GENERAL USER AGREEMENT AND CONSENT

Skyway Payments, Inc. doing business as SKYWAY PAYMENTS. (“the Company”, “we,” “us”, “our”), registered under the laws of Wyoming, provides access to the Skyway Payments website, currently located at https://skywaypayments.com/ (the “Site”) which provides a permission-based payment service that enables real-time transfers between consumers and merchants (“Services”). These terms of service (“Terms”) govern your access and use (as a registered user or otherwise) of the Site and Services. By accessing or using the Site and/or Services, you accept and agree to be bound by these Terms. If you do not agree, you may not access or use the Site or Services.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR CONSENT TO PROVIDE THE COMPANY WITH YOUR FINANCIAL INFORMATION, LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST THE COMPANY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

1. SCOPE OF TERMS

A. These Terms apply to any person who accesses or uses the Services (referred to collectively as “Users”, “you”, or “your”).

B. The Company reserves the right, in its sole discretion and without notice to you, to revise the Services, and to change, suspend or discontinue any aspect of the Services and the Company will not be liable to you or any third party for doing so. The Company may also impose rules for and limits on the use of the Services or restrict your access to part, or all, of the Services without notice or penalty. Your continued use of the Services will constitute your acceptance of any such changes.

C. Subject to the Terms, the Company grants you a limited, non-exclusive, non-transferable personal license to access and use the Services.

D. Supplemental terms and conditions may apply to the Services, and, are in addition to and shall be deemed a part of the Terms for the purposes of the Services. Supplemental terms shall prevail over these Terms in the event of a conflict.

E. The Company may amend the Terms related to the Service from time to time and will be effective upon the posting of the amended Terms on the Site. Your continued access to and use of the Services constitutes your acceptance to be bound by the Terms, as amended.

F. Users may be subject to additional terms and conditions as imposed by the payment provider, and, the Services may not be used in a manner that contravenes any agreement between the payment provider and the User.

2. THE SERVICES

A. By using the services you expressly grant the merchant the ability to securely access your banking or payment information (“User’s Payment Account”) when you input your online banking username and password, for the purpose of seamlessly processing the payment for the goods or services purchased by the consumer from the merchant.

B. Due to the fact that the Service is provided on a per transaction basis, you expressly acknowledge and agree to be bound by these Terms for each transaction where the Services are used, and, that your consent to be bound by these Terms has been provided when you input any personalized security information required to access the banking or payment information to complete a transaction through the Services, for purchases from the merchant.

C. When using the Services you warrant that:

    i. You are aged 18 or older;

    ii. You are legally capable of entering into a binding contract;

    iii. You are the lawful owner of the User’s Payment Account; and

    iv. Have the right to dispose of funds in the User’s Payment Account.

D. You agree to immediately notify us, via email to user-support@skywaypayments.com of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from unauthorized access to your User’s Payment Account or your failure to comply with the above requirement.

E. The delivery of any goods, or services purchased from a merchant, represents a contractual relationship between you and the merchant, and, the Company shall not be liable for any action, failure to act, direct or indirect loss, or damage arising from the purchase from the merchant.

3. SERVICE REQUIREMENTS AND RESTRICTIONS

Compliance with Applicable Global Laws may be applicable to your use of the Products & Services, which, include but are not limited to the following:

31 U.S.C. 310

This statute establishes FinCEN as a bureau within the Treasury Department and describes FinCEN’s duties and powers to include:

• Maintaining a government-wide data access service with a range of financial transactions information
• Analyzing and disseminating information in support of law enforcement investigatory professionals at the Federal, State, Local, and International levels
• Determining emerging trends and methods in money laundering and other financial crimes
• Serving as the Financial Intelligence Unit of the United States
• Carrying out other delegated regulatory responsibilities

 

Authorities Delegated to FinCEN Pursuant to Treasury Order 180 -01

This Treasury Order describes FinCEN’s responsibilities to implement, administer, and enforce compliance with the authorities contained in what is commonly known as the “Bank Secrecy Act.”

The Bank Secrecy Act

The Currency and Foreign Transactions Reporting Act of 1970—which legislative framework is commonly referred to as the “Bank Secrecy Act” (BSA)—requires U.S. financial institutions to assist U.S. government agencies in detecting and prevent money laundering. Specifically, the act requires financial institutions to keep records of cash purchases of negotiable instruments, file reports of cash transactions exceeding $10,000 (daily aggregate amount), and to report suspicious activity that might signify money laundering, tax evasion, or other criminal activities. It was passed by the Congress of the United States in 1970. The BSA is sometimes referred to as an “anti-money laundering” (AML) law or jointly as “BSA/AML.” Several acts, including provisions in Title III of the USA PATRIOT Act of 2001, and the Anti-Money Laundering Act of 2020, have been enacted up to the present to amend the BSA. (See 12 USC 1829b, 12 USC 1951 -19600, 31 USC 5311 -5314, 5316-5336, and 31 CFR Chapter X [formerly 31 CFR Part 103].)

USA PATRIOT

Act The official title of the USA PATRIO T Act is “Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT) Act of 2001.” Its purpose is to deter and punish terrorist acts in the United States and around the world, to enhance law enforcement investigatory tools, and for other purposes.

The AML Act and the CTA

On January 1, 2021, Congress enacted the FY2021 National Defense Authorization Act (NDAA), which included significant reforms to the U.S. anti -money laundering (AML) regime. T he NDAA includes the Anti-Money Laundering Act of 2020 (AML Act) and, within the AML Act, the Corporate Transparency Act (CTA).

Codified BSA Regulations – Chapter X

On March 1, 2011, FinCEN transferred its regulations from 31 CFR Part 103 to 31 CFR ChapterX as part of an ongoing effort to increase the efficiency and effectiveness of its regulatory oversight.

A. The processing of payments through the Services may be suspended or terminated due to User non-compliance with the Applicable Laws or any other domestic or international anti-money laundering, know your client or financial regulatory laws, and, the Company shall not be held liable for any failure of the User to comply with the Applicable Laws, or any loss or delay arising from any delays due to non-compliance as determined by the User’s Payment Account, bank account, or account with any other service provider or third party responsible for holding the User’s funds or facilitating the transfer of the User’s funds.

B. The Company shall not be liable for any loss or damage arising out of any failure or delay from transacting with any business, government, organization, entity, or person embargoed or blocked by any government, including those on sanction lists identified by the United States Office of Foreign Asset Control (OFAC).

4. CONSENTS AND PERMISSIONS

A. As needed to provide the Services, you authorize and instruct us to obtain monitor and compile your: (i) payment information, (ii) banking information, (iii) “non-public personal information (NPI)”, “personal information”, “personal identifiable information (PII)”, and/or “highly restricted personal information” about or concerning you as defined in the Gramm-Leach-Billey Act (15 U.S.C. sec 6801 et seq).

B. To use the Services, you need to provide, or make available, to us, personal account data that may include your personally identifiable information, such as your full name, date of birth, social security number, bank account information, income or other financial information, address, telephone numbers, and other data that you give us consent to use, in connection with the delivery of Services to you, to access, obtain, use and extract (including information derived, taken, based on or made available therefrom). Only personal data necessary to conclude a transaction shall be obtained, used, shared, and extracted with the consent granted by you in terms of this Clause 4 (the“Permissioned Data”).

C. Because of the nature of the personal data that we expect to access, obtain, use and extract with your consent in connection with your use of the Services, you (i) acknowledge that we will obtain, through the Company’s API, any consents, confirmations, licenses and appointments from you that we determine to be necessary, advisable or appropriate in our sole discretion to enable and to permit us to access, obtain, use and extract your personal account data from any third party sources, databases, networks, processors or information systems within which that personal account data may be stored, maintained or reside and upon which Permissioned Data may be based or otherwise taken or derived, and (ii) will comply with our privacy policy (currently available at) and not make any representations or statements with respect to Permissioned Data that are contrary to or otherwise inconsistent with that privacy policy or otherwise make any use of Permissioned Data inconsistent with that policy or this Agreement. In addition, you agree that you will fully cooperate with us to implement any consent, confirmation, licensing, and appointment requirements as may be required for the Services or otherwise introduced through our API.

D. You will not undertake any action, or omit to take any action, that: (i) delays, interferes, or impedes, in any way, with our right or ability to obtain the consents, confirmations, licenses, and appointments that are a condition of your access to, and use of, the Services; or (ii) attempts to limit, modify or otherwise affect, in any way, the consents, confirmations, licenses and appointments referred to in the preceding clause (i). You may also be required, at any time, to undertake and cooperate with any compliance review we may initiate to confirm compliance with this Agreement and applicable laws as they affect access to, and use of, the Services. Your failure to cooperate fully with us or to provide complete and accurate information to us in any compliance review within two (2) business days of any request that we make will entitle us to suspend, revoke or terminate Your access to, and use of, the Services, without notice or liability.

E. Limited Power of Attorney.

By using the Service you hereby grant a specific and limited power of attorney to the Company as your attorney-in-fact with full power and authority, for you and in your stead, to do and perform each and every thing requisite and necessary in providing the Services, which includes, accessing your bank account or any similar financial account that is used to make payment to a merchant; process, verify and receive your information which includes your financial information; and, access third party sites. This limited power of attorney is effective for each transaction and shall automatically be revoked once the transaction between the User and merchant has been completed. Any person relying on this power of attorney shall have full rights to accept and reply upon the authority of my attorney-in-fact until the transaction has been completed.

5. LICENSE

A. We are the owner or authorized licensee of the intellectual property rights in the Services. The Company’s intellectual property rights include, but are not limited to all trademarks, copyrights, moral rights, rights of publicity, patent rights, trade dress, service mark rights, goodwill, and trade secret rights.

B. The Company grants you a limited, non-transferable, non-exclusive license to use the Services, and all intellectual property rights in and to the Services not expressly granted herein are reserved by the Company.

6. PRIVACY

By making use of the Services you acknowledge receipt of our Privacy Policy and acknowledge that your personally identifiable information may be shared in accordance with the terms thereof in order to provide the Services. A copy of the Privacy Policy can be found here.

7. CONSENT TO ARBITRATION

BY AGREEING TO THE TERMS YOU EXPRESSLY AGREE THAT YOU ARE REQUIRED TO RESOLVE ANY CLAIM THAT YOU MAY HAVE AGAINST THE COMPANY ON AN INDIVIDUAL BASIS AS SET FORTH IN THIS ARBITRATION AGREEMENT. THIS WILL EXPRESSLY PRECLUDE YOU FROM BRINGING ANY ACTION AGAINST THE COMPANY, AND ALSO PRECLUDE YOU FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION BROUGHT AGAINST THE COMPANY BY SOMEONE ELSE.

A. Except as otherwise set forth in these Terms, these Terms shall be exclusively governed by and construed pursuant to the laws of The State of Delaware, in the United States of America. Any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to your use or access to the Application or these Terms, including those relating to its validity, its construction or its enforceability (any “Dispute”) shall be settled by binding arbitration between you and the Company.

B. You acknowledge and agree that you and the Company are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and the Company otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, representative, or consolidated proceeding.

C. Both parties to these terms still retain the rights to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.

D. The arbitration will be administered by the American Arbitration Association (“AAA”) pursuant to the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (the “AAA Rules”). These rules are available at www.adr.org. or by calling AAA at 1- 800-778-7879.

E. The parties agree that the arbitrator and not any federal, state, or local court or agency shall have the exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of this arbitration agreement is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, or estoppel.

F. Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this arbitration agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this arbitration agreement or the enforcement thereof, then that issue shall be resolved under the laws of the State of Delaware.

G. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief to the extent necessary to provide the relief warranted by that party’s individual claims.

H. The arbitrator will provide a detailed and reasoned written statement of the arbitrator’s decision, which shall explain the reasons for the decisions based. The arbitrator’s decision and award shall be final and binding between the parties and may be entered, upheld or challenged in any court having competent jurisdiction.

I. The Dispute shall be resolved by one (1) arbitrator to be appointed in accordance with the AAA Rules. The place of the arbitration shall be the nearest available registered location for a AAA arbitration to the User on the date in which the arbitration is initiated.

J. The language of the mediation and/or arbitration shall be English unless you do not speak English, in which case the mediation and/or arbitration shall be conducted in both English and your native language. The existence and content of the arbitration proceedings, including documents and briefs submitted by the parties, correspondence from and to the arbitration, and correspondence, orders, and awards issued by the arbitrator, shall remain strictly confidential and shall not be disclosed to any third party without the express written consent from the other party unless: (i) the disclosure to the third party is reasonably required in the context of conducting the mediation or arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation stipulated herein.

K. Should the provisions of this arbitration agreement be amended after the first date in which you use the Application then you may reject the amendment by transmitting an email to legalnotices@skywaypayments.com, accordingly, these Terms will continue to be arbitrated by the same rules as when you first used the Application.

L. Any portion of this arbitration agreement that is found to be illegal or unenforceable shall have no impact on the remaining provisions and specifically the parties.

M. A party who desires to initiate arbitration must provide the other party with a written demand for arbitration as specified in the AAA rules. The arbitrator will either be a retired judge or an attorney specifically licensed to practice law in the State of Florida and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. Should the parties be unable or unwilling to agree on an arbitrator, within 7 days, then the parties shall agree to an appointment made by the AAA.

N. The responsibility for the payment of filing and arbitration fees shall be governed by the relevant provisions of the AAA rules.

8. NOTICES

A. The parties expressly agree that prior to initiating arbitration proceedings as contemplated at Clause 9 of these Terms, arising from any dispute related to your use of the Services, any claim related to these Terms, or any other dispute with the Company notice shall be sent to legalnotices@skywaypayments.com, and the parties shall attempt to resolve the dispute amicably through negotiation for a period of 30 (thirty) days.

B. Any other notice or notification related to these Terms may be sent to usersupport@skywaypayments.com or may be posted or hand delivered to our registered office situated at: Skyway Payments, Inc., 312 W. 2nd St #2763 Casper WY 82601

9. FORCE MAJEURE

The Company will not be held liable for any loss, or damage of the Users due to Force Majeure. A “Force Majeure Event” for the purposes of these Terms shall mean any event that is beyond the reasonable control of The Company and shall include, without limitation, sabotage, fire, flood, explosion, acts of God, civil commotion, strikes, or industrial action of any kind, riots, insurrection, war, acts of government, computer hacking, unauthorized access to computer data and storage device, computer viruses breach of security and encryption or any other cause beyond the control of The Company.

10. DISCLAIMER

SERVICES ARE OBTAINED AND SUPPLIED ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS TO THE FULL EXTENT PERMITTED BY THE LAW. THE COMPANY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. IN ADDITION, THE COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY GOODS REQUESTED OR PURCHASED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERRORFREE. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

11. LIMITATION OF LIABILITY

THE COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY, OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY USER, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND THE COMPANY’S REASONABLE CONTROL.

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

12. WARRANTY

The Company makes no express or implied warranties of merchantability or that the Services are fit for the purpose for which they were designed or any other purpose whatsoever, and this warranty supersedes any prior representations and understandings regarding the Services, including any warranty arising from the course of dealing, course of performance, or usage of trade.

13. SEVERABILITY

If any provision of these Terms is held to be illegal, invalid, or unenforceable, in whole or in part, under any law, such provision or part thereof shall to that extent be deemed not to form part of these Terms but the legality, validity, and enforceability of the other provisions in these Terms shall not be affected. In that event, the parties shall replace the illegal, invalid or unenforceable provision or part thereof with a provision or part thereof that is legal, valid, and enforceable and that has, to the greatest extent possible, a similar effect as the illegal, invalid or unenforceable provision or part thereof, given the contents and purpose of these Terms. These Terms constitute the entire agreement and understanding of the parties with respect to its subject matter and replace and supersede all prior or contemporaneous agreements or undertakings regarding the such subject matter. In these Terms, the words “including” and “include” mean “including, but not limited to.”

14. INDEMNITY

You agree to indemnify and hold The Company and its officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees) arising out of or in connection with: (i) your use of the Services; (ii) your breach or violation of any of these Terms; or (iv) your violation of the rights of any third party.