Terms & Conditions

These Terms and Conditions (“Terms” or “Agreement”) constitute a legally binding contract between you (“Investor,” “User,” “you,” or “your”) and BTM Vendor, LLC, a limited liability company organised under the laws of the State of Idaho (“BTM Vendor,” “Company,” “we,” “our,” or “us”). This Agreement governs your access to and use of our website, investor portal, mobile applications, and all related services (collectively, the “Platform”), including your participation in the Bitcoin ATM ownership and co-ownership programme.

By registering an account, making a deposit, purchasing an ownership fraction, or otherwise using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

If you do not agree with any part of these Terms, you must immediately cease all use of the Platform and contact us to close your account.

The following defined terms apply throughout this Agreement:

Eligibility Requirements

To register an Investor Account and participate in the BTM Vendor programme, you must:

• Be a natural person aged 18 years or older, or a validly incorporated legal entity (corporation, LLC, trust, etc.);
• Have the legal capacity to enter into a binding contract under the laws of your jurisdiction;
• Not be a resident of, or located in, any country or territory that is subject to comprehensive sanctions administered by the U.S. Office of Foreign Assets Control (OFAC), including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea region;
• Not be listed on any OFAC Specially Designated Nationals (SDN) list, the EU Consolidated Sanctions List, or any equivalent government watchlist;
• Successfully complete BTM Vendor’s KYC/AML identity verification process (see Section 8);
• Provide accurate, truthful, and complete information during and after registration.

Account Registration

When you register an Investor Account, you agree to:

• Provide your full legal name, valid email address, phone number, country of residence, and any other information we may reasonably require;
• Maintain the accuracy of your account information and promptly update it if circumstances change;
• Keep your password and two-factor authentication credentials strictly confidential and not share them with any third party;
• Immediately notify BTM Vendor at [email protected] if you suspect unauthorised access to your account;
• Not register more than one account per individual or entity without prior written consent from BTM Vendor.

You are fully responsible for all activity that occurs under your Investor Account. BTM Vendor shall not be liable for any losses resulting from your failure to keep your credentials secure.

BTM Vendor offers investors the opportunity to purchase a fractional economic interest in the revenue generated by specific Bitcoin ATM units. This section describes the structure, ownership tiers, and operational obligations of the programme.

Ownership Fractions & Pricing

The following ownership fractions are available for purchase, subject to availability at the time of investment:

What Your Ownership Fraction Represents

Your Ownership Fraction represents a contractual economic interest in Net Profit distributions from a specific BTM unit. It does not represent:

• Legal ownership, title, or property rights in any physical BTM hardware or its components;
• Any equity, membership interest, or shareholder rights in BTM Vendor, LLC;
• Any right to participate in the management, operation, or decision-making of BTM Vendor;
• Any security or regulated investment product within the meaning of applicable securities laws;
• Any fixed or Targetd return from BTM Vendor.

Turnkey Management Services

As part of the programme, BTM Vendor provides the following Turnkey Services at no additional cost to the Investor:

• Site selection, leasing, and negotiations with host locations;
• Physical installation, hardware configuration, and initial compliance setup;
• FinCEN MSB registration and ongoing federal and state regulatory compliance;
• 24/7 remote machine monitoring, fault detection, and technical support;
• Cash management, cryptocurrency liquidity provisioning, and transaction settlement;
• Regular software updates and hardware maintenance;
• Monthly earnings reporting via the investor dashboard;
• Customer support for end-users of the BTM units.

Machine Assignment & Relocation

BTM Vendor reserves the right, at its sole discretion and without prior notice, to reassign your Ownership Fraction to a comparable replacement BTM unit in the event that your assigned machine is permanently decommissioned, suffers catastrophic hardware failure, or its host location agreement terminates. In such cases, BTM Vendor will make commercially reasonable efforts to assign a replacement machine of equal or greater revenue potential and maintain continuity of profit distributions.

Investing in the BTM Vendor programme involves substantial risk. Before making any investment decision, you should carefully consider the following risk factors and consult with an independent financial advisor if necessary.

Operational Risks

• BTM units may experience hardware failures, vandalism, theft, or extended downtime that reduce or eliminate revenue during affected periods.
• Host location agreements may terminate, requiring machine relocation and potentially causing a gap in revenue generation.
• Cash management disruptions, cryptocurrency liquidity issues, or settlement delays may temporarily affect profit distribution timelines.

Regulatory & Compliance Risks

• Changes to federal or state regulations governing money services businesses, cryptocurrency transactions, or Bitcoin ATM operations may adversely affect the programme’s profitability or continued operation.
• Regulatory actions, enforcement orders, or licence revocations could result in temporary or permanent suspension of operations.
• FinCEN reporting obligations, transaction volume limits, or new AML requirements may reduce operating efficiency.

Market & Economic Risks

• Cryptocurrency transaction volumes are influenced by Bitcoin and broader crypto market conditions. Prolonged bear markets may reduce ATM usage and associated fee revenues.
• Competitive pressures from other Bitcoin ATM operators, new financial technology alternatives, or changing consumer preferences could reduce transaction volumes at specific machine locations.
• General economic downturns may affect consumer spending patterns and BTM usage.

Technology Risks

• Cybersecurity breaches, software vulnerabilities, or blockchain network disruptions could temporarily affect machine operation or transaction settlement.
• BTM hardware manufacturers may discontinue support for specific machine models, requiring capital expenditure on hardware upgrades.

By proceeding with an investment, you confirm that you have read, understood, and accepted the risks described in this section.

Platform Fee

BTM Vendor deducts a Platform Fee of 15% of Gross Revenue from each BTM unit per accounting period to cover management, operational, compliance, cash handling, technical support, and infrastructure costs. The remaining 85% of Gross Revenue constitutes the Net Profit pool, which is distributed to investors in proportion to their Ownership Fractions.

Estimated Returns

Monthly return figures shown in Section 4’s ownership table are estimates based on expected machine performance, transaction volume, platform fees and current operating assumptions. Actual returns may be higher or lower and are not Targetd.

Net Profit from your assigned machine is calculated from verified transaction data and credited according to your Ownership Fraction after applicable fees have been deducted.

Profit Distribution Schedule

Net Profit is calculated and credited to your Investor Account daily, based on the previous day’s verified transaction data. The daily credit reflects your proportional share of Net Profit after deduction of the Platform Fee. Credited amounts accumulate in your Available Balance until you initiate a withdrawal.

No Additional Fees

BTM Vendor does not charge any of the following fees to Investors:

• Account registration fees
• Annual maintenance or administration fees
• Profit withdrawal processing fees (though network fees for cryptocurrency withdrawals are deducted from the withdrawal amount)
• Referral programme participation fees
• KYC verification fees

Accepted Deposit Methods

BTM Vendor currently accepts the following deposit methods for investment funding:

• Bitcoin (BTC): Deposits sent to your assigned BTC address on the Platform. Minimum 3 network confirmations required before funds are credited. Minimum deposit: $100 USD equivalent.
• USDT (Tether): Accepted on TRC-20 (Tron) and ERC-20 (Ethereum) networks. Correct network selection is your responsibility; funds sent on an incorrect network cannot be recovered.
• Ethereum (ETH): ERC-20 network. Standard gas fees apply and are borne by the depositor.
• Bank Wire Transfer (USD): Domestic and international wire transfers to BTM Vendor’s designated account. Processing time: 1–3 business days. Minimum wire amount: $500.

Withdrawal Methods & Processing Times

Withdrawal Security Requirements

All withdrawal requests require entry of your 6-digit Withdrawal PIN in addition to your account password. This security measure is designed to protect your funds in the event of account compromise. You are responsible for keeping your Withdrawal PIN confidential.

Withdrawal Restrictions

BTM Vendor may delay, hold, or decline a withdrawal request if:

• Your account KYC verification is incomplete or has expired;
• We detect suspicious activity or a potential breach of these Terms or applicable law;
• We receive a lawful instruction from a government authority, court order, or regulatory body;
• A dispute has been raised that is pending resolution;
• The destination wallet address or bank account has been flagged by our fraud prevention systems.

We will notify you of any withdrawal hold within 2 business days of the hold being applied, except where prohibited from doing so by applicable law (e.g., FinCEN’s tipping-off prohibition in SAR-related investigations).

Principal Withdrawal

Your initial investment principal is non-redeemable for a minimum lock-in period of 90 days from the date your investment is confirmed. After this period, you may request a principal withdrawal subject to our standard withdrawal processing requirements and a 30-day processing period. BTM Vendor does not charge a penalty for principal withdrawal after the lock-in period expires.

As a registered Money Services Business (MSB) with the Financial Crimes Enforcement Network (FinCEN), BTM Vendor is legally required to maintain a comprehensive Anti-Money Laundering (AML) programme and Know Your Customer (KYC) procedures. All Investors must complete identity verification before any deposits can be processed or profits can be withdrawn.

KYC Requirements

• Tier 1 (Account Opening): Full legal name, date of birth, residential address, email address, and phone number.
• Tier 2 (Deposit & Withdrawal Access): Valid government-issued photo ID (passport, driver’s licence, or national identity card) and proof of address (utility bill or bank statement dated within 90 days).
• Tier 3 (Investments over $10,000): Source of funds declaration and, if applicable, proof of income or business documentation for legal entities.

BTM Vendor uses licensed third-party KYC service providers to perform document verification and identity matching. Approval decisions are final and non-negotiable at BTM Vendor’s sole discretion.

Ongoing Monitoring & Periodic Re-verification

Your account is subject to ongoing transaction monitoring. BTM Vendor may require periodic re-verification of your identity, particularly if your investment activity patterns change materially, if required by regulatory updates, or if a certain period of account inactivity has elapsed.

Sanctions Screening

All investors are screened against OFAC’s SDN list, the EU Consolidated Sanctions List, and applicable Politically Exposed Persons (PEP) databases at account opening and on an ongoing basis. A positive match will result in immediate account suspension and mandatory regulatory reporting.

Suspicious Activity Reporting

BTM Vendor is legally required to file Suspicious Activity Reports (SARs) with FinCEN if we detect or suspect financial crimes, money laundering, fraud, or terrorist financing in connection with your account. We are prohibited by law from disclosing to you whether a SAR has been filed on your account (tipping-off prohibition).

You agree not to use the Platform or your Investor Account for any of the following purposes:

• Money laundering, terrorist financing, fraud, or any other illegal financial activity;
• Providing false, misleading, or fraudulent information during registration, KYC verification, or any subsequent interaction with BTM Vendor;
• Circumventing or attempting to circumvent our KYC/AML procedures, including through the use of synthetic identities, identity theft, or the use of third-party identities;
• Depositing funds derived from illegal activities, including proceeds of crime;
• Engaging in market manipulation, wash trading, or any activity designed to artificially inflate or deflate transaction metrics;
• Accessing, tampering with, or attempting to compromise the security of the Platform, including through unauthorised access, denial of service attacks, or injection of malicious code;
• Scraping, crawling, or using automated tools to access the Platform without prior written authorisation;
• Reverse engineering, decompiling, or attempting to extract the source code of any part of the Platform;
• Impersonating BTM Vendor, its employees, or other investors;
• Using the Platform to facilitate any transaction that would violate applicable trade sanctions administered by OFAC or equivalent authorities;
• Sharing your account access credentials with any third party or allowing any other person to use your account;
• Using the Platform for any purpose that is prohibited by applicable law in your jurisdiction.

Violation of any prohibition in this section may result in immediate account suspension, termination, and referral to law enforcement authorities. BTM Vendor reserves the right to withhold funds pending investigation of suspected prohibited conduct.

All content, technology, designs, software, trademarks, logos, and materials on the Platform are the exclusive property of BTM Vendor, LLC or its licensors and are protected by applicable intellectual property laws. This includes, without limitation:

• The BTM Vendor name, logo, and associated branding;
• The investor portal interface, dashboard design, and user experience;
• All software code, algorithms, and technical infrastructure underlying the Platform;
• All text, graphics, data visualisations, and reporting tools;
• All marketing materials, educational content, and investor documentation.

By using the Platform, you are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for the purpose of managing your investment. This licence does not include any right to reproduce, distribute, create derivative works from, publicly display, or otherwise exploit any Platform content without our prior written consent.

Any feedback, suggestions, or ideas you submit regarding the Platform may be used by BTM Vendor freely and without obligation or compensation to you.

To the maximum extent permitted by applicable law, the Platform and all related services are provided on an “AS IS” and “AS AVAILABLE” basis without warranties of any kind, either express or implied.

BTM Vendor specifically disclaims the following:

• No investment advice: Nothing on the Platform constitutes financial, investment, legal, or tax advice. You should seek independent professional advice before making any investment decision.
• No Target of uptime: We do not warrant that the Platform will be available at all times, uninterrupted, or free of errors, viruses, or other harmful components.
• No warranty of accuracy: While we make every effort to provide accurate earnings data and reporting, we do not warrant that all information on the Platform is complete, accurate, or current at any given time.
• No securities registration: Ownership Fractions have not been registered under the Securities Act of 1933, the Securities Exchange Act of 1934, or any state securities law. BTM Vendor is not registered as a broker-dealer, investment adviser, or securities firm with the SEC or any FINRA-affiliated body.
• No tax advice: BTM Vendor does not provide tax advice. Your investment returns may constitute taxable income. You are solely responsible for determining and satisfying your own tax obligations.

To the fullest extent permitted by applicable law, BTM Vendor, its members, managers, employees, officers, agents, and service providers shall not be liable to you for any:

• Indirect, incidental, consequential, special, exemplary, or punitive damages;
• Loss of profits, revenue, investment return, business opportunities, or goodwill;
• Loss of data or corruption of data;
• Costs of procuring substitute goods or services;
• Losses arising from force majeure events, regulatory changes, or cryptocurrency market conditions;
• Losses caused by your own failure to follow Platform instructions, security guidelines, or applicable law.

In any case, BTM Vendor’s total aggregate liability to you for all claims arising out of or relating to these Terms or your use of the Platform shall not exceed the lesser of:

• The total amount you have invested on the Platform during the 12 months immediately preceding the event giving rise to the claim; or
• $50,000 USD.

Some jurisdictions do not allow the exclusion or limitation of certain types of liability. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

You agree to indemnify, defend, and hold harmless BTM Vendor, LLC, and its members, managers, employees, officers, agents, licensors, and successors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your use of or inability to use the Platform;
• Your breach of these Terms or any representations, warranties, or covenants made herein;
• Your violation of any applicable law, regulation, or the rights of any third party;
• Any fraudulent, deceptive, or illegal activity by you in connection with the Platform;
• Any claims by regulatory authorities arising from your failure to comply with applicable KYC, AML, tax, or securities laws;
• Any content or information you submit to the Platform that is inaccurate, misleading, or infringes any third-party right.

BTM Vendor reserves the right to assume exclusive control of any matter subject to indemnification by you, at your expense. You agree to cooperate with our reasonable requests in connection with such defence.

Suspension by BTM Vendor

BTM Vendor may suspend your Investor Account immediately and without prior notice if:

• We detect or suspect a material breach of these Terms;
• We detect suspected fraudulent activity, money laundering, or other illegal conduct;
• Your KYC verification fails, is found to be fraudulent, or expires without renewal;
• We receive a lawful request from a regulatory authority, law enforcement agency, or court;
• We detect a security threat to your account or the Platform;
• You become subject to sanctions, are listed on the OFAC SDN list, or become a PEP subject to enhanced due diligence requirements we cannot satisfy.

During a suspension, you will not be able to make deposits, initiate withdrawals, or access certain features of your Investor Account. Profit accruals may also be paused pending resolution of the matter giving rise to suspension.

Termination by BTM Vendor

BTM Vendor may terminate your account and this Agreement with 30 days’ written notice for any reason, or immediately in the event of serious breach. Upon termination, any Available Balance will be returned to you via your registered payout method within 60 days, subject to the satisfaction of any outstanding legal or regulatory obligations.

Voluntary Closure by Investor

You may request to close your Investor Account at any time by contacting [email protected]. Account closure does not affect obligations that accrued prior to closure. Principal balances will be processed in accordance with Section 7’s principal withdrawal terms.

Survival

The following provisions survive termination of this Agreement: Sections 5 (Investment Risks), 6 (Fees & Profit Sharing, with respect to accrued amounts), 8 (KYC & AML, with respect to retention obligations), 10 (Intellectual Property), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), 15 (Dispute Resolution), and 16 (Governing Law).

Informal Resolution

Before initiating any formal legal proceeding, you agree to first contact BTM Vendor at [email protected] and attempt to resolve any dispute informally. BTM Vendor will make good-faith efforts to resolve the matter within 30 days of receipt of your written notice describing the nature of the dispute and your requested resolution.

Binding Arbitration

If informal resolution is unsuccessful, any dispute, controversy, or claim arising out of or relating to these Terms, your use of the Platform, or your investment in the BTM Vendor programme shall be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, as modified by this section. The arbitration shall be conducted by a single arbitrator selected in accordance with AAA procedures. The seat and place of arbitration shall be Boise, Idaho, USA. The arbitration shall be conducted in the English language.

Class Action Waiver

You expressly waive any right to bring or participate in any class action, collective action, or representative proceeding against BTM Vendor. All disputes must be brought on an individual basis. The arbitrator shall have no authority to consolidate claims of multiple investors into a single proceeding.

Exceptions to Arbitration

Notwithstanding the foregoing, either party may seek emergency injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm, without waiving the right to have the underlying merits resolved by arbitration.

Governing Language

These Terms are written in English. In the event of any inconsistency between an English version and any translated version, the English version shall prevail.

These Terms and all matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of the State of Idaho, United States of America, without regard to its conflict of law principles.

For any matters not subject to arbitration under Section 15, you consent to the exclusive jurisdiction and venue of the state and federal courts located in Ada County, Idaho for the resolution of any disputes.

If you are accessing the Platform from outside the United States, you are responsible for compliance with any applicable local laws and regulations in your jurisdiction.

BTM Vendor reserves the right to amend these Terms at any time. When we make material changes, we will notify you by:

• Posting the updated Terms on this page with a revised “Last Updated” date;
• Sending a notification email to your registered address at least 30 days before material changes take effect;
• Displaying a prominent notice on your Investor Account dashboard at your next login.

Your continued use of the Platform after the effective date of any amendment constitutes your acceptance of the revised Terms. If you do not agree to the amended Terms, you must close your account before the effective date.

Non-material changes (such as correcting typographical errors or clarifying existing provisions without changing their substance) may be made at any time without prior notice.

Force Majeure

BTM Vendor shall not be liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including but not limited to acts of God, pandemics, natural disasters, war, terrorism, civil unrest, government actions, power outages, internet disruptions, blockchain network failures, cryptocurrency exchange failures, or extraordinary regulatory events.

Entire Agreement

These Terms, together with the Privacy Policy and any Investor Agreement executed by you in connection with a specific Ownership Fraction purchase, constitute the entire agreement between you and BTM Vendor with respect to the subject matter hereof, and supersede all prior agreements, understandings, negotiations, and representations, whether oral or written.

Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable under applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

No Waiver

BTM Vendor’s failure to enforce any provision of these Terms on any occasion shall not constitute a waiver of our right to enforce that provision in the future or to enforce any other provision.

Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without the prior written consent of BTM Vendor. BTM Vendor may freely assign its rights and obligations under these Terms in connection with a merger, acquisition, sale of assets, or other corporate restructuring.

Notices

Any notices required or permitted under these Terms shall be provided: (a) by BTM Vendor to you via email to your registered email address or via notice posted on your Investor Account dashboard; and (b) by you to BTM Vendor via email to [email protected] or by registered mail to our registered address in Section 19.

Taxes

You are solely responsible for determining and paying any taxes applicable to your investment returns, including income tax, capital gains tax, or any other tax obligation arising from your participation in the programme. BTM Vendor may be required by law to report certain payments to tax authorities. We recommend consulting a qualified tax advisor regarding your obligations.

If you have any questions about these Terms, wish to report a violation, or need to contact BTM Vendor’s legal team, please reach us through any of the following channels: