AgentPMT Terms & Conditions
Effective Date: August 11, 2025
These Terms & Conditions (the "Terms") govern access to and use of the AgentPMT marketplace and related services that facilitate stablecoin-based payments (e.g., USDC) between buyers ("Customers") and software providers ("Vendors"). "AgentPMT," "we," "us," and "our" refer to the entity operating this marketplace, Apoth3osis LLC.
By creating an account or using the marketplace, you agree to these Terms. If you do not agree, do not use the marketplace. You also agree to any policies referenced here (including our Privacy Policy) and to additional terms specific to features you use.
1. The Marketplace; Our Role
1.1 Marketplace Only
AgentPMT provides an online marketplace and payment rails to enable Customers to discover, subscribe to, and pay for Vendor apps and agents. We are not the seller or developer of Vendor apps and do not warrant their functionality, availability, or fitness for a particular purpose.
1.2 No Custodial Bank Services
AgentPMT is not a bank, broker, or investment adviser. Stablecoin payments (e.g., USDC) are not bank deposits and are not insured by any government agency. On-chain transfers are irreversible.
1.3 Smart Contracts & Networks
Payments may be executed via smart contracts on supported networks. You acknowledge network fees, delays, forks, or other blockchain events may affect timing and finality of transactions. Where technically feasible, AgentPMT may use escrow, reserves, or holds to mitigate risk.
2. Accounts; Eligibility; Compliance
2.1 Eligibility
You must be at least the age of majority in your jurisdiction and have full power to enter these Terms. If you register on behalf of a business, you represent you have authority to bind that business.
2.2 KYC/AML; Sanctions
We may require identity verification and conduct sanctions/AML screening. You must not use the marketplace if you are located in or ordinarily resident of, or acting for, any sanctioned jurisdiction or person. We may block, hold, or reverse transactions or suspend accounts to comply with law.
2.3 Account Security
You are responsible for safeguarding credentials, private keys, API keys, and access tokens. Loss or compromise may result in loss of funds or unauthorized activity that may be irreversible on-chain.
3. Customer Terms
3.1 LLM Guardrails & Budgets
Customers are solely responsible for configuring spending caps, per-transaction limits, and permission scopes for any agent or LLM-driven feature they enable. You understand that agent actions may trigger transactions or API usage; set conservative defaults and monitor activity.
3.2 Purchases; Subscriptions
When you buy or subscribe to a Vendor app, the contract is between you and the Vendor. Billing cycles, features, and renewal terms are set by the Vendor unless otherwise stated. Cancel before renewal to avoid future charges.
3.3 Refunds
Refunds are governed by the Vendor's policy. Because on-chain transfers may be irreversible, refunds typically occur via a separate credit or on-chain return. AgentPMT may facilitate dispute workflows but is not the merchant of record unless expressly stated.
3.4 Acceptable Use
Do not use the marketplace or any app to violate law, infringe IP, launder funds, evade sanctions, or to deploy unsafe agents (including agents configured to exceed your budgets or perform unauthorized actions). We may suspend or terminate for violations.
4. Vendor Terms
4.1 Vendor Account & Listing
To list an app, you must (a) provide accurate business information; (b) maintain current payout details; (c) describe your app, pricing, and support; and (d) post a clear refund policy.
4.2 Functionality Commitment
Vendors warrant their apps will be operational, materially functional, and not malicious. Vendors must promptly fix critical defects, security issues, and outages.
4.3 Uptime & Changes
If you materially deprecate features or experience material downtime, you must (a) notify affected Customers; (b) provide remedies (e.g., fixes, credits, or refunds) consistent with your posted policy; and (c) cooperate with AgentPMT to resolve disputes.
4.4 Clawbacks, Holds & Reversals
If an app is nonfunctional, fraudulent, or fails to deliver paid value, AgentPMT may place a hold, withhold payouts, reverse or claw back amounts, or debit Vendor balances/wallets, and may require refunds to Customers. Vendor authorizes these actions and agrees to maintain sufficient funds or to remit refunds on demand. Where on-chain reversal is not technically feasible, Vendor must cooperate to make Customers whole.
4.5 Bans & Delisting
We may remove listings, suspend payouts, or ban Vendors for (a) repeated defects or downtime; (b) policy or legal violations; (c) fraud or abuse; or (d) failure to cooperate in investigations or customer remediation.
4.6 Taxes
Vendors are solely responsible for all taxes, reporting, and compliance related to their sales and payouts. You agree that AgentPMT does not provide tax advice and may issue informational reports where required by law.
4.7 Licenses & IP
By listing, Vendor grants AgentPMT a nonexclusive, worldwide license to use Vendor marks, logos, and content to operate and promote the marketplace. Vendor retains all IP in the app, subject to Customer license terms posted by Vendor.
5. Payments; Fees; Risk
5.1 Stablecoin Payments
Payments may be made in USDC or other supported stablecoins on supported networks. You are responsible for gas/fees. Transactions may be delayed, fail, or be final and irreversible once confirmed.
5.2 Reserves & Risk Controls
AgentPMT may establish reserves, rolling holds, payout delays, or other risk controls on Vendor accounts based on chargeback, refund, dispute, or fraud risk.
5.3 Sanctions & Blocked Addresses
Transfers to or from addresses subject to sanctions, blocklists, or issuer freezes may be held or not completed. You acknowledge some issuers or networks may freeze or block assets.
5.4 Currency; Volatility
Stablecoins aim to maintain a peg but may experience depegs or issuer risk. Values displayed are estimates; exchange rates and market conditions can change.
5.5 Interest, Yield, and Float
To the extent AgentPMT (or our bank, payment, or stablecoin partners) holds, escrows, or otherwise controls funds or digital assets temporarily (including reserves, rolling holds, payout delays, or unsettled balances), AgentPMT may, in its discretion, earn and retain any interest, float, staking or validator rewards, rebates, or other income derived from such funds or assets, except where prohibited by law. You acknowledge that: (a) any such amounts are not owed or payable to you; (b) funds may be commingled with other users' funds or operational balances; (c) holdings may be kept in non‑interest‑bearing or interest‑bearing accounts or on‑chain contracts; and (d) no trust, bailment, or fiduciary relationship is created by our holding of such funds. This Section 5.5 does not limit any refund obligations owed to Customers under these Terms or applicable law.
6. Disputes Between Customer and Vendor
6.1 Direct Resolution First
Customers should first contact the Vendor for support, refunds, or performance issues. Vendors must publish and honor a support channel and response time.
6.2 Escalation
If unresolved, Customers may open a marketplace dispute. We may request logs, screenshots, transaction hashes, and communications. We may propose a resolution, hold funds, or require Vendor action. Our decision governs payouts we control; it does not waive legal rights you may have against each other.
7. Intellectual Property & Content
7.1 Your Content
You retain rights in content you upload. You grant us a license to host, transmit, and display content as needed to operate the marketplace.
7.2 Infringement
Do not upload or sell infringing content. We may remove content or suspend accounts in response to notices or claims.
8. Privacy; Data Use
8.1 Privacy Policy
Our Privacy Policy explains how we collect and use data. By using the marketplace, you consent to that policy.
8.2 Telemetry
We may collect usage, performance, and security telemetry to improve the marketplace, detect abuse, and comply with law.
8.3 Data from Apps
Vendors must process Customer data lawfully and disclose use in their own privacy terms. Vendors must implement reasonable security and promptly notify affected users and AgentPMT of security incidents.
9. Prohibited Uses
You may not use the marketplace to:
- (a) violate sanctions, AML, or other financial crime laws;
- (b) engage in fraud, scams, or deceptive practices;
- (c) deliver malware, backdoors, or unsafe agents;
- (d) infringe IP;
- (e) harass or abuse others; or
- (f) attempt to bypass rate limits, budgets, or safety controls.
10. Disclaimers; Limitation of Liability
10.1 As-Is
THE MARKETPLACE AND ALL APPS ARE PROVIDED "AS IS" AND "AS AVAILABLE." AGENTPMT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AVAILABILITY, AND ACCURACY.
10.2 Marketplace Role
Tools and Vendor apps are not guaranteed. We are a marketplace and are not responsible for Vendor products except as expressly stated here.
10.3 Limitation
TO THE MAXIMUM EXTENT PERMITTED BY LAW, AGENTPMT WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL; OR FOR LOSSES ARISING FROM IRREVERSIBLE OR MISDIRECTED ON-CHAIN TRANSFERS, NETWORK FAILURES, OR ISSUER FREEZES. OUR TOTAL LIABILITY FOR ALL CLAIMS IN ANY 12-MONTH PERIOD WILL NOT EXCEED THE GREATER OF (A) FEES PAID BY YOU TO US IN THAT PERIOD FOR THE SERVICE GIVING RISE TO THE CLAIM, OR (B) US$1,000.
10.4 Essential Basis
These limits form an essential basis of the bargain between you and us.
11. Dispute Resolution; Arbitration; Class Action Waiver (U.S.)
11.1 Informal Process
Before filing a claim, you agree to email us a notice of dispute and attempt to resolve informally for 30 days.
11.2 Binding Arbitration
Any claim arising out of or relating to these Terms or the marketplace will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules for Customer claims or Commercial Arbitration Rules for Vendor claims. The Federal Arbitration Act governs interpretation and enforcement of this arbitration agreement. Venue will be in the county of your residence (for individual Customers) or Oakland County, Michigan (for Vendors and business users), unless we agree otherwise.
11.3 Class Action Waiver
Claims must be brought on an individual basis and not as a class, consolidated, representative, private attorney general, or mass arbitration proceeding, except where such waiver is unenforceable under applicable law.
11.4 Injunctive Relief
Either party may seek temporary injunctive relief in court to protect IP or prevent misuse pending arbitration.
12. Termination
12.1 By You
You may stop using the marketplace at any time and close your account, subject to completing outstanding transactions and obligations.
12.2 By Us
We may suspend or terminate access (and remove listings) immediately for violations of these Terms, risk, legal requirements, or to protect users. We may also discontinue features or the marketplace with reasonable notice where practicable.
12.3 Effect
Upon termination, your right to use the marketplace ends. Sections that by their nature should survive (e.g., payments due, licenses, disclaimers, limitations of liability, arbitration) will survive.
13. Changes to Terms
We may modify these Terms by posting an updated version with a new Effective Date. Material changes will be notified via the marketplace or email where practicable. Continued use after the Effective Date constitutes acceptance.
14. Miscellaneous
14.1 Governing Law
For U.S. users, the laws of the State of Michigan govern these Terms, without regard to conflicts of law principles, except that the FAA governs arbitration. Other users may have mandatory consumer protections under local law.
14.2 Assignment
You may not assign these Terms without our prior written consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
14.3 Entire Agreement
These Terms, plus any policies referenced, are the entire agreement and supersede prior understandings regarding the marketplace.
14.4 Severability; Waiver
If any provision is unenforceable, the remainder remains in effect. Failure to enforce is not a waiver.
14.5 Notices
Legal notices to AgentPMT must be sent to the address listed on our website. We may notify you via the email associated with your account or via the marketplace.
15. Contact
Questions? Disputes? Security issues? Use the contact form below:
By using AgentPMT, you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.
For information about how we handle your data, please visit our Privacy Policy.