Limitation of Liability

What it is

If Mercury causes financial harm to your business, the most you can recover from Mercury is the greater of whatever fees you paid them in the last year or $100, even if your actual losses are far larger.

Why it matters (compliance & governance perspective)

For businesses holding significant operating funds in Mercury accounts, this cap means that if Mercury makes an error resulting in financial loss, the recoverable amount under this agreement may be a fraction of the actual harm suffered.

Consumer impact (what this means for users)

This provision limits Mercury's financial liability to a maximum of your last 12 months of fees paid or $100, whichever is greater, regardless of the magnitude of business losses caused by platform failures, errors, or account actions.

Institutional analysis (Compliance & governance intelligence)

REGULATORY LANDSCAPE: Limitation of liability clauses in financial services agreements interact with state contract law and potentially with Regulation E protections for electronic fund transfers. Where Mercury's banking partners are subject to Regulation E, certain liability limitations may not override statutory protections for unauthorized electronic transfers. The FTC's unfair or deceptive acts or practices authority may be relevant if the liability cap creates outcomes that are materially misleading relative to the nature of the financial services offered. GOVERNANCE EXPOSURE: High. For business customers holding substantial operating funds, the $100 or 12-month-fee floor creates a significant asymmetry between actual financial exposure and contractual recovery. This clause may face enforceability challenges if a court determines it is unconscionable as applied to business banking relationships where the platform holds customer funds directly. JURISDICTION FLAGS: California, New York, and several other states have case law limiting enforcement of liability caps that result in grossly disproportionate outcomes relative to actual harm. In jurisdictions with strong consumer protection statutes, the clause's application to business accounts may be treated differently than consumer accounts. EU users operating through Mercury would encounter GDPR-based liability frameworks that may override contractual limitations for data-related harms. CONTRACT AND VENDOR IMPLICATIONS: Enterprise customers and investors using Mercury as a treasury or operating account platform should assess whether the liability cap is acceptable given account balances and transaction volumes. Procurement teams should consider whether supplemental indemnification or contractual protections can be negotiated, or whether alternative banking structures are appropriate for high-balance accounts. COMPLIANCE CONSIDERATIONS: Legal teams should assess whether the liability cap is enforceable under the law of the governing jurisdiction for each business customer relationship and whether any statutory protections applicable to Mercury's banking partners' deposit accounts operate independently of this contractual cap. FDIC insurance coverage provides a separate protection floor for deposits up to applicable limits, which legal teams should confirm remains available notwithstanding this clause.

Applicable agencies

Applicable regulations

Provision details

Other risks in this policy

• Mandatory Arbitration and Class Action Waiver high
• Account Termination Without Notice high
• User Indemnification Obligation medium
• Disclaimer of Warranties medium
• Acceptable Use Restrictions medium
• Governing Law and Jurisdiction medium