Effective Date: 2-23-2026 

These general Terms and Conditions (“Agreement” or “Terms”) govern your access to and use of the services provided by CheetahPay, Inc., a Georgia corporation (“CheetahPay”), including its website, software, APIs, messaging services, payment enablement services, and related platforms (collectively, the “Services”). 

By accessing or using the Services, you agree to be bound by these Terms. 

If you are entering into this Agreement on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms. In such case, “you” and “Customer” refer to that organization. 

If you have entered into a separate written agreement with CheetahPay governing the Services, that agreement will control in the event of a conflict.

1. Introduction

These Terms govern the legal relationship between CheetahPay and its users and incorporate the CheetahPay Privacy Policy. 

This Agreement sets out the terms and conditions under which a Customer may utilize the Services as defined herein. Customer should read this Agreement carefully. By clicking on the “I AGREE” button or a similar affirmation, or by acknowledging acceptance of the Agreement by any other method allowed by CheetahPay, or by using or accessing the Services through any means permissible including, without limitation via an internet portal, user interface or a mobile application, Customer acknowledges and agrees that: (i) it has reviewed and understands the Terms and Conditions; (ii) it agrees to be legally bound by these Terms and Conditions; and (iii) its use of the Services and any related products will be governed by this Agreement. If Customer does not agree or is not willing to be bound by the terms and conditions of this Agreement, Customer should not click on the “I AGREE” button and should not seek to obtain or use the Services. 

THESE TERMS CONTAIN LIMITATIONS OF LIABILITY AND INDEMNIFICATION PROVISIONS THAT MAY AFFECT YOUR RIGHTS.

2. Definitions

“Customer” or “Recipient” means 1. any person or entity who receives communications, payment requests, ortransactions initiated through the Services; 2. Any person or entity who uses the Services; and/or 3. Any person or entity in agreement with the person or entity entering into this agreement and uses the Services 

“End User” is the individual, business, or entity who makes payment(s) to Customer and whose payment(s) are processed through CheetahPay upon confirmation.  

“Access Device” means any electronic device used to access the Services, including desktops, laptops, tablets, or smartphones.“ACH” or “Automated Clearing House” means an electronic network that allows the exchange and settlement of electronic payments between financial institutions. 

“Card Association” for the purposes of this Agreement means a network of Issuing Banks and Acquiring Banks that process payment cards of a specific brand. The Card Association includes American Express, Discover Financial Services, JCB International, MasterCard International Inc., Visa Inc., and Visa International Inc., among others. 

“Confidential Information” means any information, whether oral or in writing, whether tangible or electronic, that includes but shall not be limited to data, trade secrets, know-how derived through the inspection of samples, equipment or facilities, and includes past, present and future research, products, product plans, services, services documentation (in whatever form provided) customers, customer lists, contracts or other legal documents, financial or other business information, formulas, inventions, revenue, markets, software code and/or hardware configuration, marketing, marketing materials, user data, or the parties to or financial terms of this Agreement. 

“CheetahPay Marks” means all common law and/or registered trademark(s), service mark(s), trade name(s), trade dress rights, moral rights, rights of publicity and/or similar or related rights under any laws of any country or jurisdiction, including but not limited to the United States of America, whether existing now or hereafter adopted, belonging to CheetahPay and includes trademarks that CheetahPay may from time to time as being “CheetahPay Marks”. 

“Privacy Policy” means the then current CheetahPay Privacy Policy which can be found here:  

“Services” means all products and services offered by CheetahPay, including but not limited to software tools that enable digital payment processing (including ACH, Card Association , and crypto-enabled payments where permitted), electronic signature services, electronic vaulting, identity verification integrations, messaging services, API integrations, artificial intelligence tools, and blockchain-related integrations. 

“Transaction(s)” means any billable occurrence completed or submitted under Customer’s Account including but not limited to capture, authorization, validation, updating, or a sale, void, refund, credit, offline force, or settlement regardless of whether approved or declined. 

Singular references include the plural and vice versa. If any provision conflicts with applicable law, that provision will be limited to the minimum extent necessary without affecting the remainder of the Agreement.

3. Authority

By accepting the terms and conditions of this Agreement, Customer represents and warrants that (a) the person executing this Agreement on Customer’s behalf is 18 years of age or older, (b) all information Customer has provided in connection with this Agreement is true and correct in all respects, and (c) Customer will update any information that becomes outdated by notifying CheetahPay of any changes to such information. Customer further represents and warrants that Customer has the legal authority to accept the terms and conditions of this Agreement and that such acceptance will be binding on Customer and/or its company or organization. CheetahPay reserves its right, in its sole discretion, to refuse to provide Customer with any service if Customer has supplied any information which is misleading, untrue, inaccurate or incomplete. 

4. Eligibility and Agreement

You may not use the Services if you are not legally able to form a binding contract. 

By using the Services, you agree to comply with all applicable laws and the Terms and Conditions outlined herein.  

CheetahPay reserves the right to refuse service, decline transactions, suspend accounts, or terminate Services at its sole discretion, subject to applicable law. 

Changes to Terms

CheetahPay may modify these Terms at any time. Updates become effective upon posting. Continued use of the Services after modifications constitutes acceptance of the revised Terms. 

Acceptable Use and Obligations of the Parties

CheetahPay acts solely as a software platform and payment technology provider. 

1. Customer’s Obligations: Customer agrees that it will comply at all times with all applicable and then-current legal obligations and security measures, including without limitation, those issued by the United States Government, those required by federal, state and/or municipal laws and ordinances, and those required by the Card Association, the Federal Trade Commission (“FTC”), or any other governing body of competent jurisdiction.  
2. Customer agrees that Customer will comply with all CheetahPay security protocols, notices and safeguards in effect during the term of this Agreement. Customer warrants that Customer has taken such precautions as are necessary to ensure that Customer’s data is protected and that Customer’s computer systems are secure from breach, intrusion or compromise by unauthorized third parties.  
3. Customer shall have policies and procedures in place that limit Customer’s employees’ use of and access to Customer’s  data. In the event that Customer’s system is breached, and/or an unauthorized third party has access to or has accessed to Customer’s system, Customer shall immediately notify CheetahPay, and such other parties as are required to receive notice under any applicable law or industry guideline. In the event of a breach or compromise of Customer’s systems, Customer shall take immediate action to prevent an additional or continuing breach of its systems or loss of its data (including but not limited to transaction data). 
4. Customer is solely responsible for the security of data residing on Customer’s server(s), or those of Third Party Service Providers, or any other third party designated by Customer (e.g., a web hosting company, processor, or other service provider), including credit card numbers and any other personal data.  
5. Customer agrees that Customer is solely responsible for verifying the accuracy and completeness of all Transactions submitted to and processed by CheetahPay associated with Customer’s account, and for verifying that all corresponding funds are processed accurately. Customer acknowledges that the fees CheetahPay earns by and through transactions processed through Customer’s  account are earned in full and non-refundable.  
6. Customer acknowledges that CheetahPay shall not be liable for any improperly processed or unauthorized Transactions, or for illegal or fraudulent access to Customer’s account, Data or transaction details. Customer’s liability for unauthorized Transactions or improperly processed Transactions solely attributable to the negligence of CheetahPay is limited pursuant to Section 15. 

Customer agrees to comply with all applicable laws and regulations, including but not limited to: 

• Anti-money laundering (AML) laws 

• Know Your Customer (KYC) requirements 

• Sanctions and export control laws 

• CAN-SPAM Act 

• Telephone Consumer Protection Act (TCPA) 

• Federal Trade Commission (FTC) regulations 

• Applicable payment network and banking rules 

(g) Customer  may not use the Services for illegal, fraudulent, abusive, or improper purposes, including money laundering, financial fraud, unlawful cryptocurrency transactions, or transactions involving prohibited industries. 

CheetahPay may suspend or terminate Services immediately for violations and may report unlawful activity to appropriate authorities. 

7. CheetahPay’sObligations:  

(a) Non-Custodial Role and Payment Processing:Customer understands that CheetahPay is a software platform and payments enablement provider. CheetahPay does not: 

• Take custody of funds 

• Transmit money 

• Act as a money services business (MSB) 

• Operate as a money transmitter 

• Serve as merchant of record 

Cryptocurrency payments are processed directly between the Customer and the End User through Coinbase or other designated third-party payment providers. Each Customer maintains a direct contractual relationship with Coinbase or the applicable payment processor. 

Coinbase (or other designated provider) performs KYC/KYB, AML screening, sanctions compliance, custody, and settlement functions. 

Funds flow directly from the End Userto the Customer’s  Coinbase account (or other designated processor account). 

CheetahPay does not control, hold, redirect, receive, or settle funds at any time. 

(b) Customer understands that CheetahPay may collect, retain, use and share information and data collected from Customer in accordance with CheetahPay’s Privacy Policies. Customer hereby consents, as a condition of Customer’s  enrollment in and use of the Services, to the collection, use, processing, and transfer of personal data as described herein and in CheetahPay’s Privacy Policies. 

(c) Customer understands that CheetahPay may collect and hold personal or non-public information about Customer, including but not limited to: Customer’s name, address, telephone number, e-mail address, social security number and/or tax identification number, and payment data (“Data”) for the purpose of considering Customer’s eligibility for and use of the CheetahPay’s Services. Customer also understands and agrees that CheetahPay, its subsidiaries, partners, third party providers, suppliers and/or their agents and/or contractors may transfer Data among themselves as necessary for the purpose of provisioning and managing CheetahPay’s Services.  

(d) Customer further understands that while CheetahPay uses commercially reasonable efforts to safeguard Data transmitted by and through CheetahPay’s Services, that CheetahPay provides no warranty, express or implied, that Data (including, but not limited to any transaction data) will be transported without unauthorized interception or modification, or that Data will not be accessed or compromised by any unauthorized third parties. 

(e) Customer agrees that Customer is solely responsible for compiling and retaining permanent records of all Data and/or records of any transactions for future reference. Except as otherwise provided herein, CheetahPay shall have no obligation to store, retain, report or otherwise provide any copies of or access to any records of transactions or other Data collected by CheetahPay. CheetahPay may retain transaction records for a reasonable period of time for compliance and operational purposes, but does not guarantee long term storage of that data. Customer acknowledges that CheetahPay shall have no obligation to provide Customer with any Data upon termination of this Agreement.  

(f) In connection with Customer’s rights as described herein, CheetahPay will issue or permit Customer to use, a username and password that enables Customer to access Customer’s account and use the Services. Customer shall restrict access to such username, password, and account to only those of Customer’s employees and/or agents who have reasonable need for such information. Customer shall ensure that each such employee and/or agent accessing and using the account is aware of and otherwise complies with all applicable provisions of this Agreement. 

(g) Customer is solely responsible for maintaining adequate security and control of any and all usernames, passwords, or any other codes that are issued by CheetahPay to Customer. 

8. Security Standards, Infrastructure, and Digital Asset Risk Disclosure

CheetahPay may utilize certain infrastructure, security, or administrative services provided by affiliated entities or third-party service providers, including Crypton Mobile, LLC. 

Crypton Mobile maintains a SOC 2 Type II certification covering its information security controls. 

CheetahPay implements administrative, technical, and physical safeguards designed to protect personal and financial information. 

CheetahPay is currently undergoing validation for compliance with PCI DSS v4.0.1 and implements payment security controls aligned with applicable PCI Data Security Standards. 

While CheetahPay employs commercially reasonable security measures, no system can be guaranteed completely secure. 

Digital Asset Risk Disclosure 

Cryptocurrency transactions are irreversible once confirmed on the blockchain. 

Digital assets may experience significant price volatility. CheetahPay does not guarantee exchange rates or price stability. 

Settlement timing depends on blockchain network confirmations and the policies of the applicable payment processor. 

CheetahPay is not responsible for blockchain network delays, congestion, forks, protocol changes, validator failures, or other blockchain-related technical events. 

9. Privacy

CheetahPay collects, uses, and protects personal information as described in the CheetahPay Privacy Policy. 

CheetahPay may disclose information: 

• As required by law 

• To comply with legal process 

• To protect rights or prevent fraud 

• To enforce these Terms 

• To respond to technical or service issues 

CheetahPay may share information with trusted service providers that assist in operating its business, including: 

• Banking and financial institution partners 

• Payment processors and settlement providers 

• Identity verification and fraud prevention vendors 

• Cloud hosting and infrastructure providers 

• Regulatory compliance and sanctions screening services 

• Professional advisors (legal, audit, accounting) 

Such third parties are contractually required to maintain confidentiality and appropriate security safeguards. 

Residents of certain jurisdictions, including California, may have additional privacy rights under applicable law, including the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA). Please refer to the CheetahPay Privacy Policy for details regarding consumer rights. 

10. Payment and Fees

Fees for Services are governed by applicable service agreements or published pricing schedules. 

CheetahPay may adjust fees due to changes in banking, processing, regulatory, or network costs. 

Failure to pay fees when due may result in suspension or termination of Services. 

 11. Intellectual Property and Reverse Engineering

The parties hereby agree that CheetahPay owns and retains all right, title and interest in and to CheetahPay’s Services, Trademarks, copyrights, technology and any and all related technology or intellectual property utilized under or in connection herewith. No title to or ownership of any of the foregoing is granted or otherwise transferred to Customer or any other entity or person under this Agreement. Customer shall not reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or trade secrets of any of CheetahPay’s Services or related technology. 

12. Suspension and Breach

If you breach these Terms, CheetahPay may suspend or terminate Services and pursue damages or other remedies as permitted by law. 

13. Representations and Warranties

Customer’s Representations and Warranties

Customer represents and warrants that Customer is engaged in a lawful business that includes the sale of products and/or services, and is duly licensed to conduct such business under the laws of all jurisdictions in which Customer does business. Customer further represents and warrants that all statements made by Customer in this Agreement, and/or in any other, related document executed by Customer or on Customer’s behalf, are true, accurate and complete in all material respects.  

Customer warrants that all transactions made while using the Services will comply with applicable laws, and that Customer will not engage in fraud or unlawful financial activity and that all required consents have been obtained for communications or transactions with third parties. 

Customer further warrants it will comply with all applicable laws, regulations, rules, ordinances and orders. Customer shall further comply with, without limitation, the Payment Card Industry Data Security Standard (PCI DSS), the Gramm-Leach-Bliley Act, and such regulations as may apply or be promulgated from time to time by any other regulatory body or agency of competent jurisdiction. 

Finally, Customer shall abide with all material terms of the then current policies, procedures, and guidelines of CheetahPay governing CheetahPay’s Services. 

CheetahPay’s Representations and Warranties:  

With respect to the Services, CheetahPay represents and warrants that the Services provided to Customer hereunder will conform substantially to specifications set forth herein and on its website as may be amended from time to time at CheetahPay’s sole discretion. The preceding warranty will not apply if (a) any Services or products provided hereunder are used in material variation with this Agreement or Services Documentation; (b) any Services or products that have been modified without the prior written consent of CheetahPay, or (c) a defect in any Services or products has been caused by any of Customer’s malfunctioning equipment or software. Customer expressly acknowledges that the Services are computer network-based services, which may be subject to outages, interruptions, attacks by third parties and delay occurrences. 

In the event Customer discovers that any Services or products are not in conformance with the representations and warranties made herein and report such non-conformity to CheetahPay or if the Services are subject to outages, interruptions, attacks by third parties and delay occurrences, CheetahPay shall use commercially reasonable efforts to remedy material interruptions and will provide adjustments, repairs and replacements, within its capacity, that are necessary to enable the Services to perform their intended functions in a reasonable manner. Customer acknowledges that CheetahPay does not warrant that such efforts will be successful. If CheetahPay’s efforts are not successful, Customer may immediately terminate this Agreement. The foregoing shall constitute Customer’s sole remedy, and CheetahPay’s sole liability, in the event of interruption, outage or other delay occurrences in the Services. CheetahPay does not warrant the services of any third party, including without limitation, banks or any third party processors. 

Disclaimer 

THE SERVICES ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES. CHEETAHPAY DOES NOT REPRESENT OR WARRANT THAT THE SERVICES WILL BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, OR ENTIRELY ERROR-FREE. CUSTOMER MAY NOT RELY UPON ANY REPRESENTATION OR WARRANTY REGARDING THE SERVICES BY ANY THIRD PARTY IN CONTRAVENTION OF THE FOREGOING STATEMENTS, INCLUDING REPRESENTATIONS OR WARRANTIES OF ANY MERCHANT SERVICE PROVIDER.  

EXCEPT AS EXPRESSLY SET FORTH IN SECTION 14 (b) CHEETAHPAY SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS WHETHER EXPRESS OR IMPLIED, ARISING BY STATUTE, OPERATION OF LAW, USAGE OF TRADE, COURSE OF DEALING, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE WITH RESPECT TO THE TRANSACTION SERVICES, OR OTHER SERVICES OR GOODS PROVIDED UNDER THIS AGREEMENT.

14. Limitation of Liability

(a) UNDER NO CIRCUMSTANCES WILL CHEETAHPAY, OR ANY OF ITS PARENTS OR RELATED PARTIES’ AFFILIATES OR VENDORS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, HOWEVER OR WHENEVER ARISING, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST REVENUE, LOST PROFITS, ANTICIPATED PROFITS, LOST BUSINESS OR INJURY TO BUSINESS REPUTATION, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES, UNDER ANY THEORY OF LIABILITY OR CAUSE OF ACTION WHETHER IN TORT, INCLUDING NEGLIGENCE, CONTRACT OR OTHERWISE, REGARDLESS OF WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

(b) CHEETAHPAY’S TOTAL LIABILITY TO CUSTOMER, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT OR OTHERWISE, UNDER THIS AGREEMENT OR WITH REGARD TO ANY OF CHEETAHPAY’S PRODUCTS OR SERVICES, SHALL NOT EXCEED THE FEES PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. 

Nothing in this section limits liability for obligations that cannot be limited under applicable law. 

15. Indemnification 

15.1   Indemnification by Customer. Customer shall defend, indemnify, and hold harmless CheetahPay and its affiliates, parents, and/or subsidiaries, and any of their officers, directors, agents and employees, from and against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including reasonable attorneys’ fees and other litigation expenses) incurred by CheetahPay, arising out of or relating to (a) any breach or alleged breach by Customer of any representation, warranty, or obligation of Customer set forth in this Agreement; (b) any damage or loss caused by negligence, fraud, dishonesty or willful misconduct by Customer or any of Customer’s employees, agents or End Users; (c) the reliability, accuracy, or legitimacy of payment data or purchase orders submitted by Customer or its End Users; (d) any alleged infringement of a patent, copyright, trademark or other Intellectual Property right resulting from Customer’s or its End Users’ actions; (f) claims by End Users, including, without limitation, claims relating to the disclosure of End User or consumer data; or (g) any alleged or actual violation by Customer of any Applicable Laws, regulations, the Payment Network Rules or any regulatory body or agency having jurisdiction over the subject matter hereof.  In the event Customer causes fines and/or penalties to be charged to CheetahPay by the Payment Networks or any other entity, Customer agrees to immediately reimburse CheetahPay for said fines or penalties. 

15.2   Indemnification Procedure. The obligations of Customer (“Indemnitor”) under this Section 13 to defend, indemnify and hold harmless CheetahPay (“Indemnitee”) shall be subject to the following: (a) Indemnitee shall provide Indemnitor with prompt notice of the claim giving rise to such obligation; provided, however, that any failure or delay in giving such notice shall only relieve Indemnitor of its obligations under this section to the extent it reasonably demonstrates that its defense or settlement of the claim or suit was adversely affected thereby; (b) Indemnitor shall have control of the defense and of all negotiations for settlement of such claim or suit; and (c) Indemnitee shall cooperate with Indemnitor in the defense or settlement of any such claim or suit, provided that Indemnitee shall be reimbursed for all reasonable out-of-pocket expenses incurred in providing any cooperation requested by Indemnitor. Subject to clause (b) above, Indemnitee may participate in the defense of any such claim or suit at its own expense. Indemnitor shall not, without the consent of the Indemnitee, enter into any settlement that reasonably can be expected to require a material affirmative obligation of, result in any ongoing material liability to or materially prejudice Indemnitee in any way. 

16. Proprietary Rights

All intellectual property related to the Services is owned by or licensed to CheetahPay, Inc. 

No content may be used commercially without prior written consent. 

17. Governing Law

This Agreement and performance thereof shall be interpreted, construed and enforced in all respects in accordance with the laws of the State of Georgia and the United States of America without regard to choice or conflicts of law provisions. 

Customer hereby irrevocably consents to the personal jurisdiction of and venue in the State and Federal Courts of Richmond County, Georgia,  with respect to any action, claim or proceeding arising out of or related to this Agreement and agrees not to commence or prosecute any such action, claim or proceeding other than in such courts.

18. Force Majeure

CheetahPay shall not be responsible for any failure to perform beyond its reasonable control, including, without limitation acts of God, acts or omissions of civil or military authority, civil disturbances, wars, strikes or other labor disputes, fires, transportation contingencies, or interruptions in telecommunications or internet services, third party vendors or network provider services. 

19. Entire Agreement 

These Terms constitute the entire agreement between you and CheetahPay unless superseded by a separate written agreement. 

20. Contact Information 

CheetahPay, Inc. 
725 Broad Street 
Augusta, GA 30901 

For support inquiries, please visit our website.