General Terms & Conditions

UltraPay is a multi-asset spending platform operated by UltraPay Technologies, Inc., a company incorporated in Delaware, United States. UltraPay enables users to hold, manage, and spend digital assets — including cryptocurrencies, stablecoins, and fiat currency — via a single payment card compatible with Apple Pay, Google Pay, and Samsung Pay.

The Services are provided by:

• UltraPay Technologies, Inc., incorporated in Delaware, United States, whose registered office address will be notified to you through the App and website ("UltraPay", "we", "us", or "our"); and
• our card infrastructure partner(s) and third-party service providers, as applicable.

References to "you" or "your" mean any individual or entity who registers for, accesses, or uses the Services.

These Terms apply to all Services offered by UltraPay, including but not limited to:

• Multi-asset digital wallet (the "Wallet")
• Virtual and physical payment cards (the "Card")
• Real-time asset-to-fiat conversion at point of sale
• Instant transfers between users and to external wallets
• Asset swaps within the app
• Premium subscription features
• The UltraPay website and mobile application ("App")

Additional terms may apply to specific features or services and will be presented to you at the relevant time. In the event of any conflict between these Terms and any supplemental terms, the supplemental terms shall prevail in relation to the specific service to which they apply.

To use the Services, you must:

• Be at least 18 years of age;
• Be a natural person with legal capacity to enter into binding contracts;
• Not be resident in, or accessing the Services from, a jurisdiction where it is prohibited by law;
• Not be subject to any sanctions imposed by the United Nations, the European Union, the United Kingdom, the United States, or any other relevant authority;
• Provide accurate and complete information during the registration process; and
• Maintain only one UltraPay account in your name.

We reserve the right to refuse access to the Services to any person at our sole discretion, without being required to provide reasons.

You agree to use the Services only for lawful purposes and in accordance with these Terms.

You must not use the Services to:

• Engage in, facilitate, or promote any illegal activity, including but not limited to money laundering, terrorist financing, fraud, or tax evasion;
• Circumvent any applicable law, regulation, or sanctions regime;
• Make payments to or receive payments from sanctioned individuals, entities, or jurisdictions;
• Purchase or transact in prohibited goods or services as defined by our card network partners;
• Attempt to reverse-engineer, hack, or otherwise tamper with the App or our infrastructure;
• Impersonate any other person or entity, or misrepresent your identity;
• Use the Services in any manner that could damage, disable, or impair the platform or interfere with other users;
• Engage in any abusive, threatening, or harassing behaviour toward our staff or other users.

We reserve the right to investigate any suspected breach of this clause and to take appropriate action, including suspending or terminating your account and reporting to relevant authorities.

UltraPay is committed to full compliance with applicable anti-money laundering ("AML"), counter-terrorist financing ("CTF"), and sanctions regulations. We are registered as a Money Services Business ("MSB") with the Financial Crimes Enforcement Network ("FinCEN") of the United States Department of the Treasury and comply with applicable regulations across all jurisdictions in which we operate.

We may, at any time and without prior notice:

• Request additional information or documentation from you to fulfil our compliance obligations;
• Delay, block, or reverse any transaction that we reasonably believe may be connected to illegal activity;
• Report suspicious activity to the relevant regulatory authorities;
• Freeze or close your account where required by law or regulatory obligation.

You agree to cooperate fully with any compliance-related requests and acknowledge that we may be legally prohibited from disclosing the reasons for any such action.

We take your privacy seriously. Our collection, use, and storage of your personal data is governed by our Privacy Policy, which is available at ultrapay.finance/privacy. By using the Services, you consent to the processing of your personal data as described in our Privacy Policy.

We may share your data with third-party service providers, regulatory authorities, and card network partners to the extent necessary to provide the Services and comply with our legal obligations. We will not sell your personal data to third parties for marketing purposes.

We process your data in accordance with applicable United States federal and state privacy laws, including the California Consumer Privacy Act ("CCPA") where applicable, and other applicable data protection regulations. You have the right to access, correct, and request deletion of your personal data, subject to applicable legal requirements. To exercise your rights, please contact us at support@ultrapay.finance.

All intellectual property rights in the App, website, brand, trademarks, logos, and Services are owned by or licensed to UltraPay Technologies, Inc. Nothing in these Terms grants you any right to use our intellectual property other than as strictly necessary to use the Services for their intended purpose.

You must not:

• Reproduce, distribute, or modify any content from the App or website without our prior written consent;
• Use our trademarks, brand names, or logos in any manner that implies endorsement, sponsorship, or affiliation;
• Decompile, reverse-engineer, or attempt to extract the source code of the App.

You retain ownership of any content you submit to us. By submitting content, you grant us a non-exclusive, worldwide, royalty-free licence to use, display, and distribute such content for the purposes of providing the Services.

You are responsible for obtaining and maintaining compatible hardware, software, and internet connectivity required to use the App. You must install security updates and patches promptly.

We grant you a limited, non-exclusive, non-transferable licence to use the App solely for the purposes of accessing the Services on your own device.

If your device is lost, stolen, or compromised, you must notify us immediately at support@ultrapay.finance and take steps to secure your account. We are not responsible for any loss arising from unauthorised use of your device or account where you have failed to take reasonable precautions.

To the fullest extent permitted by applicable law, UltraPay shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive loss or damage;
• Loss of profits, revenue, business, data, or goodwill;
• Losses arising from market fluctuations in the value of digital assets;
• Any delay, interruption, or failure of the App, Services, or third-party infrastructure;
• Unauthorised access to your account or device where you have failed to maintain adequate security;
• Any act or omission of a third-party service provider, card network partner, or blockchain network;
• Losses arising from our compliance with applicable law, regulation, court orders, or card network rules.

Our total aggregate liability to you arising out of or in connection with these Terms shall not exceed the value of assets held in your UltraPay wallet at the time the relevant claim arises.

Nothing in these Terms limits or excludes our liability for fraud, death or personal injury caused by our negligence, or any other liability that cannot be excluded by law.

You agree to indemnify, defend, and hold harmless UltraPay, its officers, directors, employees, agents, and third-party service providers from and against any claims, losses, damages, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your breach of these Terms;
• Your use of the Services;
• Your violation of any applicable law or the rights of any third party;
• Any fraudulent, negligent, or wilful misconduct on your part.

By using the Services, you consent to receive communications from us electronically, including by email, SMS, push notification, or in-app message. You agree that electronic communications satisfy any legal requirement for communications to be in writing.

You are responsible for ensuring that your contact details (email address and phone number) are current and accurate. We are not responsible for any failure to receive communications due to outdated contact information.

All instructions submitted through the App are binding on you. We are entitled to treat all instructions submitted from your registered device as authorised by you. We are not obligated to verify that such instructions were submitted by you personally.

The Services may integrate with or rely upon third-party services, including card issuance partners, KYC providers, blockchain networks, and payment processors. We have no control over and accept no liability for the acts or omissions of any third party.

Links to third-party websites or services within the App are provided for convenience only and do not constitute endorsement. You access third-party services at your own risk and subject to their own terms and conditions.

You acknowledge and accept the following risks associated with using UltraPay:

• Digital Asset Volatility: The value of digital assets can fluctuate significantly. UltraPay does not guarantee the value of any asset held in your wallet.
• Regulatory Risk: The regulatory environment for digital assets is evolving. Changes in law or regulation may affect the availability of our Services.
• Technology Risk: The App and blockchain networks may experience downtime, errors, or security vulnerabilities. Transactions may be delayed or failed.
• Irreversibility: Blockchain transactions and executed swaps are generally irreversible. You are responsible for verifying all transaction details before confirming.
• Custodial Risk: Your assets are held by UltraPay on a custodial basis. In the event of our insolvency, your assets may be at risk, subject to applicable law.

You represent that you understand and accept these risks and that you have the financial resources and risk tolerance appropriate to your use of the Services.

We reserve the right to update or amend these Terms at any time. We will notify you of any material changes by email or through an in-app notification at least 14 days before the changes take effect, except where a shorter notice period is required by law.

Your continued use of the Services after the effective date of any change constitutes your acceptance of the updated Terms. If you do not accept the updated Terms, you must stop using the Services and close your account.

You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms to any affiliate, successor, or acquirer of our business without your consent, subject to applicable law.

If any provision of these Terms is found to be invalid, unlawful, or unenforceable by a court of competent jurisdiction, that provision shall be severed from the remaining Terms, which shall continue in full force and effect. The invalid provision shall be replaced with a valid provision that most closely reflects the original intent.

These Terms, together with our Privacy Policy and any supplemental terms applicable to specific Services, constitute the entire agreement between you and UltraPay with respect to the Services and supersede all prior agreements, representations, and understandings relating to the same subject matter.

No failure or delay by UltraPay in exercising any right under these Terms shall constitute a waiver of that right. Any waiver must be in writing and signed by an authorised representative of UltraPay. A waiver of any breach of these Terms shall not constitute a waiver of any subsequent breach.

All notices and communications to UltraPay should be sent to:

We will communicate with you via the email address or phone number registered to your account. It is your responsibility to keep your contact details current.

In these Terms, the following words and expressions have the following meanings:

• "Account" means your registered UltraPay user account.
• "App" means the UltraPay mobile application available on iOS and Android.
• "AML" means anti-money laundering.
• "Card" means the virtual or physical UltraPay payment card issued under these Terms.
• "CTF" means counter-terrorist financing.
• "Digital Assets" means cryptocurrencies, stablecoins, and other digital representations of value supported by the platform.
• "FinCEN" means the Financial Crimes Enforcement Network, a bureau of the United States Department of the Treasury.
• "KYC" means know-your-customer identity verification.
• "Services" means all products, features, and services offered by UltraPay, including the Wallet, Card, transfers, swaps, and the App.
• "CCPA" means the California Consumer Privacy Act, as amended by the California Privacy Rights Act ("CPRA"), and any applicable successor legislation.
• "Wallet" means the hosted multi-asset digital wallet provided by UltraPay.
• "We", "us", "our" means UltraPay Technologies, Inc., trading as UltraPay.
• "You", "your" means the individual or entity registered as a UltraPay user.