Terms of Service

Part A. General terms, for everyone

A1. About these Terms

These Terms of Service ("Terms") are an agreement between you and Fianto ("Fianto", "we", "us"). They cover the Fianto website, dashboard, API, command line tool, hosted checkout and payment link pages, the customer portal ("My subscriptions"), and the service that submits collections (together, the "Services").

Which parts apply to you:

• Part A applies to everyone.
• Part B applies if you use Fianto to get paid ("Merchant"), including everyone you invite to your account.
• Part C applies if you pay a Merchant through Fianto or use the customer portal ("Payer").

The Acceptable Use Policy (Schedule 1) and Schedules 2 to 4 below are part of these Terms. If documents conflict, this order applies: a written agreement signed by both of us, then Part B or Part C, then Part A, then the Schedules. Our Privacy Policy and Cookie Policy explain how we handle personal data; they are notices, not terms you agree to. Help pages and documentation describe the Services but are not part of these Terms.

A2. What Fianto is and is not

Fianto provides software. It runs a service (the "collector") that submits collection transactions to the Subscriptions program on the Solana blockchain when a payment is due. We do not control that program. You acknowledge that:

• Payments move directly from the Payer's wallet to the destination wallet or wallets the Merchant set for the product. Fianto never receives, holds, controls or has title to those funds, and acquires no interest, lien or claim over them.
• Fianto is not a party to any contract between a Merchant and a Payer, and does not act as either one's agent, trustee or fiduciary.
• Fianto does not provide custody, currency exchange, conversion to or from fiat money, remittance, lending, or the issuance of any token. Fianto is not a bank.
• Fianto does not currently hold a financial services licence or registration. If that changes, we will update these Terms.
• Fianto is not responsible for deciding which laws apply to your business or your sales.

A3. How collections work

1. A Merchant creates a product on the Subscriptions program: a price, a token, a billing interval and a fixed list of destination wallets. The price of a product cannot be changed once it is created.
2. A Payer approves it once by signing a permission in their own wallet. The permission names the Merchant's destination wallets and a maximum amount per period (the "cap").
3. When a payment is due, the collector submits a collection. The program is designed to check that the amount is within the cap, that the destination is on the list, that the period has not already been collected, and that the permission is still in place, and to reject a collection that fails any check.
4. The Merchant pays nothing: no Fianto fee and no network fee (see B5 and B8). The Payer pays any Fianto fee, added on top of the price, and the network fee of each transaction they sign, such as approving the permission or paying a one-off checkout, and a flat 0.01 USDC network fee with every subscription charge.

By design, the collector can only request collections the program allows: it cannot change the destination, collect more than the cap, collect twice in a period, move any other asset, or collect after the permission is removed. We do not control the program and do not warrant how it behaves. We may rely on the Payer's signed permission and on the Merchant's product settings as correct, and we have no duty to check them further.

A4. Who can use Fianto

• You must be at least 18 years old and able to form a binding contract.
• If you accept these Terms for a business, you confirm that you are authorised to bind it, and "you" means that business.
• You must not be, or be owned or controlled by, a person subject to sanctions of the United Nations, the United Arab Emirates, the United States, the European Union or the United Kingdom, and must not be located in, or ordinarily resident in, a country or region subject to comprehensive sanctions. You must not use a VPN or other tool to hide your location from us.
• We may decide not to offer the Services in some countries, and we may change that list.

A5. Wallets and security

Your wallet and its keys are yours, and so is keeping them safe. We will never ask for your seed phrase or private key, and none is needed to use the Services. If you lose access to a wallet, we cannot recover it or the assets in it. Keep your account credentials and API keys secret, and turn on the security features we offer. If you suspect someone else has access to your account or keys, tell us straight away at support@fianto.xyz with "Security" in the subject.

A6. Risks you accept

Using blockchains and stablecoins carries risks we do not control. They include:

• Finality. A transaction recorded on Solana cannot be reversed, by us or anyone else. Refunds are new payments.
• Network problems. Congestion, outages, forks, dropped transactions and changes to fees can delay or prevent collections.
• The program. The Subscriptions program is third-party code. It may contain defects or be changed by those who control it.
• The token. USDC is issued by a third party. It may lose its peg to the US dollar, and its issuer can block addresses, which would make collections to or from those addresses fail.
• Mistakes in settings. A wrong destination address in a product sends payments to that address. Check addresses before you create a product.
• Our software and providers. The collector, our hosting, RPC providers and the embedded wallet provider can fail, be attacked or be delayed, and a collection can be late or missed as a result.
• Beta. The Services are in beta. Features can be incomplete, change or stop.
• No protection scheme. Stablecoins in a wallet are not bank deposits and are not covered by deposit insurance or investor compensation schemes.
• Law. Laws on digital assets and payments are changing and may affect the Services or what you can do with them.

A7. Third-party services

The Services depend on others: the Subscriptions program, the Solana network and its RPC providers, the USDC issuer, wallets and WalletConnect, and the providers we use for hosting, email, business verification and sanctions screening. Your use of a wallet or other third-party service is governed by that provider's own terms. We are not responsible for third-party services. We may tell Merchants about changes to the Subscriptions program that we become aware of, but we do not monitor it and are not obliged to.

A8. Acceptable use

You must follow the Acceptable Use Policy. In short: nothing illegal, no prohibited business, nothing that harms the Services or other people, and no attempt to get around our limits or controls.

A9. Your content and our software

We give you a limited, non-exclusive, non-transferable right to use the Services for their intended purpose while these Terms apply. We and our licensors keep all rights in the Services, our software, our name and our marks. You keep all rights in your content, such as your product names, logo and branding, and you give us the right to use it to provide, maintain, secure and improve the Services, to comply with law, and as these Terms otherwise allow. If you send us feedback, we may use it for any purpose, without owing you anything. We may create and use aggregated or de-identified data about the use of the Services, which does not identify you or any individual, for any lawful purpose, including publishing statistics.

A10. Privacy

Our Privacy Policy explains what personal data we collect and why. For data about a Merchant's Payers that we handle to run that Merchant's subscriptions, we act for the Merchant under the data processing terms in Schedule 3. Data on the Solana blockchain is public and permanent: neither we nor you can correct or erase it.

A11. Disclaimers

To the extent the law allows, the Services are provided "as is" and "as available", without warranties of any kind, express or implied, including of merchantability, fitness for a particular purpose, accuracy and non-infringement. We do not promise that the Services will be uninterrupted, error-free, secure or always able to submit a collection on time, that defects will be fixed, or that any blockchain, program, wallet or token will work as expected.

Beta. The Services are in beta. They may be incomplete or contain errors, may change or stop at any time, and come with no service level or support commitment.

Information in the Services. Sanctions screening, wallet balances, estimates such as payments at risk, reminders, receipts, invoices, webhooks and dashboard figures can be incomplete, inaccurate or late. The transaction recorded on Solana is the record that counts. Screening is not a guarantee and does not replace your own legal obligations.

We do not give legal, tax or financial advice.

A12. Limits on liability

To the extent the law allows, neither party is liable to the other for loss of profits, revenue, business, goodwill or data, or for any indirect or consequential loss. This does not limit a Merchant's obligation to pay fees, its indemnity under B11, or its liability for breaking A4, the Acceptable Use Policy or our rights in the Services.

Fianto is not liable for losses caused by the events described in A6, by a third-party service, by a wallet or key you lost, or by settings you chose, or for a collection that is late, missed or not retried, or for any loss or change in value of digital assets, unless caused by our fraud, gross negligence or wilful misconduct.

Fianto's total liability for all claims arising out of or relating to these Terms and the Services is limited, in aggregate: for a Merchant, to the greater of the fees it paid Fianto in the 12 months before the event giving rise to the first claim and USD 1,000; for a Payer, to USD 100.

A Merchant must bring any claim against Fianto within 12 months after it became aware, or ought reasonably to have become aware, of the facts giving rise to it. These limits reflect that the Services are free during the beta and are priced on this basis.

Nothing in these Terms limits liability for fraud, gross negligence or wilful misconduct, for death or personal injury caused by negligence, or for anything else that cannot be limited by law, and nothing limits the rights a consumer has under the law of the country where they live.

A13. Changes to the Services and to these Terms

• Notice. We will tell you about material changes to these Terms at least 30 days before they take effect, by email to your account address or in the dashboard. A change is material if it significantly reduces your rights or adds to your obligations; new features, clarifications and changes in your favour are not. Other changes take effect when published. Every version stays available in the version history.
• Accepting. For material changes, we will ask you to accept the new version the next time you sign in, and you cannot use the dashboard until you do or you close your account. Changes that are not material take effect on the stated date if you keep using the Services.
• Exceptions. Changes needed for legal, regulatory, sanctions, security or fraud reasons, or caused by a third party we rely on, such as the Subscriptions program, the Solana network or the token issuer, may take effect sooner.
• No going back. A change never applies to a dispute that started before it took effect.
• Payers. A change to the amount, cap, destination or interval of a subscription needs a new permission signed in the Payer's wallet. We cannot make it for them.
• If you do not agree to a change, you may stop using the Services and close your account before it takes effect.

A14. Suspension and ending

You may stop using the Services at any time. We may suspend or end the Services for you, in whole or in part, or stop submitting collections for some or all of your products, on 30 days notice for any reason. We may do so immediately if we reasonably believe it is needed because of sanctions, fraud, a breach of these Terms or the Acceptable Use Policy, a legal requirement or a request from an authority, a security risk, a risk to Fianto, Payers or others, information we asked for and did not receive, a provider, the Subscriptions program or the network we rely on no longer supporting it, or unpaid fees under B8. If we stop offering the Services altogether, we will give as much notice as we reasonably can. Where the law and our risk controls allow, we may tell you why. We are not liable for a suspension or ending made in good faith under this section.

Suspension or ending never touches money that has already moved. Permissions Payers signed stay in their wallets until they remove them. Sections that by their nature should continue, including A6, A9, A11, A12, A15, A16, B7, B8, B11, B12 and Schedule 3, survive the end of these Terms.

A15. Complaints, governing law and disputes

• Complaints first. Write to support@fianto.xyz with "Complaint" in the subject. We aim to acknowledge a complaint within 2 business days and to reply in full within 30 days. Questions about something you bought go to the Merchant.
• Law. These Terms and any dispute about them are governed by the law of the Abu Dhabi Global Market.
• Courts. If a dispute is not resolved within 30 days of a complaint, either party may take it to the Courts of the Abu Dhabi Global Market, which have exclusive jurisdiction. Either party may go to court at any time for urgent or interim relief, and Fianto may do so to recover unpaid fees. Fianto may also bring proceedings against a Merchant in any court that has jurisdiction over it.
• Consumers. If you are a consumer, you also keep the protection of the mandatory law of the country where you live, and may bring proceedings in its courts where that law allows.

A16. General

• Notices. We send notices by email and in the dashboard. You agree to receive them electronically. Service and legal notices cannot be switched off; product updates can. Send us notices, including objections under Schedule 3, at support@fianto.xyz with "Legal notice" in the subject, An email notice to us counts as received on the next business day after it reaches that address. Notices we send count as received when sent by email or posted in the dashboard.
• Transfer. You may not transfer these Terms without our written consent. We may transfer them to an affiliate, a successor entity or a buyer of all or part of our business, and will tell you when we do.
• Events beyond control. Neither party is liable for failures caused by events beyond its reasonable control, including a failure or congestion of the Solana network or the Subscriptions program, a failure of a provider we rely on, a cyber attack, or action by a government or authority. This does not excuse an obligation to pay.
• Third parties. No one other than you and Fianto has a right to enforce these Terms.
• Records. Our records of your acceptance of these Terms and of your use of the Services are evidence of them, unless shown to be wrong.
• Language. These Terms are written in English. A translation is for convenience; the English version prevails.
• Whole agreement. These Terms are the whole agreement between us about the Services. If a part is found unenforceable, the rest stays in force. Not enforcing a right is not a waiver of it.

Part B. Merchant terms

B1. Your account and your team

You are responsible for everything done through your account, including by people you invite. People you invite must use their own login and follow these Terms, and you are responsible for them.

B2. Business verification and screening

You must give us accurate information about your business and its owners and keep it up to date, telling us about changes within 10 business days. You authorise us and our providers to verify it and to screen you, your owners and your wallets against sanctions lists when you join and afterwards. We may set limits based on what we have verified, pause new signups or collections when a limit is reached, and ask for more information at any time.

B3. Prohibited and restricted businesses

You must not use the Services for a business listed as prohibited in the Acceptable Use Policy. Businesses listed as restricted need our written approval first, and may come with conditions.

B4. Products and destination wallets

You set each product's price, token, interval and destination wallets, and you are responsible for them being correct. A product's price cannot change once created; to change a price, create a new product. You must control every destination wallet you list.

B5. Network fees

You never pay a network fee and you hold no wallet for fees. Your Payer's wallet pays the network fee of each transaction the Payer signs, such as subscribing or paying a one-off checkout. Every subscription charge also carries a flat network fee of 0.01 USDC, paid by your Payer with the charge and never taken from what you receive. Network fees on transactions the Payer signs are set by the Solana network, not by Fianto.

B6. Collections, failed collections and retries

The collector is designed to submit collections on or after the due date and to retry during the rest of the period when a Payer's wallet is short. You choose in Settings how many periods in a row may be missed before we stop collecting from that Payer. We report attempts and their results in the dashboard and by webhook; webhooks can be delayed, repeated or lost, so check important events against Solana. The program does not collect a partial amount.

B7. Your responsibilities to your Payers

• Tell them before they approve: what they pay, how often, the cap, when the first charge is, who receives the money, and how to cancel. Schedule 2 lists what to say and gives text you can use.
• Be the seller. You are responsible for your goods and services, delivery, customer support, complaints and disputes.
• Refunds are yours to decide and to send, from your own wallet. Keep a fair refund policy and make it available before people pay.
• Consumer law. Follow the laws that apply to your sales, including those on automatic renewal, notices and cancellation. Any notice the law requires you to give your Payers is yours to give; messages Fianto sends do not replace it.
• Your privacy notice. Tell your Payers how you use their data, including that you use Fianto.
• Taxes. You are responsible for all taxes on your sales. Invoices we generate are a convenience, not tax advice.

B8. Fees

You pay Fianto nothing. There is no Fianto fee during the beta. Any Fianto fee is added on top of your price and paid by your Payer, at checkout and on each renewal; it is shown to the Payer before they pay or subscribe, and it is never taken from what you receive. Before any Fianto fee starts or increases, we will give you at least 30 days notice by email or in the dashboard; you may close your account before it takes effect. Network fees are covered in B5. See Schedule 4.

B9. API, webhooks and command line

Use the API within the rate limits we publish, keep your secret keys secret, and verify the signature on every webhook before you act on it. We may change the API. We will give reasonable notice, normally at least 30 days, before removing a generally available feature, unless security, law or a third party we rely on requires otherwise. Beta and preview features may change or be removed without notice. Keep your integration up to date, and keep your keys secret: you are responsible for everything done with them.

B10. Data protection

For personal data about your Payers that we process to run your subscriptions, you are the controller and we are your processor, under Schedule 3. For our own purposes, such as security, sanctions screening, and the customer portal that shows a Payer their subscriptions with every Merchant, we are a controller, as described in our Privacy Policy.

B11. Your promises and indemnity

You promise that the information you give us is true, that you have the rights to what you sell, and that you will follow the law and these Terms. You will compensate Fianto for claims, fines, penalties, investigations and reasonable costs, including legal fees, that come from your goods or services, your Payers' claims, your breach of these Terms, the Acceptable Use Policy, law or sanctions, your content, your privacy notice or your handling of Payers' data, your taxes, your product settings, or the use of your account or API keys, except where they are caused by our own breach of these Terms. We may take control of the defence of such a claim at your cost, and you will cooperate. This obligation is not limited by A12.

B12. Closing your account

You may close your account at any time in Settings, or ask us at support@fianto.xyz. Before closing, you can export your data. After closing, we stop submitting collections for your products. Your Payers' permissions stay in their wallets until they remove them, and the customer portal may show them that collections have stopped.

B13. Publicity

We may name you and show your logo as a Fianto customer on our website and in our materials. You can ask us to stop at any time by writing to support@fianto.xyz.

Part C. Payer terms

This part is for people who pay a Merchant through Fianto or use the customer portal. It is a short notice about how the payment works. Your purchase is a contract between you and the Merchant, not Fianto.

C1. What you approve

Before you sign, the page shows the Merchant, the product, the amount, how often you pay and the cap. When you sign, you give a standing permission, recorded on Solana, for collections up to the cap to the Merchant's listed wallets. Signing it costs a small network fee, usually under USD 0.01, paid from your wallet. You are not asked to approve each payment. Stopping using the product, or ignoring it, does not cancel it.

C2. How payments are collected

On each due date, Fianto submits the collection. Each one is the price in USDC, plus any Fianto fee and a flat 0.01 USDC network fee, as shown when you subscribed and within the cap you signed. If you gave an email address, we aim to send receipts and reminders, but email can be delayed or lost, and it is the Merchant who must give you any notice the law requires. If your wallet is short, nothing is taken; the Merchant's settings decide how long it is retried before the subscription stops.

C3. Cancelling

You can cancel at any time in My subscriptions or by removing the permission in your own wallet. It stops future payments; it does not refund payments already made. Payments already recorded on Solana are final.

C4. Refunds and problems with a purchase

Ask the Merchant: they are the seller, and refunds come from them. Any right you have to withdraw from a purchase is exercised against the Merchant. Fianto is not responsible for the Merchant's goods, services or refunds. Questions about how a payment was collected can come to us at support@fianto.xyz.

C5. Your wallet and your data

We do not ask Payers for identity documents, and we will never ask for your seed phrase. We check wallet addresses against sanctions lists. Signing in to My subscriptions is a message, not a transaction, and it records that you accept these Terms. Your wallet address and payments are public on Solana and cannot be erased; see the Privacy Policy.

C6. Your rights

Nothing in these Terms limits any right you have as a consumer under the law of the country where you live.

Schedule 1. Acceptable Use Policy

The Acceptable Use Policy is part of these Terms.

Schedule 2. What Merchants tell Payers

Before a Payer approves a subscription, show them, in the checkout or next to it:

1. Your business name and how to contact you.
2. The product, the amount per period in USDC, the interval, and the cap they are approving.
3. When the first payment is taken, and that later payments are collected automatically without a new approval.
4. How to cancel: in My subscriptions, or by removing the permission in their wallet.
5. Your refund policy.
6. That payments on Solana are final, and that the wallet address and payments are public on the blockchain.

Text you can use in your own terms: "We collect subscription payments in USDC on Solana using Fianto. You approve a cap per billing period once; each payment goes directly from your wallet to ours. You can cancel at any time in My subscriptions at fianto.xyz or in your wallet. Fianto's handling of your data is described at fianto.xyz/privacy." This text is an example, not legal advice. Fianto's hosted checkout is designed to show some of these items, but you remain responsible for making sure your Payers get everything the law requires.

Schedule 3. Data processing terms

This schedule applies when Fianto processes personal data as the Merchant's processor ("Merchant Personal Data"): Payers' wallet addresses, permissions, payment history, and any email address or order reference the Merchant collects through Fianto.

1. Instructions. We process Merchant Personal Data only to provide the Services and on your documented instructions, which these Terms and your settings are. We will tell you if we think an instruction breaks the law.
2. Confidentiality. Everyone who processes it for us is bound to keep it confidential.
3. Security. We keep appropriate technical and organisational measures, including encryption in transit, access controls and logging.
4. Sub-processors. You authorise the sub-processors listed in the Privacy Policy. We will give at least 14 days notice of a new one, or less where needed urgently for security or continuity, and you may object; if we cannot address a reasonable objection, you may end the affected Services.
5. Transfers. Transfers outside the country where data is collected use an adequacy decision or approved contractual clauses.
6. Requests. We will help you answer requests from Payers exercising their rights, and pass on any we receive.
7. Breaches. We will tell you without undue delay and, where feasible, within 72 hours after becoming aware of a personal data breach affecting Merchant Personal Data.
8. Help. We will give reasonable help with your impact assessments and consultations with regulators.
9. End. When the Services end, we delete or return Merchant Personal Data within 90 days, except what the law requires us to keep. Data on the blockchain cannot be deleted by anyone.
10. Audits. We will make available the information needed to show we comply with this schedule, and allow reasonable audits on 30 days notice, once a year, at your cost and subject to confidentiality. We will first answer with documents and reports; an on-site audit is only needed if those are not enough.

Schedule 4. Fees

Version history

Questions about these Terms: write to support@fianto.xyz with "Terms" in the subject.