These General T&Cs govern the provision and use of the Services by Triple-A and the Merchant.

By accessing or using the Services, the Merchant agrees to be bound by these General T&Cs and any applicable agreement. If the Merchant does not agree, it must not use the Services.

In the event of any conflict between these General T&Cs and an agreement, the terms of the agreement shall prevail.

"Affiliate" means, with respect to a Party, any entity that directly or indirectly controls, is controlled by, or is under common control with such Party;

"Applicable Data Protection Laws" means all data protection, privacy and information security laws and regulations applicable to the Parties in the performance of these General T&Cs, including the EU General Data Protection Regulation (EU GDPR), the UK GDPR, and the Singapore Personal Data Protection Act 2012 (PDPA);

"Applicable Law" means any and all laws, regulations, rules, regulatory requirements, directives, circulars, notices, judgments, decrees, orders and codes of practice applicable to a Party or to the provision or use of the Services;

"Business Day" means a day other than a Saturday, Sunday, or a public holiday in Singapore on which banks are generally open for business;

"Confidential Information" means any information of a confidential or proprietary nature disclosed by one Party to the other, whether orally, in writing or in any other form, that is designated as confidential or which ought reasonably to be treated as confidential;

"DPT" means a digital payment token as defined under the Singapore Payment Services Act 2019, and includes any virtual currency, cryptocurrency, or similar digital asset supported by Triple-A for the purposes of the Services;

"Fees" means the fees, charges, and other amounts payable by the Merchant to Triple-A in consideration for the Services, as set out in the applicable agreement;

"General T&Cs" means these General Terms and Conditions, as may be amended or updated from time to time and published by Triple-A on its website;

"Intellectual Property Rights" means all rights in patents, trademarks, service marks, trade names, domain names, design rights, copyright, moral rights, database rights, trade secrets, know-how, and all other similar or equivalent rights existing now or in the future in any jurisdiction, whether registered or unregistered;

"MAS" means the Monetary Authority of Singapore;

"Merchant" means the entity contracting with Triple-A to receive the Services;

"Party" and "Parties" means Triple-A and/or the Merchant, as the context requires;

"Services" means the digital payment token payment processing, settlement, and related services provided by Triple-A to the Merchant under these General T&Cs and the applicable agreement;

"Settlement" means the remittance of funds by Triple-A to the Merchant in accordance with the applicable agreement, net of Fees and any permitted deductions.

"Triple-A" means Triple-A Technologies Pte. Ltd., a company incorporated in Singapore and its Affiliates.

Other capitalised terms shall have the meaning given in these General T&Cs or in the relevant agreement.

3.1. Initial Term. These General T&Cs, together with any applicable agreement, shall commence on the Effective Date and shall continue for an initial term of two (2) years (the "Initial Term").

3.2. Automatic Renewal. Upon expiry of the Initial Term, these General T&Cs shall automatically renew for successive two (2) year periods (each a "Renewal Term"), unless either Party provides at least thirty (30) days' prior written notice of non-renewal before the end of the Initial Term or any Renewal Term.

3.3. Termination for Convenience. Either Party may terminate these General T&Cs and the Services by giving at least thirty (30) days' prior written notice to the other Party, provided that such termination shall not take effect prior to the expiry of the Initial Term.

3.4. Termination for Cause. Either Party may terminate these General T&Cs immediately upon written notice if the other Party: (a) commits a material breach of these General T&Cs or any applicable agreement and fails to remedy such breach within fourteen (14) days of receiving written notice; (b) becomes insolvent, enters liquidation, administration or a comparable process, or ceases business operations; (c) undergoes a change of control or materially changes its business model in a manner that creates a regulatory or compliance risk which cannot reasonably be mitigated; or (d) engages in conduct that causes, or is reasonably likely to cause, a violation of Applicable Law or regulatory requirements.

3.5. Regulatory Suspension or Termination. Triple-A may suspend or terminate the Services immediately, without liability, if: (a) required to do so by Applicable Law, a Supervisory Authority, or a Payment Network; (b) continuing to provide the Services would cause Triple-A to violate Applicable Law, regulatory requirements, or its compliance policies; or (c) continuing to provide the Services would, in Triple-A's reasonable discretion, expose it to material legal, regulatory, reputational, or operational risk.

3.6. Suspension Rights. Triple-A may suspend performance of all or part of the Services, or disconnect the Integration, immediately upon written notice, if: (a) the Merchant fails to comply with these General T&Cs or with Triple-A's security, integration, or technical requirements; (b) there is reasonable suspicion of fraud, money laundering, terrorist financing, or other criminal activity in connection with the Merchant's use of the Services; (c) the Merchant's activity poses an undue operational or security risk to the Services, networks, or customers; or (d) instructed to do so by a competent Supervisory Authority or Payment Network. Suspension under this Clause shall not relieve the Merchant of its payment or other contractual obligations, and shall continue until the underlying issue is resolved to Triple-A's satisfaction.

3.7. Effect of Suspension or Termination. (a) Termination or suspension shall not affect any rights, obligations, or liabilities accrued prior to the effective date. (b) Triple-A may withhold Settlement amounts reasonably required to cover refunds, regulatory reserves, or ongoing investigations. (c) The following provisions shall survive termination: liability and indemnities, data protection, confidentiality, intellectual property, governing law, and dispute resolution.

4.1. The Merchant represents and warrants that: (a) it is duly incorporated, validly existing, and in good standing under the laws of its jurisdiction of incorporation; (b) it has full power and authority to enter into and perform its obligations under these General T&Cs and any applicable agreement; (c) it holds, and shall maintain throughout the term of these General T&Cs, all licences, permits, and approvals required for its business and for the use of the Services; (d) the information, documents, and materials it provides to Triple-A (including KYC/KYB documentation and compliance information) are true, accurate, complete, and not misleading in any material respect; and (e) it conducts its business in compliance with Applicable Law and in a manner that does not create undue legal, regulatory, or reputational risk for Triple-A.

4.2. The Merchant acknowledges that Triple-A relies on these representations and warranties in providing the Services.

5.1. Compliance with Law. The Merchant shall at all times comply with all Applicable Laws, including but not limited to anti-money laundering, counter-terrorism financing, sanctions, consumer protection, data protection, and tax regulations applicable in each jurisdiction in which it operates or in which end-customers are located.

5.2. Prohibited Activities. The Merchant shall not use the Services for any unlawful or prohibited purpose. In particular, the Merchant shall not: (a) process transactions relating to products or services that are illegal, restricted, or prohibited under Applicable Law or by Triple-A's compliance policies (including activities relating to sanctioned countries, weapons, gambling, or adult content); (b) engage in or facilitate fraudulent, misleading, deceptive, or abusive practices; or (c) use the Services in any manner that would cause Triple-A to be in breach of Applicable Law, the requirements of a Supervisory Authority, or the rules of a Payment Network or Virtual Asset Service Provider.

5.3. Security and Integration. The Merchant is responsible for ensuring that its own systems, applications, and networks are properly secured and are compatible with the technical specifications of the Integration. The Merchant shall promptly implement any security patches, upgrades, or updates required by Triple-A to maintain compliance and interoperability.

5.4. Information and Cooperation. The Merchant shall provide Triple-A with accurate, complete, and up-to-date information reasonably required to provide the Services, including KYC/KYB documentation, business model information, and transaction data. The Merchant shall cooperate with Triple-A and relevant regulators in relation to audits, investigations, or compliance requests.

5.5. End-Customer Responsibility. The Merchant is solely responsible for its relationship with its end-customers, including the offering, sale, delivery, and quality of goods and services. Triple-A does not assume any liability to end-customers, and the Merchant shall not represent otherwise.

6.1. Provision of Services. Triple-A shall provide the Services with reasonable care and skill, in accordance with Applicable Laws, its regulatory licences, and good industry practice. Triple-A shall act as an independent payment service provider and not as an agent, fiduciary, or trustee of the Merchant.

6.2. Service Changes and Suspension. Triple-A may update, modify, or suspend aspects of the Services for maintenance, security, compliance, or legal reasons. Where practicable and not restricted by law or regulatory instruction, Triple-A shall provide the Merchant with reasonable prior notice of any material changes or suspension.

6.3. Security Measures. Triple-A shall implement appropriate technical and organisational measures designed to protect the confidentiality, integrity, and availability of transaction data, Merchant information, and personal data processed in connection with the Services.

6.4. Regulatory Compliance. Triple-A shall maintain all licences and registrations required under Applicable Law to provide the Services. Triple-A shall promptly notify the Merchant if it ceases to hold, or is materially restricted in, any regulatory authorisation required to perform its obligations.

6.5. Settlement. Subject to these General T&Cs and the applicable agreement, Triple-A shall remit Settlement amounts to the Merchant in accordance with the agreed timelines, net of Fees and any permitted deductions (including refunds, or regulatory withholdings).

7.1. All Fees payable to Triple-A are exclusive of any applicable taxes, duties, or levies, including value-added tax (VAT), goods and services tax (GST), or withholding tax. The Merchant shall be responsible for the payment of all such taxes in connection with the Services.

7.2. If any withholding or deduction is required by Applicable Law, the Merchant shall gross up the payment so that Triple-A receives the full amount it would have received had no such withholding or deduction been required.

7.3. All Fees and Settlement amounts shall be paid in the currency specified in the applicable agreement or fee schedule.

7.4. In the event the monthly transaction fees do not reach the agreed monthly minimum commitment, Triple-A shall charge the shortfall from the Merchant's account balance held with Triple-A.

Neither Party shall be liable for any failure or delay in performing its obligations under these General T&Cs (other than payment obligations) to the extent such failure or delay is caused by a Force Majeure Event. A "Force Majeure Event" means any event or circumstance beyond the reasonable control of a Party, including but not limited to:

The affected Party shall promptly notify the other Party of the occurrence of a Force Majeure Event and shall use reasonable efforts to mitigate its impact and resume performance as soon as reasonably practicable. If a Force Majeure Event continues for more than sixty (60) consecutive days and materially prevents a Party from performing its obligations, either Party may terminate these General T&Cs immediately upon written notice, without liability except for obligations accrued prior to the Force Majeure Event.

9.1. Each Party ("Receiving Party") undertakes that it shall not disclose to any person any Confidential Information of the other Party ("Disclosing Party"), except as permitted by these General T&Cs.

9.2. The Receiving Party may disclose the Disclosing Party's Confidential Information:

(a) to its employees, officers, representatives, Affiliates, or professional advisers who need to know such information for the purposes of carrying out the Receiving Party's obligations under these General T&Cs and who are bound by confidentiality obligations no less protective than those in this Clause;

(b) as required by Applicable Law, a Supervisory Authority, a court of competent jurisdiction, or a Payment Network; or

(c) with the prior written consent of the Disclosing Party.

9.3. The Receiving Party shall ensure that any person to whom it discloses Confidential Information under Clause 9.2 complies with this Clause.

9.4. Confidential Information shall not include information that:

(a) is or becomes public other than through a breach of these General T&Cs;

(b) is lawfully received by the Receiving Party from a third party without restriction; or

(c) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.

9.5. The obligations in this Clause shall survive termination of these General T&Cs.

10.1. All Intellectual Property Rights belonging to a Party prior to the Effective Date, or developed independently of these General T&Cs, shall remain vested in that Party.

10.2. The Merchant retains ownership of its trademarks, logos, and other Intellectual Property Rights in its business, and grants to Triple-A a limited, non-exclusive, royalty-free licence to use such marks solely for the purpose of performing the Services and promoting the Merchant's acceptance of digital payment tokens.

10.3. Triple-A retains ownership of all Intellectual Property Rights in the Services, its platform, software, documentation, processes, and know-how. Nothing in these General T&Cs grants the Merchant any rights in or to Triple-A's Intellectual Property Rights other than the limited right to use the Services in accordance with these General T&Cs and the applicable agreement.

10.4. Neither Party shall use the other Party's trademarks, logos, or names for publicity, marketing, or other external communications without the prior written consent of the other Party, except as expressly permitted in Clause 10.2.

11.1. The Merchant shall maintain complete and accurate records of its use of the Services and of all transactions processed through the Services for at least five (5) years, or such longer period as required by Applicable Law.

11.2. Triple-A, its auditors, or any competent Supervisory Authority may, on reasonable notice, audit or request copies of such records, systems, policies, and procedures as are reasonably necessary to verify the Merchant's compliance with these General T&Cs, Applicable Law, and Triple-A's compliance obligations.

11.3. The Merchant shall cooperate fully with any audit or inspection under this Clause, including by granting reasonable access to relevant records, premises, and personnel.

12.1. Without prejudice to any other rights or remedies, Triple-A may set off, deduct, or withhold from any amounts owed or payable to the Merchant under these General T&Cs (including Settlement amounts) any sums owed by the Merchant to Triple-A, including but not limited to Fees, refunds, penalties, or indemnities.

12.2. If the amounts owed to Triple-A exceed the amounts payable to the Merchant, the Merchant shall promptly pay the balance to Triple-A upon demand.

13.1. Each Party shall comply with all Applicable Data Protection Laws, including but not limited to the EU General Data Protection Regulation (EU GDPR), the UK GDPR, and the Singapore Personal Data Protection Act 2012 (PDPA).

13.2. Triple-A acts as an independent controller when processing personal data for the purposes of providing the Services, complying with regulatory obligations, preventing fraud, and maintaining transaction records. To the extent that Triple-A processes personal data on behalf of the Merchant, the Parties shall enter into a separate data processing agreement where required by Applicable Data Protection Laws.

13.3. The Merchant shall ensure that any personal data of its end-customers provided or made available to Triple-A has been lawfully collected, and that all necessary notices have been given and valid consents obtained to permit Triple-A to process such personal data in accordance with these General T&Cs.

13.4. Triple-A may transfer personal data outside of Singapore, the European Union, or the United Kingdom. In such cases, Triple-A shall ensure that appropriate safeguards are in place, including reliance on Standard Contractual Clauses or other mechanisms approved under Applicable Data Protection Laws.

13.5. Triple-A shall implement appropriate technical and organisational measures designed to protect personal data against accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise processed.

13.6. The Triple-A Privacy Policy, as updated from time to time and published on the Triple-A website, forms an integral part of these General T&Cs and is incorporated by reference.

14.1. Except as expressly set out in these General T&Cs, all warranties, conditions and other terms implied by statute, common law or otherwise are excluded to the fullest extent permitted by law.

14.2. Neither Party shall be liable to the other, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any indirect, incidental, special, or consequential loss or damage, including but not limited to loss of profits, loss of revenue, loss of anticipated savings, loss of business, loss of opportunity, or loss of data, even if such loss was foreseeable.

14.3. Subject to Clause 14.4, Triple-A's total aggregate liability to the Merchant arising out of or in connection with these General T&Cs and the Services, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the greater of (a) the total sum of the Fees paid or payable by the Merchant to Triple-A under the relevant Service Schedule during the period of six (6) months immediately preceding the date on which the event causing the liability took place, or (b) USD 50,000 (fifty thousand US dollars).

14.4. The limitation of liability in Clause 14.3 shall not apply to liability arising from (a) fraud or fraudulent misrepresentation; (b) wilful misconduct; (c) death or personal injury caused by negligence; or (d) any other liability that cannot lawfully be excluded or limited under Applicable Law.

The Merchant shall indemnify, defend, and hold harmless Triple-A, its Affiliates, and their respective directors, officers, employees, and agents (together, the "Indemnified Parties") from and against any and all claims, actions, proceedings, investigations, losses, damages (including consequential and indirect damages), liabilities, costs, fines, penalties, regulatory sanctions, and expenses (including reasonable legal fees) arising out of or in connection with:

(a) the Merchant's breach of these General T&Cs or any applicable agreement;

(b) the Merchant's violation of Applicable Law, the requirements or actions of any Supervisory Authority, or the rules of any Payment Network, including any claims, fines, penalties, or enforcement measures imposed by regulators;

(c) the Merchant's misuse of the Services, including any unauthorised, fraudulent, negligent, or unlawful acts or omissions;

(d) any claim by the Merchant's customers, Payment Networks, Supervisory Authorities, regulators, or any other third party arising out of or relating to the Merchant's goods, services, marketing, or business practices;

(e) any infringement of Intellectual Property Rights arising from materials, data, or marks provided by the Merchant;

(f) any taxes, duties, or levies arising from the Merchant's use of the Services, except for taxes payable on Triple-A's net income; or

(g) any compromise, failure, or breach of the Merchant's information technology systems, networks, or security controls that impacts the Services.

This indemnity shall survive the termination or expiry of these General T&Cs.

16.1 Singapore (MAS Disclosure). Triple-A is licensed by the Monetary Authority of Singapore ("MAS") as a Major Payment Institution under the Payment Services Act 2019. Please note that this does not mean that you will be able to recover all the money you paid to Triple-A if Triple-A's business fails. While customer funds are safeguarded in accordance with the Payment Services Act, they are not protected as insured deposits with a bank.

16.2 Safeguarding of Customer Funds. In accordance with the requirements of the Singapore Payment Services Act 2019 and its subsidiary legislation:

16.2.1 Holding of Funds. Your funds will be held by Triple-A on your behalf in a designated trust account opened with a safeguarding institution.

16.2.2 Commingling of Funds. Your funds may be deposited into the same trust account together with, and commingled with, funds received from other customers of Triple-A.

16.2.3 Risks of Commingling. If your funds are commingled with funds from other customers, there are associated risks. In the event of shortfalls or disputes, claims may need to be shared proportionally among all customers whose funds are in the account.

16.2.4 Insolvency of Safeguarding Institution. If the safeguarding institution holding the trust account becomes insolvent, there may be consequences for you, and you may not be able to recover all of your funds.

16.3 Pursuant to Section 32 of the Singapore Payment Services Act 2019:

(a) Foreign-Entity Merchant Acquisition & Related Transfers (Section 32(1) & (2)). Where the Customer is a foreign entity and Triple-A provides to the Customer (i) a merchant acquisition service, or (ii) a cross-border money transfer service for the purpose of enabling Triple-A to provide a merchant acquisition service to the Customer, any monies received by Triple-A on account of the Customer are exempted from safeguarding under the Act. Triple-A provides this notice in compliance with Section 32(2) of the Act.

(b) Foreign-to-Foreign Cross-Border Transfers (Section 32(3) & (4)). Where Triple-A provides to the Customer a cross-border money transfer service of the type described in paragraph 3(c) of the First Schedule to the Act, and the Customer is a foreign individual or foreign entity sending funds to a foreign individual or foreign entity, any monies received from, or on account of, the Customer are exempted from safeguarding under the Act, provided that Triple-A does not accept or receive the relevant monies in Singapore.

(c) Singapore Customers. For Customers that are not foreign individuals or foreign entities, monies received by Triple-A are subject to the safeguarding requirements of the Act.

16.4 European Union. The Services are not offered to persons located in jurisdictions where provision of the Services would be unlawful, including the European Union to the extent restricted by applicable regulations. Triple-A reserves the right to suspend or restrict access in such jurisdictions.

16.5 Other Jurisdictions. The Company acknowledges and agrees that it is responsible for ensuring compliance with any applicable laws and restrictions in the jurisdictions in which it operates or offers services to its own customers.

17.1. Entire Agreement. These General T&Cs constitute the entire agreement between the Parties with respect to the Services and supersede all prior discussions, understandings, or agreements relating to the same subject matter. No amendment or modification shall be valid unless made in writing and signed (including electronically) by both Parties.

17.2. Notices. Notices under these General T&Cs shall be in writing and delivered by hand, courier, registered post, or by email to the addresses or contact details last notified by each Party. Notices shall be deemed received: (a) if delivered by hand or courier, upon delivery; (b) if sent by registered post, three (3) Business Days after posting; and (c) if sent by email, when received in readable form.

17.3. No Assignment. Neither Party may assign, novate, or transfer its rights or obligations under these General T&Cs without the prior written consent of the other Party, except that Triple-A may assign or transfer its rights and obligations to an Affiliate or in connection with a merger, acquisition, or corporate reorganisation without the Merchant's consent, provided that such assignment does not materially prejudice the Merchant's rights.

17.4. No Waiver. No failure or delay by either Party to exercise any right or remedy shall constitute a waiver of that right or remedy. A waiver shall only be effective if expressly given in writing and shall not operate as a waiver of any subsequent breach or default. If any provision of these General T&Cs is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect, and the Parties shall negotiate in good faith to replace the invalid provision with a valid one that most closely reflects the Parties' original intent.

17.5. Survival. Any provision of these General T&Cs which by its nature is intended to survive termination (including liability and indemnities, data protection, confidentiality, intellectual property, governing law and dispute resolution) shall survive termination.

17.6. Third-Party Rights. A person who is not a Party to these General T&Cs shall have no rights to enforce any of its terms under the Contracts (Rights of Third Parties) Act 2001 (Singapore) or any similar legislation in any jurisdiction.

These General T&Cs, and any non-contractual obligations arising out of or in connection with them, shall be governed by and construed in accordance with the laws of Singapore. The Parties shall first attempt in good faith to resolve any dispute, controversy, or claim (a "Dispute") arising under or in connection with these General T&Cs through negotiation, and if such Dispute is not resolved within thirty (30) days of written notice by one Party to the other, it shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (SIAC) in accordance with the SIAC Rules in force at the time of commencement, which rules are deemed incorporated by reference. The seat of arbitration shall be Singapore, the tribunal shall consist of a sole arbitrator appointed in accordance with the SIAC Rules, and the language of the arbitration shall be English. The award rendered shall be final and binding on the Parties. Nothing in this clause shall prevent either Party from seeking urgent interim or injunctive relief in any court of competent jurisdiction, including to protect confidentiality, intellectual property rights, or compliance with Applicable Law, and for such purposes the courts of Singapore shall have exclusive jurisdiction.