Welcome to Gate Pay operated by Gate and any of its affiliates, related body corporates ("Company", "we", "us", or "our"). These Terms of Use ("Gate Pay Terms") constitute a legally binding agreement between the Company and each registered or unregistered end user (each, a "User", "you" or "your") of the Gate Pay services located at www.gate.com/gatepay or such other URL as may be designated by Company from time to time, as well as any mobile apps or other related services or applications thereto (the "Gate Pay Services").
Gate Pay Services are considered part of the "Services" as defined in Gate's User Agreement at https://www.gate.com/user-agreement (the "User Agreement"). The User Agreement is incorporated by reference into these Gate Pay Terms, and also govern your use and access of Gate Pay Services. All terms and references used in these Gate Pay Terms and which are defined and construed in the User Agreement, but are not defined or construed in these Gate Pay Terms, shall have the same meaning and construction in these Gate Pay Terms. In the event of any conflict or inconsistency between the Gate Pay Terms and the User Agreement, the Gate Pay Terms shall prevail with respect to the Gate Pay Services unless expressly stated otherwise.
Please carefully review these Gate Pay Terms and the User Agreement. By accessing and using Gate Pay Services, you are deemed to have read, understood, accepted, executed and agreed to be bound by these Gate Pay Terms (including the User Agreement as incorporated by reference herein). We may change or amend the Gate Pay Services or these Gate Pay Terms at any time at our sole and absolute discretion. Any changes to these Gate Pay Terms will be in effect as of the "LAST REVISED" date referred to at the top of this page. You acknowledge and agree that the form and nature of Gate Pay Services, and any part of it, may change from time to time without prior notice to you, and that we may add new features or remove existing features or modify any part of Gate Pay Services.
The Gate Pay Services may be provided by us, any affiliates of our Company, or other service providers designated by us. These Services are only provided in specific countries currently and will be expanded to other territories at our discretion. We reserve the right to choose at our sole and absolute discretion, the markets and jurisdictions to conduct business, and may restrict or refuse in our sole and absolute discretion at any time, the provision of Gate Pay Services in certain countries or regions (including but not limited to situations where such restrictions are required to ensure compliance with any applicable legal and regulatory obligations).
IF ANY PROVISION OF THESE GATE PAY TERMS OR THE USER AGREEMENT OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE GATE PAY SERVICES. YOUR CONTINUED USE OF GATE PAY SERVICES FOLLOWING THE POSTING OF ANY NOTICE OF ANY CHANGE TO THESE GATE PAY TERMS SHALL CONSTITUTE YOUR ACCEPTANCE AND AGREEMENT TO SUCH CHANGE.
ARBITRATION NOTICE: THESE GATE PAY TERMS CONTAIN AN ARBITRATION CLAUSE. WHEN YOU AGREE TO THE GATE PAY TERMS YOU ARE AGREEING TO RESOLVE ANY DISPUTE BETWEEN YOU AND THE COMPANY BY MANDATORY BINDING ARBITRATION RATHER THAN IN COURT AND YOU AGREE TO WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. PLEASE REVIEW CAREFULLY CLAUSE 11 BELOW FOR DETAILS REGARDING ARBITRATION.
In order to be eligible to access and use the Gate Pay Services, you must either (i) create and maintain a valid and active Account as required under our User Agreement, or (ii) access the Gate Pay Services through an approved external wallet, exchange, or payment channel that is technically integrated with Gate Pay, as determined by us in our sole discretion ("Approved External Channel"), and in either case, continue to meet all applicable requirements, including without limitation providing your full legal name, country of residence, wallet address (if applicable), and other KYC details that we may require from time to time to verify your identity and comply with applicable laws. We may require full Account creation for transactions exceeding specified limits or involving high-risk assets or jurisdictions, as determined by us in our sole discretion.
Where you use an Approved External Channel without maintaining an Account, you acknowledge and agree that: your access is limited to payment functionality only and will not constitute registration as an Account user; we and our appointed processors may collect, use and verify any transaction, device, or blockchain address information as necessary to meet AML/CFT obligations; and any transaction disputes, refunds or reversals must be resolved between you and the relevant merchant, except as otherwise required by law.
Gate reserves the right, at its sole discretion, to require registration or refuse processing of any transaction from an Approved External Channel where identity or source-of-funds verification cannot be completed to its satisfaction under applicable laws.
Only certain Digital Assets can be used in conjunction with the Gate Pay Services (including but not limited to funding your Account) and Gate reserves the sole discretion to determine which Digital Assets can be used and whether they may be transferred through any Approved External Channel in conjunction with the Gate Pay Services.
You further also agree and acknowledge the following as conditions for using the Gate Pay Services: agreeing to these Gate Pay Terms, as well as other legal documents if applicable; agreeing to terms, agreements, privacy policies, rules and policies (if any) provided by third-party service providers which are necessary for you to enjoy certain services they provide on the Sites; providing valid and accurate information and data to us, such as your Account, your name, country of residence, mobile phone number and other information and documents, as required by us; and verifying your mobile phone number, wallet ownership and/or additional identification information as indicated by our appointed processor or us.
You hereby declare that you are registering for or accessing Gate Pay Services on your behalf only and that you are not acting on behalf or for the account of a third party.
To be eligible to use any functionalities of the Gate Pay Services, you must (i) be at least 18 years and have the full right, power, and legal authority to enter into the Gate Pay Terms; (ii) be a resident of specific countries listed in the Sites; (iii) has a valid and active Account or access Gate Pay Services through an Approved External Channel; and (iv) comply with other qualification requirements set forth in the Gate Pay Terms.
You acknowledge and agree that we and/or our appointed processors shall be entitled to, and you shall cooperate with and assist us and/or our appointed processor to, undertake identification, credit, anti-money laundering, counter-terrorism financing, KYC checks (including wallet ownership verification) and other necessary checks and screenings required to comply with our internal compliance policies and applicable laws, at any time during your registration and use of service when our appointed processors or we deem necessary in our or their sole discretion. We may suspend, delay or reject any transaction initiated through an Approved External Channel where verification cannot be satisfactorily completed.
You also acknowledge and agree that all information you provide to us must be complete, accurate and truthful at all times. You must update this information whenever it changes. We cannot be responsible for any financial loss arising out of your failure to do so. We and/or our service providers (if any) may also ask you at any time to confirm the accuracy of your information and/or provide additional supporting documents. You also acknowledge and agree that we may share such information with our service providers (if any), if our service providers require such information for legal and regulatory compliance purposes, or as part of the provision of the Services.
You can purchase goods or services from a third party merchant or service provider using Gate Pay Services, by debiting the corresponding amount of Digital Assets required to fund your purchase, from your Account. This includes but is not limited to: a) making a purchase at an online merchant website and selecting Gate Pay as your payment method at checkout, b) making a payment to a merchant for goods or services via scanning their respective QR code with Gate Pay Services, and c) making a purchase from a third party merchant or service provider, via Gate Pay Services, whether through merchant's or service provider's mini-program or otherwise. In order to manage risk, we may limit the payment methods available for a transaction when you make a purchase using Gate Pay Services. In addition, payment methods may be limited for certain merchants or service providers or if you make a payment through certain third-party websites or applications using Gate Pay Services. You understand and agree that any complaints, claims, disputes, chargebacks or refunds in relation to goods and/or services provided by and purchased from a third party merchant will be resolved between such merchant and yourself, and we will not be responsible for any refunds processed or payable by such merchant.
You may send and/or receive Digital Assets using the Gate Pay Services in accordance with the instructions published on the Sites from time to time. We may, at our discretion and without prior notice, limit or otherwise restrict your ability to withdraw the Digital Assets received in your Account. This may include, without limitation, circumstances where processing your transaction may be contrary to any applicable laws, or where there are risk concerns (including but not limited to sanction compliance).
By initiating a payment or fund transfer via Gate Pay Services, you authorize us to debit the relevant Digital Assets from your Account and process the payment to the designated recipient or merchant, or to facilitate such debit from a connected Approved External Channel where applicable. All transactions are processed on a "best efforts" basis and may be subject to verification, compliance checks, and applicable blockchain confirmation times. You acknowledge that transactions involving blockchain networks are irreversible once confirmed, and we bear no liability for erroneous payments caused by incorrect recipient information provided by you.
Transaction fees, network fees, and any applicable charges will be disclosed at the time of transaction initiation. You agree to bear all applicable fees. We reserve the right to modify fee structures at any time by publishing updated schedules on the Sites.
Where you are a merchant or service provider integrating with Gate Pay Services via our APIs ("Merchant API Services"), you agree to comply with our Merchant Integration Guidelines published on the Sites, including requirements related to transaction monitoring, customer communications, and refund handling. You are solely responsible for maintaining the security of your API credentials and must immediately notify us of any unauthorized access.
We may suspend or terminate your access to Merchant API Services at our discretion if we reasonably believe that your integration poses a security risk, violates these Gate Pay Terms, or is non-compliant with applicable laws.
Gate Pay Services may contain links to or integrations with third-party services, websites, wallets, applications and merchants that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the content, terms, privacy policies, or practices of any third party. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit or use.
You agree that you will not use Gate Pay Services for any purpose that is unlawful or prohibited by these Gate Pay Terms, including but not limited to: using Gate Pay Services in connection with any illegal activity such as fraud, money laundering, terrorist financing, sanctions evasion, tax evasion, or proceeds of crime; attempting to interfere with, compromise the integrity or security of, or decipher any transmission to or from the servers running Gate Pay Services; using any automated means (including bots, scrapers, or crawlers) to access Gate Pay Services except as expressly permitted by us; impersonating another person or entity; or engaging in any activity that could disable, overburden, or impair the functioning of Gate Pay Services.
Gate Pay Services and its original content (excluding content provided by users), features and functionality are and will remain the exclusive property of the Company and its licensors. Gate Pay Services are protected by copyright, trademark, and other laws of applicable jurisdictions. Our trademarks and trade dress may not be used in connection with any product or service without our prior written consent.
You represent and warrant that: (i) you have the legal capacity and authority to enter into these Gate Pay Terms; (ii) all information you provide is accurate, current and complete; (iii) you will comply with all applicable laws and regulations in connection with your use of Gate Pay Services; (iv) you will not use Gate Pay Services for any fraudulent or illegal purposes; and (v) you are the beneficial owner of any Digital Assets used in transactions and such assets are free of liens or encumbrances. You warrant ownership of funds used in transactions and that such funds are free of liens or encumbrances.
You will indemnify and hold the Company and its officers, directors, employees and agents, harmless from and against any and all claims, disputes, demands, liabilities, damages, losses, and costs and expenses (including, without limitation, reasonable legal and accounting fees) arising out of or in any way connected with (a) your access to or use of the Gate Pay Services; (b) breach of your representations and warranties herein; and/or (c) your violation of these Gate Pay Terms. You may not settle or otherwise compromise any claim subject to this Section without the Company's prior written approval.
THE GATE PAY SERVICES, ANY CONTENT CONTAINED THEREIN, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE COMPANY (AND ITS SUPPLIERS) MAKE NO WARRANTY THAT THE GATE PAY SERVICES: (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (III) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. THE COMPANY DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AS TO THE SERVICES AND ANY CONTENT CONTAINED THEREIN.
WE FURTHER EXPRESSLY DISCLAIM ALL LIABILITY OR RESPONSIBILITY IN CONNECTION WITH THIRD PARTY SERVICES. NOTHING HEREIN NOR ANY USE OF THE SERVICES IN CONNECTION WITH THIRD PARTY SERVICES CONSTITUTES OUR ENDORSEMENT, RECOMMENDATION OR ANY OTHER AFFILIATION OF OR WITH ANY THIRD PARTY SERVICES.
THE COMPANY DOES NOT REPRESENT OR WARRANT THAT ANY CONTENT ON THE GATE PAY SERVICES IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WE WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON MATERIAL OR INFORMATION CONTAINED ON THE GATE PAY SERVICES. WHILE THE COMPANY ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE SERVICES AND ANY CONTENT THEREIN SAFE, THE COMPANY CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE GATE PAY SERVICES, ANY CONTENT THEREIN, OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, INCLUDING MALWARE IN QR CODES OR APP DOWNLOADS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY.
THE GATE PAY SERVICES MAY NOT BE AVAILABLE DUE TO ANY NUMBER OF FACTORS INCLUDING, BUT NOT LIMITED TO, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, UNAUTHORIZED ACCESS, VIRUSES, DENIAL OF SERVICE OR OTHER ATTACKS, TECHNICAL FAILURE OF THE SERVICES AND/OR TELECOMMUNICATIONS INFRASTRUCTURE OR DISRUPTION, AND THEREFORE WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY REGARDING THE USE AND/OR AVAILABILITY, ACCESSIBILITY, SECURITY OR PERFORMANCE OF THE SERVICES CAUSED BY SUCH FACTORS. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AGAINST THE POSSIBILITY OF DELETION, MISDELIVERY OR FAILURE TO STORE COMMUNICATIONS, PERSONALIZED SETTINGS OR OTHER DATA.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE GATE PAY SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY OR ITS SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE COMPANY AND ITS AGENTS, REPRESENTATIVES, AND AFFILIATES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE GATE PAY SERVICES EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU FOR USE OF THE SERVICES OR ONE HUNDRED U.S. DOLLARS (US$100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO THE COMPANY, AS APPLICABLE.
These Gate Pay Terms and any action related thereto will be governed by and construed in accordance with the laws of the Republic of Panama, excluding its conflict of laws principles.
Any dispute arising out of or in connection with these Gate Pay Terms (including any dispute or claim relating to: (i) the existence, validity or termination of these Gate Pay Terms; and (ii) any non-contractual obligations arising out of or in connection with these Gate Pay Terms ("Dispute") shall at first instance be referred to and resolved amicably through negotiation. In the event that the Dispute fails to be resolved by negotiation within thirty (30) days from the initiation of such negotiations by issuance of a notice of Dispute by one party to the other party, such Dispute shall be referred to and finally resolved by arbitration in Panama to the exclusion of the ordinary courts, in accordance with the Arbitration Rules of the International Chamber of Commerce for the time being in force which rules are deemed to be incorporated by reference in this clause. The seat of arbitration shall be Panama. The arbitration tribunal shall consist of one arbitrator. The language of the arbitration shall be in English. Following the commencement of arbitration, you agree that you will attempt in good faith to resolve the Dispute through mediation. Any settlement reached in the course of the mediation shall be referred to the then-seating arbitral tribunal and maybe made a consent award on agreed terms.
Translation. We may, in our sole and absolute discretion, translate these Gate Pay Terms into a language other than the English language. You agree that any such translation shall be for your convenience and reference only and the English text shall prevail in the event of any ambiguity, discrepancy or omission as between the English text and any translated text.
Amendments. Gate reserves the unilateral right to alter, revise, modify, and/or amend these Gate Pay Terms and the terms, conditions, and specific features of the Gate Pay Services as it deems necessary or desirable without prior notice to you. Such amendments shall be made in accordance with prevailing industry standards, operational requirements, and in response to feedback, technological advancements, or strategic direction changes. Any such amendments will take effect immediately upon being published on the Sites. It is your responsibility to regularly check relevant pages on the Sites to confirm the latest version of these Gate Pay Terms. We may but are not obligated to notify you of updates to these Gate Pay Terms via email or website announcement. Your continued access and use of the Sites and any Services following any amendments to these Gate Pay Terms shall indicate your acceptance of such amendments. If you do not agree to any such amendments, you should immediately terminate your access to your Account and cease to use any of the Gate Pay Services.
Assignment. You may not assign or transfer any rights or obligations under these Gate Pay Terms without prior written consent from us, including any right or obligation related to the enforcement of laws or the change of control. We may assign or transfer any or all of its rights or obligations under these Gate Pay Terms, in whole or in part, without notice or obtaining your consent or approval.
Waiver. No failure or delay by the Company in exercising any right, power or remedy it is entitled to under these Gate Pay Terms or by stipulation of law or regulation shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise of such rights, power or remedies.
No offer to U.S. persons. The content contained on the Sites does not constitute an offer or sale of securities in or into the United States, or to or for the account or benefit of U.S. persons, or in any other jurisdictions where it is unlawful to do so. Transfer of tokens may be subject to legal restrictions under applicable laws. Under no circumstances shall the tokens be reoffered, resold or transferred within the United States or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933, as amended.
Force Majeure. Neither you or us shall be liable for any failure or delay in performance of the Gate Pay Services due to causes beyond its reasonable control, including blockchain disruptions, acts of God, or regulatory changes.
Third Party Rights. A person who is not a party to these Gate Pay Terms shall not have any rights to enforce any term of these Gate Pay Terms. Notwithstanding any term of these Gate Pay Terms, the consent of or notice to any person who is not a party to these Gate Pay Terms shall not be required for any termination, rescission or agreement to any variation, waiver, assignment, novation, release or settlement under these Gate Pay Terms at any time.
Final Decision. For any matters not covered by these Gate Pay Terms, we reserve the sole and final discretion of final interpretation to the maximum extent permitted by applicable laws.
Welcome to Gate Pay operated by Gate and any of its affiliates, related body corporates ("Company", "we", "us", or "our"). These Terms of Use ("Gate Pay Terms") constitute a legally binding agreement between the Company and each registered or unregistered end user (each, a "User", "you" or "your") of the Gate Pay services located at www.gate.com/gatepay or such other URL as may be designated by Company from time to time, as well as any mobile apps or other related services or applications thereto (the "Gate Pay Services").
Gate Pay Services are considered part of the "Services" as defined in Gate's User Agreement at https://www.gate.com/user-agreement (the "User Agreement"). The User Agreement is incorporated by reference into these Gate Pay Terms, and also govern your use and access of Gate Pay Services. All terms and references used in these Gate Pay Terms and which are defined and construed in the User Agreement, but are not defined or construed in these Gate Pay Terms, shall have the same meaning and construction in these Gate Pay Terms. In the event of any conflict or inconsistency between the Gate Pay Terms and the User Agreement, the Gate Pay Terms shall prevail with respect to the Gate Pay Services unless expressly stated otherwise.
Please carefully review these Gate Pay Terms and the User Agreement. By accessing and using Gate Pay Services, you are deemed to have read, understood, accepted, executed and agreed to be bound by these Gate Pay Terms (including the User Agreement as incorporated by reference herein). We may change or amend the Gate Pay Services or these Gate Pay Terms at any time at our sole and absolute discretion. Any changes to these Gate Pay Terms will be in effect as of the "LAST REVISED" date referred to at the top of this page. You acknowledge and agree that the form and nature of Gate Pay Services, and any part of it, may change from time to time without prior notice to you, and that we may add new features or remove existing features or modify any part of Gate Pay Services.
The Gate Pay Services may be provided by us, any affiliates of our Company, or other service providers designated by us. These Services are only provided in specific countries currently and will be expanded to other territories at our discretion. We reserve the right to choose at our sole and absolute discretion, the markets and jurisdictions to conduct business, and may restrict or refuse in our sole and absolute discretion at any time, the provision of Gate Pay Services in certain countries or regions (including but not limited to situations where such restrictions are required to ensure compliance with any applicable legal and regulatory obligations).
IF ANY PROVISION OF THESE GATE PAY TERMS OR THE USER AGREEMENT OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE GATE PAY SERVICES. YOUR CONTINUED USE OF GATE PAY SERVICES FOLLOWING THE POSTING OF ANY NOTICE OF ANY CHANGE TO THESE GATE PAY TERMS SHALL CONSTITUTE YOUR ACCEPTANCE AND AGREEMENT TO SUCH CHANGE.
ARBITRATION NOTICE: THESE GATE PAY TERMS CONTAIN AN ARBITRATION CLAUSE. WHEN YOU AGREE TO THE GATE PAY TERMS YOU ARE AGREEING TO RESOLVE ANY DISPUTE BETWEEN YOU AND THE COMPANY BY MANDATORY BINDING ARBITRATION RATHER THAN IN COURT AND YOU AGREE TO WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. PLEASE REVIEW CAREFULLY CLAUSE 11 BELOW FOR DETAILS REGARDING ARBITRATION.
In order to be eligible to access and use the Gate Pay Services, you must either (i) create and maintain a valid and active Account as required under our User Agreement, or (ii) access the Gate Pay Services through an approved external wallet, exchange, or payment channel that is technically integrated with Gate Pay, as determined by us in our sole discretion ("Approved External Channel"), and in either case, continue to meet all applicable requirements, including without limitation providing your full legal name, country of residence, wallet address (if applicable), and other KYC details that we may require from time to time to verify your identity and comply with applicable laws. We may require full Account creation for transactions exceeding specified limits or involving high-risk assets or jurisdictions, as determined by us in our sole discretion.
Where you use an Approved External Channel without maintaining an Account, you acknowledge and agree that: your access is limited to payment functionality only and will not constitute registration as an Account user; we and our appointed processors may collect, use and verify any transaction, device, or blockchain address information as necessary to meet AML/CFT obligations; and any transaction disputes, refunds or reversals must be resolved between you and the relevant merchant, except as otherwise required by law.
Gate reserves the right, at its sole discretion, to require registration or refuse processing of any transaction from an Approved External Channel where identity or source-of-funds verification cannot be completed to its satisfaction under applicable laws.
Only certain Digital Assets can be used in conjunction with the Gate Pay Services (including but not limited to funding your Account) and Gate reserves the sole discretion to determine which Digital Assets can be used and whether they may be transferred through any Approved External Channel in conjunction with the Gate Pay Services.
You further also agree and acknowledge the following as conditions for using the Gate Pay Services: agreeing to these Gate Pay Terms, as well as other legal documents if applicable; agreeing to terms, agreements, privacy policies, rules and policies (if any) provided by third-party service providers which are necessary for you to enjoy certain services they provide on the Sites; providing valid and accurate information and data to us, such as your Account, your name, country of residence, mobile phone number and other information and documents, as required by us; and verifying your mobile phone number, wallet ownership and/or additional identification information as indicated by our appointed processor or us.
You hereby declare that you are registering for or accessing Gate Pay Services on your behalf only and that you are not acting on behalf or for the account of a third party.
To be eligible to use any functionalities of the Gate Pay Services, you must (i) be at least 18 years and have the full right, power, and legal authority to enter into the Gate Pay Terms; (ii) be a resident of specific countries listed in the Sites; (iii) has a valid and active Account or access Gate Pay Services through an Approved External Channel; and (iv) comply with other qualification requirements set forth in the Gate Pay Terms.
You acknowledge and agree that we and/or our appointed processors shall be entitled to, and you shall cooperate with and assist us and/or our appointed processor to, undertake identification, credit, anti-money laundering, counter-terrorism financing, KYC checks (including wallet ownership verification) and other necessary checks and screenings required to comply with our internal compliance policies and applicable laws, at any time during your registration and use of service when our appointed processors or we deem necessary in our or their sole discretion. We may suspend, delay or reject any transaction initiated through an Approved External Channel where verification cannot be satisfactorily completed.
You also acknowledge and agree that all information you provide to us must be complete, accurate and truthful at all times. You must update this information whenever it changes. We cannot be responsible for any financial loss arising out of your failure to do so. We and/or our service providers (if any) may also ask you at any time to confirm the accuracy of your information and/or provide additional supporting documents. You also acknowledge and agree that we may share such information with our service providers (if any), if our service providers require such information for legal and regulatory compliance purposes, or as part of the provision of the Services.
You can purchase goods or services from a third party merchant or service provider using Gate Pay Services, by debiting the corresponding amount of Digital Assets required to fund your purchase, from your Account. This includes but is not limited to: a) making a purchase at an online merchant website and selecting Gate Pay as your payment method at checkout, b) making a payment to a merchant for goods or services via scanning their respective QR code with Gate Pay Services, and c) making a purchase from a third party merchant or service provider, via Gate Pay Services, whether through merchant's or service provider's mini-program or otherwise. In order to manage risk, we may limit the payment methods available for a transaction when you make a purchase using Gate Pay Services. In addition, payment methods may be limited for certain merchants or service providers or if you make a payment through certain third-party websites or applications using Gate Pay Services. You understand and agree that any complaints, claims, disputes, chargebacks or refunds in relation to goods and/or services provided by and purchased from a third party merchant will be resolved between such merchant and yourself, and we will not be responsible for any refunds processed or payable by such merchant.
You may send and/or receive Digital Assets using the Gate Pay Services in accordance with the instructions published on the Sites from time to time. We may, at our discretion and without prior notice, limit or otherwise restrict your ability to withdraw the Digital Assets received in your Account. This may include, without limitation, circumstances where processing your transaction may be contrary to any applicable laws, or where there are risk concerns (including but not limited to sanction compliance).
By initiating a payment or fund transfer via Gate Pay Services, you authorize us to debit the relevant Digital Assets from your Account and process the payment to the designated recipient or merchant, or to facilitate such debit from a connected Approved External Channel where applicable. All transactions are processed on a "best efforts" basis and may be subject to verification, compliance checks, and applicable blockchain confirmation times. You acknowledge that transactions involving blockchain networks are irreversible once confirmed, and we bear no liability for erroneous payments caused by incorrect recipient information provided by you.
Transaction fees, network fees, and any applicable charges will be disclosed at the time of transaction initiation. You agree to bear all applicable fees. We reserve the right to modify fee structures at any time by publishing updated schedules on the Sites.
Where you are a merchant or service provider integrating with Gate Pay Services via our APIs ("Merchant API Services"), you agree to comply with our Merchant Integration Guidelines published on the Sites, including requirements related to transaction monitoring, customer communications, and refund handling. You are solely responsible for maintaining the security of your API credentials and must immediately notify us of any unauthorized access.
We may suspend or terminate your access to Merchant API Services at our discretion if we reasonably believe that your integration poses a security risk, violates these Gate Pay Terms, or is non-compliant with applicable laws.
Gate Pay Services may contain links to or integrations with third-party services, websites, wallets, applications and merchants that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the content, terms, privacy policies, or practices of any third party. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit or use.
You agree that you will not use Gate Pay Services for any purpose that is unlawful or prohibited by these Gate Pay Terms, including but not limited to: using Gate Pay Services in connection with any illegal activity such as fraud, money laundering, terrorist financing, sanctions evasion, tax evasion, or proceeds of crime; attempting to interfere with, compromise the integrity or security of, or decipher any transmission to or from the servers running Gate Pay Services; using any automated means (including bots, scrapers, or crawlers) to access Gate Pay Services except as expressly permitted by us; impersonating another person or entity; or engaging in any activity that could disable, overburden, or impair the functioning of Gate Pay Services.
Gate Pay Services and its original content (excluding content provided by users), features and functionality are and will remain the exclusive property of the Company and its licensors. Gate Pay Services are protected by copyright, trademark, and other laws of applicable jurisdictions. Our trademarks and trade dress may not be used in connection with any product or service without our prior written consent.
You represent and warrant that: (i) you have the legal capacity and authority to enter into these Gate Pay Terms; (ii) all information you provide is accurate, current and complete; (iii) you will comply with all applicable laws and regulations in connection with your use of Gate Pay Services; (iv) you will not use Gate Pay Services for any fraudulent or illegal purposes; and (v) you are the beneficial owner of any Digital Assets used in transactions and such assets are free of liens or encumbrances. You warrant ownership of funds used in transactions and that such funds are free of liens or encumbrances.
You will indemnify and hold the Company and its officers, directors, employees and agents, harmless from and against any and all claims, disputes, demands, liabilities, damages, losses, and costs and expenses (including, without limitation, reasonable legal and accounting fees) arising out of or in any way connected with (a) your access to or use of the Gate Pay Services; (b) breach of your representations and warranties herein; and/or (c) your violation of these Gate Pay Terms. You may not settle or otherwise compromise any claim subject to this Section without the Company's prior written approval.
THE GATE PAY SERVICES, ANY CONTENT CONTAINED THEREIN, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE COMPANY (AND ITS SUPPLIERS) MAKE NO WARRANTY THAT THE GATE PAY SERVICES: (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (III) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. THE COMPANY DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AS TO THE SERVICES AND ANY CONTENT CONTAINED THEREIN.
WE FURTHER EXPRESSLY DISCLAIM ALL LIABILITY OR RESPONSIBILITY IN CONNECTION WITH THIRD PARTY SERVICES. NOTHING HEREIN NOR ANY USE OF THE SERVICES IN CONNECTION WITH THIRD PARTY SERVICES CONSTITUTES OUR ENDORSEMENT, RECOMMENDATION OR ANY OTHER AFFILIATION OF OR WITH ANY THIRD PARTY SERVICES.
THE COMPANY DOES NOT REPRESENT OR WARRANT THAT ANY CONTENT ON THE GATE PAY SERVICES IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WE WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON MATERIAL OR INFORMATION CONTAINED ON THE GATE PAY SERVICES. WHILE THE COMPANY ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE SERVICES AND ANY CONTENT THEREIN SAFE, THE COMPANY CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE GATE PAY SERVICES, ANY CONTENT THEREIN, OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, INCLUDING MALWARE IN QR CODES OR APP DOWNLOADS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY.
THE GATE PAY SERVICES MAY NOT BE AVAILABLE DUE TO ANY NUMBER OF FACTORS INCLUDING, BUT NOT LIMITED TO, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, UNAUTHORIZED ACCESS, VIRUSES, DENIAL OF SERVICE OR OTHER ATTACKS, TECHNICAL FAILURE OF THE SERVICES AND/OR TELECOMMUNICATIONS INFRASTRUCTURE OR DISRUPTION, AND THEREFORE WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY REGARDING THE USE AND/OR AVAILABILITY, ACCESSIBILITY, SECURITY OR PERFORMANCE OF THE SERVICES CAUSED BY SUCH FACTORS. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AGAINST THE POSSIBILITY OF DELETION, MISDELIVERY OR FAILURE TO STORE COMMUNICATIONS, PERSONALIZED SETTINGS OR OTHER DATA.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE GATE PAY SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY OR ITS SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE COMPANY AND ITS AGENTS, REPRESENTATIVES, AND AFFILIATES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE GATE PAY SERVICES EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU FOR USE OF THE SERVICES OR ONE HUNDRED U.S. DOLLARS (US$100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO THE COMPANY, AS APPLICABLE.
These Gate Pay Terms and any action related thereto will be governed by and construed in accordance with the laws of the Republic of Panama, excluding its conflict of laws principles.
Any dispute arising out of or in connection with these Gate Pay Terms (including any dispute or claim relating to: (i) the existence, validity or termination of these Gate Pay Terms; and (ii) any non-contractual obligations arising out of or in connection with these Gate Pay Terms ("Dispute") shall at first instance be referred to and resolved amicably through negotiation. In the event that the Dispute fails to be resolved by negotiation within thirty (30) days from the initiation of such negotiations by issuance of a notice of Dispute by one party to the other party, such Dispute shall be referred to and finally resolved by arbitration in Panama to the exclusion of the ordinary courts, in accordance with the Arbitration Rules of the International Chamber of Commerce for the time being in force which rules are deemed to be incorporated by reference in this clause. The seat of arbitration shall be Panama. The arbitration tribunal shall consist of one arbitrator. The language of the arbitration shall be in English. Following the commencement of arbitration, you agree that you will attempt in good faith to resolve the Dispute through mediation. Any settlement reached in the course of the mediation shall be referred to the then-seating arbitral tribunal and maybe made a consent award on agreed terms.
Translation. We may, in our sole and absolute discretion, translate these Gate Pay Terms into a language other than the English language. You agree that any such translation shall be for your convenience and reference only and the English text shall prevail in the event of any ambiguity, discrepancy or omission as between the English text and any translated text.
Amendments. Gate reserves the unilateral right to alter, revise, modify, and/or amend these Gate Pay Terms and the terms, conditions, and specific features of the Gate Pay Services as it deems necessary or desirable without prior notice to you. Such amendments shall be made in accordance with prevailing industry standards, operational requirements, and in response to feedback, technological advancements, or strategic direction changes. Any such amendments will take effect immediately upon being published on the Sites. It is your responsibility to regularly check relevant pages on the Sites to confirm the latest version of these Gate Pay Terms. We may but are not obligated to notify you of updates to these Gate Pay Terms via email or website announcement. Your continued access and use of the Sites and any Services following any amendments to these Gate Pay Terms shall indicate your acceptance of such amendments. If you do not agree to any such amendments, you should immediately terminate your access to your Account and cease to use any of the Gate Pay Services.
Assignment. You may not assign or transfer any rights or obligations under these Gate Pay Terms without prior written consent from us, including any right or obligation related to the enforcement of laws or the change of control. We may assign or transfer any or all of its rights or obligations under these Gate Pay Terms, in whole or in part, without notice or obtaining your consent or approval.
Waiver. No failure or delay by the Company in exercising any right, power or remedy it is entitled to under these Gate Pay Terms or by stipulation of law or regulation shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise of such rights, power or remedies.
No offer to U.S. persons. The content contained on the Sites does not constitute an offer or sale of securities in or into the United States, or to or for the account or benefit of U.S. persons, or in any other jurisdictions where it is unlawful to do so. Transfer of tokens may be subject to legal restrictions under applicable laws. Under no circumstances shall the tokens be reoffered, resold or transferred within the United States or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933, as amended.
Force Majeure. Neither you or us shall be liable for any failure or delay in performance of the Gate Pay Services due to causes beyond its reasonable control, including blockchain disruptions, acts of God, or regulatory changes.
Third Party Rights. A person who is not a party to these Gate Pay Terms shall not have any rights to enforce any term of these Gate Pay Terms. Notwithstanding any term of these Gate Pay Terms, the consent of or notice to any person who is not a party to these Gate Pay Terms shall not be required for any termination, rescission or agreement to any variation, waiver, assignment, novation, release or settlement under these Gate Pay Terms at any time.
Final Decision. For any matters not covered by these Gate Pay Terms, we reserve the sole and final discretion of final interpretation to the maximum extent permitted by applicable laws.
