Stablecoin Payment Terms

Last Modified: October 14, 2026

These stablecoin payment terms (“Stablecoin Terms”) describe the additional terms and conditions applicable to Customers who enable the Stablecoin Payment Service and are incorporated into and form part of the Tipalti Services Agreement for such Customers, which together with any other applicable agreements located at www.tipalti.com/legal forms the Agreement. If these Stablecoin Terms conflict with any other part of the Agreement, these Stablecoin Terms will prevail as they relate to the Stablecoin Payment Service. Capitalized terms not defined herein have the meaning ascribed to them in the Agreement.

  1. STABLECOIN PAYMENTS AND PROVIDER TERMS
    1.1 Provision of Service. Tipalti may allow Customer to pay its Payees with Stablecoin requested through the Payment Services and authorized for use by Tipalti. Tipalti works with one or more Stablecoin Payout Providers to process Stablecoin Payments. Tipalti’s Stablecoin Payment Service provided hereunder is a “Payment Service” and a “Service” under the Agreement. Customer acknowledges that Tipalti does not at any time take custody, possession, or control of any Stablecoin or of any Payee wallet, and that the conversion, transmission, and facilitation of Stablecoin Payments are performed solely by the Stablecoin Payout Provider.

    1.2 Stablecoin Payout Provider Terms. By using the Stablecoin Payment Service, Customer agrees to comply with the Provider Terms located at https://www.fireblocks.com/payment-services-terms-and-conditions, as amended from time to time. The Stablecoin Payout Provider may modify the Provider Terms from time to time, and Customer’s continued use of the Stablecoin Payment Service thereafter will constitute acceptance of any changes. To help the government fight the funding of terrorism and money laundering activities, federal law requires Tipalti and its Stablecoin Payout Providers to obtain, verify, and record information that identifies Customer prior to initiating a Stablecoin Payment. Tipalti may share Customer KYC information among its affiliates and with Stablecoin Payout Providers to: (a) mitigate fraud, financial loss, or other harm to Tipalti, Customer, and Tipalti’s third party providers; and (b) fulfill obligations to regulatory authorities and as otherwise required by applicable law. Tipalti’s Stablecoin Payout Providers will use Customer information in accordance with their respective privacy policies located at https://www.fireblocks.com/privacy-policy.
  2. PAYMENT MECHANICS AND SETTLEMENT
    2.1 Initiation. Customer initiates a Stablecoin Payment by submitting payment instructions through the Tipalti Services designating a Payee, the payment amount in the applicable fiat currency, and the Supported Stablecoin for disbursement. Customer shall ensure that its Payee has provided a valid, compatible wallet address for the applicable Supported Stablecoin and Supported Network through the Tipalti Payee Portal prior to initiating any Stablecoin Payment. Tipalti may add or remove Supported Stablecoins or Supported Networks at any time in its sole discretion without prior notice to Customer.

    2.2 Conversion and Transmission. Upon receipt of Customer’s funds in the Tipalti Account and payment instructions, Tipalti will instruct the Stablecoin Payout Provider to convert the fiat currency to the applicable Supported Stablecoin and transmit the Supported Stablecoin directly to the Payee’s designated wallet address.

    2.3 Spending Limits. Customer shall not make or attempt to make Stablecoin Payments that alone or in the aggregate exceed (a) the funds available in its Tipalti Account, or (b) the spending limit imposed by Tipalti within the Payment Services (together, the “Spending Limit”). Tipalti has no obligation to process or authorize any Stablecoin Payment that exceeds the Spending Limit and will have no liability for any failure to do so.

    2.4 Settlement Timing. Settlement of Stablecoin Payments is subject to blockchain network confirmation times and Stablecoin Payout Provider processing schedules. Neither Tipalti nor the Stablecoin Payout Provider guarantees the timing of conversion, blockchain confirmation, or availability of the Supported Stablecoin in the Payee’s wallet.

    2.5 Confirmation. A Stablecoin Payment shall be deemed complete upon confirmed recording of the transfer on the applicable blockchain network. Tipalti will make transaction confirmation details available to Customer through the Tipalti Services.
  3. BLOCKCHAIN AND NETWORK RISKS
    3.1 Irreversibility. Once a Stablecoin Payment has been submitted to a blockchain network, the transaction is irreversible and cannot be cancelled, modified, or reversed by Tipalti, the Stablecoin Payout Provider, or any third party. Customer is solely responsible for ensuring the accuracy of all payment instructions, including the Payee wallet address and network selection, prior to initiating any Stablecoin Payment.

    3.2 Blockchain Risk. Customer acknowledges that Stablecoin Payments involve blockchain technology that Tipalti does not own or control and that is subject to operational delays, network congestion, failed transactions, security vulnerabilities, smart contract exploits, and regulatory changes. Customer assumes all risks associated with such technology.

    3.3 Depeg Risk. Customer acknowledges that Supported Stablecoins are not guaranteed to maintain a fixed value relative to any fiat currency. Upon a Depeg Event, Tipalti may, in its sole discretion and without liability to Customer: (a) suspend Stablecoin Payments in the affected Supported Stablecoin; (b) remove the affected Supported Stablecoin from the list of Supported Stablecoins; or (c) continue processing Stablecoin Payments at the prevailing market rate.

    3.4 Wallet Errors. Customer acknowledges that Tipalti shall have no liability for any Stablecoin Payment sent to an incorrect, incompatible, or compromised wallet address provided by Customer or its Payee. Recovery of misdirected Stablecoins is not guaranteed and may not be possible.

    3.5 Stablecoin Payout Provider Errors. Customer acknowledges that Tipalti is not responsible for any acts or omissions of the Stablecoin Payout Provider, including the Stablecoin Payout Provider’s failure to process, delay in processing, or rejection of any Stablecoin Payment.

    3.6 Blockchain Force Majeure. In addition to any force majeure provision in the Agreement, Tipalti shall not be liable for any delay or failure in performing obligations under these Stablecoin Terms to the extent caused by a blockchain-specific event beyond its reasonable control, including hard forks, protocol upgrades, network-wide outages, smart contract vulnerabilities, Stablecoin issuer insolvency, or material changes in blockchain consensus mechanisms. During any such event, Tipalti may suspend the Stablecoin Payment Service without liability to Customer.

    3.7 Disputes. If Customer disputes any Stablecoin Payment, it must contact the applicable Payee to resolve the dispute. Customer will not receive cash refunds for Stablecoin Payments.
  4. REPRESENTATIONS AND WARRANTIES
    4.1 Customer Representations. Customer represents that: (a) Customer has the legal authority and capacity to initiate Stablecoin Payments and to use the Stablecoin Payment Service in its jurisdiction; (b) Customer’s use of the Stablecoin Payment Service complies with all applicable laws, regulations, and sanctions requirements; (c) Customer will not use the Stablecoin Payment Service to evade any applicable sanctions, export controls, or embargo requirements, or to transact with wallets or addresses on any government-maintained restricted or blocked list; and (d) Customer is not located in, organized under the laws of, or acting on behalf of any person located in, any jurisdiction subject to comprehensive U.S. sanctions.
  5. IMPORTANT DISCLOSURE
    5.1 Customer acknowledges and agrees that: (a) Stablecoins are not legal tender and are not issued or guaranteed by the United States government or any other government; (b) Stablecoins are not insured or protected by the Federal Deposit Insurance Corporation (FDIC), the Securities Investor Protection Corporation (SIPC), or any other governmental insurance or protection program, whether domestic or foreign; (c) Stablecoins are not securities and Customer’s use of Stablecoins through the Stablecoin Payment Service does not constitute an investment in securities; (d) the regulatory framework governing Stablecoins and digital assets is evolving and subject to change; and (e) the Stablecoin Payment Service is provided by Tipalti solely from the supported regions in the United States of America and does not constitute an offer to provide services in any jurisdiction where Tipalti is not duly licensed or authorized to operate.
  6. DISCLAIMER AND LIMITATION OF LIABILITY
    6.1 THE STABLECOIN PAYMENT SERVICE IS PROVIDED “AS-IS” TO THE EXTENT IT IS DELIVERED BY THE STABLECOIN PAYOUT PROVIDER. TIPALTI HAS NO INDEMNIFICATION OBLIGATIONS OR LIABILITY OF ANY TYPE WITH RESPECT TO THE ACTS OR OMISSIONS OF THE STABLECOIN PAYOUT PROVIDER UNLESS SUCH EXCLUSION OF LIABILITY IS NOT ENFORCEABLE UNDER APPLICABLE LAW, IN WHICH CASE TIPALTI’S AGGREGATE LIABILITY RELATED TO THESE STABLECOIN TERMS WILL NOT EXCEED $1,000.00 USD (UNLESS SUCH LIMITATION IS NOT PERMISSIBLE UNDER APPLICABLE LAW). TIPALTI DOES NOT WARRANT THAT THE STABLECOIN PAYMENT SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE “LIMITATION OF LIABILITY” SECTION OF THE TIPALTI SERVICES AGREEMENT, AND EXCEPT AS PROHIBITED BY APPLICABLE LAW, CUSTOMER IS RESPONSIBLE UNDER THESE STABLECOIN TERMS TO TIPALTI AND ITS AFFILIATES FOR ANY AND ALL DAMAGES ARISING OUT OF ANY USE OF THE STABLECOIN PAYMENT SERVICE, AND ANY BREACH BY CUSTOMER OF THESE STABLECOIN TERMS. TIPALTI SHALL HAVE NO LIABILITY FOR OR RELATING TO THE COMMERCIAL TRANSACTION BETWEEN CUSTOMER AND ANY PAYEE THAT GIVES RISE TO A STABLECOIN PAYMENT AND CUSTOMER SHALL ASSUME ALL RESPONSIBILITIES WITH RESPECT THERETO.

    6.2 Tipalti does not provide tax advice. Customer is solely responsible for determining and fulfilling any tax reporting obligations arising from Stablecoin Payments, including any obligations under applicable federal, state, or foreign tax laws relating to digital asset transactions.
  7. FEES
    7.1 Customer shall pay Tipalti a fee (the “Stablecoin Fee”) in the amount set forth in the applicable Order Form and in accordance with the payment terms set forth in the Agreement. The Stablecoin Fee is calculated on the fiat currency amount submitted by Customer in the payment instruction. Tipalti may, at its option, deduct Stablecoin Fees from Customer’s Tipalti Account or invoice Customer on a monthly basis in arrears.

    7.2 All Stablecoin Fees are exclusive of applicable taxes. Customer is responsible for any sales, use, value-added, or similar taxes imposed on the Stablecoin Fees, excluding taxes based on Tipalti’s net income.

    7.3 Network fees (commonly referred to as “gas fees”) are determined by the applicable blockchain network and are outside Tipalti’s control. Responsibility for network fees shall be as set forth in the applicable Order Form or as otherwise communicated by Tipalti.
  8. TERM AND TERMINATION
    8.1 These Stablecoin Terms apply to Customer for as long as Customer has access to the Stablecoin Payment Service. Termination of these Stablecoin Terms will not terminate the Tipalti Services Agreement or any Order Form to the extent they apply to Services that are not the Stablecoin Payment Service.

    8.2 Tipalti may revise these Stablecoin Terms at any time in accordance with the Agreement. In addition, and except for changes to the Provider Terms, if the revised version includes a Substantial Change, Tipalti will provide Customer with 30 calendar days’ prior notice of the Substantial Change, and Tipalti will consider Customer to have consented to such revisions and will rely on that consent if Tipalti does not receive notice from Customer objecting to and terminating the Stablecoin Terms before the time specified for the changes to come into effect.
  9. DEFINITIONS
    “Depeg Event” means any occurrence where Tipalti or the Stablecoin Payout Provider determines, in the applicable party’s sole discretion, that the price of a Supported Stablecoin has failed to maintain its intended peg to the fiat currency to which it is linked.

    “Provider Terms” means the Stablecoin Payout Provider’s terms applicable to Customer located at https://www.fireblocks.com/payment-services-terms-and-conditions.

    “Stablecoin” means a fiat-backed digital asset designed to maintain a stable value relative to a fiat currency.

    “Stablecoin Payment” means a transaction that enables Customer to send payments in Stablecoin to Payees via a Stablecoin Payout Provider.

    “Stablecoin Payment Service” means the functionality within the Tipalti Services that enables Customer to initiate, send, or otherwise facilitate Stablecoin Payments.

    “Stablecoin Payout Provider” means one or more financial institutions, or such other digital asset service providers as may be designated by Tipalti from time to time to process Stablecoin Payments.

    “Supported Network” means a blockchain network designated by Tipalti as compatible with the Stablecoin Payment Service, which may include Ethereum, Polygon, Solana, and such other networks as Tipalti may designate from time to time.

    “Supported Stablecoin” means a Stablecoin designated by Tipalti as available for use with the Stablecoin Payment Service, which may include USD Coin (USDC), Tether (USDT), and such other Stablecoins as Tipalti may designate from time to time.