Terms and Conditions

PACTSETTLE
Last updated: July 30, 2026

Introduction

These Terms and Conditions (the “Terms“) govern access to and use of the website located at https://www.pactsettle.io (the “Website“) and all related services, merchant dashboards, application programming interfaces (“APIs“), integrations, and materials (collectively, the “Services“) made available under the PactSettle brand (“PactSettle“, “we“, “us“, or “our“).

By accessing or using the Website or the Services, you (“you“, “your“, or the “Client“) acknowledge that you have read, understood, and agree to be bound by these Terms and by our Privacy Policy, which is incorporated herein by reference. If you do not agree with these Terms, you must not access or use the Website or the Services.

These Terms constitute a legally binding agreement between you and us and are governed by the laws of the Republic of Panama.

The Services are intended exclusively for businesses and other legal entities acting in a commercial or professional capacity. They are not offered to consumers.

PactSettle is a trading name of an operating entity that is indirectly owned by Ramp Capital S.A., a company incorporated under the laws of the Republic of Panama.

All notices, requests, and communications relating to these Terms should be sent to support@pactsettle.io.

PactSettle provides business-to-business digital asset conversion and settlement services. Depending on the arrangement agreed with you, the Services may include:

  • conversion and swap execution between supported digital assets, and between supported digital assets and supported settlement currencies (each such transaction, a “Settlement Transaction“);

  • settlement and payout of converted proceeds to bank accounts or wallet addresses you have nominated;

  • merchant and treasury tooling, including a dashboard, transaction reporting, reconciliation data, webhooks, and API access; and

  • operational support in connection with the foregoing.

For the avoidance of doubt:

  • PactSettle acts as a counterparty or facilitator to discrete Settlement Transactions that you initiate or authorize.

  • PactSettle does not provide investment, financial, tax, legal, or accounting advice, and nothing on the Website constitutes a recommendation to buy, sell, or hold any digital asset.

  • PactSettle does not operate a general-purpose custodial wallet or safekeeping service, does not accept deposits, and does not pay interest or yield on any balance. Digital assets and funds are held only transiently to the extent operationally necessary to execute and settle a transaction you have authorized.

  • PactSettle does not offer securities, collective investment schemes, derivatives, margin, credit, or leveraged products.

  • Rates quoted are indicative until a Settlement Transaction is confirmed and may change due to market movement, network conditions, and liquidity availability.

Where you and we execute a separate written commercial agreement, master services agreement, statement of work, or order form governing your use of the Services (a “Commercial Agreement“), that Commercial Agreement shall prevail over these Terms to the extent of any conflict in respect of the matters it addresses. These Terms otherwise continue to apply in full.

Commercial terms including pricing, spreads, settlement currencies and corridors, settlement cycles, limits, and service levels are set out in the applicable Commercial Agreement, fee schedule, or dashboard configuration.

By using the Website or Services, you represent and warrant that:

  • you are a duly incorporated, validly existing, and (where applicable) properly registered legal entity, or an individual acting in the course of a business or profession;

  • the individual accepting these Terms is at least eighteen (18) years of age and is duly authorized to bind you to these Terms;

  • you have obtained and maintain all licences, registrations, permits, and authorizations necessary to conduct your business and to use the Services in each jurisdiction in which you operate;

  • your use of the Services does not violate any law, regulation, sanction, or order applicable to you;

  • neither you, nor your beneficial owners, directors, officers, or authorized representatives, are located in, resident in, or a national of any comprehensively sanctioned jurisdiction, or listed on any applicable sanctions or restricted-party list; and

  • all information and documentation you have provided to us is accurate, current, and complete, and you will notify us promptly of any material change.

Access to the Services is subject to satisfactory completion of our onboarding and due-diligence process. We may restrict, decline, or withdraw access to any person, entity, or jurisdiction at our sole discretion.

Where we grant you access to a dashboard, API keys, webhooks, or other credentials, you agree to:

  • keep all credentials, secrets, and API keys confidential and not share them outside your authorized personnel;

  • maintain an accurate list of authorized users and promptly revoke access for personnel who leave your organization or change role;

  • implement appropriate security controls, including multi-factor authentication where offered, and secure storage of secrets;

  • accept responsibility for all activity conducted through your account, credentials, or API keys, whether or not authorized by you; and

  • notify us immediately at support@pactsettle.io of any actual or suspected compromise, unauthorized access, or credential leak.

We may rotate, suspend, or revoke credentials at any time where necessary to protect the security or integrity of our systems.

You are solely responsible for the accuracy and completeness of all instructions and settlement details you submit, including destination wallet addresses, network or chain selection, memo or tag fields, token contract identifiers, bank account and IBAN details, SWIFT/BIC codes, beneficiary names, and payment references.

Blockchain transactions and many payment rails are irreversible once executed. Instructions transmitted through your account or API keys are deemed authorized by you and are, once submitted for execution, irrevocable. If you provide incorrect, incompatible, or unsupported details, or select an incorrect network, the relevant assets or funds may be permanently lost or misdirected. We cannot reverse, recall, or recover such transactions and accept no liability for losses arising from details you have submitted incorrectly.

You are responsible for implementing appropriate internal controls, including maker-checker approval and beneficiary allow-listing where available.

Fees, spreads, and settlement timing are as set out in the applicable Commercial Agreement, fee schedule, or quotation. In addition, blockchain network fees, payment-processor fees, correspondent and intermediary bank charges, and FX conversion costs may apply and are borne by you unless expressly agreed otherwise.

Settlement cycles and cut-off times are estimates and depend on blockchain network conditions, banking hours and holidays, correspondent banking availability, and completion of any required checks. We do not guarantee settlement within any particular timeframe unless expressly agreed in a Commercial Agreement.

Each party is responsible for its own taxes. All amounts payable to us are exclusive of any applicable taxes, duties, or levies, which shall be added where applicable. You are solely responsible for determining, reporting, and paying any taxes arising from your use of the Services and from your own business activities, and for any invoicing, VAT/ITBMS treatment, and reporting obligations owed to your own customers. We do not provide tax advice.

We are committed to preventing money laundering, terrorist financing, fraud, and sanctions evasion, and we operate internal controls appropriate to our activities.

You agree that we may, where we consider it necessary or appropriate, or where required by applicable law:

  • request and verify information and documentation regarding your entity, its ownership and control structure, ultimate beneficial owners, directors, authorized signatories, licensing status, business model, and expected transaction activity;

  • request information about the source of funds or assets and the identity or nature of your underlying customers or counterparties;

  • screen you, your representatives, your counterparties, and transaction addresses against sanctions lists and for indicators of illicit activity;

  • monitor transaction activity and request explanation of activity inconsistent with your stated business profile; and

  • delay, decline, suspend, reverse where technically possible, or refuse to execute any transaction, and suspend or terminate your access, where we have reasonable grounds for concern.

Where we are legally prohibited from disclosing the reason for such action, we may not be able to explain it to you.

Your own obligations. You represent and undertake that (a) the funds and digital assets used in connection with the Services are lawfully yours or lawfully held by you on behalf of your customers, derive from lawful sources, and are not the proceeds of criminal activity; (b) you maintain your own compliance programme appropriate to your business, including customer due diligence and transaction monitoring where applicable to you; and (c) you will not use the Services to process transactions for any person or purpose prohibited under Section 10.

You agree not to use the Website or Services:

  • for any unlawful purpose, or to facilitate money laundering, terrorist financing, fraud, sanctions evasion, tax evasion, or any other criminal activity;

  • on behalf of, or for the benefit of, any person subject to applicable sanctions or restricted-party listings;

  • to provide regulated financial services to third parties where you lack the required licences, or to on-board sub-merchants or third-party clients onto the Services without our prior written consent;

  • to process transactions connected with activity that is unlawful in any relevant jurisdiction, including child sexual abuse material, human trafficking, illegal weapons or narcotics, illegal gambling, ransomware, darknet marketplaces, mixing or tumbling services designed to obscure transaction provenance, unlicensed securities offerings, or Ponzi and pyramid schemes;

  • to submit false, misleading, stolen, or fraudulently obtained information, documentation, or payment instruments;

  • to attempt to gain unauthorized access to, interfere with, damage, or disrupt the Website, Services, or any connected systems or networks, including by introducing malicious code or conducting denial-of-service attacks;

  • to exceed rate limits, or to scrape, harvest, or extract data by automated means other than through the APIs and in accordance with any applicable documentation; or

  • to reverse engineer, decompile, or disassemble any part of the Services, except where such restriction is prohibited by applicable law.

We may update the list of restricted activities at any time.

We may apply transaction limits, aggregate limits, exposure limits, and velocity controls, and may vary them at any time based on risk, liquidity, or regulatory considerations. We may add, modify, deprecate, suspend, or discontinue any supported asset, settlement currency, corridor, payment method, API endpoint, or feature. Where a change is material, we will use reasonable efforts to provide advance notice and, in the case of API changes, a reasonable migration period.

Unless expressly agreed in a Commercial Agreement, the Services are provided without any committed service level, uptime guarantee, or service credit. We may carry out scheduled and emergency maintenance.

Where a Settlement Transaction cannot be completed for reasons within our control, we will use reasonable efforts to return the relevant assets or funds to their source, net of network fees and unavoidable costs incurred, and subject to any legal restriction preventing us from doing so.

Where a manifest pricing, quotation, calculation, or system error has occurred, we reserve the right to void the affected transaction or to correct it to the price or amount that would have applied absent the error, and to recover any amount overpaid to you. Where any amount is owed to us, including as a result of an overpayment, error, reversal, chargeback, or clawback by a payment provider or bank, you shall repay it on demand, and we may set off such amount against any amounts we hold for or owe to you.

You are responsible for all chargebacks, reversals, refunds, and disputes arising from your own customer relationships, together with any associated fees and costs.

You acknowledge and accept, as a business user, that transacting in digital assets involves significant risk, including but not limited to:

  • price volatility between quotation, execution, and settlement;

  • irreversibility of blockchain transactions and many payment rails;

  • technology and cybersecurity risk, including protocol failures, smart-contract vulnerabilities, chain reorganizations, forks, network congestion, stablecoin de-pegging or redemption failure, and loss or compromise of keys;

  • liquidity risk, including the possibility that a market for an asset becomes illiquid or ceases to exist;

  • regulatory risk, including changes in law that may restrict, delay, or prohibit the Services or your access to them; and

  • third-party and counterparty risk, including failure, suspension, or insolvency of liquidity providers, payment processors, custodial partners, or banking partners.

Digital assets are not legal tender, are not bank deposits, and are not covered by any deposit-insurance or investor-compensation scheme. You confirm that you have the expertise and internal controls appropriate to assess and manage these risks, and that you are not relying on us for any advice.

The Services rely on and interoperate with third-party providers, blockchain networks, decentralized protocols, liquidity venues, payment processors, custodial partners, banks, and verification providers that we do not own or control. We do not endorse and are not responsible for the availability, security, performance, or practices of any third party. Your interaction with any third-party service may be subject to that third party’s own terms.

All content, software, source code, interfaces, APIs, documentation, and the “PactSettle” name and marks are owned by us, our affiliates, or our licensors and are protected by the intellectual-property laws of the Republic of Panama and applicable international treaties.

We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Services and APIs solely for your internal business purposes during the term of these Terms and in accordance with any applicable documentation. Except as expressly authorized in writing, you may not copy, reproduce, distribute, modify, publicly display, create derivative works from, sublicense, resell, or otherwise exploit the Services or any such content.

You may not use our name, logos, or marks in any public statement, press release, or marketing material without our prior written consent, except as expressly permitted in a Commercial Agreement.

If you provide feedback, suggestions, or ideas regarding the Services, you grant us a perpetual, irrevocable, royalty-free, worldwide licence to use and exploit them without restriction or obligation to you.

Each party may receive non-public information of the other party in connection with the Services (“Confidential Information“). Each party shall (a) keep the other’s Confidential Information confidential, (b) use it only for the purposes of these Terms, and (c) disclose it only to those of its personnel, affiliates, and professional advisors who need to know it and who are bound by equivalent obligations. These obligations do not apply to information that is or becomes public through no breach, was independently developed, or is required to be disclosed by law, regulation, or a competent authority. These obligations survive termination for a period of three (3) years, or indefinitely in respect of personal data and trade secrets.

Each party shall comply with applicable data-protection law, including Law No. 81 of March 26, 2019 of the Republic of Panama, in respect of personal data processed in connection with the Services. Our processing of personal data is described in our Privacy Policy. Where you provide us with personal data relating to your personnel, beneficial owners, or customers, you confirm that you have a lawful basis for doing so and have provided any notices required under applicable law.

To the maximum extent permitted by applicable law, the Website and Services are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, or uninterrupted or error-free operation. We do not warrant that the Website or Services will be secure, available at any particular time or location, meet your requirements, or be free of viruses or other harmful components.

To the maximum extent permitted by the laws of the Republic of Panama:

  • in no event shall we, our affiliates, or our respective directors, officers, employees, shareholders, or agents be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, or for any loss of profits, revenue, business, anticipated savings, data, goodwill, business opportunity, or digital assets, arising out of or in connection with the Services, whether based in contract, tort, strict liability, or any other legal theory, and whether or not we were advised of the possibility of such damages; and

  • our aggregate liability arising out of or in connection with these Terms and the Services shall not exceed the total fees actually received by us from you in the three (3) months immediately preceding the event giving rise to the claim, or, where a Commercial Agreement specifies a different cap, that cap.

We shall not be liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including blockchain network failure or congestion, forks, acts of God, natural disaster, war, civil unrest, epidemic, labour dispute, power or telecommunications failure, cyberattack, act of any government or regulator, or failure or suspension of a third-party provider, liquidity venue, payment processor, or banking partner (a “Force Majeure Event“).

Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited under the laws of the Republic of Panama, including liability for fraud or wilful misconduct.

You agree to indemnify, defend, and hold harmless us, our affiliates, and our respective directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, fines, penalties, and expenses, including reasonable legal fees, arising out of or in any way connected with (a) your use of the Website or Services; (b) your breach of these Terms or any Commercial Agreement; (c) the inaccuracy of any instruction, settlement detail, information, or documentation you have submitted; (d) any claim by your customers, counterparties, or personnel; (e) your business activities or your failure to hold any required licence or authorization; or (f) your violation of any applicable law or of the rights of any third party.

We may, at our sole discretion and where reasonably necessary without prior notice, suspend, restrict, or terminate your access to all or part of the Website or Services, including where we suspect a breach of these Terms, suspect unlawful or fraudulent activity, are required to do so by law or by a banking or liquidity partner, or consider it necessary to protect the security or integrity of our systems or other clients.

Either party may terminate these Terms for convenience on thirty (30) days’ written notice, unless a Commercial Agreement provides otherwise. Either party may terminate immediately on written notice where the other party commits a material breach that is not remedied within fifteen (15) days of notice, or becomes insolvent, enters liquidation, or has a receiver or administrator appointed.

On termination: (a) all outstanding fees and amounts owed to us become immediately due; (b) we will use reasonable efforts to complete or unwind in-flight transactions and to settle amounts properly due to you, subject to any legal restriction, set-off right, and retention of a reasonable reserve against contingent liabilities for a reasonable period; and (c) your access to the dashboard and APIs will cease. You are responsible for exporting your transaction records before access ceases.

Sections that by their nature should survive — including Sections 7, 8, 12, 15, 16, 17, 18, 19, 20, 24, and 25 — shall survive termination.

If you are dissatisfied with any aspect of the Services, please contact us at support@pactsettle.io with a description of the issue, the relevant transaction references, and the outcome you are seeking. We will acknowledge your complaint and use reasonable efforts to investigate and respond within a reasonable period. Where a Commercial Agreement specifies an escalation path, that path applies.

We may modify these Terms at any time. The revised Terms will be posted on the Website with an updated “Last updated” date and will take effect upon posting, or on such later date as we may specify. Where a change is material and adverse to you, we will use reasonable efforts to provide at least thirty (30) days’ advance notice, except where a shorter period is required by law, regulation, or security considerations. Your continued use of the Services after a change takes effect constitutes acceptance of the revised Terms. If you do not accept a change, you must stop using the Services and may terminate in accordance with Section 21.

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes), shall be governed by and construed in accordance with the laws of the Republic of Panama, without regard to conflict-of-laws principles.

The parties shall first attempt in good faith to resolve any dispute through senior-level negotiation for a period of thirty (30) days. Any dispute that cannot be so resolved shall be submitted to the competent courts of the Province of Panama, Republic of Panama, or, at our election and where agreed in writing, to final and binding arbitration seated in Panama City, conducted in English or Spanish, in accordance with applicable Panamanian arbitration rules. Each party irrevocably consents to such jurisdiction and waives any objection based on venue or inconvenient forum.

  • Independent parties. Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties. Neither party may bind the other.

  • Severability. If any provision is held invalid or unenforceable, it shall be modified to the minimum extent necessary or severed, and the remaining provisions shall continue in full force and effect.

  • No waiver. Failure or delay in enforcing any right or provision shall not constitute a waiver of it.

  • Assignment. You may not assign or transfer your rights or obligations under these Terms, in whole or in part, without our prior written consent. We may assign or transfer these Terms to an affiliate or successor, including in connection with a merger, reorganization, or sale of assets.

  • Subcontracting. We may engage subcontractors and third-party providers in performing the Services and remain responsible for the Services as provided in these Terms.

  • No third-party rights. These Terms do not confer rights on any person other than the parties and their permitted successors and assigns.

  • Notices. Notices to us must be sent to support@pactsettle.io. Notices to you may be sent to the e-mail address on your account or posted in the dashboard, and are deemed received on the next business day.

  • Entire agreement. These Terms, together with the Privacy Policy and any Commercial Agreement, constitute the entire agreement between the parties regarding the Services and supersede all prior discussions, representations, and understandings on that subject.

  • Language. These Terms are provided in English. Where a translation is supplied for convenience and there is any inconsistency, the English version prevails to the extent permitted by law.

For any questions regarding these Terms, please contact:

PactSettle E-mail: support@pactsettle.io

 

Pactsettle is a product of PactSwap Labs Ltd. Platform services are operated by Ramp Capital SA, Panama.