Terms of Use

Last Updated: March 11, 2025

Welcome to Brightspeed (hereinafter referred to as “we,” “us,” or “our”). By accessing or using our website and related services (collectively, the “Services”), you (“User” or “you”) agree to comply with and be bound by these Terms of Use (the “Terms”). If you do not agree with any part of these Terms, please do not access or use our Services.

Brightspeed - Terms of Use

1. Introduction & Acceptance of Terms

Welcome to Brightspeed (“Brightspeed,” “we,” “us,” or “our”). These Terms and Conditions (“Terms”) govern your use of the Brightspeed, platform, and any related applications, websites, or other services provided by Brightspeed (collectively, “Brightspeed”).

By accessing, browsing, or using any aspect of the Brightspeed, you (“you” or the “User”) acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy. If you do not agree to these Terms or the Privacy Policy, you must discontinue use of the Brightspeed immediately.

These Terms apply to all users, including Merchants, service providers, and any other person or entity interacting with the Brightspeed. You represent and warrant that you have the authority to accept these Terms on behalf of yourself and, if applicable, any corporate entity you represent.

We reserve the right to update or modify these Terms at any time, with or without prior notice, as described in Section 23 (Updates) below. You are responsible for reviewing these Terms periodically. Your continued use of the Brightspeed after any modification indicates your acceptance of the updated Terms.

If you have any questions or concerns regarding these Terms, please contact us at:

Address: Bright Speed Global Limited
600-4911 51 St
Red Deer, Alberta
T4N6V4

Email: support@brightspeedglobal.com

2. Definitions

In these Terms, the following definitions apply:

Brightspeed: Refers to BrightSpeed Digital Limited, an Alberta corporation, doing business as Brightspeed, including its subsidiaries, affiliates, and authorized service providers.
Services: The payment processing, remittance, and other financial services provided by Brightspeed.
User: Any individual, business, or entity accessing or using Brightspeed.
Merchant: A business or individual utilizing Brightspeed to accept payments for goods or services.
Account: A registered account with Brightspeed used to access its services.
Transaction: Any payment, transfer, or remittance processed through Brightspeed.
Prohibited Activities: Any activities that violate these Terms, applicable laws, or regulatory requirements, as outlined in Section 10.
Prohibited Business Types: Any business or entity that is restricted from using Brightspeed, as listed in Section 11.
Privacy Policy: The policy that governs how Brightspeed collects, uses, and protects user data. The Privacy Policy can be accessed here.
FINTRAC: The Financial Transactions and Reports Analysis Centre of Canada, the regulatory body overseeing financial compliance for money services businesses.
Terms: These Terms and Conditions, including all amendments, updates, and related policies.

3. Brightspeed

Brightspeed provides a suite of infrastructure and API services that enable crypto exchanges, on-ramps, and fintech platforms to securely operate digital asset services. This includes tools for wallet management, crypto-fiat conversion, trading execution, KYC/KYT compliance, and fraud prevention.

3.1 Scope of Services

Payment Processing: Enabling Merchants to accept payments via credit cards, bank transfers, and other supported payment methods.
Remittance Services: Facilitating international money transfers in compliance with regulatory requirements.
OTC Virtual Currency Services: Providing direct transactions for digital assets, excluding services related to crypto asset custody, listing, or exchange.

3.2 Excluded Services

While Brightspeed provides infrastructure and tools to power digital asset services, it does not directly offer the following services:

Custodial Wallet Services: Brightspeed does not custody or manage user digital assets. All wallet operations are non-custodial and fully controlled by the client or its end-users. Clients are solely responsible for managing private keys and securing access credentials.
Brokerage or Exchange Services: Brightspeed does not facilitate or act as an intermediary in buying, selling, or exchanging virtual currencies. Brightspeed’s APIs enable transaction execution but do not match orders, provide liquidity, or operate an order book.
Trading or Investment Advisory: Brightspeed does not provide any form of financial, trading, or investment advice. Clients are solely responsible for their financial decisions and must comply with all applicable securities laws and regulatory requirements.
Fiat Banking or Money Remittance: Brightspeed is not a licensed financial institution or bank. It does not offer fiat deposit accounts, savings, lending, credit facilities, or traditional remittance services. Any fiat-related operations must be conducted through properly licensed third-party providers.
Cryptocurrency Listing or Promotion Services: Brightspeed does not list, market, or promote specific cryptocurrencies, tokens, or digital asset projects. It is a neutral infrastructure provider and does not endorse or validate the legitimacy or compliance status of any crypto asset.
Initial Coin Offerings (ICOs) or Token Launch Platforms: Brightspeed does not facilitate ICOs, token launches, airdrops, or token sales of any kind. Clients must not use the platform for capital-raising activities unless fully compliant with applicable securities laws and with Brightspeed’s prior written approval.
Anonymity-Enhancing or Privacy-Coin Services: Brightspeed does not support privacy-focused coins, mixing/tumbling services, or tools designed to obfuscate the origin, destination, or ownership of funds. Clients are prohibited from using Brightspeed to facilitate anonymous or untraceable transactions.
Point-of-Sale or Retail Payment Terminals: Brightspeed does not provide physical or virtual point-of-sale (POS) systems for in-person or retail crypto payments. The platform is designed for infrastructure-level integrations only.
High-Risk Gambling, Gaming, or Adult Platforms: Brightspeed may not be used to support unlicensed gambling, betting, or adult-content businesses. Use of the platform for these activities requires prior approval and may be restricted based on jurisdiction.
Cross-Chain Swaps or DeFi Aggregators: Brightspeed does not natively support decentralized finance (DeFi) protocols, automated market makers (AMMs), or cross-chain swaps. Clients integrating such technologies must manage all associated smart contract risk and legal obligations independently.

3.3 Service Availability

Brightspeed reserves the right to modify, suspend, or discontinue any of its services at its sole discretion. Service availability may also be subject to geographic or regulatory restrictions.

4. Brightspeed Activities and Regulations

By using Brightspeed, you acknowledge and agree to comply with all applicable regulatory requirements.

4.1 Regulatory Registration

Clients are responsible for ensuring their use of Brightspeed's tools complies with local regulations, including those related to licensing, consumer protection, and anti-money laundering.

4.2 Compliance with Applicable Laws

Brightspeed adheres to the regulatory frameworks governing financial services, anti-money laundering (AML), counter-terrorism financing (CTF), and fraud prevention. The company complies with the requirements set forth by:

The Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada)
FINTRAC guidelines and reporting obligations
International AML and Know Your Customer (KYC) standards

4.3 Risk Management and Compliance Measures

To maintain compliance and reduce financial risks, Brightspeed implements the following measures:

Identity Verification: Users must provide valid identification and business documentation as required under AML/KYC regulations.
Transaction Monitoring: Brightspeed continuously monitors transactions for suspicious activities and may flag, delay, or block transactions that trigger compliance concerns.
Reporting Obligations: Suspicious transactions and activities are reported to FINTRAC and other relevant regulatory authorities as required by law.
Restricted Jurisdictions: Brightspeed does not provide services in jurisdictions subject to Canadian or international sanctions.

4.4 Changes in Regulatory Requirements

Brightspeed reserves the right to modify its compliance policies, risk assessments, or service availability in response to changes in laws, regulations, or enforcement actions. Users are responsible for staying informed about compliance requirements relevant to their business activities.

5. Account Opening

To access Brightspeed, users must create an account (“Brightspeed Account”) and complete the identity verification process. By opening an account, you represent and warrant that all information provided is accurate, current, and complete.

5.1 Eligibility Requirements

To register for a Brightspeed Account, you must meet the following conditions:

Be at least 18 years of age or the legal age of majority in your jurisdiction.
Be a legally registered business entity or individual conducting lawful activities.
Not be located in a jurisdiction where Brightspeed are restricted.
Provide accurate and verifiable identity and business information.
Not be subject to any financial sanctions or government restrictions.

5.2 Information Required for Registration

To comply with regulatory obligations, Brightspeed requires users to submit the following information during account registration:

Business Documentation: Corporate formation documents, shareholder agreements, business licenses, and supplier contracts.
Identity Verification: Government-issued photo identification (e.g., passport, driver’s license) and proof of residence (e.g., utility bill).
Financial Records: Bank statements, processing history, cryptocurrency wallet addresses, and tax filings.
Beneficial Ownership Information: Disclosure of all individuals with significant control over the business.

5.3 Account Approval Process

Brightspeed reserves the right to approve or reject any account application at its sole discretion. Additional verification steps may be required before granting access to certain services. Users will be notified upon approval or if further documentation is necessary.

5.4 Accuracy and Updates

Users must ensure that all account information remains accurate and up to date. If there are any changes to your business structure, ownership, or financial details, you must notify Brightspeed promptly. Failure to maintain accurate information may result in account suspension or termination.

5.5 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities conducted under your account. Brightspeed is not liable for any unauthorized access resulting from your failure to secure your login information.

5.6 Restricted and Prohibited Accounts

Brightspeed reserves the right to refuse service to individuals or entities engaged in prohibited activities, as outlined in Section 10 (Unlawful and Prohibited Use) and Section 11 (Prohibited Business Types).

6. Account Maintenance

Users are responsible for maintaining their Brightspeed Account in compliance with these Terms. Brightspeed reserves the right to impose account limitations, require additional verification, or suspend services if necessary to ensure compliance with applicable laws and security standards.

6.1 User Responsibilities

As a Brightspeed Account holder, you agree to:

Ensure all account information remains accurate, current, and complete.
Maintain the security of your account credentials and prevent unauthorized access.
Comply with all applicable laws, regulations, and these Terms.
Notify Brightspeed immediately of any suspected unauthorized activity or security breach.

6.2 Transaction Limits and Restrictions

Brightspeed may impose limits on transaction sizes, processing volumes, or frequency of transactions based on compliance requirements, risk assessments, or fraud prevention measures. These limits may be modified at any time at Brightspeed’ sole discretion.

6.3 Account Reviews and Audits

To ensure continued compliance, Brightspeed may conduct periodic reviews or audits of user accounts. Users may be required to provide updated documentation, transaction records, or other relevant information upon request. Failure to comply may result in account suspension or termination.

6.4 Service Modifications

Brightspeed reserves the right to modify, discontinue, or restrict access to certain services, features, or account functionalities. Users will be notified of significant changes where required by law or service agreements.

6.5 Dormant Accounts

If a Brightspeed Account remains inactive for more than twelve (12) consecutive months, Brightspeed may classify the account as dormant. Dormant accounts may be subject to restrictions, additional verification, or closure.

6.6 Account Closure by User

Users may request account closure at any time by submitting a written request to Brightspeed. Before closure, all outstanding transactions, fees, and compliance obligations must be settled. Upon account closure, users will lose access to Brightspeed.

6.7 Suspension or Termination by Brightspeed

Brightspeed may suspend or terminate an account if:

The user violates these Terms or engages in prohibited activities.
Regulatory compliance requires action on the account.
There is suspicion of fraud, illegal activity, or security breaches.
The user fails to provide requested compliance documentation.

Account suspension or termination may result in the restriction of services, loss of access to account funds, and reporting to regulatory authorities where required.

6.8 KYC/KYT Responsibilities

Brightspeed provides optional integration tools for Know Your Customer (“KYC”) and Know Your Transaction (“KYT”) processes to assist clients in meeting regulatory compliance standards. These tools are offered as part of the infrastructure only and do not replace the client’s legal obligations.

You acknowledge and agree that:

You are solely responsible for ensuring compliance with all applicable anti-money laundering (AML), KYC, KYT, and sanctions screening laws in your operating jurisdiction.
You must review, configure, and validate any compliance settings or workflows implemented through Brightspeed’s APIs or third-party integrations.
Brightspeed does not independently verify end-users of your platform and disclaims all liability for non-compliance resulting from your failure to implement adequate screening processes.

7. Suspension or Termination of Access

Brightspeed reserves the right to suspend or terminate access to its Services at any time, with or without prior notice, if a user violates these Terms, engages in prohibited activities, or poses a security or compliance risk.

7.1 Grounds for Suspension or Termination

Your Brightspeed Account may be suspended or terminated for any of the following reasons:

Violation of Terms: Any breach of these Terms, including but not limited to non-compliance with regulatory requirements.
Prohibited Activities: Engagement in activities listed in Section 10 (Unlawful and Prohibited Use) or Section 11 (Prohibited Business Types).
Fraud or Unauthorized Activity: Any attempt to commit fraud, misrepresentation, identity theft, or other unauthorized transactions.
Failure to Provide Information: Refusal or failure to submit required compliance documentation when requested.
Regulatory or Legal Requirements: Actions mandated by law enforcement, regulatory agencies, or government authorities.
Security Concerns: Detection of suspicious login attempts, account breaches, or compromised account credentials.
Extended Account Inactivity: Failure to access or use the account for more than twelve (12) consecutive months.

7.2 Consequences of Suspension

If your account is suspended, Brightspeed may take any of the following actions:

Restrict access to your Brightspeed Account and Services.
Hold or freeze transactions pending further investigation.
Request additional identity verification or documentation.
Report the incident to relevant regulatory authorities if required.

Suspensions will remain in effect until Brightspeed determines that the cause of the suspension has been resolved. The duration of a suspension depends on the nature and severity of the issue.

7.3 Consequences of Termination

If Brightspeed terminates your account, the following conditions apply:

Your access to Brightspeed will be permanently revoked.
Any pending transactions may be canceled or reversed.
Funds held in your account may be returned or forfeited based on applicable laws and regulatory requirements.
Brightspeed may notify regulatory authorities or law enforcement agencies if required.

7.4 Appeals and Reinstatement

If your account has been suspended or terminated, you may contact Brightspeed to request an appeal or review. Brightspeed reserves the right to approve or deny reinstatement at its sole discretion. If reinstatement is granted, additional verification and compliance measures may be required.

7.5 No Liability for Suspension or Termination

Brightspeed is not liable for any damages, losses, or inconvenience resulting from account suspension or termination. Users acknowledge that Brightspeed has the right to take necessary actions to ensure regulatory compliance and maintain the security of its platform.

8. Account Deletion

Users may request the deletion of their Brightspeed Account at any time. Upon deletion, all access to Brightspeed will be permanently revoked, and any remaining account data will be retained or erased in accordance with legal and regulatory requirements.

8.1 User-Initiated Account Deletion

To request the deletion of your Brightspeed Account, you must:

Submit a written request via email or through any available account management interface.
Ensure that all outstanding transactions, disputes, or obligations have been resolved.
Withdraw or transfer any remaining funds before the deletion request is processed.

Brightspeed will process account deletion requests within a reasonable timeframe. Users will receive confirmation once the deletion is complete.

8.2 Automatic Account Deletion

Brightspeed may automatically delete accounts under the following conditions:

The account has remained inactive for more than twenty-four (24) consecutive months.
The user has failed to provide required identity verification or compliance documentation.
The account has been previously suspended for violations of these Terms.

8.3 Data Retention After Deletion

In compliance with applicable regulations, Brightspeed may retain certain account information after deletion, including but not limited to:

Transaction records and financial data for audit and regulatory purposes.
User identification and verification documents as required by anti-money laundering (AML) laws.
Compliance-related communications and legal records.

Retained data will be stored securely and will not be used for any purposes other than legal compliance, fraud prevention, and dispute resolution.

8.4 Irreversibility of Account Deletion

Once an account has been deleted, it cannot be recovered. Users wishing to use Brightspeed again must create a new account and undergo the full registration and verification process.

9. Retention of Account Information

Brightspeed retains certain account-related information even after an account has been deleted, in accordance with legal, regulatory, and compliance obligations. Data retention policies ensure that Brightspeed meets anti-money laundering (AML) requirements, fraud prevention measures, and financial reporting standards.

9.1 Categories of Retained Information

The following types of information may be retained after account deletion:

Transaction Records: All completed, pending, or failed transactions are retained for audit and compliance purposes.
Identity Verification Data: Government-issued identification, proof of address, and business verification documents may be stored to comply with AML regulations.
Communication Logs: Correspondence between the user and Brightspeed, including customer support inquiries and compliance communications.
Fraud Prevention Data: Records of suspicious activities, chargebacks, and risk-related assessments.
Regulatory Compliance Documentation: Data required to fulfill reporting obligations to financial and governmental authorities.

9.2 Duration of Data Retention

Brightspeed retains data for the minimum period required by applicable laws and regulations. The standard retention periods are:

Transaction Records: Retained for at least five (5) years following the date of the transaction.
Identity Verification Data: Retained for at least five (5) years after account closure or last account activity.
Compliance and Fraud Prevention Data: Retained for up to seven (7) years or as required by regulatory authorities.

9.3 Secure Storage and Data Protection

All retained data is stored securely and protected using industry-standard encryption, access controls, and cybersecurity measures. Brightspeed does not sell, share, or disclose retained user data for marketing or non-compliance-related purposes.

9.4 User Rights and Data Requests

In accordance with applicable privacy laws, users may request access to retained information or inquire about the deletion of specific data where legally permitted. Such requests can be submitted via Brightspeed' designated contact channels.

9.5 Legal and Regulatory Compliance

Brightspeed complies with all applicable data protection, financial services, and privacy laws regarding data retention. Any retained information is subject to review by regulatory bodies and law enforcement authorities where required by law.

10. Prohibited Use

You may not use Brightspeed in connection with any activity that violates applicable laws, poses a security or compliance risk, or contradicts the values and responsibilities outlined in these Terms. Prohibited use includes, but is not limited to, the following:

Transactions involving fraud, market manipulation, or misrepresentation of digital assets.
Attempts to evade KYC, KYT, or AML requirements, including the use of anonymizing services or obfuscation tools.
Use of Brightspeed to facilitate or promote Initial Coin Offerings (ICOs), token sales, or investment schemes without regulatory approval.
Engaging in unauthorized resale, sublicensing, or reverse engineering of Brightspeed APIs or platform tools.
Integrating Brightspeed into platforms that allow unlicensed gambling, weapons sales, or sexually explicit material without written consent and compliance review.

11. Prohibited Business Types

Brightspeed does not permit accounts or integrations with the following types of businesses:

Unlicensed cryptocurrency exchanges, broker-dealers, or token launchpads.
Cryptocurrency mixers, tumblers, or services that obscure transactional flows.
Privacy coin services that prevent transparent auditing (e.g., Monero, Zcash in anonymous mode).
High-risk DeFi applications, yield farming platforms, or staking services that are not regulatory-compliant.
Online casinos, sportsbooks, or betting platforms without jurisdictional licensing.
Adult entertainment, escort services, or sexually explicit content providers without approval.
Ponzi schemes, pyramid sales, or unregistered investment vehicles.

Brightspeed reserves the right to update this list at any time. Violation of this policy may result in immediate suspension or termination of services, and may be reported to regulatory or law enforcement authorities where required.

12. Restricted Activities and Persons

Brightspeed is committed to complying with international sanctions, anti-money laundering (AML), and counter-terrorism financing (CTF) regulations. As such, certain activities, individuals, and entities are restricted from using Brightspeed.

12.1 Restricted Activities

Users may not use Brightspeed for any of the following restricted activities:

Conducting transactions with, or on behalf of, individuals, entities, or jurisdictions subject to economic sanctions.
Providing false, inaccurate, or misleading information during account registration or verification.
Attempting to bypass transaction limits, fraud detection systems, or security protocols.
Using automated methods (bots, scripts, or unauthorized software) to interact with Brightspeed systems.
Engaging in financial structuring, layering, or other techniques designed to obscure the source of funds.
Facilitating or assisting in identity theft, fraudulent chargebacks, or unauthorized account takeovers.

12.2 Restricted Persons

Brightspeed does not provide services to individuals or entities that meet any of the following criteria:

Persons listed on government sanctions lists, including the Canadian Sanctions List and the U.S. OFAC Specially Designated Nationals (SDN) List.
Individuals or entities based in, or conducting business with, sanctioned countries as designated by the United Nations, Canada, the United States, the European Union, or other applicable regulatory authorities.
Politically Exposed Persons (PEPs) who fail to provide additional due diligence documentation as required.
Users previously banned or restricted due to violations of these Terms or fraudulent activity.

12.3 Geographic Restrictions

Brightspeed are not available in jurisdictions subject to financial sanctions, embargoes, or high-risk AML designations. The list of restricted jurisdictions is subject to change based on regulatory updates.

12.4 Compliance Reviews

Brightspeed may conduct ongoing reviews of users and transactions to ensure compliance with sanctions laws and financial regulations. Users may be required to provide additional documentation or information upon request.

12.5 Enforcement and Reporting

If Brightspeed determines that a user has engaged in restricted activities or is associated with a restricted person, the following actions may be taken:

Immediate suspension or termination of the Brightspeed Account.
Blocking or reversal of transactions related to restricted activities.
Reporting of the user to applicable regulatory and law enforcement authorities.
Legal action or penalties as required by law.

12.6 Appeals and Reconsideration

Users who believe they have been incorrectly identified as restricted may request a review. Brightspeed reserves the right to approve or deny service at its sole discretion.

13. Account Security – User Obligations

Brightspeed takes security seriously and implements industry-standard measures to protect user accounts. However, users are responsible for safeguarding their account credentials and taking necessary precautions to prevent unauthorized access.

13.1 User Responsibilities

By using Brightspeed, you agree to:

Maintain the confidentiality of your account credentials, including passwords, API keys, and authentication details.
Use strong, unique passwords and enable two-factor authentication (2FA) where applicable.
Ensure that access to your account is limited to authorized individuals only.
Regularly review account activity and immediately report any unauthorized transactions or security breaches.
Keep your contact and security information up to date to receive important account notifications.

13.2 Unauthorized Access and Security Breaches

If you suspect that your account has been compromised, you must:

Change your password immediately and secure your account.
Notify Brightspeed as soon as possible through official support channels.
Review recent account activity for unauthorized transactions.

Brightspeed is not responsible for any losses resulting from unauthorized access due to negligence in securing account credentials.

13.3 Prohibited Security Practices

Users may not:

Share their account credentials with unauthorized parties.
Use automated scripts, bots, or software to interact with the Brightspeed platform without authorization.
Attempt to gain unauthorized access to any Brightspeed system or account.
Engage in any activity that could compromise the security of Brightspeed.

13.4 Security Monitoring and Account Protection

Brightspeed may monitor accounts for suspicious activity and take preventive measures, including:

Temporarily locking accounts with unusual login attempts or transactions.
Requesting additional identity verification if suspicious activity is detected.
Restricting or disabling access if security threats are identified.

13.5 Liability for Security Breaches

Users acknowledge that they are responsible for all activity conducted through their account. Brightspeed is not liable for losses resulting from unauthorized access due to user negligence, including failure to secure login credentials.

13.6 Reporting Security Concerns

Users should report security concerns or suspicious activity immediately by contacting Brightspeed' support team through designated channels.

14. Fees

Brightspeed charges fees for its services, which may vary based on transaction type, payment method, and account status. By using Brightspeed, you agree to pay all applicable fees as outlined in your service agreement or displayed on the Brightspeed platform.

14.1 Fee Structure

Fees may include, but are not limited to:

Transaction Fees: Charges for processing payments, including percentage-based or fixed fees per transaction.
Deposit and Withdrawal Fees: Costs associated with funding or withdrawing from your account.
Currency Conversion Fees: Charges for converting funds between different currencies.
Chargeback and Dispute Fees: Fees incurred when a transaction is reversed or disputed.
Account Maintenance Fees: Charges for inactive accounts or accounts requiring additional compliance reviews.
Additional Service Fees: Fees for optional services, expedited processing, or premium account features.

14.2 Changes to Fees

Brightspeed reserves the right to modify its fee structure at any time. Any fee changes will be communicated to users via email or posted on the Brightspeed platform at least fifteen (15) days before taking effect.

14.3 Fee Payment and Deductions

Fees may be deducted automatically from your account balance or applied to individual transactions. If there are insufficient funds to cover fees, Brightspeed may restrict account access until outstanding amounts are paid.

14.4 No Refund Policy

All fees paid to Brightspeed are non-refundable unless otherwise required by law. Users should review fee structures before initiating transactions.

14.5 Taxes

Users are responsible for any applicable taxes, duties, or government-imposed charges related to their use of Brightspeed. Brightspeed may deduct taxes where required by law.

14.6 Disputing Fees

If you believe a fee has been charged in error, you must notify Brightspeed in writing within thirty (30) days of the transaction. Failure to dispute a fee within this period constitutes acceptance of the charge.

15. Indemnification

By using Brightspeed, you agree to indemnify, defend, and hold harmless Brightspeed, its affiliates, officers, directors, employees, agents, and service providers (collectively, "Brightspeed Parties") from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or related to:

Your violation of these Terms or any applicable laws, regulations, or industry standards.
Your use or misuse of Brightspeed, including fraudulent or unauthorized transactions.
Any content, information, or materials you submit, transmit, or store through Brightspeed.
Your breach of any contractual obligations with third parties.
Any claims made by third parties against Brightspeed due to your actions or omissions.

15.1 Indemnification Procedures

If Brightspeed seeks indemnification from you, it will:

Provide you with prompt written notice of any claim.
Grant you the opportunity to assume control of the defense and settlement negotiations.
Reasonably cooperate with you in defending the claim, at your expense.

Brightspeed reserves the right to assume exclusive defense and control of any matter subject to indemnification if you fail to provide an adequate defense. In such cases, you remain responsible for covering all associated legal fees and costs.

15.2 Limitation of Indemnification

This indemnification obligation does not apply where the claim arises solely from Brightspeed' gross negligence, fraud, or willful misconduct.

15.3 Survival of Indemnification Obligations

Your indemnification obligations will survive the termination of your Brightspeed Account and your use of Brightspeed.

17. Severability

If any provision of these Terms is determined to be invalid, illegal, or unenforceable under applicable law, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be:

Reinterpreted in a manner consistent with the original intent of the provision, to the extent permitted by law.
Replaced with a valid and enforceable provision that achieves a similar effect, if reinterpretation is not possible.
Severed from these Terms if neither reinterpretation nor replacement is feasible, without affecting the enforceability of the remaining provisions.

17.1 Preservation of Rights

The determination that a provision is unenforceable shall not impact the validity or enforceability of any other provision within these Terms. The parties agree to work in good faith to modify or replace any invalid provisions in a way that maintains the original purpose of the agreement.

17.2 Compliance with Governing Law

This severability clause shall be interpreted in accordance with the governing law specified in Section 20 (Governing Law).

18. Waivers

The failure of Brightspeed to enforce any provision of these Terms shall not be considered a waiver of that provision or any other rights under these Terms. A waiver of any breach or default must be in writing and shall not constitute a waiver of any subsequent breach or default.

18.1 No Implied Waivers

No delay or omission by Brightspeed in exercising any rights or remedies under these Terms shall be interpreted as a waiver of such rights. The enforcement of any provision at a later time shall not prevent Brightspeed from enforcing the same or any other provision in the future.

18.2 Limited Effect of Waivers

A waiver shall apply only to the specific instance and circumstances for which it is granted and shall not affect any other rights or obligations under these Terms.

18.3 Written Waivers

Any waiver granted by Brightspeed must be in writing, signed by an authorized representative, and explicitly state the scope of the waiver. Verbal waivers or informal communications do not constitute valid waivers.

18.4 Reservation of Rights

Brightspeed reserves all rights and remedies under these Terms and applicable laws. No waiver shall be interpreted as a limitation on Brightspeed’ ability to exercise its rights in full at any time.

19. Notices

Brightspeed may provide notices to users regarding these Terms and any related matters through various communication methods, including but not limited to email, notifications within the Brightspeed platform, or postal mail.

19.1 Methods of Providing Notices

Notices from Brightspeed may be delivered using the following methods:

Email: Notices may be sent to the email address associated with your Brightspeed Account.
Platform Notifications: Important updates and notices may be posted within your account dashboard or the Brightspeed website.
Postal Mail: In certain cases, notices may be sent via physical mail to the address on file.

19.2 User Responsibility for Notices

Users are responsible for keeping their contact information up to date. Brightspeed shall not be responsible for any notices not received due to outdated or inaccurate contact details.

19.3 Notice Delivery and Effectiveness

Notices will be considered received:

Email: On the date the email is sent, unless a delivery failure notification is received.
Platform Notifications: On the date the notice is posted within the Brightspeed system.
Postal Mail: Five (5) business days after the date of mailing.

19.4 Notices to Brightspeed

Users may send notices to Brightspeed using the following official contact information:

Mailing Address: Bright Speed Global Limited
600-4911 51 St
Red Deer, Alberta
T4N6V4
Email:support@brightspeedglobal.com

19.5 Legal or Regulatory Notices

Brightspeed reserves the right to provide certain regulatory or legal notices as required by law through additional methods, including direct legal service or public postings.

20. Governing Law

These Terms, and any disputes or claims arising out of or related to Brightspeed, shall be governed by and interpreted in accordance with the laws of Alberta, Canada, without regard to conflict of law principles.

20.1 Jurisdiction and Venue

Any legal proceedings arising from or related to these Terms shall be brought exclusively in the courts located in Alberta, Canada. By using Brightspeed, you agree to submit to the personal jurisdiction of these courts for the resolution of any disputes.

20.2 Compliance with Local Laws

Users are responsible for ensuring that their use of Brightspeed complies with the laws and regulations of their jurisdiction. Brightspeed does not guarantee that its Services are appropriate or available in all regions.

20.3 Conflict with Local Laws

If any provision of these Terms conflicts with applicable laws in your jurisdiction, such provisions shall be modified or severed to the extent necessary to comply with local laws without affecting the enforceability of the remaining Terms.

20.4 No Effect on Statutory Rights

Nothing in these Terms shall limit any rights or obligations that cannot be legally waived under applicable consumer protection, financial, or regulatory laws.

21. Updates

Brightspeed reserves the right to modify, update, or revise these Terms at any time. Users are responsible for reviewing the most current version of the Terms to stay informed about any changes.

21.1 Notification of Updates

Brightspeed will make reasonable efforts to notify users of material changes to these Terms through one or more of the following methods:

Posting the revised Terms on the Brightspeed website.
Sending email notifications to the email address associated with the user’s account.
Displaying a notice within the Brightspeed platform.

21.2 Effective Date of Updates

Unless otherwise specified, updated Terms take effect immediately upon posting. Continued use of Brightspeed after an update constitutes acceptance of the revised Terms.

21.3 User Responsibility

Users are responsible for reviewing the Terms periodically to ensure continued compliance. Brightspeed is not obligated to provide individual notifications of minor changes that do not materially affect user rights or obligations.

21.4 Acceptance of Updates

If a user does not agree to the updated Terms, they must discontinue use of Brightspeed and close their account. Failure to do so constitutes acceptance of the changes.

22. Force Majeure

Brightspeed shall not be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to:

Acts of God, natural disasters, earthquakes, floods, fires, or extreme weather conditions.
War, terrorism, armed conflict, civil unrest, or government-imposed restrictions.
Power failures, internet outages, or telecommunications disruptions.
Cyberattacks, hacking incidents, or security breaches affecting third-party service providers.
Strikes, labor disputes, or shortages of labor, materials, or transportation.
Changes in laws, regulations, or enforcement actions by governmental or regulatory authorities.
Pandemics, epidemics, or other public health emergencies.

22.1 Limited Liability During Force Majeure Events

During a Force Majeure event, Brightspeed will make reasonable efforts to resume affected services as soon as possible. However, Brightspeed shall not be responsible for any damages, losses, or liabilities resulting from service disruptions caused by Force Majeure circumstances.

22.2 Suspension of Services

If a Force Majeure event substantially impairs Brightspeed' ability to provide services, it reserves the right to suspend or limit services until normal operations can be restored.

22.3 User Obligations

Users acknowledge that Force Majeure events may impact their ability to access Brightspeed and agree that Brightspeed shall not be held liable for any resulting inconvenience, losses, or business disruptions.

22.4 No Waiver of Payment Obligations

Unless explicitly stated by Brightspeed, users remain responsible for any outstanding payments, fees, or obligations under these Terms, even during Force Majeure events.

23. Advice and Content Disclaimer

The information provided through Brightspeed, including but not limited to website content, emails, communications, and customer support, is for informational purposes only. Brightspeed does not provide legal, financial, tax, or professional advice.

23.1 No Professional Advice

Users acknowledge that:

Brightspeed is not a law firm, financial institution, tax consultant, or investment advisor.
No content, guidance, or communication from Brightspeed should be construed as legal, financial, or tax advice.
Users should consult qualified professionals before making financial or legal decisions.

23.2 Accuracy of Information

While Brightspeed strives to ensure the accuracy of the information provided, it does not warrant or guarantee that all content is up-to-date, complete, or free from errors. Users rely on any information provided by Brightspeed at their own risk.

23.3 Third-Party Content and Links

Brightspeed may provide links to third-party websites or resources for convenience. However:

Brightspeed does not endorse or assume responsibility for the accuracy, reliability, or legality of third-party content.
Users interact with third-party sites at their own risk.

23.4 No Liability for User Decisions

Brightspeed shall not be liable for any decisions users make based on information obtained through its Services. Users bear full responsibility for evaluating the appropriateness and accuracy of any information before acting on it.

23.5 Modification of Content

Brightspeed reserves the right to update, change, or remove any content on its website or services without prior notice.

24. No Responsibility for Merchants

Brightspeed provides payment processing services but is not responsible for the products, services, or business practices of merchants using its platform. Users acknowledge that transactions conducted through Brightspeed are strictly between the user and the merchant.

24.1 Independent Merchant Responsibility

Merchants using Brightspeed operate independently and are solely responsible for:

The sale, quality, legality, and delivery of goods and services.
Providing accurate descriptions, prices, and terms of sale.
Handling customer inquiries, complaints, returns, and refunds.

Brightspeed does not verify, endorse, or guarantee any merchant’s business operations, practices, or offerings.

24.2 No Liability for Merchant Actions

Brightspeed shall not be held liable for:

Merchant fraud, misrepresentation, or breach of contract.
Disputes between users and merchants regarding transactions.
Product defects, service failures, or unauthorized charges.

24.3 User Responsibility in Transactions

Users are responsible for conducting due diligence before making purchases from merchants. Brightspeed does not guarantee refunds, chargeback protection, or dispute resolutions for transactions processed through its platform.

24.4 Dispute Resolution with Merchants

Any disputes related to transactions must be resolved directly between the user and the merchant. Brightspeed does not mediate disputes or enforce merchant obligations.

24.5 Exception for Fraud Prevention

Brightspeed reserves the right to investigate and take appropriate action against fraudulent merchants, including suspending accounts or reporting violations to relevant authorities. However, this does not imply liability for merchant misconduct.

25. Interpretation

The following rules apply to the interpretation of these Terms:

25.1 Singular and Plural

Words in the singular include the plural, and words in the plural include the singular, unless the context requires otherwise.

25.2 Inclusive Language

The term "including" shall be deemed to mean "including, but not limited to," unless expressly stated otherwise.

25.3 Section Headings

Section headings are for reference and convenience only and shall not affect the interpretation of any provisions in these Terms.

25.4 Conflicts Between Sections

If there is a conflict between any sections of these Terms, the provision that best aligns with the overall intent and purpose of the agreement shall prevail.

25.5 Governing Language

These Terms are written in English. If translated into another language, the English version shall prevail in the event of any discrepancies.

25.6 No Presumption Against Drafter

No provision of these Terms shall be interpreted against Brightspeed solely because it was responsible for drafting the document.

26. API Access and License

Brightspeed provides access to proprietary application programming interfaces (“APIs”) to facilitate the integration of its services into client platforms. Use of the APIs is subject to the terms outlined in this section.

26.1 API License Grant

Subject to your compliance with these Terms, Brightspeed grants you a limited, non-exclusive, non-transferable, revocable license to access and use its APIs solely for the purpose of integrating and utilizing Brightspeed's services within your approved business operations.

26.2 Restrictions

You may not sublicense, resell, or otherwise redistribute the APIs to third parties without express written permission from Brightspeed.
You may not use the APIs to develop competing services or platforms.
You may not attempt to reverse engineer, decompile, or modify the API code or documentation.

26.3 API Keys and Security

Clients are responsible for safeguarding all API keys, access tokens, and credentials associated with their integration. Brightspeed is not liable for losses or damages resulting from unauthorized access due to compromised keys or integration errors.

26.4 Monitoring and Rate Limits

Brightspeed may monitor API usage to ensure compliance, system performance, and fair usage. Rate limits and throttling policies may be applied to protect platform integrity.

26.5 Modification and Termination of Access

Brightspeed reserves the right to modify, suspend, or revoke API access at any time in response to security threats, non-compliance, or system maintenance. Notice will be provided where feasible.