Terms of Service

1. Acceptance of Terms

By accessing or using ShazPay ("Service," "Platform," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our Service.

ShazPay is a business-to-business software-as-a-service platform operated by SHAZPAY LTD. We provide invoicing, accounts receivable, payment-link, and contractor-settlement orchestration tools for businesses, sole traders, and independent contractors. The Service is not a consumer product and is not offered for personal, household, or family use.

SHAZPAY LTD holds no licence as a bank, credit union, money transmitter, payment institution, e-money issuer, custodian, or virtual asset service provider, and holds no licence from the Pakistan Virtual Assets Regulatory Authority (PVARA). We do not take deposits, hold client funds, convert fiat or digital assets, or complete bank settlement. Any collection, conversion, custody, or settlement is performed only by third-party infrastructure providers, and only when the relevant corridor described in Section 4 is actually enabled.

2. Description of Service

2.1 Core Services

ShazPay provides software tools for business users, including:

• Standard payment link creation and management
• FlexiFund payment plans including pay-in-full discounts, installment plans, and milestone-based payments
• Invoice generation and management
• QR code generation for payment links (Pro and Premium tiers)
• Workflow tools to orchestrate invoices and payouts through third-party infrastructure, when a corridor is enabled. ShazPay does not itself process or settle funds and holds no financial or virtual-asset licence
• Analytics and reporting
• Customer support

2.2 Subscription Tiers

We offer multiple subscription tiers with different features and limitations:

• Free Tier: Limited to 5 standard payment links, no FlexiFund access, no invoice generation, basic support
• Pro Tier: Up to 50 standard links, 20 FlexiFund links, unlimited invoicing, QR code generation, priority support
• Premium Tier: Unlimited links, advanced analytics, API access, custom branding, dedicated support

3. User Accounts and Eligibility

3.1 Account Creation

To use our Service, you must create an account and provide accurate, complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account.

3.2 Eligibility Requirements

You must:

• Be at least 18 years old
• Have the legal capacity to enter into binding agreements
• Use the Service only as a business, sole trader, or independent contractor for professional services invoicing and related B2B settlement, not as a consumer
• Comply with all applicable laws and regulations
• Complete identity verification as required by our infrastructure partners, when those partners' features are enabled
• Maintain accurate business and banking information

4. Payment Processing and Fees

4.1 Third-Party Payment Infrastructure

ShazPay is a software platform and orchestration layer. We provide tools that help businesses create payment links, invoices, and related workflows. SHAZPAY LTD holds no financial, money-transmission, e-money, custody, or virtual-asset licence. We do not ourselves take deposits, hold client funds, or complete fiat or digital-asset settlement.

Where money-movement features are enabled, we rely on third-party financial infrastructure providers. Those providers—not ShazPay—are responsible for:

• Identity verification and onboarding, including know-your-customer (KYC) and know-your-business (KYB) checks
• Custody of funds and any related safeguarding or safeguarding-equivalent arrangements
• Final settlement of payments, including fiat transfers and fiat-to-digital-currency (and digital-currency-to-fiat) conversion

By using payment features of the Service, you acknowledge that:

• You may be required to create an account with, and accept the terms, policies, and compliance requirements of, one or more of these partners.
• Partner decisions—including identity verification outcomes, account holds, payout delays, rejected transactions, reserves, and settlement timing—are made by the partner under their own regulatory obligations. We do not control those decisions and are not liable for them.
• Funds in transit or at rest in connection with a payment are held or processed by the relevant partner, not by ShazPay.
• Availability of payment processing may be interrupted for maintenance, partner outages, or changes to our infrastructure partners. We may pause payment features while we upgrade or replace those partners.

If a partner suspends or terminates your access, we may be unable to process payments for you until that partner (or a successor partner) restores access. Your agreement with each partner is separate from these Terms.

4.2 Intended infrastructure partners (not yet live)

The partners named below are the intended providers for the corridors described. They are not yet live on the Service. Naming them here does not mean onboarding is complete, that a commercial agreement is in force, or that you can send or receive funds through them today. Until a corridor is enabled, ShazPay does not collect, convert, custody, or settle funds through that partner.

4.2.1 United States, United Kingdom, and European Union corridors — Bridge (onboarding in progress)

We intend to use Bridge (bridge.xyz) as the sole infrastructure provider for inbound collection from business payers in the United States, the United Kingdom, and the European Union, and for related stablecoin conversion, custody, and orchestration. SHAZPAY LTD's onboarding with Bridge is not complete. Bridge features are not available on the Service. Until Bridge has approved SHAZPAY LTD and enabled the account, ShazPay does not collect, convert, or custody funds through Bridge, and you cannot complete Bridge KYC, obtain a Bridge virtual account, or transact on Bridge rails through ShazPay.

If and when Bridge onboarding is completed and those features are enabled, Bridge, not ShazPay, would:

• Onboard end users through Bridge's Customers API and hosted KYC/KYB links (including Persona identity verification) and require each user to accept Bridge's Terms of Service
• Determine eligibility to transact through Bridge endorsements; ShazPay would not permit a payment, virtual account, transfer, or payout on Bridge rails until the applicable endorsement is approved
• Issue virtual accounts (including USD via ACH/wire, GBP via Faster Payments, and EUR via SEPA, where enabled) in the name of the Bridge-onboarded customer
• Convert inbound fiat to USD Coin (USDC) or another supported stablecoin, hold those assets in Bridge custody, and execute Bridge Transfers and related orchestration

ShazPay does not custody digital assets, does not operate a consumer wallet, and does not itself convert fiat to stablecoins. Any Bridge wallet, virtual account, or transfer associated with a ShazPay workflow would be a Bridge product made available through our software interface, and only after the corridor is enabled.

4.2.2 Pakistan corridor — PVARA-authorised partners (not contracted; not available)

We intend that, if a business payee elects local-currency settlement in Pakistani Rupees (PKR), final-mile conversion of USDC (or another supported stablecoin) to PKR and the subsequent inter-bank fund transfer (including IBFT) would be executed exclusively by a third-party virtual asset service provider licensed or otherwise authorised by the Pakistan Virtual Assets Regulatory Authority (PVARA) under the Virtual Assets Act, 2026, and operating in accordance with applicable State Bank of Pakistan anti-money laundering and counter-terrorist financing requirements.

That corridor is not available. SHAZPAY LTD is not a PVARA licensee, has not been granted a PVARA licence, and has not contracted a PVARA-authorised VASP. We do not operate a Pakistan virtual-asset exchange or wallet and do not ourselves complete PKR settlement. We will not initiate or permit a Pakistan local-currency payout until a PVARA-authorised partner is under executed contract and authorised at the time of the transaction. Any later agreement with that partner (including its terms, fees, and compliance obligations) would be separate from these Terms.

4.2.3 Permitted use — B2B only

The Service is offered only to businesses, sole traders, and independent contractors for bona fide business invoices, accounts receivable, and contractor settlement arising from professional digital services. Your payers must be business clients. The Service is not a consumer payments product, is not a retail wallet, and is not a person-to-person or consumer-to-consumer remittance service. You may not use the Service to provide money transmission or virtual-asset services to the public in your own name.

4.3 Partner Account Requirements

To use money-movement features when they are enabled, you must:

• Meet our partners' eligibility requirements and geographic restrictions
• Complete identity verification and KYC/KYB processes required by our partners
• Comply with our partners' prohibited business lists and acceptable use policies
• Maintain accurate and up-to-date information with ShazPay and our partners
• Accept responsibility for all transactions processed through your accounts with those partners

4.4 Fee Structure

Transaction fees consist of:

• Partner Processing Fees: Charged by our financial infrastructure partners according to their published schedules
• ShazPay Platform Fees: Our fee that varies by subscription tier
• Subscription Fees: Monthly or annual subscription based on your chosen tier
• Additional Fees: Chargeback fees, dispute fees, and premium feature fees as applicable

Current ShazPay fee schedules are available on our pricing page. Partner fees are set by those partners and may change according to their terms. ShazPay fees may be updated with 30 days' notice.

4.5 Payouts and Settlements

Funds from successful payments are processed by our financial infrastructure partners and transferred to your designated account according to those partners' payout schedules. Payouts are subject to:

• Our partners' terms and payout policies
• Identity verification and account validation
• Risk assessment and fraud prevention measures
• Regulatory holds and reserves as required by law
• Dispute and chargeback reserves

4.6 Disputes and Chargebacks

Payment disputes and chargebacks are handled by our financial infrastructure partners and the applicable card networks according to their dispute resolution processes. You are responsible for:

• Providing documentation and evidence for dispute responses
• Maintaining records of transactions and customer communications
• Paying applicable chargeback and dispute fees
• Complying with card network rules and regulations

5. FlexiFund Terms

5.1 FlexiFund Service

FlexiFund is our proprietary feature allowing you to offer flexible payment options to your customers, including installment plans and milestone-based payments.

5.2 Payment Plan Responsibilities

When using FlexiFund, you agree that:

• You are responsible for delivering services/products as agreed with your customers
• Milestone payments should correspond to actual project milestones
• You will respond promptly to customer inquiries about payment plans
• Failed payments may result in automatic retry attempts and notifications

5.3 Customer Payment Obligations

For installment plans, customers authorize recurring charges. For milestone plans, customers are responsible for making payments when requested. We are not responsible for customer payment failures or disputes.

6. Subscription Terms

6.1 Billing

Subscription fees are billed monthly or annually in advance. Annual subscriptions receive discounted pricing. All fees are non-refundable except as required by law.

6.2 Changes and Cancellation

You may upgrade, downgrade, or cancel your subscription at any time. Changes take effect at the next billing cycle. Cancellation does not entitle you to a refund for the current billing period.

6.3 Feature Limitations

Access to features depends on your subscription tier. Downgrading may result in loss of access to premium features and data limitations.

7. Prohibited Uses

You may not use our Service for any business or activity prohibited by our financial infrastructure partners or applicable law, including:

• Businesses prohibited or restricted under our partners' acceptable use policies
• Adult content, gambling, or other restricted industries
• Money laundering, fraud, or other financial crimes
• Collecting payments for goods or services not delivered
• High-risk businesses without proper authorization
• Circumventing our security measures or access controls
• Harassing, abusing, or harming others
• Violating intellectual property rights
• Transmitting malware or harmful code
• Activities that violate card network rules or regulations
• Consumer use, personal or household payments, retail wallets, person-to-person transfers, or consumer-to-consumer remittances

We reserve the right to suspend or terminate accounts that violate these restrictions. Our financial infrastructure partners may also independently suspend or terminate your payment processing capabilities.

8. Data and Privacy

Your privacy is important to us. Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

You grant us the right to use, store, and process data necessary to provide our services, including transaction data, customer information, and usage analytics.

9. Intellectual Property

9.1 Our Rights

ShazPay, FlexiFund, and all related trademarks, logos, and intellectual property are owned by us. You may not use our intellectual property without written permission.

9.2 Your Content

You retain ownership of content you upload to our Service. By using our Service, you grant us a license to use, display, and process your content as necessary to provide our services.

10. Disclaimers and Limitation of Liability

10.1 Service Disclaimers

Our Service is provided "as is" without warranties. We do not guarantee uninterrupted service, error-free operation, or specific results. We are not responsible for third-party services or payment processor decisions.

10.2 Limitation of Liability

To the maximum extent permitted by law, our liability is limited to the amount of fees paid by you in the 12 months preceding the claim. We are not liable for indirect, incidental, or consequential damages.

11. Termination

We may terminate or suspend your account immediately for violations of these Terms, suspicious activity, or as required by law. Upon termination, you remain liable for all outstanding fees and obligations.

You may terminate your account at any time by canceling your subscription. Termination does not relieve you of obligations incurred before termination.

12. Dispute Resolution

12.1 Governing Law

These Terms are governed by the laws of Delaware, United States, without regard to conflict of law principles.

12.2 Dispute Resolution Process

Before filing any legal action, you agree to attempt to resolve disputes through good faith negotiation. If unsuccessful, disputes will be resolved through binding arbitration.

13. Changes to Terms

We may update these Terms from time to time. Material changes will be communicated via email or platform notification at least 30 days before taking effect. Continued use of our Service constitutes acceptance of updated Terms.

14. Contact Information

For questions about these Terms, please contact us at: