Company Information

United Software Developers Inc.
2913 Avenue V
Brooklyn, NY 11229
United States
Phone: 212‑840‑5091

United Software Developers Inc. conducts business under the assumed name USD GoPay. References in these Terms to “Company,” “we,” “us,” or “our” mean United Software Developers Inc., including its DBA USD GoPay.

Acceptance of Terms, Prior Use, and Historical Services

By accessing, registering for, purchasing, subscribing to, or using any website, software, platform, application, API, or service provided by the Company (collectively, the “Services”), you agree to be bound by these Terms and Conditions (“Terms”).

If you are using the Services on behalf of a business or other entity, you represent and warrant that you have authority to bind that entity to these Terms.

Prior Use and Continued Use

These Terms apply to all use of the Services occurring on or after the Effective Date. If you accessed or used the Services prior to the Effective Date, your continued access or use of the Services on or after the Effective Date constitutes acceptance of these Terms, to the fullest extent permitted by law.

If you do not agree to these Terms, you must discontinue use of the Services immediately.

Historical Services Acknowledgment

The Company has offered software platforms, technology services, and related solutions for a number of years prior to the Effective Date. These Terms represent the consolidated and current governing agreement applicable to all continued and future use of the Services as of the Effective Date, regardless of when you first began using any Company services.

Scope of Services

The Services may include, without limitation:

• Proprietary customer relationship management (CRM) platforms
• Merchant services software, onboarding tools, dashboards, and reporting
• Payment facilitation technology and integrations
• Messaging and SMS communication services
• Electronic signature and document management tools
• Agency management and operational systems
• Driving record and property data informational searches
• APIs and third‑party integrations
• Custom website design, development, and related services
• Technical support, updates, and enhancements

Services may be provided to business users (“B2B Users”) and, where applicable, individual consumers (“Consumer Users”).

The Company reserves the right to modify, suspend, or discontinue any Service at any time without liability.

Eligibility

You must be at least 18 years of age and legally capable of entering into a binding agreement. Use of the Services by minors is prohibited.

Account Registration and Security

You agree to:

• Provide accurate, current, and complete information
• Maintain the confidentiality of login credentials
• Accept responsibility for all activity under your account

You must notify the Company immediately of any unauthorized use or security breach.

Fees, Billing, and Payments

Certain Services require payment of fees, including but not limited to:

• Subscription fees
• Usage‑based fees
• Processing‑related charges
• Project‑based or custom development fees

All fees are non‑refundable unless expressly stated otherwise in writing. Failure to pay may result in suspension or termination of Services. You are responsible for all applicable taxes.

Merchant Services and Payment Processing

(Including USD GoPay CRM Platform)

The Company provides merchant services software, CRM tools, onboarding workflows, reporting, and payment‑technology services under the DBA USD GoPay (“Merchant Services”).

Role of the Company

The Company is not a bank, money transmitter, card network, acquiring bank, or payment processor, unless expressly stated otherwise in a separate written agreement.

Payment processing, underwriting, settlement, reserves, and transaction handling are performed by independent third‑party processors and financial institutions, including but not limited to TSYS (“Payment Partners”).

Approval for Merchant Services is not guaranteed and is subject to Payment Partner requirements.

Merchant Responsibilities

You agree to:

• Provide truthful and complete onboarding and underwriting information
• Comply with all applicable laws and regulations, including:
  • Card network rules (Visa, Mastercard, American Express, Discover)
  • PCI‑DSS requirements
  • AML, KYC, and fraud‑prevention laws
• Use Merchant Services only for lawful business purposes

High‑risk or prohibited activities are not permitted without prior written approval.

Fees, Chargebacks, and Financial Risk

You are solely responsible for:

• All chargebacks, refunds, reversals, fines, penalties, and assessments
• Any reserves, rolling reserves, delayed settlements, or withheld funds
• Losses arising from fraud or disputed transactions

The Company is not responsible for funds held, delayed, or withheld by Payment Partners.

Suspension and Termination of Merchant Services

Merchant Services may be suspended or terminated immediately if required by Payment Partners, regulatory obligations, or risk considerations. Termination does not relieve you of outstanding financial obligations.

SMS and Messaging Services

If you use any SMS or messaging Services, you represent and warrant that:

• You have obtained all legally required consents from recipients
• You comply with the Telephone Consumer Protection Act (TCPA), carrier rules, and applicable laws
• You provide opt‑out functionality (e.g., “STOP”)

Message delivery is not guaranteed. The Company may suspend messaging access for misuse, excessive complaints, or compliance risk.

Electronic Signatures and Records

Electronic signature Services are provided as a technology platform only.

The Company does not provide legal advice and does not guarantee the enforceability of any document. You are responsible for determining legal validity, compliance, and record retention.

Driving Records, Property Data, and Search Services

NON‑FCRA USE ONLY

All data, reports, and search results are provided for informational and administrative purposes only.

Fair Credit Reporting Act (FCRA) Disclaimer

The Company does not operate as a “consumer reporting agency” under the Fair Credit Reporting Act (15 U.S.C. §1681).

You agree that Services and data obtained may not be used:

• For employment decisions
• For tenant or housing screening
• For credit, lending, or financing decisions
• As the sole basis for insurance underwriting or eligibility
• For licensing or eligibility determinations governed by FCRA

Independent verification is required. You agree to indemnify the Company for any misuse.

Custom Website Development Services

Custom website and development services are governed by separate written agreements or statements of work.

Unless otherwise stated:

• Timelines are estimates only
• Client‑provided content is the client’s responsibility
• The Company retains ownership of pre‑existing frameworks, templates, and tools

Acceptable Use

You may not use the Services to:

• Violate any law or regulation
• Engage in fraud, deception, or harassment
• Infringe intellectual property or privacy rights
• Reverse engineer, scrape, or exploit the Services

The Company may suspend or terminate access at its sole discretion.

Intellectual Property

All software, platforms, trademarks, content, and designs are owned by the Company or its licensors.

A limited, non‑exclusive, revocable, non‑transferable license is granted solely for authorized use of the Services.

Data Security and SOC 2 Certification

The Company maintains commercially reasonable administrative, technical, and physical safeguards and is SOC 2 Certified.

No system is completely secure, and you acknowledge and accept this risk.

Third‑Party Services

The Services may rely on third‑party providers. The Company is not responsible for third‑party outages, errors, or data accuracy.

Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY’S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO THE COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

THE COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

Indemnification

You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, and partners from any claims arising from:

• Your use or misuse of the Services
• Regulatory or legal violations
• Payment disputes or chargebacks
• Breach of these Terms

International Use

You are responsible for compliance with all local laws. U.S. law applies where U.S. persons or transactions are involved.

Governing Law and Venue

These Terms are governed by the laws of the State of New York, without regard to conflict‑of‑law principles.

Exclusive venue lies in the state or federal courts located in New York County, New York.

Changes to Terms

The Company may update these Terms at any time. Continued use of the Services after changes are posted constitutes acceptance.