Last Updated: 1st June 2025
Effective Date: 1st June 2025
Version: 0.1.0 Welcome to Paygentic’s Terms and Service. Paygentic is a Payment and Billing solution provided by Paygentic, Inc (“Paygentic,” “we,” or “us”) of 251 Little Falls Drive, Wilmington Delaware DE19808, USA. These Terms and Conditions (“Terms”) govern your access and use of Paygentic’s products. By participating with Paygentic, you agree to these Terms.

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1. Introduction

1.1 Paygentic offers access to its Payment and Billing solution, enabling businesses to integrate Paygentic’s Payment and Billing functionality directly into their websites for customers to transact seamlessly. 1.2 Paygentic reserves the right to add or remove participants.

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2. Definitions

“Participant”: A business or entity or individual authorized to access and use Paygentic features. “Platform” means the Paygentic platform through which Paygentic, LLC provides payment processing, wallet functionality, and acts as Merchant of Record for transactions. “Merchant” means any supplier, vendor, or business entity participating on the Paygentic platform and whose products or services are made available via Paygentic. “End Customer” or “Consumer” means any individual, consumer or business purchasing products or services through the Paygentic platform. “Wallet” means the closed-loop stored value account provided by Paygentic that allows End Customers to fund balances and purchase services through the Platform. “Restricted Jurisdictions” has the meaning set forth in Section 7. “High-Risk Jurisdictions” has the meaning set forth in Section 7. “Taxes” means any applicable sales tax, VAT, GST, or similar transactional tax imposed by any jurisdiction.

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3. Participation on the Platform

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3.1 Purpose of Platform

Paygentic is a platform facilitating purchase of services via Wallet and acting as Merchant of Record.

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3.2 Responsibilities

  • Participants must:
    • Adhere to all Paygentic Terms and Conditions.
    • Communicate promptly with Paygentic regarding any issues or queries.
  • Participants must provide accurate and verifiable business identity and beneficial ownership information to Paygentic upon request, and cooperate with any KYC/KYB processes required by applicable law or by Paygentic’s payment partners.

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4. Fees

Fees applicable to the use of the Paygentic platform shall be as set out in the applicable commercial agreement between Paygentic and the Merchant, or as published by Paygentic from time to time. To learn more about Paygentic’s pricing models or the Early Access Program, contact support@paygentic.io

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5. Merchant of Record and Taxes

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5.1 Overview

Paygentic, LLC (“Paygentic”) is the Merchant of Record for all transactions conducted through the Paygentic platform.

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5.2 Merchant of Record (MoR)

Paygentic, LLC is the Merchant of Record for all transactions conducted through the Paygentic platform. This means Paygentic is the legal seller of any services or content provided via the platform and is responsible for processing payments, issuing receipts, managing refunds and chargebacks, and collecting applicable taxes where required. As the Merchant of Record, Paygentic will appear as the billing entity on customer invoices and bank/card statements. Merchants participating acknowledge and agree that Paygentic will collect funds on their behalf and disburse net proceeds in accordance with agreed commercial terms.

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5.3 Taxes

Paygentic, LLC, as Merchant of Record, is responsible for determining, collecting, and remitting applicable sales tax, value-added tax (VAT), goods and services tax (GST), or other similar transactional taxes (“Taxes”) on transactions where required by law. Merchants acknowledge that Paygentic will calculate and apply Taxes at checkout as appropriate and will remit such Taxes to the relevant tax authorities. Merchants are responsible for providing accurate information to Paygentic regarding their business, products, and services to ensure correct tax treatment. Merchants are also responsible for any income taxes or other non-transactional taxes related to payments received from Paygentic.

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6. End Customer Relationship

Paygentic acts as Merchant of Record for transactions processed via the platform. End customers contract with Paygentic for their purchases and Paygentic is responsible for payment processing, tax collection, and customer service. Merchants may not directly invoice or collect payments from end customers outside of the Paygentic platform.

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7. Confidentiality and Data Protection

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7.1 Confidential Information

  • Participants shall not disclose any proprietary information related to “Paygentic” without prior written consent.

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7.2 Data Usage

  • Paygentic may collect and analyse anonymized data to improve its offerings.
  • No personal data will be shared with third parties without consent.

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7.3 Compliance with Data Laws

  • Paygentic ensures compliance with GDPR and other applicable data protection regulations.
  • Participants must also adhere to data laws relevant to their jurisdictions.

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7.4 Breach Notification

  • In the event of a data breach involving Paygentic systems, participants will be notified promptly.

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7.5 Restricted and High-Risk Jurisdictions

  • The Participant agrees not to use the Paygentic platform to process payments for, or engage in business with, any individuals or entities located in jurisdictions that are subject to comprehensive sanctions, embargoes, or other restrictions under applicable laws, including those published by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC), or classified as high-risk for money laundering or terrorist financing by the Financial Action Task Force (FATF).
  • Paygentic will not work with Merchants or Customers of Merchants in the following jurisdictions (“Prohibited Jurisdictions”):
    North Korea, Iran, Syria, Cuba, Crimea region of Ukraine, Luhansk People’s Republic (LPR), Donetsk People’s Republic (DPR).
  • Additionally, the following jurisdictions are classified as high-risk, and Paygentic requires enhanced due diligence or may prohibit transactions involving these jurisdictions (“High-Risk Jurisdictions”):
    Afghanistan, Belarus, Myanmar (Burma), Venezuela, Yemen, Zimbabwe, South Sudan, Russia (certain regions), Nigeria, Pakistan, Bangladesh, Vietnam, Indonesia, Egypt.
  • Participants of the Paygentic platform must regularly consult the official FATF list of High-Risk and Other Monitored Jurisdictions, available at:
    https://www.fatf-gafi.org/en/countries/black-and-grey-lists.html
    Participants are responsible for ensuring ongoing compliance with these restrictions and for monitoring the FATF list and OFAC sanctions updates, as these lists may change over time.

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8. Usage Guidelines and Restrictions

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8.1 Prohibited Use

  • Participants may not:
    • Use the feature for illegal or fraudulent activities.
    • Modify or reverse-engineer proprietary components.
    • Share access credentials with unauthorized users.
    • Circumvent Paygentic’s billing or transactional systems.
    • Participants may not use the platform to process payments for prohibited products or services, including but not limited to: illegal drugs, weapons, gambling, adult content, counterfeit goods, or any activity in violation of applicable laws or Stripe’s Acceptable Use Policy.

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8.2 Monitoring and Compliance

  • Paygentic reserves the right to monitor usage to ensure compliance.
  • Violations may result in immediate termination of access.

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8.3 Data Safeguards

  • Participants are responsible for securing their integration endpoints and user data.

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9. Wallet Use

Paygentic operates a closed-loop Wallet system that allows customers to pre-fund an account in order to purchase services via the Paygentic platform. Funds in the Wallet may only be used for such purchases and may not be withdrawn or transferred. Refunds are only permitted to the original payment method used to fund the Wallet. End Customers acknowledge that Paygentic may implement identity verification and transaction monitoring in connection with Wallet usage, in line with applicable anti-money laundering and counter-terrorist financing regulations.

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10. Wallet KYC and Customer Identity Verification

Paygentic reserves the right to collect and verify identity information from End Customers funding their Wallet accounts. This may include, without limitation, full name, address, date of birth, government-issued identification, and other relevant data. Paygentic may suspend or block Wallet transactions in the event of suspected fraud, AML/CTF risk, or breach of these Terms.

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11. Platform provided “As Is”

Paygentic features are provided “as is” during the current Platform phase, including any Early Access Program and initial rollout. Paygentic makes no warranties regarding uninterrupted availability or the absence of errors or bugs. Paygentic is not responsible for indirect damages, including lost profits.

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12. Termination

Paygentic may terminate Participants’ access for non-compliance or misuse of the Platform.

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13. Governing Law and Dispute Resolution

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13.1 Applicable Law

These Terms are governed by the laws of Delaware, United States.

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13.2 Dispute Resolution

Any disputes arising out of or in connection with these Terms shall be governed by the laws of Delaware, United States. The parties agree to first attempt to resolve any dispute amicably and in good faith. Failing which, disputes shall be subject to the exclusive jurisdiction of the courts of Delaware, United States.

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14. Audit

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14.1 Audit Scope

Paygentic reserves the right to audit Participant activities to ensure compliance with these Terms and applicable laws.

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14.2 Participant Cooperation

Participants agree to cooperate fully with any audit, including providing necessary records and access to relevant systems.

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14.3 Cost of Audit

Unless the audit reveals a material breach of these Terms, Paygentic shall bear the cost of the audit.

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15. Confidentiality

  • Each party agrees to keep confidential all non-public information disclosed by the other party under these Terms and identified as confidential or that should reasonably be considered confidential given the nature of the information and the circumstances of disclosure (“Confidential Information”).
  • The receiving party agrees not to use or disclose the disclosing party’s Confidential Information except as necessary to perform its obligations or exercise its rights under these Terms, or as required by law.
  • The obligations of confidentiality shall survive the termination of these Terms.

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16. Feedback

Merchants and Participants are encouraged to provide feedback and suggestions regarding the Paygentic platform. Paygentic may use such feedback without obligation and may implement improvements based on feedback at its discretion.

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17. Intellectual Property Rights

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17.1 Ownership

Paygentic retains all rights, title, and interest in and to Paygentic features, including any enhancements or derivative works.

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17.2 Participant Feedback

  • Feedback provided by participants becomes the property of Paygentic.
  • Paygentic may use feedback for feature improvements without obligation to the participant.

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17.3 Licensing of APIs

  • Paygentic’s API is licensed for Participants under strict compliance with these Terms.
  • Participants must not resell or redistribute Paygentic’s API to third parties.

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17.4 Marketing and Publicity

  • With participant consent, Paygentic may feature feedback or case studies in marketing materials.

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18. Future Modifications

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18.1 Changes to Terms

Paygentic reserves the right to modify these Terms at any time.

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18.2 Changes to the Platform

Paygentic may modify or discontinue any part of the Platform, including its features, functionality, or content, at any time. Paygentic will make reasonable efforts to provide advance notice where such changes materially affect Participants’ use.

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19. Miscellaneous

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19.1 Assignment

  • Participants may not assign or transfer their rights or obligations of use of the Paygentic platform without the prior written consent of Paygentic.
  • Paygentic reserves the right to assign or transfer its rights and obligations under these Terms without restriction. Any such assignment or transfer shall not affect the rights of the Participants.

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19.2 Force Majeure

  • Paygentic is not responsible for any failure to perform or delay in performance caused by circumstances beyond its reasonable control. These include, but are not limited to, acts of God, natural disasters, war, strikes, labour disputes, government actions, pandemics, or disruptions in telecommunications or internet services.
  • In such cases, Paygentic will make reasonable efforts to resume operations as soon as practicable.
  • No waiver or modification of any provision of these Terms will be effective unless made in writing and signed by both parties.

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19.3 Notices

  • All notices required or permitted under these Terms shall be in writing and sent to the respective party’s designated contact information. Notices to Paygentic should be sent to support@paygentic.io.
  • Notices shall be deemed received upon successful transmission or, if sent by post, upon delivery confirmation.

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19.4 Relationship of the Parties

  • Nothing in these Terms shall create a partnership, joint venture, agency, or employment relationship between Participants and Paygentic. Both parties remain independent contractors.
  • Nothing in these Terms shall create a permanent establishment (PE) of Paygentic, LLC in any country outside the United States.

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19.5 Severability

  • If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
  • The invalid provision shall be replaced with a valid and enforceable provision that most closely matches the intent of the original.

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19.6 Third-Party Rights

These Terms do not confer any rights or remedies to any third party unless expressly stated.

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19.7 Headings

Headings used in these Terms are for reference purposes only and shall not affect the interpretation of any provision.

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20. Privacy

Paygentic collects and processes personal data in accordance with its Privacy Policy. This includes data necessary to provide the platform services, to perform identity verification, and to comply with legal and regulatory obligations. By using the Paygentic platform, you consent to such data processing. Paygentic ensures that its processing of personal data complies with applicable laws, including but not limited to the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA)
For further details or queries regarding these Terms, contact Paygentic at support@paygentic.io.