Pagga Terms of Service

Last Updated: July 5, 2026 Effective Date: June 26, 2026

1. Acceptance of Terms

By accessing or using Pagga's platform ("Service"), you agree to be bound by these Terms of Service ("Terms"). If you disagree with any part of these terms, you may not access the Service.

Pagga is an AI-powered financial operations platform that provides software tools for payment processing, invoicing, treasury management, and business formation. Pagga is NOT a bank, money transmitter, or financial institution.

2. Service Description

Pagga provides:

AI Agents: Automated assistants for financial operations (CFO Agent, Legal Agent, Formation Agent, etc.)
Payment Processing: Integration with blockchain networks (Solana, Ethereum) and traditional payment rails (Stripe)
Treasury Management: Real-time balance tracking, cash flow analysis, and transaction monitoring
Business Formation: Company incorporation and registered agent services via third-party partners, plus self-help preparation of EIN (Form SS-4) applications
Contract Generation: Automated, self-help generation of documents such as SAFE agreements, NDAs, operating agreements, and contractor agreements

Pagga is NOT a law firm, accounting firm, or tax-preparation firm, and does not provide legal, tax, or accounting advice. Documents and information Pagga generates are self-help tools based on information you provide. See Section 8.4.

3. Eligibility

You must be at least 18 years old and capable of forming a binding contract to use this Service. By using Pagga, you represent and warrant that you meet these requirements.

4. Payment Processing & Non-Custodial Architecture

4.1. Third-Party Payment Processors

Pagga uses third-party payment processors (including but not limited to Stripe, Coinbase Commerce, and blockchain networks) to process payments. Your use of these services is subject to their respective terms and conditions.

4.2. Non-Custodial Payment Processing (CRITICAL)

Pagga does not hold, custody, or control customer funds at any time.

All payments processed through Pagga's platform are settled directly to your designated wallet address or Stripe Connect account. Pagga's service fee is collected atomically in the same transaction as the underlying payment.

Pagga is not a money transmitter, bank, or financial institution.

This means:

✅ You maintain full control of your funds
✅ Pagga cannot freeze, hold, or reverse your transactions
✅ Your money flows directly from payer to your account
❌ Pagga does NOT provide FDIC insurance (not a bank)
❌ Pagga does NOT custody your funds (not a custodian)

4.3. Fee Collection

Pagga collects a service fee of 1-3% (depending on payment rail and volume) by:

For Solana/x402 Payments:

Pagga co-signs the transaction to include a fee transfer instruction in the same atomic transaction
Transaction includes TWO transfers:

Main Payment: Payer → Your Company Wallet (100% of invoice amount)
Pagga Fee: Payer → Pagga Fee Wallet (1-3% of invoice amount)

Both transfers execute atomically (all or nothing)
If fee collection fails, the entire transaction reverts (you receive nothing)

For Stripe Connect Payments (Future):

Pagga applies an `application_fee_amount` parameter to Direct Charges
Money goes directly to your Stripe Connect account
Pagga's fee is deducted automatically by Stripe

Pagga never receives the full payment amount as an intermediary.

4.4. Blockchain Transaction Finality

For blockchain-based payments (Solana, Ethereum, Polygon, Avalanche):

Transactions are irreversible once confirmed on-chain
You are responsible for verifying recipient addresses before authorizing payments
Pagga cannot reverse, cancel, or refund blockchain transactions after submission
Network congestion may delay transaction confirmation (this is outside Pagga's control)

5. Self-Custody Wallets

Pagga generates deterministic cryptocurrency wallets for your company using industry-standard derivation paths (BIP-39, BIP-44, Ed25519). These wallets are self-custodied, meaning:

✅ You control the private keys (derived from your company's seed)
✅ Pagga cannot access your funds without your authorization
❌ If you lose access to your Pagga account, you MUST securely backup your seed phrase
❌ Pagga cannot recover lost wallets or reverse unauthorized transactions

You are solely responsible for securing your wallet private keys and seed phrases.

6. AI Agents & Autonomous Actions

6.1. Agent Behavior

Pagga's AI agents (CFO Agent, Legal Agent, etc.) use large language models (Anthropic Claude) to automate financial operations. These agents can:

Read transaction history and treasury balances
Generate invoices and payment requests
Propose payments (subject to approval)
Draft contracts and legal documents
File company formation documents (via third-party partners)

6.2. Trust Levels & Approvals

Pagga uses a progressive trust framework (KYA - Know Your Agent) with three levels:

Level 1 (L1): Read-only access. Agent can view data but cannot execute actions.
Level 2 (L2): Limited autonomy. Agent can execute pre-approved workflows (e.g., recurring payments under $500).
Level 3 (L3): Full autonomy. Agent can execute complex workflows without manual approval (requires extensive verification history).

You are responsible for configuring appropriate trust levels for your agents.

6.3. Liability for Agent Actions

Agents act as your automated assistant, not as Pagga's representative
You are responsible for all actions taken by agents on your behalf
Pagga provides tools to review, approve, and audit agent actions
Review all agent-generated contracts and payments before signing/executing

7. Third-Party Integrations

Pagga integrates with third-party services including:

Corporate Tools API: Company formation and registered agent services
Stripe: Payment processing for fiat currency
Solana, Ethereum, Polygon, Avalanche: Blockchain networks for cryptocurrency payments
Coinbase Commerce: Cryptocurrency payment gateway
Anthropic: AI language model provider

Your use of these services is governed by their respective terms. Pagga is not responsible for third-party service failures, downtime, or data breaches.

8. Liability & Disclaimers

8.1. Non-Custodial Liability Disclaimer

Because Pagga does not custody funds, we are not liable for:

❌ Wallet address errors (sending to wrong recipient)
❌ Blockchain transaction failures after submission
❌ Unauthorized access to your self-custodied wallets
❌ Network congestion, high gas fees, or delayed confirmations
❌ Smart contract bugs or exploits on third-party protocols
❌ Loss of private keys or seed phrases

You are solely responsible for:

✅ Securing your wallet private keys and seed phrases
✅ Verifying recipient addresses before authorizing payments
✅ Reviewing all agent-generated transactions before approval
✅ Monitoring your treasury for unauthorized activity

8.2. Service Availability

Pagga provides the Service on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind. We do not guarantee:

Uninterrupted service availability
Error-free operation
Compatibility with all devices or browsers
Data accuracy (e.g., real-time blockchain balances may have delays)

8.3. Maximum Liability

Pagga's maximum liability for any claim arising from your use of the Service is limited to the fees you paid to Pagga in the 12 months preceding the claim.

This limitation applies to all causes of action, including but not limited to:

Breach of contract
Breach of warranty
Negligence
Data loss
Service interruptions

8.4. No Legal, Tax, or Accounting Advice (CRITICAL)

Pagga is not a law firm, accounting firm, or tax-preparation firm, and nothing Pagga provides constitutes legal, tax, or accounting advice. Your use of Pagga does not create an attorney-client, accountant-client, or any other professional-services relationship.

Pagga's AI agents and tools provide self-help document generation and general information based on the information you supply. They are not a substitute for advice from a licensed attorney, CPA, or tax professional.
Documents Pagga generates (including SAFEs, NDAs, operating agreements, contractor agreements, board consents, and formation documents) are templates and drafts. Pagga does not warrant that any document is legally sufficient, enforceable, or appropriate for your specific situation.
You are responsible for having a qualified professional review any document before you rely on or execute it, particularly for material matters (fundraising/securities, M&A, disputes, equity, and tax elections).
Entity-type and jurisdiction comparisons (e.g., LLC vs. C-Corp, Delaware vs. Wyoming) and any tax-related information are general information only, not personalized legal or tax advice.

8.5. Electronic Signatures & Document Sealing

Pagga may apply a cryptographic tamper-evidence seal to a document to record its contents and timestamp. This seal is evidence of integrity only; it is not, by itself, execution of the document by any party.
A document is electronically signed by a party only when that party affirmatively indicates intent to sign and consents to transact electronically, consistent with the federal ESIGN Act and applicable state UETA. By signing electronically through Pagga, you consent to use electronic records and signatures for that transaction; you may request a non-electronic alternative or withdraw consent as provided by law.
You are responsible for confirming that each required party has authority to sign and has actually signed. Pagga does not guarantee the enforceability of any signature or document.

8.6. Business Formation, EIN & Beneficial Ownership (BOI)

Formation & registered agent services are provided through third-party partners (e.g., Corporate Tools / Northwest Registered Agent). Their services are governed by their own terms, and Pagga is not responsible for their acts or omissions.
EIN (Form SS-4): Pagga helps you prepare an SS-4 based on the information you provide. You are the applicant and the responsible party, and you are responsible for filing with the IRS and for the accuracy of the information, including the identity of the responsible party. Pagga does not act as an IRS Acceptance Agent or Certifying Acceptance Agent and does not obtain ITINs on your behalf; any ITIN-related help is informational guidance only.
Beneficial Ownership Information (BOI) / Corporate Transparency Act: Any BOI feature Pagga offers is a deadline-tracking and reminder tool only. Pagga does not file BOI reports with FinCEN on your behalf. Determining whether your entity must report, and filing any required report by the applicable deadline, is your responsibility. CTA reporting requirements are subject to change; consult a qualified professional regarding your obligations.

9. Prohibited Uses

You agree NOT to use Pagga for:

❌ Money laundering or terrorist financing
❌ Sanctions violations (OFAC, UN, EU sanctions lists)
❌ Fraud, impersonation, or phishing
❌ Tax evasion or illegal financial activities
❌ Unauthorized access to other users' accounts
❌ Scraping, reverse engineering, or circumventing security measures

Pagga reserves the right to suspend or terminate accounts engaging in prohibited activities.

10. Compliance & KYC/AML

Pagga is committed to compliance with applicable anti-money laundering (AML) and know-your-customer (KYC) regulations. We reserve the right to:

Request identity verification documents
Conduct sanctions screening using third-party providers (Chainalysis, TRM Labs, etc.)
Report suspicious activity to FinCEN or other regulatory authorities
Freeze or terminate accounts engaged in prohibited activities

By using Pagga, you consent to sanctions screening and identity verification.

11. Data Privacy

Pagga collects and processes your data in accordance with our Privacy Policy (available at https://pagga.io/privacy).https://pagga.io/privacy).

Key points:

We use Privy for Web3 authentication (wallet connect, email, OAuth)
We store transaction history, wallet addresses, and company information
We do NOT sell your data to third parties
We use Anthropic Claude AI to process financial queries (your data is sent to Anthropic's API)
You can request data deletion by contacting support@pagga.io support@pagga.io

12. Termination

You may terminate your Pagga account at any time by contacting support@pagga.io support@pagga.io.

Pagga may terminate or suspend your account immediately, without prior notice, for:

Violation of these Terms
Suspected fraud or illegal activity
Non-payment of fees
Inactivity for 12+ months

Upon termination:

You retain access to your self-custodied wallet private keys
Outstanding invoices become immediately due
Pagga may delete your data after 90 days (subject to legal retention requirements)

13. Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law principles.

Any disputes arising from these Terms or your use of Pagga shall be resolved through:

Informal Negotiation (30 days)
Binding Arbitration under AAA rules (American Arbitration Association)
Class Action Waiver: You agree to arbitrate disputes individually, not as part of a class action

14. Changes to Terms

Pagga reserves the right to modify these Terms at any time. We will notify you of material changes by:

Email to your registered email address
In-app notification
Posting on https://pagga.io/terms https://pagga.io/terms

Continued use of the Service after changes constitutes acceptance of the new Terms.

15. Contact Information

For questions about these Terms, contact us at:

Email: legal@pagga.io legal@pagga.io Support: support@pagga.io support@pagga.io Website: https://pagga.io https://pagga.io

Mailing Address: Pagga Inc. [Address to be added] Wilmington, DE 19801 United States

16. Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Pagga regarding the Service and supersede all prior agreements.

By using Pagga, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

_Last Updated: July 5, 2026_