BILL Supplemental Terms of Service for International Business Receivables Users

Effective Date: January 22, 2024

To review the previous Terms click here

This Supplemental Terms of Service (“Supplement”) governs Your use of the International Business Receivables Software Service ("IBR Service") as described below. The Supplement applies to You if are: (a) creating an account with Bill.com, LLC for the purpose of tracking and managing business payments from Your Customers located in the United States and Canada (“International Business Receivables Account”) and (b) an Individual (acting in the course of Your trade, business or profession, e.g. a sole trader) residing in the United Kingdom or a corporation, partnership, or other Organization organized under the laws of the United Kingdom. This Supplement modifies the BILL General Terms of Service (“Terms”) with respect to the IBR Service only and together with any applicable country or service schedules incorporated and referenced herein constitutes the Agreement between You and Bill.com, LLC (“BILL”) and governs Your use of BILL’s IBR Service. In the event of any conflict between this Supplement and the general Terms, this Supplement will govern.

You understand and agree that: (a) the IBR Service is a software service intended for the management of business payments or payments by business entities and shall not be used for purposes that are wholly or mainly outside of Your trade, business or profession; and (b) unless and until You complete Our onboarding process, including providing all required information related to You/Your Organization, You will not be able to open an International Business Receivables Account or use the IBR Services. We may suspend or deactivate Your use of the IBR Services at Our sole discretion.

Capitalized terms not defined in this Supplement have the meaning given to them in BILL’s Terms.

For the purposes of this Supplement, Schedules 1 (Bill Payment Service), 2 (Accounts Receivable Service) and 3 (Console Service) of the Terms do not apply and do not constitute as part of the Agreement with BILL customers bound by this Supplement.

The International Business Receivables Software Service. With the IBR Service, You have the ability to (1) track payments that you receive into Your designated Payment Account from Your Customers in the U.S. and Canada; (2) access the BILL network, (3) manage the choice of currency for payments from Your Customers in accordance with currency available in Your county as determined by BILL and (4) create and manage invoices, all as further described below.

Invoice Creation and Management. You may create invoices through the IBR Service, send and track Your invoices, and send reminders related to Your invoices. By using these features You represent and warrant that You have all rights and consents necessary to send invoices and reminders to Customers in accordance with any governing agreements and applicable law. BILL is not responsible for any invoices or reminders that You send using the Service, including those that are misdirected or not received.

Software Service. You acknowledge and agree that the IBR Service is a software service and not a payment service. Any payment service is provided by BILL to Your Customer in the United States or Canada. The IBR Services provides You with a means for communicating the preferred currency of the payment. If a currency conversion is required, You agree to pay the costs of Your currency election as more specifically described below. We will hold the funds in transit from Your Customer on Your Customer’s behalf and as agent for Your Customer until such funds are disbursed to Your Payment Account (i.e. the Payment Account you have designated for the receipt of such funds in accordance with section 3 below). You agree that you have no legal claim to any funds that BILL may hold or remit on behalf of Your Customer and BILL has no liability to You for the correct execution of the payment from Your Customer. This does not impact any rights You have with respect to Your Customer, including any right to receive payment for Your invoice by Your Customer. BILL is not responsible for any invoices or reminders that You send using the Service, including those that are misdirected or not received.

Privacy and Data Processing. By enrolling in or using the Service, You acknowledge that You have read and understood our Privacy Notice, which governs Our collection, use, sharing, and protection of Your information.

Representations and Warranties. When You use the IBR Service, You must associate a Payment Account with Your BILL account. When You enter Payment Account information for purposes of the IBR Service, You represent and warrant on an ongoing basis that:

• You have authority to provide and disclose the Payment Account information to BILL and have provided accurate Payment Account information to BILL;
• You have authority to and do authorize Us to credit your Payment Account, as applicable, in accordance with payments instructions from your Customers;
• You are located, or if You are an entity then You are organized in, an eligible country and have provided Us with accurate and up to date information about You; and
• Your use of the IBR Service complies with this Agreement and applicable law, regulations and rules and with the contract for goods or services between You and Your Customer.

User Responsibilities. You are solely responsible for ensuring the accuracy of the Payment Account information that You provide to BILL or to Your Customer using the IBR Services. BILL or Your Customer will not have any liability to You for losses or damages resulting from Your provision of inaccurate Payment Account information, including (for the avoidance of doubt) where BILL executes a payment on the instruction of a Customer using incorrect Payment Account information provided by You. You are responsible for returning to BILL any funds credited to Your Payment Account as a result of a mistake and agree to do so within 5 business days of Us notifying You of the mistake.

Consents and Authorizations. By using the IBR Service, You represent and warrant on an ongoing basis that:

• If You share Your Customer's information with BILL, You have obtained all required authorizations or consents from Your Customer to share that Customer’s information and any information that You provide to BILL in relation to a Customer is complete and accurate and, where relevant, appropriately identifies the Customer;
• All of the invoices that You create or upload using the IBR Service are issued pursuant to and in a form that is compliant with the contract or arrangement that You have with Your Customer for the provision of Your goods or services;
• You are solely responsible for verifying the accuracy of any Customer information You provide in connection with Your International Business Receivables Account or use of the IBR Service. BILL will have no liability for losses or damages resulting from the accuracy or inaccuracy of a Customer’s information, or Your or Your Customer’s actions or inactions.

No United Kingdom Sanctions. You represent and warrant that: (a) You are not a person or entity listed or designated in any economic sanctions laws, regulations, orders, embargos or restrictive measures administered, enacted or enforced by HM Treasury’s Office for Financial Sanctions Implementation (“OSFI”), any sanctions or requirements imposed by, or based upon the obligations or authorities set forth in The Sanctions and Anti-Money Laundering Act 2018 (The Sanctions Act); and (b) You are not an affiliate of any such person listed in any of the above or any person acting on behalf of a person referred to in the foregoing.

Information Required. To comply with its internal policies and applicable laws, BILL is required during Our onboarding process to collect information about You or any User, including but not limited to, as applicable, Your Organization’s address, email, business registration number and bank account. You confirm and verify the accuracy of all information that You provide.

Currency Conversion Rate. You understand and agree that where Your invoice is denominated in Your Customer's local currency (i.e. USD or Canadian Dollars) and You choose to receive a payment in a different currency (e.g. Your local currency), this will require the conversion of currency prior to Your receipt of the payment. The exchange rate used to convert the funds into Your chosen currency will be determined at the time Your Customer makes a payment. Exchange rates may vary from time to time due to market fluctuations and the exchange rate in place at the time Your Customer makes a payment may be different from the indicative rate displayed when You make Your currency election. You agree to the rate We apply for the currency conversion even if it differs from the indicative rate shown to You. You agree that BILL is not responsible and will not be liable to You for any loss suffered by You due to any such rate fluctuations. We and our third-party service providers include a margin on foreign exchange, which is an indirect cost to You. The margin is the difference between the wholesale exchange rate that we obtain for the foreign currency and the actual exchange rate used to convert the payment to the foreign currency You elect.

Fees for IBR Service. By using the IBR Service You agree to pay the wire transaction fee, as updated from time to time, in respect of any payment from Your Customer where You elect or agree with Your Customer to receive the payment other than in Your local currency. The amount of the wire transaction fee will be disclosed at the time You so elect and will be deducted from the payment prior to Your receipt. You are responsible for service fees for all other features of the IBR or other Services You may elect and are eligible to use.

Inactive Accounts. If Your BILL account becomes inactive because (a) You have not provided all required information during the onboarding process, (b) You do not receive a payment for 12 consecutive months, or (c) because You have not provided a valid bank account, We may close your account and deactivate all User access.

Customer Support. Our support teams may respond to an inquiry from You or reach out to You about a payment transaction or Your BILL account, to request information We may require to provide Services, or to provide any support for the IBR Service. You acknowledge and agree that any support We provide to You is not intended to and does not create any rights in Your favor with respect to funds We may be holding and transferring for Your Customer.

Rights We Reserve. BILL reserves the right to refuse to process a payment from a Customer for any reason, including any reason related to the Customer’s financial condition and creditworthiness, in BILL’s sole discretion. BILL may contact, in its sole discretion, for any reason, a Customer regarding any payments made, or to be made, by the Customer to You. BILL will not process any payment transaction requested from any Customer located outside the United States or Canada.

BILL reserves the right to modify or change the terms of Our Agreement (including adding and deleting terms) with You as well as its policies relating to the IBR Service, at any time, in Our sole discretion. BILL will post material changes on Our Website, and will notify You 30 days prior to the effective date of any material change to Your Agreement., unless We are required by law or regulation to make a more immediate change and in that case we will notify You as soon as commercially reasonable. You will be deemed to have accepted and agreed to any revisions or changes to this Agreement at the time of (i) Your electronic acceptance of the revised, changed or new Agreement, or (ii) Your use of the Service after the effective date of the revised, changed or new Agreement. If the revised, changed or new Agreement is not acceptable to You, Your sole and exclusive remedy will be to stop using the Service and/or to cancel Your account prior to the effective date of the change.