Terms of Service

1. Agreement

These Terms of Service ("Terms") govern your use of birchhiil.com and the Birch Hill cross-border settlement platform (collectively, the "Service") operated by Birch Hill, Inc. ("the Company," "we," "us," or "our"), a company incorporated in the State of Florida, with its principal place of business at 701 Brickell Avenue, Suite 1550, Miami, FL 33131. By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

The Service is a business-to-business payment infrastructure platform designed for corporate treasury teams. When you access the Service on behalf of an employer or other entity, you represent that you have the authority to bind that entity to these Terms, and these Terms apply to that entity as well as to you individually.

2. Use of the Service

• You must be at least 18 years old and authorized by your employing organization to submit payment instructions through the Service.
• You agree to use the Service only for lawful cross-border treasury operations and not for unlawful purposes, including but not limited to money laundering, sanctions evasion, fraud, or the financing of prohibited activities.
• You agree not to interfere with the operation of the Service, attempt to gain unauthorized access to platform systems or settlement data belonging to other customers, or circumvent access controls or audit log protections.
• You may not scrape, reverse-engineer, or copy any portion of the Service except as permitted by applicable law.
• Payment instructions submitted through the Service must be accurate and complete. You are responsible for verifying beneficiary account details before submission. The Company routes and settles based on the instructions as submitted.

3. Intellectual Property

The Service, including all text, graphics, logos, software, routing logic, compliance trail generation systems, and API architecture, is owned by the Company or its licensors and is protected by United States and international intellectual-property laws. We grant you a limited, non-exclusive, non-transferable license to access and use the Service for its intended purpose of submitting and settling cross-border payments on behalf of your organization. No other rights are granted.

4. Customer Content and Payment Data

You are responsible for all payment instructions, beneficiary data, and other content you submit through the Service. You represent that you have all necessary rights, authorizations, and regulatory clearances required to initiate the payments you submit. You grant the Company a limited license to use, store, process, and transmit the payment data you submit to the extent necessary to route, settle, reconcile, and generate compliance trail documentation for each transaction, and to comply with applicable financial regulations.

Compliance trail records generated by the Service are made available to authorized users within your organization's account. You are responsible for exporting and maintaining records required by your own regulatory obligations, including treasury audit requirements and applicable financial reporting rules.

5. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE IS FREE OF HARMFUL COMPONENTS.

6. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM OR IN CONNECTION WITH YOUR USE OF THE SERVICE, INCLUDING LOSS OF FUNDS, SETTLEMENT FAILURES, OR COMPLIANCE FAILURES RESULTING FROM INACCURATE PAYMENT INSTRUCTIONS SUBMITTED BY YOU. OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THE SERVICE WILL NOT EXCEED THE FEES PAID BY YOU TO THE COMPANY IN THE THREE MONTHS PRECEDING THE CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties or limitation of certain damages; in those jurisdictions, our liability will be limited to the maximum extent permitted by law.

7. Indemnification

You agree to defend, indemnify, and hold harmless the Company from any claims, damages, liabilities, and expenses (including reasonable attorneys' fees) arising from (a) your use of the Service, (b) your violation of these Terms, (c) inaccurate or unauthorized payment instructions you submit, or (d) your violation of any third-party right or applicable financial regulation.

8. Termination

We may suspend or terminate your access to the Service at any time, with or without notice, for any reason, including violation of these Terms, suspected fraudulent activity, or regulatory compliance concerns. Sections that by their nature should survive termination will survive, including Sections 3, 5, 6, 7, 9, and 10. Upon termination, you retain the right to export your compliance trail records for the period of your service through the standard export functions available during your active account period.

9. Governing Law; Dispute Resolution

These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-law principles.

Informal Resolution. Before filing a claim, you agree to contact us at [email protected] and attempt informal resolution for at least 60 days.

Arbitration. Any dispute that cannot be resolved informally will be settled by binding arbitration administered in Florida, USA under the rules of the American Arbitration Association ("AAA"). Judgment on the arbitrator's award may be entered in any court of competent jurisdiction. You and the Company each waive the right to a jury trial and the right to participate in a class action.

Exception. Either party may seek injunctive relief in a court of competent jurisdiction located in Florida, USA for intellectual-property infringement or unauthorized access to the Service.

10. Changes to These Terms

We may update these Terms from time to time. Material changes will be posted with a new "Last updated" date. Continued use of the Service after the effective date of the updated Terms constitutes acceptance.

11. Contact