Terms of service

1. Who these terms are between

These terms are between Florian Baraz, Gurlittstr. 6, 27474 Cuxhaven, Germany ("we", "402lounge"), and the business that opens an account at 402lounge ("you", "your company").

They apply to everything an account does at 402lounge, through the MCP server, the API, the dashboard and the website. Your own terms of business do not apply, even if we do not object to them.

Reading the directory and looking up a wallet in the register needs no account.

2. Only for businesses

402lounge is offered only to businesses in the sense of § 14 of the German Civil Code (BGB): a person, a company or a partnership that acts in its trade, business or profession. Consumers in the sense of § 13 BGB cannot open an account.

When an agent signs up, it declares for whoever runs it that the account is used for a business. We may ask for proof, for example a VAT ID or a register entry, and close an account that is not used for a business.

3. Agents and people act for you

An agent is software you run. When your agent signs up, accepts these terms, adds a wallet, reports a payment or changes your data, it acts for you, and its declarations bind you as if you had made them yourself.

You decide what your agents may do, and you make sure they follow these terms. Keep their keys and session tokens safe. We cannot tell who holds a key. Until you tell us that a key or a token is lost or misused, we may treat everything done with it as done by you. You can end sessions and remove wallets at any time, in the dashboard or over MCP.

People you add to your company act for it within their role as owner, finance or viewer.

4. Your account and how the contract is made

Every account is a company from the first call. When an agent signs up, we create a company named after the agent and make the agent its admin. You add the legal data of your company later. The level of your company follows from the data you give, as described at 402lounge.com/levels.

The agent signs up by signing a message with its wallet (EIP-4361). The message names the version and the SHA-256 hash of these terms and of the privacy notice. A wallet that cannot sign messages proves control instead by paying 0.001 USDC from itself to our wallet over x402. This amount is the fee for the proof and is not refunded. We keep the signed message or the payment as proof of the contract.

Before it signs, the agent receives the message with the addresses of these terms and of the privacy notice. Nothing reaches us until the agent signs, so it can correct its input until then. The contract is made when we confirm the sign-up and return the account. Every version of these terms stays online at its own address, this one at 402lounge.com/terms/2026-11, and the signed message stays in your account. The contract language is English. We have not signed up to any code of conduct.

The data you give must be true and complete, and you keep it up to date. Company data appears on documents, so a wrong address leads to wrong documents.

5. What 402lounge does

Directory and register. The directory lists services that accept payments over x402, with their wallets and a level from 0 to 3. A level says what we know about who is behind a wallet and how we know it. The register tells you who is behind a wallet, as far as we know it. Both are free.

Receipts. For every USDC payment a wallet of your company makes on Base, we write a receipt with the date, the amount, the receiving wallet, the seller as far as the register knows it, what was bought, its value in EUR with the rate used and the transaction hash.

Monthly documents. Once your company data is in and its email is confirmed, you get one document per seller and month. On Free it is an overview of the payments. With Books it is a voucher (Eigenbeleg) that records the payments for your books where there is no invoice from the seller, with the tax note for your company. Tax notes are written for companies in Germany.

Invoices and credit notes from sellers. A seller on level 3 can give us an invoicing mandate. We then issue its invoices to your company in its name, once a month, and put them in your account with the e-invoice (EN 16931). Instead, a seller can agree to self-billing. Then your company authorises 402lounge to issue a credit note (Gutschrift, § 14 (2) UStG) in your company's name for what it paid that seller, and puts it in your account. Both work today for companies on level 3 in the EU with Books or Books for teams, credit notes in the states the documentation lists. You agree that these documents reach you in your account, with a notice to your company email, and that they count as received once they are there. A credit note loses its effect as an invoice if the seller objects to it. Its cancellation then appears in your account.

What we do not do. We never create or hold keys, never hold or move money and never stand between your agent and a seller. Payments go directly from your wallet to the seller's wallet. We are not a bank, a payment service or a custodian of crypto assets. We book payments on Base only. Wallets on other networks can appear in listings, but we write no documents for them.

6. Documents and taxes

Our documents come from three sources. The chain shows how much was paid and to which wallet, the seller's published prices show what it offers, and your agent reports what it bought. Every document says where each detail comes from. We do not check whether a purchase happened as described or whether it was made for your business.

A voucher is your own record of a payment, written by us for you. It does not replace an invoice from the seller. Whether you may deduct input VAT depends on tax law, not on our documents.

Values in EUR use the reference rate of the European Central Bank for the day of the payment. They are marked provisional until your tax adviser confirms the method.

Account suggestions, tax cases and booking lines come from fixed software rules. They are not tax advice. You and your tax adviser decide how to book. You remain responsible for your bookkeeping, your tax returns and for keeping your records as the law requires.

An issued document never changes. If one is wrong, it is cancelled with a cancellation document, and the month is issued again with a new number. All of them stay in your account. Payments that arrive after a month was issued get a supplement. Every issued document is also kept as a file in an archive in the EU that is never overwritten.

7. Listings and levels

A listing shows what a seller publishes about itself, for example in its 402 answer, and the level we have given it. A level says nothing about quality, price or whether a seller delivers. We do not run the services in the directory. Contracts and payments between your agent and a seller are between the two of you, and questions about what was delivered go to the seller.

Sponsored places are always marked as sponsored. They never change a level or the order of a list, and nobody can buy a level.

If you sell. When you list a service or claim a listing, you confirm that you may offer the service and that the wallets you name are yours. The company check for level 2 costs €10 a year, unless your plan includes it. At level 2 your company name and country appear in the register. If you are a sole trader, your name only appears with your consent. Invoices in your name (level 3) need a separate written mandate in which you instruct us to issue invoices in your name and for your account (§ 14 (2) UStG).

Numbers for sellers. We may show a seller the totals of the x402 payments to its wallets on Base and the share that comes from companies at 402lounge. We show that share only when at least five companies paid in the period, and we never show which company paid what.

8. Content rules and moderation

Not allowed at 402lounge: anything unlawful in Germany or the EU, listings for unlawful goods or services, false statements about who is behind a wallet, pretending to be another company or person, content that infringes the rights of others, spam, and any use by or for persons under EU sanctions. Agents must not overload the service, get around limits or security, or read data they are not entitled to.

Anyone can report content through the report form or by email to hello@402lounge.com. A person looks at every report and decides. Software only limits the number of requests and points us to possible abuse. It never removes content or lowers a level on its own. We tell the person who reported what we decided.

If we remove or hide content, lower a level, restrict an agent or suspend an account because of the law or these terms, we tell you what we did, the facts, the reason in law or in these terms and how to object (Art. 17 DSA). You can object within six months by email to hello@402lounge.com, and we look at the case again.

We choose the mildest measure that works. Before we suspend an account we warn you, unless the law requires us to act at once or the breach is serious.

9. Prices and payment

The account, the register lookup and a receipt for every payment are free. Agents never pay us for receipts.

Paid plans (Books and Books for teams), the archive, the company check for level 2 and sponsored places cost what the pricing page says when you book them. All prices include VAT where it is due. Where the reverse charge applies, and for businesses outside the EU, the price stays the same and holds no VAT.

You pay in advance for the month or year you book. A sponsored place is booked one month at a time and paid once. Paid plans, the archive and sponsored places are sold through Polar: Polar Software, Inc. is the seller (merchant of record), takes the payment, charges VAT where it applies and sends you the invoice, under the Polar buyer terms. We provide the service under these terms. You can also pay us in USDC on Base, through one of your agents over x402 or by a transfer from any wallet. You first get an offer with the price in EUR, the VAT, the exchange rate of the European Central Bank of that day and the exact amount in USDC. The offer holds for 30 minutes. Only a payment of exactly that amount within that time pays the offer. We give back a payment with another amount or a late one, or count it towards a new offer if you ask us to. For every payment in USDC you get an invoice from us.

If we change the price of a plan, we tell you at least six weeks before the next period starts. The new price applies from that period on. A period you have paid for keeps its price, and you can cancel before the new price applies.

10. Limits of the plans

Every plan has limits for agents, wallets and transactions per month, shown on the pricing page. Transactions count on both sides, when you buy and when you sell.

If your company goes over its transaction limit, we keep writing receipts and nothing is lost. The first time, your plan gets 20 % more transactions until the end of that month. After that, the monthly documents and the export of a month over the limit open once your company has a plan that covers it. Receipts for single payments stay available in every plan.

11. Term and ending

The contract runs until you or we end it. You can end it at any time, in the dashboard or by email to hello@402lounge.com.

Paid plans run for the month or year you book. Bought through Polar, a plan renews for the same period unless you cancel it before the period ends. You can cancel at any time in the dashboard or by email, and the plan then ends with the period you have paid for. Paid in USDC, a plan ends with its period unless you pay for the next one. We remind you seven days before the end. A sponsored place runs for the month you paid and then ends, unless you book the next month while it runs. When a plan ends, your company goes back to Free, and section 12 says what happens to your receipts and documents.

We can end the contract with one month's notice to the end of a month, but not before the end of a period you have paid for. Both sides can end the contract without notice for good cause, for example a serious or repeated breach of these terms despite a warning, false statements about who is behind a wallet or payments that are not made.

12. Your data, also at the end

You can download your receipts, documents and company data at any time, as PDF and JSON, also to move to another provider. We charge nothing for this.

When the contract ends, you have 30 days to download your data. After that we delete your account data. If you close your company in 402lounge, the closing takes effect at the end of the month in which these 30 days end, so that month still gets its monthly documents. You can also close it at once: once you confirm that you downloaded your data and keep your records yourself, we close the company right away and delete its receipts and documents with it. The month before still gets its monthly documents first, the running month gets none. Receipts and monthly documents are records for your books, and your company has to keep them for eight years from the end of the year in which they were issued. You can download them at any time, also to move to another provider. We keep them for your company as long as it has a paid plan or the archive. A company without a paid plan can book the archive for €5 a month or €50 a year. Without either, the receipts and documents of a year are deleted on 31 January of the next year, so December still gets its documents and there is a month to download them. When a paid plan or the archive ends, at least 30 days pass before anything is deleted, and we send a notice before every deletion. A closed company's receipts and documents are deleted on the first 31 January after the closing, or, with a paid archive, on the first 31 January after the archive ends. Invoices and credit notes issued in a seller's name are records of that seller too. While the seller keeps its records with us, they stay for the seller after your copies are deleted, and you no longer see them.

13. Availability and changes to the service

We work to keep 402lounge available, but we cannot promise that it always is. Planned maintenance that interrupts the service for more than a short time is announced in advance in the changelog.

We develop 402lounge further and may change or replace features. If a change takes away something that your paid plan promises, we tell you at least six weeks ahead. You can then end the plan with effect from the change and get back what you paid for the time after it.

14. Liability

We are liable without limit for intent and gross negligence, for injury to life, body or health, under the Product Liability Act (Produkthaftungsgesetz), for defects we fraudulently concealed and where we gave a guarantee.

For slight negligence we are liable only if we breach an essential obligation, meaning an obligation that makes the proper performance of the contract possible in the first place and on which you may regularly rely. Our liability is then limited to the damage that is typical and foreseeable for this kind of contract. For services we provide free of charge, we are liable only for intent and gross negligence, apart from injury to life, body or health.

Liability without fault for defects that already existed when the contract was made (§ 536a (1) BGB) is excluded.

These limits also protect our employees and the people we engage to perform the contract.

15. Claims of third parties

If a third party claims against us because content that you or your agents put on 402lounge infringes its rights, for example a listing, you hold us harmless from that claim and from the reasonable cost of defending it, unless you are not responsible for the infringement. We tell you about such a claim without delay and let you take part in the defence.

16. Data protection

Our privacy notice explains how we handle personal data. Where we process personal data on your behalf, for example the email addresses of your people, we do so as your processor under Art. 28 GDPR, on the terms of our data processing agreement.

17. Changes to these terms

We announce a new version at least 14 days before it takes effect, by a notice to your agents, by email to your company and in the changelog. Every version has its own number and its own address.

A new version applies to an agent once the agent accepts it by signature or someone with access accepts it for the agent in the dashboard. An agent that has not accepted it can still read, but it can no longer write once the new version is in force. If you do not want to accept a new version, you can end the contract, and we refund the part of a paid period you can no longer use.

18. Final provisions

German law applies, excluding the UN Convention on Contracts for the International Sale of Goods.

If you are a merchant, a legal entity under public law or a special fund under public law, or if you have no general place of jurisdiction in Germany, the courts responsible for Cuxhaven, Germany, have exclusive jurisdiction. We may also bring a claim at your place of business.

Declarations under this contract can be made by email.

Contact: hello@402lounge.com, or by post to Florian Baraz, c/o Stiffel, Gurlittstr. 6, 27474 Cuxhaven, Germany.