Terms of Service

Bit1 Ventures Inc. · Effective: March 25, 2026

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Bit1 Ventures Inc. ("Company," "we," "us," or "our") governing your access to and use of the BIX mobile application ("App") and all related services, including the embedded non-custodial cryptocurrency wallet, in-app swap functionality, and Visa card program.

By creating an account, accessing, or using the App, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not use the App. You must be at least 18 years of age and legally competent to enter into a binding agreement in your jurisdiction to use the App.

2. Description of Services

BIX provides the following integrated services:

2.1 Non-Custodial Embedded Wallet

The App provides a non-custodial cryptocurrency wallet powered by Privy.io. Upon account creation, an embedded wallet is automatically generated for you. You retain full control of your wallet. Bit1 Ventures Inc. does not custody, hold, or have access to your private keys. Privy.io's wallet-as-a-service infrastructure manages key generation, sharding, and recovery. The wallet supports multiple cryptocurrencies including BTC, ETH, SOL, USDT, USDC, and others. You are solely responsible for maintaining access to your wallet recovery methods.

2.2 In-App Cryptocurrency Swap

The App includes an integrated swap engine that allows you to convert supported cryptocurrencies into stablecoins (USDC or USDT). This swap functionality is required before loading funds onto your BIX Visa card. Swap rates are determined at the time of execution and may include a service fee disclosed prior to confirmation. You acknowledge that cryptocurrency prices are volatile and that the exchange rate at the time of execution may differ from the rate displayed at the time of initiation.

2.3 Visa Card Program

Subject to completion of identity verification (KYC), you may apply for a BIX Visa card issued through Rain's card program. The Visa card allows you to spend the stablecoin balance loaded onto your card at any Visa-accepting merchant, point of sale terminal, online retailer, or ATM. Card issuance, transaction authorization, and settlement are managed by Rain in coordination with the Visa network. Merchants receive standard fiat (USD) payments and have no exposure to cryptocurrency.

3. Account Registration and Identity Verification

3.1 Account Creation

You may create a BIX account without completing identity verification. At the account creation stage, you will receive an embedded non-custodial wallet and may deposit and hold cryptocurrency. KYC is not required for basic wallet functionality.

3.2 Identity Verification (KYC)

To access the Visa card program, you must complete identity verification through Persona, Inc., our third-party KYC provider. This process requires you to provide: a valid government-issued photo identification document, a selfie or biometric facial scan for liveness verification, proof of residential address (if required), and any additional information required under applicable AML/CFT regulations.

You represent and warrant that all information provided during the KYC process is accurate, complete, and current. Providing false, misleading, or fraudulent information is a material breach of these Terms and may result in immediate account termination and referral to law enforcement authorities.

Persona, Inc. processes and stores your KYC data in accordance with their own privacy policy. By completing the KYC process, you consent to the collection and processing of your biometric and identity data by Persona as described in our Privacy Policy and Persona's privacy policy.

3.3 Ongoing Compliance

We reserve the right to request additional verification information at any time to comply with AML/CFT regulations, sanctions screening requirements, and applicable laws. Failure to comply with such requests may result in restriction or suspension of your account.

4. Authorized Signers and Transaction Delegation

THIS SECTION CONSTITUTES AN IMPORTANT PART OF YOUR AGREEMENT WITH Bit1 Ventures Inc.. PLEASE READ IT CAREFULLY.

4.1 Grant of Signing Authority

By accepting these Terms, you authorize Bit1 Ventures Inc. to operate designated blockchain transaction signers ("Authorized Signers") that execute specific, pre-defined blockchain transactions on your behalf. This authorization is necessary for the App to function and is granted automatically when you accept these Terms.

4.2 Scope of Authorized Signer Operations

Authorized Signers are strictly limited to executing the following categories of transactions:

Swap Execution: Converting cryptocurrency held in your embedded wallet into stablecoins (USDC/USDT) via the integrated swap engine, only when you initiate a swap request through the App interface.

Card Loading: Transferring stablecoins from your embedded wallet to the Rain smart contract for card funding, only when you initiate a card load request through the App interface.

Settlement Operations: Facilitating the on-chain settlement components required for Visa card transaction processing through Rain's smart contract infrastructure.

4.3 Limitations on Signer Authority

Authorized Signers cannot: access, view, or export your private keys or seed phrase; transfer funds to any wallet address not associated with the services described in Section 4.2; modify the scope of their own permissions; execute transactions without a corresponding user-initiated action in the App; or access your funds for any purpose other than the specific operations listed above.

4.4 Signer Authorization as Essential Service Requirement

You acknowledge and agree that the Authorized Signer system is an essential and integral component of the App’s functionality. The swap engine, card loading, and settlement features cannot operate without Authorized Signer access. Therefore, if you no longer wish to grant Authorized Signer permissions, you must request the closure of your account by contacting our support team at support@bixpay.io or through the account settings within the App. Upon account closure: (a) all Authorized Signer permissions will be immediately revoked; (b) any pending transactions will be completed or cancelled as applicable; (c) your Visa card will be deactivated and any remaining card balance will be returned to your wallet in accordance with Rain’s terms; and (d) your non-custodial wallet and any cryptocurrency held therein will remain accessible to you through the Privy.io wallet infrastructure, independent of Bit1 Ventures Inc. It is not possible to continue using the App’s core services (swap, card loading, and settlement) without active Authorized Signer authorization.

4.5 Acknowledgment of Risk

You acknowledge that blockchain transactions executed by Authorized Signers are irreversible once confirmed on-chain. Bit1 Ventures Inc. is not liable for any loss arising from legitimate transactions executed by Authorized Signers within the scope of their authority as described above.

5. Fees and Charges

The following fees may apply to your use of the App:

Swap Fees: A service fee is applied to each cryptocurrency-to-stablecoin swap. The applicable fee is disclosed before you confirm the swap.

Network Fees (Gas): Blockchain network fees ("gas fees") are charged by the underlying blockchain network and are not controlled by Bit1 Ventures Inc.. These fees vary based on network congestion.

Card Fees: Card issuance fees, monthly maintenance fees, ATM withdrawal fees, foreign transaction fees, and other card-related fees may apply as disclosed in the Card Fee Schedule provided at the time of card issuance.

Bit1 Ventures Inc. reserves the right to modify its fee structure with 30 days' prior notice to you through the App.

6. Prohibited Uses

You agree not to use the App for any purpose that is unlawful, fraudulent, or prohibited by these Terms. See the BIX Acceptable Use Policy for a comprehensive list of prohibited activities. Violation of the Acceptable Use Policy constitutes a material breach of these Terms.

7. Intellectual Property

The App, including all content, features, functionality, software, designs, text, graphics, and trademarks, is owned by Bit1 Ventures Inc. or its licensors and is protected by applicable intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to use the App solely for its intended purpose in accordance with these Terms.

8. Disclaimers and Limitation of Liability

8.1 No Financial Advice

Bit1 Ventures Inc. does not provide investment, financial, tax, or legal advice. The App is a technology platform that facilitates cryptocurrency wallet, swap, and card services. Any decision to buy, sell, swap, or hold cryptocurrency is solely your own. You should consult with qualified professionals before making financial decisions.

8.2 Cryptocurrency Risks

You acknowledge and accept the following risks: cryptocurrency values are highly volatile and may result in significant loss; blockchain networks may experience congestion, downtime, or forks that affect transactions; regulatory changes may impact the availability or functionality of the App; smart contract vulnerabilities, though mitigated by audit, cannot be entirely eliminated; and stablecoin depegging events may affect the value of funds loaded onto your card.

8.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BIT1 VENTURES INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING FROM: (A) YOUR USE OF OR INABILITY TO USE THE APP; (B) UNAUTHORIZED ACCESS TO YOUR WALLET OR ACCOUNT; (C) ERRORS, DELAYS, OR INTERRUPTIONS IN BLOCKCHAIN TRANSACTIONS; (D) PRICE FLUCTUATIONS OF CRYPTOCURRENCIES; OR (E) ACTIONS OF THIRD-PARTY SERVICE PROVIDERS (PRIVY.IO, PERSONA, RAIN, VISA).

8.4 Warranty Disclaimer

THE APP IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9. Indemnification

You agree to indemnify, defend, and hold harmless Bit1 Ventures Inc. and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising from or related to: your use of the App; your breach of these Terms; your violation of applicable laws or regulations; or your KYC information being inaccurate or fraudulent.

10. Termination

We may suspend or terminate your account at any time for any reason, including but not limited to: violation of these Terms or the Acceptable Use Policy; failure to complete or pass KYC verification; suspected fraudulent, illegal, or sanctioned activity; regulatory or legal requirements; or extended inactivity.

Upon termination, your right to use the App ceases immediately. Your non-custodial wallet and any cryptocurrency held therein remain accessible to you through the Privy.io infrastructure, independent of Bit1 Ventures Inc.. Any stablecoin balance loaded into the Rain smart contract for card funding will be handled in accordance with Rain's terms of service.

11. Dispute Resolution

Any dispute arising from these Terms shall be resolved through binding arbitration under the rules of the American Arbitration Association. . You agree to waive any right to a jury trial or to participate in a class action. Notwithstanding the foregoing, either party may seek injunctive relief in a court of competent jurisdiction.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of [STATE], United States, without regard to its conflict of law provisions.

13. Modifications

We reserve the right to modify these Terms at any time. Material changes will be communicated through the App at least 30 days before taking effect. Your continued use of the App after the effective date of modified Terms constitutes acceptance.

14. Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

15. Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, and Cookie/Tracking Policy, constitute the entire agreement between you and Bit1 Ventures Inc. regarding the App.

16. Contact

For questions about these Terms, please contact:

Bit1 Ventures Inc.

Email: legal@bixpay.io