Terms of Use

1. Agreement to Terms

These Terms of Use ("Terms") constitute a legally binding agreement between you ("Merchant," "you," or "your") and Chain2Pay S.A. ("Chain2Pay," "Company," "we," "us," or "our"), a company incorporated under the laws of the Republic of Panama.

By accessing or using Chain2Pay services, integrating our API, or creating a merchant account, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not use our services.

2. Service Description

2.1 What We Provide

Chain2Pay is a payment gateway service that enables merchants to accept traditional payment methods (credit cards, debit cards, digital wallets) and receive settlements in cryptocurrency (primarily USDC). Our services include:

• Card-to-cryptocurrency payment processing
• Multi-currency acceptance (USD, EUR, GBP, CAD, and others)
• Instant USDC payouts to designated wallets
• API integration and plugins for e-commerce platforms
• Merchant dashboard and analytics
• Payment link generation
• Webhook notifications

2.2 Nature of Service (Non-Custodial)

Chain2Pay operates as a non-custodial payment intermediary. This means:

• We do not hold, store, or have custody of any funds at any time
• Customer funds do not transit through Chain2Pay-owned accounts or wallets
• We act solely as a technical bridge between payment processors and cryptocurrency networks
• All card processing is handled by licensed, PCI-DSS compliant third-party processors
• Cryptocurrency is sent directly from liquidity providers to merchant wallets

Legal Clarification: As Chain2Pay does not take custody of funds and operates purely as a technology intermediary, we are not classified as a money transmitter, financial institution, or virtual asset service provider (VASP) under most jurisdictions. Merchants are responsible for their own regulatory compliance.

3. Merchant Eligibility

3.1 Requirements

To use Chain2Pay services, you must:

• Be at least 18 years of age or the legal age in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Operate a legitimate business or commercial activity
• Provide accurate and complete registration information
• Maintain a valid cryptocurrency wallet capable of receiving USDC
• Comply with all applicable laws in your jurisdiction

3.2 Accepted Industries

Chain2Pay specializes in serving high-risk and underbanked industries. We accept merchants from various sectors including, but not limited to:

• Digital products and services
• Subscription-based businesses
• Software and SaaS platforms
• Gaming and entertainment
• Nutraceuticals and supplements
• CBD and hemp-derived products (where legal)
• Adult content and entertainment (where legal)
• Forex and trading education
• IPTV and streaming services
• Coaching and consulting services
• Crypto-related services
• Travel and hospitality
• E-commerce and dropshipping

4. Prohibited Activities

The following activities are strictly prohibited and will result in immediate account termination:

4.1 Illegal Activities

• Any activity that violates applicable laws or regulations
• Money laundering or terrorist financing
• Fraud, scams, or deceptive business practices
• Sale of counterfeit or stolen goods
• Human trafficking or exploitation
• Child exploitation material of any kind
• Illegal drugs or controlled substances
• Illegal weapons or ammunition
• Identity theft or unauthorized data collection

4.2 Restricted Activities

• Ponzi schemes or pyramid schemes
• Unlicensed gambling operations
• Unlicensed financial services
• Sales of goods or services sanctioned by OFAC or similar bodies
• Transactions involving sanctioned countries or individuals
• Any activity that could damage Chain2Pay's reputation or operations

Warning: We reserve the right to suspend or terminate accounts engaged in prohibited activities without notice. We may report illegal activities to relevant authorities.

5. Fees and Payments

5.1 Transaction Fees

Chain2Pay charges a percentage-based fee on each successful transaction. Current fee tiers are:

• Launch Plan: 6% per transaction (default for new merchants)
• Starter Plan: 2.5% per transaction (for established merchants)
• Enterprise: Custom rates (contact sales for high-volume pricing)

Fees are deducted automatically from each transaction before settlement. There are no setup fees, monthly fees, or hidden charges.

5.2 Settlements

Settlements are made in USDC to the wallet address specified in your merchant account. Settlements are processed instantly upon successful transaction completion. Minimum payout thresholds may apply.

5.3 Chargebacks and Disputes

Merchants are responsible for all chargebacks and disputes. A chargeback fee of $25 USD equivalent may be applied for each disputed transaction. Excessive chargebacks (over 1% of transactions) may result in account review or termination.

6. Merchant Obligations

As a Chain2Pay merchant, you agree to:

• Provide accurate business and contact information
• Maintain clear product/service descriptions and pricing on your platform
• Display clear refund and cancellation policies
• Respond promptly to customer inquiries and disputes
• Keep your API credentials secure and confidential
• Notify us immediately of any security breaches
• Comply with all applicable laws and card network rules
• Not process transactions on behalf of third parties
• Not use our services for personal or non-business purposes
• Maintain adequate customer support channels

7. Risk Acknowledgment

By using Chain2Pay services, you acknowledge and accept the following risks:

• Cryptocurrency Volatility: The value of USDC and other cryptocurrencies may fluctuate
• Regulatory Changes: Laws regarding cryptocurrency may change in your jurisdiction
• Technical Risks: Blockchain transactions are irreversible once confirmed
• Third-Party Dependencies: Our service relies on third-party processors and blockchain networks
• Wallet Security: You are solely responsible for securing your cryptocurrency wallet

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Chain2Pay provides services "AS IS" without warranties of any kind
• We are not liable for any indirect, incidental, special, or consequential damages
• Our total liability shall not exceed the fees paid by you in the preceding 12 months
• We are not liable for losses due to third-party service failures
• We are not liable for losses due to incorrect wallet addresses provided by merchants
• We are not responsible for your tax obligations or regulatory compliance

9. Indemnification

You agree to indemnify, defend, and hold harmless Chain2Pay, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

• Your use of our services
• Your violation of these Terms
• Your violation of any applicable laws
• Any claims by your customers or third parties
• Your products, services, or business practices

10. Termination

10.1 Termination by You

You may terminate your account at any time by contacting us. Termination does not relieve you of obligations for pending transactions, chargebacks, or disputes.

10.2 Termination by Us

We may suspend or terminate your account at our sole discretion, with or without notice, for any reason including:

• Violation of these Terms
• Suspected fraudulent or illegal activity
• Excessive chargebacks or disputes
• Inactivity for more than 12 months
• Changes in our business or regulatory requirements

11. Governing Law and Disputes

These Terms shall be governed by and construed in accordance with the laws of the Republic of Panama, without regard to its conflict of law provisions.

Any disputes arising from or relating to these Terms or our services shall be resolved through binding arbitration in Panama City, Panama, in accordance with the rules of the Panama Arbitration Center. The arbitration shall be conducted in English. The decision of the arbitrator shall be final and binding.

You waive any right to participate in class action lawsuits or class-wide arbitration against Chain2Pay.

12. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by email or by posting a notice on our website. Your continued use of our services after any modifications constitutes acceptance of the updated Terms. If you do not agree to the modified Terms, you must stop using our services.

13. General Provisions

• Entire Agreement: These Terms constitute the entire agreement between you and Chain2Pay regarding our services.
• Severability: If any provision is found unenforceable, the remaining provisions remain in effect.
• Waiver: Failure to enforce any right does not constitute a waiver of that right.
• Assignment: You may not assign your rights under these Terms without our consent.
• Force Majeure: We are not liable for delays or failures due to circumstances beyond our control.
• No Partnership: Nothing in these Terms creates a partnership, joint venture, or agency relationship.