Términos del servicio
Última actualización: 24 de febrero de 2026
Entity: B2 Systems, Inc., a Delaware C-Corporation (“B2 Systems,” “Company,” “we,” “our,” or “us”).
Applicability: These Terms of Service (“Terms”) govern access to and use of the B2 Systems platform and related services (the “Platform”) by all registered users, including but not limited to brokers, funders, and enterprise partners (collectively, “Users,” “you”).
Translations of these Terms may be circulated for convenience. The English (US) version shall always govern and prevail.
1. Acceptance of Terms
1.1 Binding Agreement
By registering for, accessing, or using the Platform, you acknowledge that you have read, understood, and agreed to be legally bound by these Terms.
1.2 Updates and Modifications
B2 Systems may amend these Terms at any time in its sole discretion. Such modifications shall become effective upon posting to the Company’s website or notifying you electronically. Continued use of the Platform constitutes acceptance of any amendments.
1.3 Eligibility
You represent and warrant that you are legally permitted to enter into binding agreements and that, if acting on behalf of a business entity, you have authority to bind such entity to these Terms.
2. Governing Law and Jurisdiction
2.1 Applicable Law
These Terms are governed by and construed under the laws of the State of Delaware, United States of America, without regard to conflicts of law provisions.
2.2 Jurisdiction
Unless otherwise mandated by law, any legal actions, suits, or proceedings shall be brought exclusively in the courts located in the State of Delaware. You consent to the jurisdiction and venue of such courts.
3. Subscriptions and Access
3.1 Subscription Requirement
Access to the Platform requires a valid, active subscription. The fees, payment intervals, and entitlements associated with subscriptions are described in the Company’s then-current published schedule.
3.2 Changes to Pricing and Features
B2 Systems reserves the right to adjust subscription fees, commission structures, and Platform features at any time. Adjustments shall be effective immediately upon publication.
3.3 Trial Access
The Company may provide access to the Services on a trial basis under one of the following structures:
a. Free Trial (No Automatic Charges): The Company may offer a free trial period that does not require payment information at sign-up. Upon expiration of the free trial, access to paid features will be suspended unless the user affirmatively selects and activates a paid subscription plan. Users will not be automatically charged following the expiration of a free trial.
b. Promotional or Paid Trial (Auto-Conversion): In certain cases, the Company may offer a promotional or paid trial that requires valid payment information at the time of enrollment. Unless canceled prior to the end of the applicable trial period, such trials will automatically convert into a paid subscription, and the applicable subscription fees will be charged in accordance with the selected plan.
The specific terms applicable to any trial offer will be disclosed at the time of sign-up.
3.4 Non-Payment
Failure to pay any due fees may result in:
a. Immediate suspension or termination of access;
b. Withholding of payouts or commissions otherwise owed; and
c. Reassignment of deals, submissions, or clients to other Users.
4. Payments and Processors
4.1 Authorization
By subscribing, you authorize B2 Systems to initiate charges and credits to your designated bank account or payment method for all applicable fees, commissions, adjustments, and clawbacks.
4.2 Third-Party Processors
Payments are facilitated through third-party providers (such as Stripe or banking institutions). By using the Platform, you agree to their terms and acknowledge that B2 Systems is not responsible for errors, disputes, or service interruptions attributable to such processors.
4.3 Disputes and Chargebacks
a. Billing errors must be reported in writing within ten (10) business days.
b. Filing unfounded chargebacks or reversals constitutes breach of these Terms and may result in suspension or termination.
c. The Company may suspend payouts or access while disputes are under review.
4.4 Account Blocking
B2 Systems may suspend or permanently block your account, without liability, at its sole discretion if fraud, non-payment, abuse, regulatory issues, or any breach of these Terms is suspected or confirmed.
5. Commissions and Payments Between Users
5.1 Independent Commission Arrangements
The Platform facilitates introductions and deal submissions between brokers and funders (collectively, “Users”). All commission agreements, fee arrangements, payment terms, and related obligations are strictly between the applicable broker and funder.
The Company is not a party to, and does not control, any commission agreement or compensation structure between Users.
5.2 No Payment Processing or Paymaster Role
The Company does not collect, hold, distribute, or guarantee commission payments between Users. The Company does not act as a paymaster, escrow agent, trustee, or intermediary for commission payments.
Users are solely responsible for invoicing, reconciliation, payment processing, and enforcement of any commission or compensation arrangements.
5.3 Disputes Between Users
Any dispute relating to commissions, chargebacks, clawbacks, merchant defaults, or payment timing is strictly between the relevant Users. The Company has no obligation to mediate, enforce, or resolve such disputes.
The Company may, at its sole discretion, suspend access to the Platform if a dispute materially impacts platform integrity, compliance, or operational stability.
5.4 Limitation of Liability
The Company makes no representations or guarantees regarding:
Whether a commission will be paid,
The timing of payment,
The enforceability of any commission agreement, or
The financial performance of any merchant or deal.
Users assume all risk associated with commission arrangements entered into through or in connection with the Platform.
6. Client and Deal Rights
6.1 Submission Records and Platform Functionality
The Platform records the date and time of deal submissions and may display submission-related indicators for informational and operational purposes. Any such indicators are generated automatically by the Platform and do not constitute a legal determination of exclusivity, priority, or entitlement.
The Company does not grant, transfer, or guarantee exclusivity rights in any merchant, client, or deal unless expressly agreed to in a separate written agreement signed by the Company.
6.2 Duplicate Submissions
If multiple Users submit the same merchant or client, the Platform may reflect submission timing or related data. However, the Company does not determine commission entitlement, priority rights, or ownership of client relationships.
Any dispute regarding duplicate submissions, exclusivity, or compensation shall be resolved solely between the relevant Users.
6.3 No Guarantee of Outcome
B2 Systems does not guarantee funding approvals, underwriting decisions, deal closures, commission payments, or merchant performance. The Platform provides automation, matching tools, and submission infrastructure only.
The Company is not a party to negotiations, agreements, or compensation arrangements between Users.
7. Taxes and Compliance
7.1 User Responsibility
You are solely responsible for all tax obligations arising from your use of the Platform, including the reporting and payment of any income, commissions, fees, or other amounts received in connection with transactions facilitated through the Platform.
7.2 Tax Forms and Documentation
The Company does not collect, process, or issue tax forms (including IRS Forms W-9, 1099, or foreign equivalents) in connection with commission or payment arrangements between Users.
Funders or other Users may independently require tax documentation or compliance forms as part of their direct payment or commission arrangements. Any such requirements are solely between the applicable Users.
7.3 No Liability
B2 Systems shall not be liable for any penalties, interest, withholding obligations, reporting failures, or other consequences resulting from a User’s failure to comply with applicable tax laws or regulatory requirements.
8. Confidentiality and Data
8.1 Confidential Information
Users shall not disclose proprietary or confidential information relating to the Platform, its algorithms, or its operations, except as required by law.
8.2 Client Data
Client submissions, bank statements, and other sensitive data are confidential. Users must not misuse, resell, or share such data without lawful authorization.
8.3 Feedback
You grant B2 Systems a perpetual, royalty-free license to use feedback, testimonials, or suggestions for product improvement and promotional purposes.
9. Platform Availability and Updates
9.1 Right to Modify
The Company may update, suspend, or discontinue any part of the Platform at its discretion, without notice.
9.2 Downtime
While efforts are made to ensure availability, the Company makes no guarantee of uninterrupted access. Downtime, whether scheduled or unscheduled, shall not give rise to liability.
10. Liability and Disclaimer
10.1 As-Is Basis
The Platform is provided “AS IS” without warranties of any kind, whether express or implied.
10.2 No Guarantees
The Company does not warrant outcomes of deals, accuracy of data parsing, or uninterrupted service.
10.3 Limitation of Liability
To the fullest extent permitted by law, B2 Systems shall not be liable for any indirect, incidental, special, or consequential damages.
11. Indemnification
11.1 User Obligations
You agree to indemnify and hold harmless B2 Systems, its officers, employees, and affiliates from any claims, losses, or damages arising from:
a. Your use or misuse of the Platform;
b. Breach of these Terms;
c. Non-compliance with applicable law or tax obligations;
d. Disputes between Users, clients, or funders.
12. Dispute Resolution
12.1 Initial Resolution
Parties shall first attempt to resolve disputes in good faith through informal discussions.
12.2 Arbitration or Mediation
Unresolved disputes shall be submitted to binding mediation or arbitration in Delaware, unless otherwise required by law.
13. Force Majeure
13.1 Exemption from Liability
The Company shall not be liable for any failure or delay caused by events beyond its reasonable control, including but not limited to natural disasters, cyberattacks, labor disputes, pandemics, or governmental actions.
14. Termination and Suspension
14.1 Termination by Company
The Company may suspend or terminate your account immediately, with or without notice, if you breach these Terms, engage in fraud, fail to pay, or otherwise act in a manner detrimental to the Platform.
14.2 Termination by User
You may terminate your account by providing written notice. No refunds shall be provided for partial subscription periods.
14.3 Effect of Termination
Upon termination, your access to the Platform shall cease immediately, but any accrued rights and obligations shall survive.
15. Miscellaneous
15.1 Entire Agreement
These Terms constitute the entire agreement between the parties and supersede all prior agreements.
15.2 Assignment
Users may not assign rights or obligations under these Terms without prior written consent of the Company.
15.3 Severability
If any provision is held invalid, the remaining provisions shall remain enforceable.
15.4 Waiver
Failure by the Company to enforce any right or provision shall not constitute a waiver of future enforcement.