliance with Law. You must engage in the Stripe Card Services in a lawful manner and comply with all applicable Laws, which may include compliance with domestic and international Laws related to the use or provision of financial services, notification and consumer protection, unfair competition, privacy, and false advertising, and any other Laws.
3.4. Cards and Card Accounts.
(a) Generally. All Cards issued and provided to your Authorized Users and all corresponding Card Accounts are linked to your Stripe Card Account. Subject to these Stripe Card Terms, Authorized Users may use Cards to make Charges on your behalf. When you request a Card, a separate Card Account is created for the Card and the Card is linked to the Card Account created in conjunction with the issuance of the Card. When your Authorized Users make a Charge and we approve it, Issuing Bank will extend credit to you to fund the Charge, and you agree you will repay Issuing Bank for the Charge in accordance with these Stripe Card Terms. You acknowledge that Charges access your line of credit; they do not result in a corresponding debit to your Asset Account.
(b) Card Orders.
(i) Generally. You must submit to Stripe an initial Card order request via the Dashboard. Stripe will procure Cards based upon information contained in the Card order request. At your cost and expense, Stripe will (A) procure and ship Cards to the address specified in the order request and (B) re-distribute replacements of Cards reported as lost, stolen, or damaged, and (C) provide Stripe Card Services materials to you.
(ii) Card Designs. All card designs, including logos and artwork for physical cards, must be submitted for review and approval prior to distribution. Upon receipt of your submission, Stripe will review for consistency with these Stripe Card Terms, Card Network Rules (including Card Network branding guidelines), Law and reputational considerations (collectively, the "Design Requirements"). In the event that Stripe cannot approve a proposed card design, Stripe will provide guidance on modifications necessary to comply with the Design Requirements. Please see the applicable Card Network's website for further information.
(c) Requesting Cards and Activation. Administrators may request additional Cards to be provided to Authorized Users through the Dashboard. Only Administrators will be allowed to request Cards and make changes to the Stripe Card Account and Cards on your behalf. Only Authorized Users may make Charges on Cards issued to you. Cards must be activated prior to their use. We will provide activation instructions to you, your Administrators, or your Authorized Users through the dashboard or through Stripe's website at this link. All Cards remain the property of Issuing Bank and must be returned upon request. Issuing Bank may cancel, revoke, repossess, or restrict the use of Cards at any time.
3.5. Reporting Errors or Disputing Charges.
(a) Reporting Unauthorized Transactions. If you believe your Card has been lost or stolen or if you believe there are fraudulent or unauthorized transactions on your Card or Card Account, you must IMMEDIATELY (i) report any unauthorized Charges to Stripe via the Dashboard, and (ii) cancel any compromised Cards through the Dashboard. Failure to cancel any compromised Cards through the Dashboard may result in you incurring additional liability.
(b) Reporting Erroneous Transactions. If you believe that your Card or Card Account was subject to an erroneous or otherwise incorrect charge, you must first contact the merchant to dispute the relevant Charge. If you are unable to resolve the dispute with the merchant, then you may dispute the Charge through your Dashboard. You must report any erroneous or disputed Transactions to Stripe within 110 days (or within any extended timeframe mandated by Law or Card Network Rules) from the date the Charge appears on your Stripe Card Account.
(c) Reporting Disputed Charges. When you submit or report an erroneous or unauthorized Transaction through the Stripe Dashboard, Stripe will evaluate the submitted information in accordance with Law. If Stripe determines that the dispute of the Charge is valid or the Transaction was erroneous or unauthorized, Stripe will credit the amount of the applicable Transaction back to your Stripe Card Account. If Stripe fully or partially credits the amount of any Transaction to your Stripe Card Account, you transfer to Stripe all claims (excluding tort claims) that you may have against the merchant for the Transaction.
3.6. Card Security and Responsibility for Charges. You and your Authorized Users are responsible for securing Cards, Card Account numbers and Card security features (including the CVV and PIN). You are responsible for Charges, fees and penalties resulting from any Authorized User's failure to exercise reasonable care in safeguarding Cards from loss or theft, failure to promptly report loss or theft, and for all other Transactions on Cards issued to you. If you or an Authorized User uses or allows someone else to use the Card or Card Account for any other purpose, you will be responsible for such use and may be required to reimburse us and the Card Network for all amounts or expenses paid by such entities as a result of such use. You understand that it is your responsibility to monitor any suspicious or unauthorized activities on your Stripe Card Account and each Card and Card Account, and you agree to notify us immediately of any loss, theft or unauthorized use of your Stripe Card Account or any Card or Card Account. You understand that you are liable for the unauthorized use of your Stripe Card Account and all Cards and Card Accounts associated with your Stripe Card Account to the fullest extent permitted by Law. You are liable for all Transactions on your Stripe Card Account, unless: (a) the Transaction is successfully disputed through the Card Network transaction dispute process; or (b) an unauthorized Transaction occurs after Stripe has been successfully notified via the Dashboard or API that the applicable Card has been lost, stolen or compromised. You will be liable to Stripe for any fees, charges, costs, amounts, expenses or other Losses that result from your or your Authorized Users' actions or inactions.
3.7. International Use. You may not use your Card in connection with sending or receiving international wires. In the event that Cards are used to make international Charges, Issuing Bank will convert into U.S. Dollar the Charges made in a currency other than U.S. Dollar. We or the Network will select exchange rates from a range of exchange rates available on the date the Charges are cleared over the applicable Card Network; therefore, the exchange rate of the Charge may vary from the exchange rate at the time of the Transaction.
3.8. Fees. We will disclose fees and penalties associated with the Stripe Card Account and Cards before you open a Stripe Card Account. Fees and penalties may include periodic fees, foreign Transaction fees, penalties for misuse, funds transfer fees, account maintenance fees, Card issuance or replacement fees, and penalties for late or failed payments. As of the date of this Agreement, we charge no fees or penalties in connection with the Stripe Card Accounts or Cards. We may change fees or penalties by providing you 30 days' advance notice. All fees or penalties owed are in addition to amounts owed for Charges on Card Accounts and Cards. We reserve the right to prevent Cards from functioning outside the United States. Issuer will convert any Charges you make in a currency other than USD into USD. We will select exchange rates from a range of exchange rates available on the date the Charges are cleared over the Card Network; therefore, the exchange rate of the Charge may vary from the exchange rate at the time of the Transaction.
3.9. Card Spending Limits and Daily Spending Limits. We or your Administrator may set, and adjust from time to time, a Card spending limit or a Daily Spending Limit for any Card under your Stripe Card Account. In any event, no single Charge may exceed $1 million.
3.10. Other Limits. We may establish limits on the types of merchants with which Authorized Users may make Charges. Administrators also may establish these limits. Further, we may restrict the maximum amount of any particular Charge and the number of Charges allowed for your Stripe Card Account and/or Cards. We reserve the right to (i) decline to authorize any Charges that would cause you to exceed any applicable limit, including your Available Balance, (ii) decline to authorize Charges at merchants characterized by the Card Network or us as prohibited or restricted merchants, and/or (iii) decline to authorize Charges, reverse Charges, and/or suspend Cards for any other reason, including violation of these Stripe Card Terms, suspected fraud, creditworthiness, or Network Rules. We are not responsible for losses resulting from declined or reversed Charges. Merchants typically accept all Card Network-branded Cards; however, we are not responsible and will have no liability if a merchant refuses to honor a Card. We further reserve the right to place a hold on a Card for any Charge. Where a hold is placed on a Card, the amount of the hold will reduce the Available Balance until the hold is released. We further reserve the right to prevent Cards from functioning outside of the United States.
4. Spend Limits and Payment Terms: Balance Card
SECTION 4 APPLIES TO BALANCE CARD ACCOUNTHOLDERS ONLY.
4.1. Limits and Available Balance.
(a) General. You may not make any Charge that would cause you to exceed or violate any of the limits set forth in this Section 4. Except as otherwise indicated in this Section, you may view these limits through the Dashboard.
(b) Total Spending Limit. The Issuing Bank will establish your Total Spending Limit for the Stripe Card Services, which will equal the amount of funds in your Asset Account. You may increase or decrease your Total Spending Limit by adding funds to, or removing funds from, your Asset Account.
(c) Available Spend. The Available Spend will equal the Total Spending Limit minus the amount of any outstanding unpaid amounts and holds on your Stripe Cards. If payments on your Stripe Cards are made from your Asset Account, your Available Spend will be decreased each Business Day by the amount of Transactions and other Amounts Due, until you load additional funds to your Asset Account. If your Asset Account is terminated for any reason or if the balance of your Asset Account falls to zero, or if we do not receive payment from an external Payment Source, your Available Spend will be zero and you will not be able to initiate Transactions through your Stripe Cards.
4.2. Payment Terms.
(a) Amounts Due. On each Business Day, you must pay the total outstanding balance on your Stripe Card Account and any other Amounts Due. Such amounts include all Charges made by any person, regardless of whether a Card is physically presented for a Charge. You will pay us the Amounts Due, regardless of how they were incurred, for what they were incurred (including if they were incurred for a purpose not permitted under these Stripe Card Terms), or who has incurred them.
(b) Method of Payment. You may pay the Amounts Due from any financial account (including your Asset Account). We will give you the option of authorizing us to debit automatically the Amounts Due from your Asset Account. If you would like to pay Amounts Due from an alternate payment source, please contact us. If you choose to have us automatically debit the Amounts Due from your Asset Account, you hereby authorize us to initiate a debit from your Asset Account to pay the Amounts Due. If we are unable to successfully debit the Asset Account, or if we are notified that the Asset Account has insufficient funds to complete the debit, you hereby direct us to re-attempt to debit the Asset Account up to two additional times. You agree that we will have no liability if we cannot successfully debit the Asset Account or if the Asset Account has insufficient funds when we attempt (or re-attempt) to debit it. If we cannot successfully debit the Asset Account, or if the Asset Account has insufficient funds, such that we are unable to pay Amounts Due in full within two (2) Business Days of the date first due, you authorize us to debit any other asset account connected to your Stripe Card Account or other accounts held by you with Stripe, setoff funds you owe us from any future deposits to the Asset Account to the extent not prohibited by applicable Law, or take any action described in these Stripe Card Terms or the Stripe Services Agreement. The exact time we debit the Asset Account for the Amounts Due may vary. If we are unable to successfully debit any of the foregoing accounts and fully satisfy Amounts Due when owed, we may suspend your ability to make any further Charges on any Cards in our sole discretion. Furthermore, you may be assessed returned payment fees related to any insufficient funds transaction.
(c) In addition to our rights described in Section 3.8(c), should you fail to meet your payment obligations set forth in this Section 3.8, you may be in default of these Stripe Card Terms and we may exercise any rights available to us at Section 3.12.
5. Spend Limits and Payment Terms: Corporate Card
SECTION 5 APPLIES TO CORPORATE CARD ACCOUNTHOLDERS ONLY.
5.1. Spending Limits and Card Account Holds. We will establish a Total Spending Limit for your Stripe Card Account. You may view your Total Spending Limit on the Dashboard for your Stripe Card Account. We may establish and adjust the Total Spending Limit or the Daily Spending Limit for your Stripe Card Account, Cards or Charges in our sole discretion at any time. Charges will reduce the Total Spending Limit and any Daily Spending Limit or card Limit, as applicable, and any Charges in excess of the Total Spending Limit, the Daily Spending Limit, or the card Limit may be declined. We may restrict the maximum amount of any particular Charge and the number of Charges allowed for your Stripe Card Account or any Card Account. We reserve the right to decline Transactions with merchants characterized by the Card Networks or us as prohibited and/or place a hold on a Card Account for certain Transactions as described in these Stripe Card Terms. Where a hold is placed on a Card Account, the amount of the hold will reduce the Total Spending Limit and any Daily Spending Limit or Card Limit, as applicable, and the credit subject to the hold will not be available for Charges until the hold is released.
5.2. Account Statements, Entire Balance Due. You must pay all Charges made on Card Accounts and Cards by the date stated in your Account Statement. You must also pay all fees or penalties incurred through use of Cards for such Charges, including if you fail to pay any Charge on time. These amounts and payment dates will be reflected on your Account Statement made available to you on your Dashboard.
5.3. Payment. You authorize us to debit funds you owe us from your User Bank Account. On the due date state on each Account Statement, we will initiate a debit from your User Bank Account to pay the amount indicated on the Account Statement. If we are unable to successfully debit your User Bank Account or if we are notified that your User Bank Account has insufficient funds to complete the debit, we may re-attempt to debit your User Bank Account multiple times as permitted by the NACHA Rules. You agree that we will have no liability if we cannot successfully debit your User Bank Account or if your User Bank Account has insufficient funds when we attempt (or re-attempt) to debit your User Bank Account. If we cannot successfully debit your User Bank Account or if your User Bank Account has insufficient funds, you authorize us to debit or setoff funds you owe us as described in the General Terms. The exact time that the User Bank Account will be debited for the amount indicated on your Account Statement may vary, depending on the processing capabilities of the bank that holds the User Bank Account. If we are unable to successfully debit your User Bank Account for any reason, we may suspend your ability to make any further Charges on any Cards in our sole discretion. Furthermore, you may be assessed returned payment fees related to any insufficient funds transaction. You may change your User Bank Account on your Dashboard at any time; however, we are not responsible for any fees or losses you suffer that result from erroneous ser Bank Account information provided by you, or due to the timing of the change.
6. Rewards Program
6.1. Eligibility to Participate in the Rewards Program
(a) Eligibility. The Rewards Program is available only in connection with the Stripe Card Program for certain Transactions, Charges, or other actions designated by us from time to time (collectively, the "Eligible Transactions"). In order to participate in the Rewards Program, your Program Account must at all times remain in good standing. You may view the Eligible Transactions, as well as options and instructions for how to redeem your Rewards, on your Dashboard.
(b) Suspension and Termination. We may suspend or terminate your participation in the Rewards Program at any time for any reason, including for your failure to comply with the terms of this Agreement or the Stripe Services Agreement or if we suspect your use of the Rewards Program violates, or will cause us to violate, Law, the Card Network Rules, or any of our or Issuer's acceptable use policies.
(c) Modification. We may modify, supplement, or replace the terms governing availability, earning, and redemption of any Reward offered through the Rewards Program at any time without notice to you. We also may retire any Reward at any time without notice to you. Availability of any particular Reward at any particular time is not guaranteed.
(d) Enrollment; Fees. You are enrolled in the Rewards Program if you participate in the Stripe Card Program. We do not charge any fees for your enrollment or participation.
6.2. Earning Cash Back Rewards
(a) Earning Cash Back Rewards. You will earn cash back in the amount identified on your Dashboard in the form of an Account Statement credit on Eligible Transactions. When we offer a Cash Back Reward, we will provide you with the specific terms and conditions that govern availability of the Cash Back Reward and how the Cash Back Reward may be earned.
(b) Earning Cash Back Rewards Bonuses. In addition to the Cash Back Reward earning structure described above, we may offer opportunities for you to earn Bonuses from time to time in connection with Eligible Transactions or other activity on your Program Account or Cards. If we offer Bonuses, we will provide you with the specific terms and conditions that govern the offer. Unless we tell you otherwise, a Bonus offer is inclusive of the Cash Back Reward offer described above. For example, if we offer a Bonus of 5% cash back on Eligible Transactions at a particular merchant or category, the 5% cash back you will earn in the form of an Account Statement credit on Eligible Transactions at that merchant includes the cash back you would ordinarily earn in the form of an Account Statement credit on Eligible Transactions at that merchant under the Cash Back Rewards described above. You would not earn 5% cash back on Eligible Transactions at the merchant in addition to the cash back you would ordinarily earn on Eligible Transactions at that merchant. We may change or eliminate Bonuses at any time.
(c) Posting of Cash Back Rewards. In most cases, Account Statement credits for Cash Back Rewards will appear on the same Account Statement as the Charges for which you earned the Cash Back Rewards. In rare cases, Account Statement credits for Cash Back Rewards may appear on the next Account Statement after the Account Statement showing the Charges for which you earned the Cash Back Rewards. Cash Back Rewards and corresponding Account Statement credits that you earn on Charges may be net of applicable refunds, returns, and reversals. If a Charge for which you earned Cash Back Rewards is the subject to a refund, return, or reversal, we may withhold future Cash Back Rewards or post a debit entry on your Account Statement to satisfy the Account Statement credit we provided on the refunded, returned, or reversed Charge.
6.3. Earning and Redeeming Benefit Rewards.
(a) Earning Benefit Rewards. We may offer certain credits, discounts, or other benefits from time to time in connection with our Services or products or services of our Benefit Partners. Each such credit, discount, or benefit is referred to in this Agreement as a "Benefit Reward." Specific terms and conditions may apply to the availability of a Benefit Reward and how you earn the Benefit Reward. For example, certain Benefit Rewards may be earned only by completing certain actions, such as completing a certain USD value of Charges on a Program Account or referring a person or entity who successfully registers for and uses a Service. When we offer a Benefit Reward, we will provide you with the specific terms and conditions that govern availability of the Benefit Reward and how the Benefit Reward may be earned.
(b) Redeeming Benefit Rewards. Only you or your Authorized Users may redeem your Benefit Rewards. Benefit Rewards have no cash value, but the value to you of a Benefit Reward may vary depending on how it may or must be earned and redeemed.
(c) Specific Redemption Terms. Specific terms and conditions may apply to redemption and fulfillment of a Benefit Reward. For example, certain Benefit Rewards may be redeemed via your Dashboard, while other Benefit Rewards must be redeemed directly with a Benefit Partner. Similarly, certain Benefit Rewards may be fulfilled by Stripe, while other Benefit Rewards may be fulfilled by a Benefit Partner. When we offer a Benefit Reward, we will provide you with the specific terms and conditions that govern how the Benefit Reward may be redeemed and fulfilled. Sometimes, you will be required to affirmatively accept these terms and conditions when you redeem a Benefit Reward. Even if you are not required to do so, by redeeming or accepting fulfillment of a particular Benefit Reward, you acknowledge you have read and agree to the applicable terms and conditions for that Benefit Reward. Please carefully read all terms and conditions before redeeming a Benefit Reward.
(d) Targeted Benefit Rewards. We and our Benefit Partners, in our respective discretion, may offer certain Benefit Rewards to a specific, targeted group of entities or people who use Eligible Services ("Targeted Benefit Rewards"). If we offer you a Targeted Benefit Reward, we will provide you with the terms and conditions that govern how the Targeted Benefit Reward may be earned and redeemed, as applicable. Your opportunity to redeem a Targeted Benefit Reward may depend on your compliance with the applicable terms and conditions.
(e) Personal Data. You may be required to provide Personal Data to us to redeem a Benefit Reward. If you redeem a Benefit Award that is offered or fulfilled in whole or in part by a third party (for example, a Benefit Partner), you authorize us to share your Personal Data with the third party to facilitate redemption and fulfillment of the Benefit Reward. You may be required to provide personal information directly to a Benefit Partner in order to redeem or receive fulfillment of a Benefit Reward. For example, if redeeming a Benefit Reward involves making a purchase from a Benefit Partner, you may be required to provide personal information to the Benefit Partner for the purpose of completing the purchase transaction. A Benefit Partner's use of personal information that you provide to the Benefit Partner is governed by the Benefit Partner's privacy policy, and not the Stripe Privacy Policy.
6.4. Additional Legal Terms.
(a) Taxes. You are solely responsible for taxes, if any, arising from or relating to earned or redeemed. We will not report any income or earnings in connection with your Rewards unless we are expressly required to do so by law.
(b) Forfeiture, Fraud and Abuse. Rewards are not your property. You may be required to forfeit any Reward if your Program Account is closed for any reason or if we determine in our sole discretion that (i) you have not complied with this Agreement or the Stripe Services Agreement, or (ii) you have not complied with the specific terms governing the Reward. Further, you may be required to forfeit any Reward if we determine in our sole discretion that you (A) have engaged in fraud or misrepresentation with respect to earning or redeeming the Reward, (B) have abused or misused any offer of any Reward or the Rewards Program, or (C) are otherwise not entitled or intended to receive the Reward. You may not transfer any Benefit Rewards to any third party, including any of your Affiliates. If you attempt to transfer any Reward, the transfer will be void, and you will forfeit your Rewards.
(c) No Warranties. WE PROVIDE THE REWARDS PROGRAM "AS IS" AND "AS AVAILABLE," WITHOUT ANY EXPRESS, IMPLIED, OR STATUTORY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR ANY OTHER TYPE OF WARRANTY OR GUARANTEE. NO DATA, DOCUMENTATION, OR ANY OTHER INFORMATION PROVIDED BY STRIPE OR OBTAINED BY YOU FROM OR THROUGH THE REWARDS PROGRAM CREATES OR IMPLIES ANY WARRANTY FROM STRIPE TO YOU. REWARDS PROVIDED BY BENEFIT PARTNERS AND OTHER THIRD PARTIES ARE NOT PROVIDED OR CONTROLLED BY STRIPE. STRIPE DISCLAIMS ALL LIABILITY RELATED TO FAILURES OR LOSSES CAUSED BY ANY REWARDS OR THEIR FULFILLMENT OR DELIVERY (OR FAILURE TO FULFILL OR DELIVER) BY BENEIFT PARTNERS OR OTHER THIRD PARTIES. STRIPE DOES NOT WARRANT OR GUARANTEE THAT REWARDS PROVIDED BY BENEFIT PARTNERS OR OTHER THIRD PARTIES WILL BE FULFILLED OR DELIVERED IN THE MANNER DESCRIBED. STRIPE DOES NOT WARRANT OR GUARANTEE THAT REWARDS WILL PROVIDE ANY VALUE TO YOU, OR THAT ERRORS OR DEFECTS IN THE REWARDS PROGRAM OR REWARDS WILL BE CORRECTED OR REMEDIED, EVEN WHEN WE AWARE OF THE ERRORS OR DEFECTS.
(d) Limitation of Liability. Under no circumstances will we be responsible or liable to you for: (i) any indirect, punitive, incidental, special, consequential, or exemplary damages arising out of, relating to, or resulting from: (A) your use or inability to use the Rewards Program or Rewards, or (B) the unavailability of the computer systems we use to provide the Rewards Program; (ii) or for lost profits, personal injury, property damage, or any other damages arising out of, relating to, or resulting from this Agreement or your use of the Rewards, even if such damages are foreseeable, and whether or not you have been advised of the possibility of such damages. Our maximum liability to you for direct damages under this Agreement is limited to the lesser of (y) any amount paid by you to Stripe for Rewards in the 12 months preceding the event that is the basis of your claim; or (z) $500.
7. Default and Termination.
7.1. Default; Failure to Pay; Collections.
(a) Default. We may determine that your Stripe Card Account is in default and declare your total outstanding unpaid balance immediately due and payable on demand if: (i) you breach any provision of these Stripe Card Terms, the Stripe Services Agreement or any other agreement that you have with Stripe; (ii) you pose an unacceptable regulatory, reputational, or financial risk to us as determined by us; or (iii) you do, or we believe you may, cease to exist or experience any event contemplated by Section 2.5. If we determine that your Stripe Card Account is, or is likely to be, in default, we may take any action we deem necessary, including ceasing to authorize Charges, decreasing your Total Spending Limit, adjusting your Card Spending Limit and/or Daily Spending Limits, refusing to issue new Cards, and/or deeming all amounts you owe immediately due.
(b) Right to setoff and recoupment. Subject to Law, you agree that we have the right to set-off or recoup any amount you owe on your Stripe Card Account and any Cards and Card Accounts associated with your Stripe Card Account or any claim we have related to these Stripe Card Terms against or from your Asset Account. You also agree Stripe may exercise its rights under these Stripe Card Terms against any Stripe Accounts you maintain with Stripe under the Stripe Services Agreement or other Stripe Agreements, including without limitation, by authorizing us to debit or setoff funds you owe us from anyamounts processed by us under the terms of the Stripe Services Agreement. You will pay any legal fees we incur and all other reasonable costs we incur while collecting amounts owed by you under these Stripe Card Terms.
7.2. Closing Your Account. We may refuse to authorize any Charge or may close or suspend your Stripe Card Account or any Card at any time if we believe, in our sole discretion, that you or your Stripe Card Account present an unacceptable level of financial, reputational or regulatory risk, or we have been directed to do so by the Issuing Bank. We may condition the reactivation of your Stripe Card Account or Cards upon payment of amounts owed or the establishment or replenishment of assets in your Asset Account. We may require you to provide financial and other information we deem necessary, including any information we need to comply with legal or regulatory requirements and our internal policies and procedures. If we do, you agree to provide the information to us. You may close your Stripe Card Account or any Card by providing notice to us through the Dashboard or by contacting us. You must pay all amounts owed under these Stripe Card Terms prior to such closure.
8. Terms for Your Authorized Users
8.1. Authorized User Terms. Your use of the Stripe Card Services is subject to you ensuring that all of your Authorized Users accept and comply with the User Terms. You are responsible to Stripe and Issuing Bank for your Authorized User's compliance with the User Terms.
8.2. Using Cards. Authorized Users may only use Cards for bona fide business purchases and for valid and lawful purposes. Authorized Users may not use Cards for personal, family or household purposes. All Cards remain the property of the Issuing Bank and must be returned upon request. Issuing Bank may cancel, revoke, repossess or restrict the use of the Cards at any time. We may decline to authorize or reverse Charges or suspend Cards for any reason including violation of these Stripe Card Terms, suspected fraud, or creditworthiness. We also may decline to authorize Charges at merchants characterized by the Card Network or us as prohibited merchants. We are not responsible for losses resulting from declined or reversed Charges. Merchants typically accept all Card Network-branded Cards; however, we are not responsible and will have no liability if a merchant refuses to honor a Card or accept a Transaction.
8.3. Card Account Holds. When an Authorized User uses a Card to initiate a Transaction at hotels, restaurants, gas stations, rental car companies, and certain other merchants where the amount of the final Transaction is unknown at the time of authorization, a hold may be placed on the Card Account for an amount equal to or in excess of the final Transaction amount. We also may place a hold on available funds in the Card Account for certain other Transactions. When a hold is placed on the Card Account, the amount of the hold will reduce the Available Balance until the hold is released.
8.4. Card Security. Authorized Users are responsible for securing Cards, Card Account numbers and Card security features (including the CVV and PIN).
8.5. Prohibited Persons. Each Authorized User must represent and agree it is not, at the time of Card activation, and will not become, subject to an OFAC list, or any Law, regulation, or other list of any government agency that prohibits or limits us from providing Card Accounts or Cards to the Authorized User or from otherwise conducting business with the Authorized User.
9. Data Protection and Security
9.1. Data Protection. You represent, warrant, and agree that you are and will continue to be compliant with all applicable Laws governing the privacy, protection, security, confidentiality, and use of data that you provide to us or access or use in connection with the Stripe Card Services. You further represent, warrant, and agree that you have obtained and will maintain all necessary rights and consents under applicable Law to provide to us, and to allow us to collect, use, retain, and disclose, any Personal Data that you provide to us or authorize us to collect, including data that we may collect directly from Authorized Users. You are solely responsible for disclosing to Authorized Users that we may receive Personal Data from you. Additionally, where required by applicable Law or the Card Network Rules, we may delete or disconnect an Authorized User's Personal Data from your Stripe Card Account when requested to do so by the Authorized User. If we become aware of an unauthorized acquisition, disclosure or loss of Personal Data on our systems, we will notify you consistent with our obligations under Law and provide you with sufficient information regarding the unauthorized acquisition, disclosure or loss to help you mitigate any negative impact on the Authorized User.
9.2. Stripe Card Services Data. You agree that Stripe Card Services Data belongs to us, and you may not use it for any purpose unrelated to your use of your Stripe Card Account, Card Accounts, Cards, Statements, and Charges without our express written consent. You may not disclose Stripe Card Services Data to others except in connection with processing Transactions and consistent with Laws and Card Network Rules.
9.3. Use of Data by Us. Stripe processes, analyzes, and manages Data to: (a) provide the Stripe Card Services to you and other users; (b) mitigate fraud, financial loss, or other harm to you, other users and Stripe, (c) fulfill our obligations to regulatory authorities and Issuing Bank; and (d) analyze, develop and improve our products, systems and tools. Stripe provides Data to third-party service providers, including Issuing Bank and Card Printer, and their respective Affiliates, as well as to Stripe's Affiliates, to allow us to provide the Stripe Card Services to you and other users. We do not provide Personal Data to unaffiliated parties for marketing their products to you. You understand and consent to Stripe's use of Data for the purposes and in a manner consistent with this Section 5.3. We will only use Account Data and Personal Data as required to provide the Stripe Card Services to you and Authorized Users, to fulfill our obligations to regulatory authorities, and in accordance with the Stripe Privacy Policy. Issuing Bank will use and care for Data in the manner described in the Celtic Bank Privacy Policy.Protection of Data is very important to us. The Stripe Privacy Policy and the Celtic Bank Privacy Policy explain how and for what purposes we collect, use, retain, disclose, and safeguard Data provided to us in connection with the Stripe Card Services. You agree to review the terms of these policies, which we may update from time to time, and which form part of these Stripe Card Terms.
9.4. Stripe's Security. We will maintain commercially reasonable administrative, technical, and physical procedures to protect Account Data and Personal Data stored in our servers from unauthorized access, accidental loss, modification, or breach, and we will comply with applicable Laws and Card Network Rules when we handle Account Data and Personal Data. However, no security system is impenetrable and we cannot guarantee that unauthorized parties will never be able to defeat our security measures or misuse any Account Data and/or Personal Data in our possession. You provide Account Data and Personal Data to Stripe with the understanding that any security measures we provide may not be appropriate or adequate for your business, and you agree to implement Security Controls (as defined below) and any additional controls that meet your specific requirements. In our sole discretion, we may take any action, including suspension of your Stripe Card Account and related Card Accounts and Cards, to maintain the integrity and security of the Stripe Card Services or Data, or to prevent harm to you, us, Authorized Users, or others. You waive any right to make a claim against us for losses you incur that may result from such actions.
9.5. Your Security. You are solely responsible for the security of any Data on your website, your servers, in your possession, or that you are otherwise authorized to access or handle. You will comply with Law and Card Network Rules and the standards and other requirements of the Payment Card Industry Security Standards Council (the "PCI Requirements") when accessing, handling or otherwise maintaining Data, and will provide evidence of your compliance to us upon our request. If you do not provide evidence of such compliance to our satisfaction, we may suspend your Stripe Card Account or terminate these Stripe Card Terms. You are responsible for assessing the security requirements of your business, and selecting and implementing security procedures and controls ("Security Controls") appropriate to mitigate your exposure to security incidents. We may provide Security Controls as part of the Stripe Card Services, or suggest that you implement specific Security Controls. However, your responsibility for securing your business is not diminished by any Security Controls that we provide or suggest, and if you believe that the Security Controls we provide are insufficient, then you must separately implement additional controls that meet your requirements. You may review some of the details of our Security Controls on our website.
9.6. Virtual Cards. Virtual Card details should be accessed from the Stripe Dashboard only. Should you use the API to retrieve Virtual Card details, or if Virtual Card information is exported from the Dashboard, you must store details in an encrypted manner. You may be considered a Service Provider (as defined in the PCI-DSS) if you are generating Virtual Cards on behalf of others, such as your users. Service Providers must achieve and maintain PCI-DSS compliance. If you are generating Virtual Cards for your own use, or for others in your organization to use, your organization may not be required to attain PCI-DSS compliance for issuing activity, but you remain responsible for securely storing virtual card details. Unauthorized transactions on Virtual Cards may not have dispute rights in certain circumstances.
9.7. Right to Audit. If we believe that a security breach, leak, loss, or compromise of Data has occurred on your systems, website, or app affecting your compliance with these Stripe Card Terms, we may require you to permit a third-party auditor approved by us to conduct a security audit of your systems and facilities, and you must fully cooperate with any requests for information or assistance that the auditor makes to you as part of the security audit. The auditor will issue a report to us which we may share with Issuing Bank.
10. Intellectual Property
10.1. Ownership. All intellectual property embodied in the Stripe Card Services and all Stripe Card Services offered by Stripe in connection with these Stripe Card Terms shall constitute Stripe IP and, as between you and Stripe, shall be owned and licensed by Stripe as provided in the Stripe Services Agreement.
10.2. Use of Marks. If you choose to place your design, name, logo and other service marks ("User Marks") on the Cards or other materials related to the Stripe Card Services, you represent and warrant that you have, and during the term of these Stripe Card Terms will retain, all right, title, and interest in and to the User Marks necessary for you to use the User Marks as you propose. You hereby grant to us, and any third party we engage to provide Card printing services ("Card Printer"), a fully paid-up, worldwide, non-exclusive license to use the User Marks on Cards and any Stripe Card Services materials during the term of these Stripe Card Terms. Your use of Stripe Marks in connection with the Stripe Card Services is subject to the terms of the Stripe Services Agreement.
11. Disclaimer.
Unless clearly stated elsewhere in these Stripe Card Terms, we make no express or implied representations or warranties regarding the Stripe Card Services, including warranties of merchantability, suitability or fitness for a particular purpose, title to, non-infringement of any technology or intellectual property we provide, and any warranties arising from course of dealing, course of performance or trade usage. We specifically disclaim all representations and warranties that your Stripe Card Account, the Stripe Card Services, the Stripe Card Services, or the services any third party provides in connection with these Stripe Card Terms, will be error-free or uninterrupted, or that they will be compatible with, or operate in, any computer operating system, network or system configuration, or any other environment.
12. Limitation of Liability.
Under no circumstances will we or our respective Affiliates, employees, officers, directors, or service providers (each, an "Indemnified Party") be responsible or liable for any indirect, punitive, incidental, special, consequential, or exemplary damages, for any loss of profits, loss of revenue, loss of business opportunity, or other losses, for any personal injury or property damage, or for any other damages or losses arising out of, relating to, or in connection with these Stripe Card Terms or your Authorized Users' use of Cards, even if such damages or losses are foreseeable and whether or not any Indemnified Party has been advised of the possibility of such damages or losses, including any damages or losses resulting from your use or inability to use your Stripe Card Account, Cards, or the Stripe Card Services or from the unavailability of the computer systems used by any Indemnified Party to provide the Stripe Card Services, your Stripe Card Account, Cards, or the Stripe Card Services to you. Without limiting the generality of the foregoing, (a) each Indemnified Party is not liable for, and hereby denies and disclaims responsibility for, any damages, harm, or losses to you arising out of or relating to hacking, tampering, or other unauthorized access to or use of your Stripe Card Account, Cards, or the Stripe Card Services or your failure to use or implement anti-fraud measures, security controls, or any other data security measures, (b) each Indemnified Party hereby further denies and disclaims responsibility for all liability, damages, and losses to you or others caused by (i) your access to or use of your Stripe Card Account inconsistent with these Stripe Card Terms, or the instructions or other information any Indemnified Party may provide you with respect to your Stripe Card Account, (ii) any unauthorized access to or use of servers, infrastructure, or Data in connection with the Stripe Card Services, (iii) interruptions to or cessation of the Stripe Card Services, (iv) any bugs, viruses, or other harmful code that may be transmitted to or through the Stripe Card Services, (v) any errors, inaccuracies, omissions, or losses in or to any Data provided to any Indemnified Party, (vi) third-party content provided by you, or (vii) the defamatory, offensive, or illegal conduct of others. To the extent any Indemnified Party is determined to be liable under these Stripe Card Terms, you agree to limit any liability of the Indemnified Party under these Stripe Card Terms to your direct and documented damages, and you further agree that under no circumstances will any such liability exceed in the aggregate the amount of fees paid by you to us during the three-month period immediately preceding the event that gave rise to your claim for damages. These limitations on the liability of the Indemnified Parties will apply to you regardless of the legal theory on which your claim is based, including contract, tort (including negligence), strict liability, or any other theory or basis.
13. Indemnification.
You will, at your own expense, hold harmless, defend, protect, and indemnify each Indemnified Party from and against all losses, claims, breaches, suits, damages, liabilities, costs, charges, fines, penalties, reasonable attorneys' fees, judgments, fines, court costs and expenses, amounts paid in settlement, and all other liabilities of every nature, kind, and description, regardless of the form of action or legal theory, incurred by any such Indemnified Party, related to any action or threatened action, suit, claim, proceeding or regulatory action, regardless of merit, brought by any third party, caused or incurred by, resulting from, arising out of, or relating to: (a) any breach of any term, condition, obligation, representation, warranty, or covenant in these Stripe Card Terms; (b) any actual or alleged infringement, violation, or misappropriation of a third party's intellectual property or proprietary rights; (c) any gross negligence, fraud or intentional misconduct; (d) any violation of Law by you or any violation of Law or the Card Network rules caused by you; or (e) any other acts or omissions, including the acts or omissions of Administrators and Authorized Users. This Section 9 does not and will not limit your responsibility and liability to us for any other amounts for which you are responsible pursuant to any other provisions of these Stripe Card Terms.
14. Governing Law and Dispute Resolution.
14.1. Governing Law. Utah law, without regard to Utah's conflict of law principles, governs any claims or controversies arising out of these Stripe Card Terms, your Stripe Card Account, Card Accounts, or use of Cards.
14.2. Dispute Resolution. The "Dispute resolution; Agreement to Arbitrate" provision of the Stripe Services Agreement is incorporated into these Stripe Card Terms by reference, and applies to all disputes, claims and controversies between you and us that arise out of or relate to these Stripe Card Terms.
15. General.
15.1. Relationship to Other Stripe Agreements. Your use of the Stripe Card Services is concurrently governed by the Stripe Services Agreement and other agreements that you may have with Stripe. In particular, each of the Dashboard, API, and your Stripe Card Account, Card Accounts, and Transaction management tools and services available to you in connection with your use of the Stripe Card Services is a "Service," as the term is defined and used in the Stripe Services Agreement. To the extent these Stripe Card Terms conflicts with the Stripe Services Agreement, these Stripe Card Terms will prevail, but solely as applicable to the Stripe Card Services.
15.2. Entire Agreement. These Stripe Card Terms, together with the Stripe Services Agreement and the other agreements that you may have with Stripe, the User Terms, and the Privacy Policy, constitute the complete understanding of you and us with respect to the Stripe Card Services and supersedes all prior understandings, arrangements, or agreements, whether written or oral, regarding the Stripe Card Services.
15.3. Notices and Communications. You consent to accept notices and communications under these Stripe Card Terms electronically and understand this has the same legal effect as a physical signature. We may send notices to your Stripe Card Account through the Dashboard, or to the email addresses or phone numbers maintained in your Stripe Card Account.
15.4. Account Support. Stripe will provide you with support to resolve general issues relating to your Stripe Card Account and your use of the Stripe Card Services. Administrators and Authorized Users may reach customer service by contacting us online. We also provide Documentation and other resources in our support pages related to the Stripe Card Services.
15.5. Complaints; Feedback. If you have questions or complaints relating to your Stripe Card Account or the Stripe Card Services, please direct those to us at: support-card@stripe.com.
15.6. Severability. If any provision of these Stripe Card Terms is determined by any court or governmental authority to be invalid, illegal, or unenforceable, these Stripe Card Terms will be enforced as if the unenforceable provision were not present and any partially valid and enforceable provision will be enforced to the extent that it is enforceable.
15.7. Assignment. We may transfer, sell, or assign your Stripe Card Account, associated Card Accounts, Cards, these Stripe Card Terms or any other rights or obligations under these Stripe Card Terms. You may not transfer, sell, or assign your Stripe Card Account, associated Card Accounts, Cards, these Stripe Card Terms or any of your obligations under these Stripe Card Terms to another person or entity without Stripe's prior written consent. Any assignment in violation of the foregoing will be null and void from the beginning.
15.8. Updates to these Stripe Card Terms and Related Matters. We may prospectively add to, delete, or amend these Stripe Card Terms or the User Terms at any time. We reserve the right, subject to Law, to deliver to you any Notice of changes to existing terms or the addition of new terms by posting an updated version of these Stripe Card Terms and/or the User Terms by posting such changes on our website or any other website we maintain or own or by delivering notice of changes to you electronically, and your continued use of the Stripe Card Services will constitute acceptance of any these amended or new terms.
15.9. Survival. All provisions of these Stripe Card Terms that give rise to a party's ongoing obligation will survive termination of these Stripe Card Terms.
16. Definitions.
"Account Data" means personal or business information you provide to Stripe to determine your eligibility for a Stripe Card Account, or to otherwise permit Stripe to provide the Stripe Card Services to you and to fulfill its responsibilities to Issuing Bank.
"Account Statement" means a report detailing Charges and other amounts owed on or credited to your Stripe Card Account.
"Administrator" has the meaning assigned to it in Section 1.
"Affiliate" means an entity that directly or indirectly controls, is controlled by or is under common control with another entity.
"Amounts Due" means any amounts due for Charges made with your Cards and any fees, penalties, finance charges, and other amounts incurred through use of your Cards or posted to your Stripe Card Account.
"Authorized User" has the meaning assigned to it in Section 1.
"Asset Account" means the account that you maintain with Stripe or an Affiliate for purposes of holding funds to support the credit extended in connection with this Stripe Card Services, which account also is used in connection with other Services under the Stripe Services Agreement. The Asset Account will be maintained at a financial institution designated by Stripe.
"Available Balance" means the aggregate dollar amount of Transactions you can make using the Cards for the Stripe Card Services.
"Business Day" means any Monday through Friday, except for those that occur on a U.S. Federal holiday.
"Card" means a business charge card issued by Issuing Bank, linked to a Card Account, and enabled for Transactions over the Card Network. Cards may either be a physical card embossed with a 16-digit number or a virtual card represented by a 16-digit number. References to "Card" or "Cards" in these Stripe Card Terms includes the Card Account(s) linked to the Card or Cards.
"Card Account" means a sub-account of a Stripe Card Account that is linked to a Card issued to you.
"Card Limit" means the maximum amount available for Charges. A Card Limit may apply to an individual Card, across multiple Cards, or to the Program Account.
"Card Network" means the payment card network operated by Visa or Mastercard.
"Card Network Rules" means the operating rules, regulations and other requirements of the Card Networks.
"Card Printer" has the meaning assigned to it in Section 6.2.
"Charge" means the use of the Card to complete a Transaction.
"Complaint" means any expression of dissatisfaction with a product, service, policy, or employee related to the Stripe Card Services except those expressions made by holders of Card Accounts who are employees of you.
"Daily Spending Limit" means the maximum aggregate daily amount available for Charges on your Program Account across all Cards and Card Accounts.
"Data" used without a modifier means all Personal Data, Account Data and Stripe Card Services Data.
"Disputed Charge" means a Charge that you report as erroneous or unauthorized.
"Issuing Bank" means the Card Network principal issuing member(s) that participates in the Stripe Card Services, currently Celtic Bank, a Utah-chartered, Federal Deposit Insurance corporation-insured bank located in Salt Lake City, Utah.
"Law" means all laws, rules and regulations applicable to your use of the Stripe Card Services.
"MasterCard" means MasterCard International Incorporated.
"Pending Funds" means funds associated with your Asset Account that are not yet considered "available" for payout or transfer. Stripe establishes holds on availability of funds based on factors such as currency and payment type.
"Personal Data" means information that identifies a specific living person (not a company, legal entity, or machine) and is transmitted to or accessible through the Stripe Card Services.
"Principal Owners" means, with respect to a legal entity: (a) each individual, if any, who, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, owns 25 percent or more of the equity interests of the legal entity; and (b) one individual with significant responsibility for managing the legal entity, such as an executive officer or senior manager (e.g., Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Managing Member, General Partner, President, Vice President, Treasurer) or any other individual who regularly performs similar functions.
"Stripe Card Account" means the account for which you may request the issuance of Cards, and includes the records we maintain to (a) account for the value of the funds available for Charges on Cards, (b) establish Card Accounts, (c) provide Transaction Histories, and (d) inform you of fees and payments you owe.
"Stripe Card Services Data" means information associated with eligibility criteria, your Stripe Card Account, Card Accounts, Cards (including CVVs and PINs), Administrators, Authorized Users, Charges, access credentials, Statements, records, regulatory compliance data, and any other information we use or generate to provide the Stripe Card Services to you, but does not include Personal Data.
"Stripe Card Services" means Services that Stripe and its Affiliates make available to Stripe Card Accountholders, on behalf of Issuing Bank, and related Stripe services, including (a) integration with Issuing Bank; (b) providing Stripe Issuing Accountholders with access to Cards; (c) enabling Stripe Issuing Accountholders to manage Card spend, and (d) other services described in the Stripe Issuing Accountholder Terms.
"Stripe Card Account" means the account the Issuing Bank maintains for a Stripe Issuing Accountholder, and each subaccount to that account.
"Stripe Card Accountholder" means a business that has successfully completed the onboarding requirements described in the Stripe Issuing Accountholder Terms and been approved for a Stripe Issuing Account.
"Total Spending Limit" means the maximum aggregate amount available for Charges on your Stripe Card Account across all Cards and Card Accounts.
"Transaction" means a request initiated by you to make a payment with a Card for the purchase of goods or services or to obtain a cash advance at an ATM.
"Transaction History" means the record of Charges, Transactions, and payments made on your Stripe Card Account.
"Virtual Cards" means a virtual account number or code issued by Issuing Bank and assigned to a Stripe Card Account that may be used by you or an Authorized User to conduct Transactions.
"Visa" means, collectively, Visa U.S.A., Inc. and Visa International.