Business Platform Terms of Service

Overview of Services

1.1 Technology Platform

Paymenture provides a software and technology platform that enables businesses to access payment, payout, wallet, card, digital asset, treasury, and related financial services provided by regulated third-party financial institutions, sponsor banks, licensed money transmitters, card issuers, virtual asset service providers ("VASPs"), payment processors, and other service providers ("Service Providers").

Paymenture itself is not a bank, money transmitter, broker-dealer, exchange, custodian, investment adviser, or fiduciary unless expressly stated otherwise in writing.

1.2 Third-Party Financial Services

Certain Services made available through the Platform are provided by third-party Service Providers subject to their own terms, conditions, disclosures, and regulatory requirements.

Paymenture may:

• facilitate onboarding to Service Providers;
• provide APIs and software connectivity;
• orchestrate transaction instructions;
• provide reporting and dashboard functionality; and
• support compliance and operational workflows.

1.3 No Control of Funds

IT IS EXPRESSLY UNDERSTOOD THAT PAYMENTURE DOES NOT HOLD OR CONTROL CLIENT FUNDS OR DIGITAL ASSETS UNLESS EXPRESSLY DISCLOSED IN WRITING. CLIENT FUNDS AND DIGITAL ASSETS ARE HELD, TRANSMITTED, SAFEGUARDED, OR PROCESSED BY REGULATED THIRD-PARTY SERVICE PROVIDERS.

PAYMENTURE SHALL NOT BE DEEMED TO HAVE CUSTODY, POSSESSION, OR CONTROL OF CLIENT FUNDS OR DIGITAL ASSETS SOLELY BECAUSE PAYMENTURE PROVIDES SOFTWARE, APIs, TRANSACTION ORCHESTRATION, REPORTING, OR RELATED TECHNOLOGY SERVICES.

Incorporated Policies

The following policies are incorporated into and form part of these Terms:

1. Digital Asset & Blockchain Terms 2. Acceptable Use Policy 3. Privacy Policy 4. AML/KYC Policy 5. Sanctions Compliance Policy 6. API Terms (if applicable) 7. Cardholder Terms (if applicable) 8. Wallet or Virtual Account Terms (if applicable)

In the event of a conflict between these Terms and a product-specific addendum, the product-specific addendum shall control with respect to that Service.

Eligibility & Business Accounts

3.1 Business Use Only

These Terms govern business and commercial use of the Services.

You represent and warrant that:

• you are authorized to bind the business entity using the Services;
• the business is validly organized and in good standing;
• you are using the Services for lawful business purposes; and
• all information provided to Paymenture is accurate and complete.

3.2 Ongoing Verification

Paymenture and its Service Providers may require ongoing:

• KYC;
• KYB;
• beneficial ownership verification;
• sanctions screening;
• source of funds verification;
• source of wealth verification;
• enhanced due diligence ("EDD");
• transaction monitoring; and
• periodic compliance reviews.

You agree to promptly provide all requested documentation and information.

3.3 Refusal Rights

Paymenture and its Service Providers reserve the right to:

• reject onboarding;
• restrict access;
• deny transactions;
• suspend Services; or
• terminate accounts

at any time where Paymenture reasonably determines that a legal, compliance, fraud, sanctions, operational, reputational, or regulatory risk exists.

Compliance Authority

4.1 Compliance Monitoring

Paymenture and its Service Providers may monitor account activity, transactions, wallets, counterparties, and related activity for purposes including:

• anti-money laundering compliance;
• sanctions compliance;
• fraud prevention;
• transaction monitoring;
• cybersecurity;
• regulatory reporting;
• suspicious activity detection;
• Travel Rule compliance;
• risk management; and
• operational security.

4.2 Right to Freeze, Delay, Reject, Reverse, or Restrict

Paymenture reserves the right, in its sole discretion or at the direction of any Service Provider, regulator, governmental authority, card network, banking partner, blockchain analytics provider, or law enforcement agency, to:

• reject transactions;
• delay settlement or processing;
• freeze or restrict accounts or wallets;
• place holds or reserves on funds;
• reverse transactions where permitted by law or network rules;
• request additional information or documentation;
• restrict withdrawals or transfers;
• suspend or terminate Services;
• block access to specific jurisdictions, wallets, counterparties,

protocols, or assets; and

• take any action reasonably necessary to comply with applicable law,

sanctions obligations, card network rules, blockchain compliance obligations, or internal risk-management policies.

4.3 Regulatory Cooperation

Paymenture may cooperate with:

• regulators;
• law enforcement;
• sanctions authorities;
• financial institutions;
• blockchain analytics providers;
• card networks; and
• payment associations

in connection with investigations, suspicious activity reporting, sanctions compliance, fraud investigations, legal requests, subpoenas, or other compliance obligations.

4.4 No Obligation to Process Transactions

Paymenture has no obligation to process, complete, settle, or support any transaction that Paymenture reasonably determines presents legal, sanctions, compliance, fraud, operational, cybersecurity, reputational, or liquidity risk.

Acceptable Use & Prohibited Activities

You agree not to use the Services in connection with:

• money laundering;
• terrorist financing;
• fraud;
• sanctions evasion;
• shell banks;
• darknet marketplaces;
• gambling where prohibited;
• unlawful financial services;
• deceptive business practices;
• counterfeit goods;
• human trafficking;
• narcotics trafficking;
• prohibited weapons;
• Ponzi or pyramid schemes;
• privacy-enhancing technologies prohibited by Paymenture;
• mixers or tumblers;
• unauthorized money transmission;
• ransomware proceeds;
• unlawful digital asset activity; or
• any activity prohibited under applicable law or Paymenture policy.

Additional restrictions applicable to digital asset services are set forth in the Digital Asset & Blockchain Terms.

Digital Asset Services

6.1 Digital Asset Terms

Use of any cryptocurrency, stablecoin, blockchain, wallet, exchange, conversion, or digital asset-related functionality is subject to the Paymenture Digital Asset & Blockchain Terms.

6.2 Blockchain Analytics & Screening

Paymenture and its Service Providers may utilize blockchain analytics, wallet screening, transaction monitoring, sanctions screening, and Travel Rule technologies.

6.3 Unsupported or Restricted Assets

Paymenture may restrict or prohibit certain digital assets, wallets, protocols, chains, or jurisdictions at any time.

Security Procedures

7.1 Commercially Reasonable Security Procedures

Client agrees to maintain commercially reasonable security procedures designed to:

• protect credentials;
• prevent unauthorized access;
• secure API keys;
• maintain account integrity; and
• prevent fraud or unauthorized transactions.

7.2 Authorized Users

Client is responsible for all actions taken by:

• employees;
• contractors;
• administrators;
• API users;
• agents; and
• authorized representatives.

7.3 Compromised Credentials

Client must immediately notify Paymenture of:

• suspected unauthorized access;
• compromised credentials;
• security incidents;
• fraudulent activity; or
• suspected account takeover.

Fees, Settlement & Reserves

8.1 Fees

Client agrees to pay all applicable:

• platform fees;
• transaction fees;
• FX fees;
• blockchain/network fees;
• wallet fees;
• card fees;
• compliance fees;
• reserve obligations; and
• third-party provider fees.

8.2 Settlement Timing

Settlement times are estimates only and may be affected by:

• banking hours;
• blockchain confirmation times;
• sanctions reviews;
• fraud investigations;
• compliance reviews;
• payment network delays;
• correspondent bank processing; and
• third-party provider outages.

8.3 Reserves & Holds

Paymenture may establish reserves, rolling reserves, delayed settlement mechanisms, transaction limits, or account holds where reasonably necessary to mitigate:

• fraud risk;
• sanctions risk;
• chargeback exposure;
• excessive returns;
• operational risk;
• liquidity exposure; or
• regulatory risk.

Third-Party Providers

Client acknowledges that the Services depend on third-party Service Providers including:

• sponsor banks;
• payment processors;
• card issuers;
• blockchain infrastructure providers;
• VASPs;
• correspondent banks;
• payment associations;
• liquidity providers; and
• compliance vendors.

Paymenture does not guarantee:

• uninterrupted service;
• continued provider availability;
• transaction completion;
• exchange rates;
• blockchain confirmation speed;
• network uptime; or
• availability in all jurisdictions.

Suspension & Termination

Paymenture may suspend, restrict, or terminate access to the Services immediately where:

• required by law;
• required by a Service Provider;
• suspicious activity is detected;
• sanctions concerns arise;
• fraud risk exists;
• Paymenture determines unacceptable risk exists; or
• Client breaches these Terms or incorporated policies.

Paymenture may maintain freezes, reserves, or restrictions after termination where necessary to:

• comply with law;
• complete investigations;
• manage disputes;
• satisfy chargeback exposure;
• comply with sanctions obligations; or
• protect Paymenture, Service Providers, or third parties.

Disclaimers & Limitation of Liability

11.1 No Warranty

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." PAYMENTURE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

11.2 Third-Party Dependency Disclaimer

Paymenture shall not be liable for delays, interruptions, freezes, failures, losses, or restrictions caused by:

• Service Providers;
• banking partners;
• payment networks;
• blockchain congestion;
• sanctions actions;
• regulatory actions;
• card network actions;
• correspondent bank delays;
• digital asset volatility;
• stablecoin depegging;
• forks;
• cyberattacks;
• smart contract failures; or
• force majeure events.

11.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAYMENTURE SHALL NOT BE LIABLE FOR:

• INDIRECT DAMAGES;
• CONSEQUENTIAL DAMAGES;
• LOST PROFITS;
• LOSS OF BUSINESS;
• LOSS OF DATA;
• LOSS OF DIGITAL ASSETS;
• TRADING LOSSES;
• NETWORK FAILURES; OR
• THIRD-PARTY ACTIONS.

Indemnification

Client shall indemnify, defend, and hold harmless Paymenture and its affiliates, officers, directors, employees, contractors, and Service Providers from and against any claims, liabilities, losses, damages, costs, penalties, fines, or expenses arising from:

• Client's use of the Services;
• Client's violation of law;
• Client's breach of these Terms;
• fraud or misconduct by Client;
• sanctions violations;
• digital asset activity;
• disputes with third parties; or
• inaccurate instructions or data.

Governing Law

These Terms shall be governed by the laws of the State of Utah, without regard to conflicts of law principles.

Amendments

Paymenture may modify these Terms, incorporated policies, or product-specific addendums from time to time to:

• comply with law;
• comply with regulatory requirements;
• comply with Service Provider obligations;
• improve Services; or
• address operational or compliance risks.

Continued use of the Services constitutes acceptance of updated Terms.