1. Who you are contracting with
This Supplier Agreement forms part of the Supplier Terms and applies to every product you supply to Bridgemont.
You contract with one company: Bridgemont Technologies LLC, a limited liability company organised under the laws of Wyoming, United States (state entity number 2026-002090864), with its principal place of business at 1309 Coffeen Avenue, Suite 20769, Sheridan, WY 82801, United States ("Bridgemont"). Everything in this agreement — the checks on you, the purchase of your licences, payment for them, the reserve, refunds and chargebacks — is between you and Bridgemont.
Bridgemont buys your products and resells them to Buyers in its own name. Bridgemont is the seller on every sale, and the Buyer's contract is with Bridgemont only. You are Bridgemont's supplier: you are not the seller, you do not take the Buyer's payment, and you have no contract with the Buyer.
Bridgemont sells each of your products on its own public product page at checkout.bridgemont.io, which Buyers usually reach from the Buy button on your website. It lists every product it sells, and its developer, on its Approved developers page.
2. Supplier onboarding and due diligence
Bridgemont works with a small, closed group of Suppliers, by invitation from its waiting list. It buys only from companies, and from individuals aged 18 or over trading as a business, that make the software they supply or hold the rights to sell it, and that are established in the European Union, the United Kingdom or the United States. There is no public sign-up.
Bridgemont checks every Supplier before any of its products goes on sale. It verifies your identity and, where you trade as a company, your company's registration and its beneficial owners, and screens you against sanctions lists, starting with those of the US Treasury's Office of Foreign Assets Control (OFAC). It also reviews every product, including by testing it, and every website you declare. None of your products goes on sale until those checks are complete.
Bridgemont screens you again before each payment. That screening covers you, your beneficial owners and the wallet Bridgemont pays, and may be carried out for Bridgemont by a screening provider. A payment waits while a check is outstanding.
You agree to provide accurate identification, business registration and ownership information, and to update it when it changes. Bridgemont may repeat any check at any time.
A Supplier that cannot be adequately verified, or whose products fall outside what Bridgemont sells, may be declined or discontinued.
3. How a sale works
Bridgemont sells each product on its own public product page at checkout.bridgemont.io. A Buyer usually finds your product on your website, clicks its Buy button, and lands on that page. It shows the product, Bridgemont's price, that the product is sold by Bridgemont Technologies LLC (you are named only as the maker), and Bridgemont's terms, Standard Licence, refund policy and support contact. Clause 13 sets out the rules for your website.
The Buyer pays Bridgemont, by card. Bridgemont accepts the order, screens it for fraud, and takes the payment. Card processing and acquiring are performed for Bridgemont by licensed payment institutions engaged by Bridgemont. Where 3-D Secure or other strong customer authentication applies, it is carried out by the acquirer and the card issuer.
After the payment is captured and fraud screening is complete, Bridgemont delivers the product to the Buyer from its own stock — a licence key from the keys you uploaded, or the file you uploaded — and emails the Buyer the licence key and a receipt. You learn only that a licence key was sold. Clause 14 sets out how stock is uploaded. Non-delivery is Bridgemont's to resolve with the Buyer, and you must promptly give Bridgemont whatever it needs to do so.
Bridgemont answers all Buyer support. Clause 15 sets out the help you give Bridgemont.
Your entitlement is to the wholesale price Bridgemont pays you under clause 5, not to the Buyer's payment.
4. Rights you grant
You grant Bridgemont a worldwide, non-exclusive, sublicensable licence to market, offer, sell, reproduce, distribute and deliver your products to Buyers, and to license them to Buyers under Bridgemont's Standard Licence. This is what allows Bridgemont to resell your products in its own name and to give the Buyer a valid licence.
Bridgemont's Standard Licence is the same for every product. For each product, the product page shows its parameters, such as the number of devices. Your own licence (EULA) may add terms only if Bridgemont has approved it and shows it on the product page before the Buyer pays. It cannot reduce the Buyer's rights under the Standard Licence, the Buyer Terms, the Refund Policy or the law.
Only Bridgemont can end a licence it has sold, for the reasons the Standard Licence gives. You must not disable, block or revoke a licence key Bridgemont has delivered unless Bridgemont tells you to, as clause 17 provides.
You confirm that you hold the rights necessary to grant that licence, including from any third party whose material your product incorporates, and that supplying and reselling your product does not infringe anyone's rights.
The licence to Bridgemont continues after you stop supplying only so far as necessary to honour Buyers who purchased while it was in force. Licences already granted to Buyers continue.
5. What Bridgemont pays you
Bridgemont pays for the licences it buys from you against a monthly purchase statement: licences bought × wholesale price. A licence counts as bought when Bridgemont sells one of your keys to a Buyer, except keys from the opening block in clause 16, which Bridgemont has already paid for. That is the whole of what Bridgemont pays for the licence. Bridgemont deducts only the amounts clause 8 provides for, and holds the reserve and any other amount clause 9 provides for.
Each statement is paid 30 days after the end of each month, paid in USDC, only to a wallet you have proved you own (a signed message from that wallet) and that passes sanctions screening. It lists the licences bought in the month, the wholesale price of each, any deductions, the reserve held and released, and the amount paid. Your statements are in the Dashboard. There is no other payment method.
You prove you own the wallet by signing, from that wallet, a message Bridgemont gives you. Bridgemont screens the wallet against sanctions lists before it first pays to it, and again before each payment. The amount owed is in US dollars and is paid as the same number of USDC. Bridgemont pays the network fee for sending it.
Bridgemont pays only once the checks in clause 2 are complete, and only after the screening before each payment.
To change your wallet, you prove you own the new one in the same way, and Bridgemont screens it before paying to it. A payment sent to your verified wallet counts as paid. Bridgemont is not responsible for a loss caused by the wallet itself, including a lost wallet key.
6. Tax
You supply your products to Bridgemont, which resells them to the Buyer. There are two sales, not one: yours to Bridgemont, and Bridgemont's to the Buyer. They are treated separately for tax.
Bridgemont accounts for any sales tax on its sale to the Buyer, or VAT where it applies, and issues the Buyer's receipt. You do not account for tax on that sale and must not issue the Buyer an invoice or receipt for it.
Your sale to Bridgemont is a business-to-business sale. You are responsible for its correct tax treatment, including any VAT or reverse charge where you are established outside the United States, and for your own income, corporate and withholding taxes.
Each statement shows the licences bought, their wholesale prices, and any deductions for refunds and chargebacks caused by your products. It is Bridgemont's purchase record. If you need to issue Bridgemont an invoice for your own tax purposes, you invoice against the statement.
Before your first payment you give Bridgemont a completed IRS Form W-9 if you are a US person, or Form W-8BEN-E (Form W-8BEN for an individual) if you are not, and any VAT or other tax registration number you hold. You tell Bridgemont without delay if any of these change.
You may query a statement within the period stated in the Dashboard. Bridgemont will investigate and, where the query is well founded, correct it.
Bridgemont does not give you tax advice. You remain responsible for your own registrations, returns and filings in every jurisdiction in which your sale to Bridgemont is taxable.
7. Wholesale and retail prices
Bridgemont buys each licence at a fixed US dollar wholesale price for each product, written in your purchase agreement and changed only by written amendment signed by both parties, at most once a quarter. The wholesale price excludes any tax on your sale to Bridgemont, which clause 6 deals with.
Bridgemont alone sets the retail price. A price you suggest is advice only. A person at Bridgemont decides on each price request, and the decision is recorded. Bridgemont earns the difference between its retail price and the wholesale price. The retail price Bridgemont sets does not change what Bridgemont pays you.
A new wholesale price applies only to licences Bridgemont buys after the written amendment takes effect. It does not affect licences already bought.
8. Refunds, chargebacks and disputes
Buyers bring refunds and complaints to Bridgemont, at [email protected]; they never need to contact you. Bridgemont's Refund Policy governs, and Bridgemont alone decides every refund, whether or not you agree. You may tell Bridgemont, in its helpdesk, that you think a Buyer should be refunded, but you never promise or give a Buyer a refund yourself.
Where a refund or a chargeback is caused by a fault in your product — because it is faulty or not as described, including because a licence key or file you uploaded does not work — Bridgemont deducts the wholesale price of the licence concerned from your next statement. A Buyer's refund never waits on that deduction.
Bridgemont carries card-fraud chargebacks (where a cardholder says they did not make the purchase), goodwill refunds (refunds Bridgemont chooses to give when your product is not at fault) and the cost of its own promotions. Nothing is deducted from you for any of them. The exception is fraud that you, or anyone acting for you, caused, such as buying your own products or arranging purchases of them: you pay for all the loss that fraud causes, as clause 12 of the Supplier Terms provides.
Bridgemont is the merchant with the card schemes and answers every chargeback on its own merchant account. Bridgemont assembles the evidence — delivery logs, IP and device records, Buyer confirmations, and the licence or file issued — and responds to the dispute where the scheme allows. The final decision rests with the card scheme or issuing bank. You must promptly give Bridgemont any information it asks for to answer a complaint or dispute.
Because every sale runs through Bridgemont's own merchant account, refund and chargeback rates on your products affect Bridgemont's standing with the card schemes directly. Sustained elevated rates may be met with a higher reserve under clause 9, restrictions on the products you may supply, suspension, or termination.
Bridgemont measures, for your products, the number of disputes and fraud reports over the last 30 days divided by the number of paid orders, once there are at least 5 cases. At 0.5% or more, the reserve rises to 25% (clause 9) and Bridgemont reviews your products, and it may hold payments during the review. At 1.0% or more, Bridgemont pauses sales of your products. At 1.5% or more, Bridgemont suspends you and may end this agreement.
9. Reserve and recovery
10% of each statement is held as a reserve for 120 days. After 120 days the reserve from a statement is paid with a later statement, less any amount used under this clause.
While the rate in clause 8 is 0.5% or more, the reserve is 25% of each statement instead of 10%. It goes back to 10% for later statements once the rate is below 0.5%.
Bridgemont may also hold a payment, in whole or in part, where a refund or chargeback caused by your product is pending, where the checks in clause 2 are incomplete, where keys or files you uploaded have failed, where one of your websites is suspended under clause 13, where Bridgemont is reviewing your products under clause 8, or where a card scheme or regulator requires it. It may hold the payment for a particular licence while suspected fraud on that order, or a dispute, is resolved.
You will be told the amount, the period and the reason for any hold, unless the law or an order of a competent authority prevents Bridgemont from telling you. A held amount is paid with a later statement once the matter is resolved.
Where deductions under clause 8, or amounts you owe under clause 12 of the Supplier Terms, exceed what Bridgemont owes you, the shortfall is due from you. Bridgemont may take it from the reserve or from later statements, or invoice it.
When this agreement ends, the reserve is held until 120 days after the last statement, and is then paid, less any amounts used under this clause.
10. Prohibited activity
Do not place or arrange orders that are not genuine purchases by Buyers; do not buy your own products, or arrange for anyone to buy them for you, except test purchases Bridgemont has agreed in advance; do not split transactions to avoid limits or checks; do not ask a Buyer to pay you, rather than Bridgemont, for a product Bridgemont sells; do not sell, give away or activate elsewhere a licence key or file you uploaded to Bridgemont; and do not use the Dashboard to move funds for anyone else.
Card testing, laundering, and transaction structuring result in immediate suspension. Bridgemont may report suspected crime to the police or other competent authorities.
11. Regulatory position
The Buyer pays Bridgemont. Card processing and acquiring are performed for Bridgemont by licensed payment institutions engaged by Bridgemont. Bridgemont does not perform those regulated payment services itself, does not process payments for you or for anyone else, and does not claim a regulatory status beyond what its arrangements support.
Bridgemont buys products from you and resells them. What Bridgemont owes you is a trade payable for products it has bought: it is not a deposit, electronic money or a payment account, and Bridgemont does not hold it for you or as your agent. Paying you settles that trade payable; it is not a payment transaction carried out for you.
Bridgemont pays you in USDC to settle its own debt to you for licences it has bought. Bridgemont does not hold USDC or any other crypto-asset for you, and does not exchange or transfer money or crypto-assets for anyone else.
Nothing in this agreement makes Bridgemont your bank, your fiduciary, your agent or your tax adviser.
Where a scheme rule, a regulator, or a court requires action that conflicts with this agreement, that requirement takes precedence.
12. Closure and outstanding liability
On closure, Bridgemont pays what it owes you on the timetable in clause 5, and releases the reserve as clause 9 provides, once outstanding refunds, chargebacks and holds are resolved. Where a refund or chargeback caused by your product arrives after closure, you remain liable for it, and it may be taken from the reserve or invoiced.
For at least 30 days after closure you may export your products, statements and the list of licence keys sold, as clause 11 of the Supplier Terms provides.
Bridgemont continues to owe Buyers who bought while you were supplying, including in respect of conformity, refunds and their licences. Your obligations under clauses 4, 14, 15, 17 and 18, and under clause 12 of the Supplier Terms, continue for as long as those obligations to Buyers do.
Transaction records are kept for the period the law requires, as the Privacy Policy states.
13. Your website and Buy buttons
Buyers reach Bridgemont's product pages from your website. These rules apply to every website, subdomain, app, Discord server, YouTube channel or other channel you use to link to Bridgemont ("your website"). Every rule must pass before a Buy link to Bridgemont works, and again at every check. Bridgemont publishes the same checklist at bridgemont.io/developers/website-rules; if the two ever differ, this clause applies.
Live, public and on HTTPS. Your website is live, open to the public and served over HTTPS. You prove you own each domain with a DNS TXT record, bridgemont-verify=<token>, using the token Bridgemont gives you, and keep it in place while the domain is approved. Each subdomain is approved separately.
Says who runs it. Your website shows who runs it: your name as it appears in Bridgemont's checks on you, your country and a contact email.
Declare every channel first. You declare to Bridgemont every domain, Discord server and YouTube channel that posts Buy links before it is used, and Bridgemont must accept it. Bridgemont lists these with its acquirer. Bridgemont may refuse a channel, ask you to remove links from it, and decline orders that arrive from one you have not declared.
Same facts. Your website describes each product with the same facts as Bridgemont's product page for it. More detail is fine; different facts or extra claims are not.
Price. You show a price only through Bridgemont's live price badge, or not at all. No typed prices, no "was" prices and no "% off".
Buy buttons. Each Buy button, or other link to buy a product Bridgemont sells, goes only to that product's page on checkout.bridgemont.io, and its label contains the word "Bridgemont". Right next to each Buy button you show this exact text: "Sold and delivered by Bridgemont Technologies LLC. Bridgemont handles payment, your licence key, refunds and all support for your purchase."
Bridgemont's product page. You link to Bridgemont's product page; you must not place it in a frame or popup on your website, or copy it.
Your legal pages. Your Terms include the seller-of-record clause set out in clause 16 of the Supplier Terms. Your Refund page says Bridgemont handles refunds for these purchases and links to Bridgemont's Refund Policy. Your licence (EULA) for each product is published on your website and is the same text Bridgemont shows. You must not publish any other refund, cancellation, guarantee or licence terms for a product Bridgemont sells, or present yourself as its seller. You may describe yourself as its maker.
The whole domain is clean. Nothing anywhere on your domain breaks Bridgemont's Acceptable Use Policy. No fake reviews, countdown timers or fake scarcity, no scare pop-ups and no "your PC is slow" claims.
Checks. Bridgemont checks every approved website automatically every month, and a person reviews it every 6 months. You allow Bridgemont's crawler to visit your whole website. Bridgemont may also check at any other time and ask you to change your website. A page the crawler could not read is checked again; it does not count as a failure.
If a rule fails, Bridgemont acts at one of three levels. Fix: for a smaller failure, such as a missing seller line, a broken legal link or a typed price, Bridgemont tells you what to fix and you have 7 days; sales continue. Suspend: if a failure is not fixed within 7 days, or for a more serious one, such as your own price or discount, claims Bridgemont's product page does not make, or a channel you did not declare, that website's Buy links stop working at once and payment of your statements is on hold; Bridgemont reviews the website again after you fix it. End: for the most serious failures, such as anything the Acceptable Use Policy prohibits anywhere under your brand, false information in Bridgemont's checks, or three suspensions in 12 months, Bridgemont ends this agreement.
At every level, Buyers keep their licence keys, support and refunds from Bridgemont.
14. Stock and delivery
Before a product goes on sale, you upload into Bridgemont the stock it delivers from: licence keys or activation codes, the product files, or both. Bridgemont buys the opening block in clause 16 from that stock. Bridgemont delivers from its own stock and does not depend on your systems at the moment of sale.
You must keep enough licence keys uploaded for expected sales. Bridgemont may pause sales of a product whose keys have run out or are running low.
Every key and file you upload must be valid, unused, and yours to supply. Once uploaded, a key belongs to Bridgemont's stock, as clause 17 describes: you must not sell it, give it away or activate it elsewhere. If a key or file you uploaded does not work, you must replace it promptly, and a resulting refund is deducted under clause 8.
Not offered at launch: key generation at the moment of sale. Bridgemont does not ask your server to generate a licence key at the moment of sale, and it gives you no order details. If Bridgemont offers this later, it will do so only by written agreement with you, after updating this agreement and the Privacy Policy.
Bridgemont keeps the keys and files you upload secure, limits who can see them, and uses them only to deliver the licences it sells.
15. Support for Buyers
Bridgemont answers all Buyer support, at [email protected]. Buyers never need to contact you.
You give Bridgemont technical help behind the scenes. You answer Bridgemont's questions about your products in Bridgemont's helpdesk within 72 hours, help Bridgemont diagnose installation and activation problems, and keep a working contact channel open for Bridgemont.
You never contact Buyers about a product Bridgemont sold, and you never promise a Buyer a refund. If a Buyer contacts you about an order, you refer them to Bridgemont at [email protected] and tell Bridgemont. You must not handle a refund, complaint or payment question yourself.
Bridgemont does not give you a Buyer's email or any other details about the Buyer: you learn only that a licence key was sold. If your licence server records the activation of a key Bridgemont sold, you keep that activation record only to run the licence, as Bridgemont's processor on the terms in clause 18, and you never use it to contact the Buyer.
16. Opening block
Bridgemont buys an opening block of about 20 licence keys for each product, prepaid and non-refundable. The number of keys for each product is written in your purchase agreement, and each key in the block is bought at the product's wholesale price.
Bridgemont pays for the opening block before the product goes on sale, once you have uploaded the keys and Bridgemont has approved the product. It pays in the same way as clause 5 describes, and only after the checks in clause 2.
The payment is non-refundable. If keys in the block are never sold, Bridgemont does not get its money back.
Keys in the opening block are delivered to Buyers first, and they are not counted again on a monthly statement. Clauses 8 and 14 apply to them as to any other key: if a key does not work, you replace it, and a refund caused by a fault in your product is deducted as clause 8 provides.
17. Rights in licence keys
The rights in each licence key pass to Bridgemont when you upload it, or, for a key in the opening block, when Bridgemont pays for the block if that is earlier. From then on the key is Bridgemont's stock: Bridgemont may sell it and license its use to a Buyer under its Standard Licence, and you may not sell it, give it away or use it yourself.
For a key outside the opening block, its wholesale price becomes due when Bridgemont sells it to a Buyer, and is paid through the monthly purchase statement in clause 5. When a product is withdrawn, or this agreement ends, Bridgemont stops selling it; unsold keys outside the opening block are withdrawn, and Bridgemont pays nothing for them.
You must not revoke, disable or block a licence key Bridgemont has sold, or let anyone else do so. The only exception is when Bridgemont tells you to, because the Buyer was refunded, the payment was charged back, or the purchase was fraudulent.
18. Licence activation records
Bridgemont does not give you a Buyer's email, name or any other details: you learn only that a licence key was sold. The one exception is the activation record your licence server may keep when a Buyer activates a key Bridgemont sold: the key, when it was activated, and the device or installation identifier your licence check uses. Bridgemont is the controller of that record, and you keep it for Bridgemont, as its processor. This clause is the written contract for that processing that data protection law requires, including Article 28 of the GDPR where it applies.
You use activation records only to run the licence: to activate, check, reset or re-issue the key, and to answer Bridgemont's questions about it. You follow Bridgemont's written instructions about them, and tell Bridgemont if you think an instruction breaks data protection law. You never use them for anything else: not to contact or market to the Buyer, not to find out who the Buyer is, and not to sell or share them.
You keep activation records secure and confidential. Only people who need them to run the licence may see them, and each of those people is bound to keep them confidential. You keep only what your licence check needs.
You may use a service provider, such as a hosting or licence-management provider, to hold activation records, but only under written terms that protect them as well as this clause does, and you remain responsible for what it does. You tell Bridgemont in writing, at [email protected], at least 30 days before you add or replace one, saying who it is, what it does and in which country it holds the records. Bridgemont may object on reasonable data protection grounds within those 30 days; if it does, you do not use that provider for activation records until the objection is resolved. Where the records of Buyers in the EEA or the UK are held outside those areas, you use a transfer mechanism the GDPR recognises.
If a Buyer, an authority or anyone else asks you about activation records, you do not answer, except to say that you have passed the request to Bridgemont, unless the law requires you to. You pass it to Bridgemont at [email protected] without undue delay, and before you respond to an authority unless the law forbids it. You help Bridgemont answer, and find, provide, correct or delete the records Bridgemont asks about within the time it gives you.
If activation records are lost, exposed or accessed without permission, you tell Bridgemont at [email protected] without undue delay, with what you know so far, and keep it informed as you learn more. You take reasonable steps to contain the incident and follow Bridgemont's instructions. Bridgemont decides whether Buyers, authorities or anyone else are told. You do not tell them, or make a public statement, without Bridgemont's written agreement unless the law requires it.
You give Bridgemont the information it reasonably asks for to show that you meet this clause, and help it meet its own duties on security, breach notification and data protection impact assessments. If that information is not enough, Bridgemont, or an auditor it appoints who is bound by confidentiality, may check your compliance with this clause on reasonable written notice, remotely where you work from home.
When a licence no longer needs its activation record, or when Bridgemont asks, you delete the record or return it to Bridgemont, unless the law requires you to keep it, and you confirm in writing that you have done so. This clause continues for as long as you hold an activation record of any key Bridgemont sold, including after this agreement ends.