Partner Terms of Service

Dutchman Bridge is operated by Dutchman Network Limited, a company incorporated in Nigeria (RC No. 9031385). In these terms, “Dutchman Bridge”, “we”, “us” and “our” mean Dutchman Network Limited.

Dutchman Bridge is business-to-business stablecoin and fiat infrastructure. Through our dashboard and Partner API, businesses (“partners”, “you”) onboard and verify their own customers (“end customers”), hold stablecoin and fiat balances for them, buy and sell stablecoins, pay out to bank accounts, send stablecoins on-chain, make cross-border payouts, issue virtual accounts for fiat funding, and receive webhooks (together, the “Services”).

Payments and liquidity are provided through third-party licensed payment and liquidity partners. Funds and digital assets are held via those partners.

By creating a partner account, applying for access, or using the Partner API, you agree to these terms on behalf of your business. The person accepting must be authorised to bind that business. Our Privacy Policy explains how we handle personal data and forms part of these terms.

• The Services are for registered businesses only. Individuals cannot open an account with us directly; they are onboarded by a partner as that partner’s end customers.
• Before you can go live you must pass our know-your-business (“KYB”) review. This includes your company registration (CAC) document, identity documents for your directors, director BVN and NIN, your company bank account, and information about your source of funds and source of crypto assets. We may ask for more information at any time.
• You must keep the information you give us accurate and tell us promptly when it changes (for example, a change of directors or bank account).
• We may refuse an application, limit the Services available to you, or suspend or close your account at our discretion, including where we cannot complete KYB to our satisfaction or where we are required to by law. Where the law allows, we will tell you why.

Once approved, you can create API keys and configure a webhook endpoint with a signing secret.

• You are responsible for everything done with your API keys and your dashboard logins, whether or not you authorised it. We treat any request made with a valid key as your instruction.
• Keep keys and your webhook secret confidential and server-side. Never embed them in a mobile app, browser code or a public repository.
• Verify the signature on every webhook you receive using your webhook secret, and do not act on unsigned or invalid webhooks.
• If you suspect a key or secret has been exposed, revoke or rotate it in the dashboard immediately and tell us at [email protected].
• Give dashboard access only to people in your business who need it, and remove access when they leave.

Your end customers are your customers, not ours. You are responsible for your relationship with them. In particular, you must:

• have your own customer terms and privacy notice in place, and make sure they are consistent with these terms and allow the data sharing described in our Privacy Policy;
• only use the Services for your end customers’ lawful purposes;
• send us accurate, complete and genuine KYC information and documents (such as BVN, NIN, ID documents, selfies and proof of address), and have each end customer’s consent or other lawful basis to share it with us;
• not onboard anyone who is sanctioned, who you know or suspect is using a false identity, or who would use the Services for a prohibited purpose;
• handle your end customers’ complaints and support requests in the first instance, and cooperate with us on any that involve the Services;
• respond promptly to our requests for information about an end customer or a transaction, including for compliance reviews.

You must not use the Services, or allow anyone else to use them:

• for or on behalf of anyone subject to sanctions, or in connection with a sanctioned country or territory;
• for money laundering, terrorist financing or to evade sanctions;
• for fraud, scams, impersonation, or to process stolen funds or assets;
• for gambling, betting or gaming where it is unlawful;
• for the sale of illegal goods or services, or any activity that is unlawful where you, your end customer or the counterparty is located;
• to structure transactions to avoid limits, reporting or our compliance checks;
• to resell or white-label the Services to another business that has not passed our KYB, unless we agree in writing;
• to probe, overload or interfere with our systems, bypass rate limits or security controls, or access data that is not yours.

We may update this list as laws and risks change. If you are unsure whether a use is allowed, ask us first.

• Rates include a spread. The rate we quote for buying or selling a stablecoin is an all-in rate that already includes our spread over the underlying market rate.
• Quotes expire and are single-use. Each quote is valid only until the expiry time shown with it and can be executed once. An expired or used quote cannot be executed; request a new one.
• Withdrawal fees. Fiat withdrawals to a bank account carry a withdrawal fee made up of a percentage of the amount plus a fixed amount, which varies by currency. The fee is deducted from the amount withdrawn, so the amount received is the withdrawal amount less the fee.
• Our current fees are shown in the dashboard or provided to you during onboarding. We may change our fees and pricing by giving you notice in advance through the dashboard or by email. Changes do not affect a quote that has already been issued.
• You are responsible for any taxes that apply to your use of the Services, other than taxes on our own income.

• On-chain sends are irreversible. Once a stablecoin transfer is broadcast to a blockchain it cannot be cancelled, reversed or recalled by us.
• Destination details are your risk. You are responsible for the wallet addresses, networks and bank details you or your end customers provide. We are not liable for funds or assets sent to a wrong address, wrong network or wrong bank account because of details given to us. We will make reasonable efforts to help with recovery but cannot guarantee it.
• Timing. Most transactions complete quickly, but timing depends on banks, blockchains and our payment and liquidity partners. Some cross-border corridors (for example, payouts to China) are processed manually and take longer.
• Idempotency. We strongly recommend sending a unique reference (idempotency key) with every request that moves money, so that a retried request is not processed twice. Duplicate transactions caused by retries without a reference are your responsibility.
• A transaction is only final when its status says it has completed. A failed payout is returned to the relevant balance.
• We may set limits on transaction size, volume or frequency, and may change them for risk or compliance reasons.

We have legal obligations to prevent financial crime. To meet them we may, without prior notice where the law requires or where notice would prejudice an investigation:

• delay, hold or decline a transaction while we review it;
• freeze a balance or account on legal, regulatory, fraud or risk grounds, or because a court, law enforcement agency or regulator requires it;
• reverse or correct a transaction credited in error, or one that a payment or liquidity partner reverses;
• ask you for information about you, an end customer or a transaction, and keep a hold in place until we receive it;
• suspend your access to the Services, in whole or in part, including your API keys.

Where we are allowed to, we will tell you what we have done and what we need from you to resolve it. We are not liable for losses caused by a hold, freeze or suspension we apply in good faith under this section.

Please make sure you and your end customers understand that:

• Stablecoins are not legal tender and are not bank deposits. They are not covered by any deposit protection or insurance scheme.
• A stablecoin’s value depends on its issuer and the assets backing it. It can lose its peg to the currency it tracks, and in an extreme case its value could fall substantially or to zero.
• Blockchains can suffer congestion, forks, outages or bugs that delay or affect transactions, and network fees can change.
• Exchange rates between stablecoins and fiat currencies move. The rate you get is the rate on the quote you execute.
• Laws and regulation of digital assets are changing and may affect the Services, including which products or corridors we can offer.

Nothing we provide is investment, financial, tax or legal advice.

We work to keep the Services available and reliable, but we do not guarantee any level of uptime, and the Services may be unavailable, slow or interrupted. We may carry out scheduled and emergency maintenance, and we will try to give notice of planned maintenance where practical.

We may change, add or remove features, endpoints or supported currencies, networks and corridors. Where a change breaks an existing integration we will try to give you reasonable notice, unless the change is required for legal, security or risk reasons.

You can configure your own fees on your end customers’ transactions. Those fees are yours, and so is the responsibility for them: you must clearly disclose them, together with our rates and fees as passed through to your end customers, before they transact, and make sure they comply with the law that applies to you and your end customers.

Each of us may receive the other’s confidential information, such as non-public pricing, API keys, technical documentation, business plans and security information. Each of us will use the other’s confidential information only for the purposes of these terms, protect it with reasonable care, and not disclose it except to our employees, advisers and service providers who need to know it and are bound by similar duties, or where required by law, a court or a regulator.

This does not apply to information that is or becomes public through no fault of the receiving party, was already lawfully known to it, or is independently developed. Personal data is dealt with in our Privacy Policy.

We (and our licensors) own the Services, the dashboard, the Partner API, our documentation and software development kits, and the Dutchman Bridge name and brand. We give you a limited, non-exclusive, non-transferable, revocable licence to use them to integrate with and use the Services during the term of these terms.

You must not copy, modify, reverse engineer or resell the Services, or use our name or brand in a way that suggests we endorse your products, without our written permission. You keep ownership of your own brand, content and data. If you send us feedback, we may use it without any obligation to you.

The Services are provided “as is” and “as available”. To the fullest extent the law allows, we make no warranties other than those expressly set out in these terms, including any implied warranties of fitness for a particular purpose, merchantability or uninterrupted service.

To the fullest extent the law allows:

• we are not liable for any indirect or consequential loss, or for loss of profits, revenue, business, goodwill or data;
• we are not liable for losses caused by events outside our reasonable control, including failures of banks, blockchains, payment or liquidity partners, telecoms or cloud providers, or by changes in law or the actions of authorities;
• we are not liable for losses caused by your or your end customers’ acts or omissions, including compromised API keys, incorrect destination details, or information you gave us that was inaccurate;
• our total liability to you arising out of or in connection with these terms in any 12-month period is limited to the fees you paid us in that period.

Nothing in these terms limits liability that cannot be limited by law, including liability for fraud or for death or personal injury caused by negligence.

You will indemnify us, and keep us indemnified, against losses, liabilities, fines, penalties and reasonable costs (including legal fees) arising from: your breach of these terms; your or your end customers’ use of the Services in breach of law; any claim by an end customer relating to your products, your fees or your customer terms; and any use of your API keys.

• You may stop using the Services and ask us to close your account at any time by contacting us at [email protected].
• We may end these terms or close your account by giving you reasonable notice, or immediately if you materially breach these terms, if we suspect financial crime or fraud, if you become insolvent, or if we are required to by law or by a payment or liquidity partner.
• On closure, your API keys will be revoked. Subject to any hold or legal requirement, we will work with you to return remaining balances to you or your end customers in line with their instructions and applicable law.
• Sections that by their nature should survive termination will survive, including confidentiality, intellectual property, liability, indemnity, governing law, and our right to keep records as the law requires.

We may update these terms from time to time. We will post the new version on this page and update the “Last updated” date. For material changes we will give you reasonable advance notice through the dashboard or by email, unless the change is required sooner by law or for security reasons. If you keep using the Services after a change takes effect, you accept the updated terms; if you do not agree, you should stop using the Services and close your account.

These terms, and any dispute arising from them or the Services, are governed by the laws of the Federal Republic of Nigeria.

If a dispute arises, either of us may notify the other in writing and we will both try in good faith to resolve it by negotiation. If it is not resolved within 30 days of that notice, either of us may refer it to the courts of Nigeria sitting in Lagos, which will have exclusive jurisdiction. This does not stop either of us from seeking urgent injunctive relief at any time.

Dutchman Network Limited (RC No. 9031385), operator of Dutchman Bridge.

Email [email protected]. For anything about a specific transaction, include its reference so we can find it quickly. Formal notices to us under these terms should be sent to the same address.