SwiftPay™ Merchant Software Agreement
Agreement version: August 21, 2026 — Commercial v10

This is a commercial agreement, not legal advice, and the merchant confirms that its terms have been read, understood, and accepted by a signer having authority to bind the merchant identified in the acceptance receipt.

1. SwiftPay™ Software License

SwiftPay™ is licensed, not sold, for its installation and use only at an approved merchant’s single location. Subject to this Agreement’s terms, SwiftPay Solutions LLC grants the merchant a limited, revocable, and non-exclusive license to use the SwiftPay™ software for the merchant's lawful internal business operations. The merchant may not copy, share, resell, sub-license, bypass, reverse engineer, alter, or publicly distribute SwiftPay™ or its activation controls except as otherwise expressly authorized in writing.

2. Trial Use, Yearly License, and Verification

The Merchant’s free SwiftPay™ software trial period lasts seven (7) calendar days from the server-recorded activation date and is limited to a single trial use per verified business email. Paid plans are for a single year and require a onetime activation code issued by SwiftPay™. Each yearly plan requires a renewal authorization tied to the same Install ID. The application periodically obtains a digitally signed offline verification from the licensing service. Manipulating an email identity, Install ID, device clock, installation credential, activation or renewal code, or signed verification is prohibited and may suspend software access.

Trial use of the SwiftPay™ licensed software program is for demonstration and evaluation purposes only. Every trial card, PIN slip, receipt, Pocket Card, report, export, and transaction confirmation must be treated as a "TRIAL — TEST CARD" and having "NO MONETARY VALUE — NOT VALID FOR REDEMPTION." Trial records are kept in a separate test ledger, with a paid activation starting a clean production ledger. Trial cards and their related records remain permanently quarantined, cannot be converted into production cards, and must never be honored as having any monetary value.

3. SwiftPay’s™ Limited Role

SwiftPay Solutions LLC only provides local record-keeping and card-management software. SwiftPay Solutions LLC is not the merchant, card issuer, holder or custodian of gift card funds, bank, money transmitter, payment processor, fiduciary, merchant-compliance certifier, or legal, tax, or accounting advisor. The merchant selects and controls its own business, issues and honors its own gift cards, controls its own local ledger, and remains solely responsible for its own operations and outstanding gift card obligations. In any instance where the merchant might sell, transfer, or otherwise assign any of its business interests to a third party, the merchant recognizes and acknowledges that SwiftPay Solutions LLC neither plays any role whatsoever in any negotiations between the Merchant and the third party, nor will it participate in or supervise any aspect of such sale or assignment.

4. Local Data and Licensing Information

Card numbers, PIN hashes, balances, transactions, users, reports, and backups remain in the merchant's local browser database and are not uploaded to the SwiftPay™ licensing database. Licensing-only information is processed as described in the Privacy Policy. The merchant authorizes those licensing requests as part of using the software. SwiftPay™ cannot remotely inspect, reconcile, recreate, or correct a merchant's local ledger.

5. Merchant Representations and Responsibilities

The merchant acknowledges, represents, warrants, and agrees that it will:

- Use SwiftPay™ only for lawful and properly authorized business purposes.
- Maintain records supporting the authority, source, amount, recipient, issuance, redemption purpose, adjustment, and reversal of every gift card transaction.
- Ensure each issuance, redemption, adjustment, PIN replacement, and reversal is authorized and permitted by applicable law and merchant policy.
- Provide all notices, disclosures, receipts, signage, staff procedures, tax treatment, and customer remedies required for the merchant's selected use and jurisdiction.
- Train and supervise its staff, promptly disable former users, and investigate discrepancies immediately.
- Use a store-controlled operating-system account or kiosk/browser profile and restrict guest access, unapproved extensions, developer tools, and unauthorized physical access.
- Protect devices, staff passwords, unused gift card numbers, cardholder PINs, activation codes, printed recovery records, backup passwords, Recovery Kits, and backup files.
- Save current encrypted backups outside the primary device and periodically test restoration on a controlled device.
- Comply with all licensing, consumer, tax, accounting, privacy, recordkeeping, unclaimed-property, accessibility, and other requirements applicable to the merchant's selected use.
- Merchant’s gift cards will display the business name of the merchant as its sole and original issuer.
- Should the merchant wish to sell, transfer, or otherwise assign any of its interests in its business, then in such event the merchant recognizes, acknowledges, and agrees that the assignee of such interests must (a) first accept the terms of the SwiftPay™ Merchant Software Agreement, in writing; (b) accept responsibility for all gift card balances; (c) all transaction recordkeeping will be adhered to; (d) the license’s term will not be amended and will expire as originally agreed upon; and, (e) execute a formal assignment document attesting to its acceptance and assumption of the SwiftPay™ Merchant Software Agreement along with any revisions thereto since the original agreement’s execution.

6. Record Retention

The merchant must retain complete, accurate, readable, and retrievable issuance, redemption, adjustment, reversal, audit, and supporting records for the longer of: (a) the current calendar year plus the five (5) preceding full calendar years; or (b) any longer period required by applicable law, statute, regulation, license, contract, tax rule, investigation, hold notice, or merchant policy. Where required, redemption records must be maintained separately from ordinary retail sales records. The merchant is responsible for producing those records to authorized regulators, auditors, tax authorities, customers, or other lawful requesters.

7. Gift Card Rules and PINs

Once gift cards are issued they cannot be reloaded. Funds on cards do not expire. SwiftPay™ charges no dormancy, inactivity, or service fees. Gift cards are not redeemable for cash. Every redemption records its own selected purpose. Newly issued gift cards receive a one-time cardholder PIN. The merchant is responsible for securely delivering that PIN to the correct cardholder and following its own identity-verification procedure before a Manager or Administrator replaces it. Mistakes are corrected through audited reversals -- never through deletion.

8. Existing Gift Cards When New Issuance Is Disabled

If a paid SwiftPay™ software license expires or cannot be verified, new production-card issuance is disabled. Balance lookup and redemption remain available for previously issued production gift cards in order for the merchant to continue honoring valid balances, subject to the continued availability and integrity of the merchant's device, browser, local database, and required software components. A SwiftPay™ license expiration does not cancel the merchant's obligations to cardholders. Trial gift cards are test artifacts only and are never eligible for redemption before or after paid activation.

9. Backups, Devices, and Recovery

The merchant is responsible for protecting the primary device, choosing a strong and unique backup password, storing the separate Backup Recovery Kit securely, and maintaining current encrypted backups outside that device. A backup may be unlocked with its password or its Recovery Kit. Browser storage may be lost if it is cleared, reset, damaged, removed, or opened under another browser profile. SwiftPay™ cannot recreate both lost recovery credentials or remotely reconstruct records that were never successfully backed up.

10. Incident Response

The merchant is to stop card activity if a balance, PIN authorization, or transaction cannot be verified. The merchant is not to clear browser data or reinstall SwiftPay™. Should an incident arise the merchant is to preserve the device and latest backup; record the app version, Install ID, device/browser, user, attempted action, exact error, and relevant time; and, then contact SwiftPay™ support. The merchant must not create substitute balances from memory without documented authorization and an auditable correction procedure.

11. Updates and Support

The merchant must test issue, redeem, balance, PIN, receipt, gift card printing, backup, and restore workflows after material updates and before relying on an updated installation for live activity. Support assists with the software, but does not approve transactions, determine customer entitlement, or replace the merchant's records. SwiftPay™ support can be reached at 470-886-0066.

12. Disclaimer of Warranties

To the fullest extent permitted by law, SwiftPay™ is provided on an "as is" and "as available" basis. SwiftPay Solutions LLC disclaims implied warranties of merchantability, any fitness for a particular purpose, non-infringement, uninterrupted availability, and error-free operation. SwiftPay™ does not warrant that the software alone satisfies every requirement applicable to the merchant's business. Nothing in this section limits a warranty or right that cannot legally be disclaimed.

13. Limitation of Liability

To the fullest extent permitted by law, SwiftPay Solutions LLC will not be liable for the following: (1) indirect, incidental, special, exemplary, punitive, or consequential damages; (2) lost profits or revenue; (3) loss of goodwill; (4) or loss, corruption, or reconstruction of data arising from the merchant's device, browser, credentials, acts, omissions, or failure to maintain usable backups. Except for liability that cannot legally be limited, SwiftPay Solutions LLC's aggregate liability arising from the software or this Agreement will not exceed the software fees actually paid by the merchant during the twelve (12) months immediately preceding the event giving rise to the claim.

14. Merchant Indemnification

To the fullest extent permitted by law, the merchant will defend, indemnify, and hold harmless SwiftPay Solutions LLC and its owners, officers, employees, and service providers from third-party claims, penalties, losses, and reasonable costs arising from the following: (1) the merchant's unlawful or unauthorized use; (2) the issuance, redemption, denial, or failure to honor a gift card; (3) inaccurate records; (4) merchant staff conduct; (5) customer disputes; (6) regulatory or tax noncompliance; or (7) any breach of this Agreement.

15. Suspension and Termination

SwiftPay Solutions LLC may suspend new issuance, renewal, or support access for nonpayment, attempted circumvention, security risk, unlawful use, or material breach. Suspension or termination does not transfer the merchant's ledger to SwiftPay™, eliminate outstanding card obligations, or authorize destruction of records. Provisions concerning ownership, payment, records, privacy, disclaimers, liability, indemnification, disputes, and outstanding cards survive termination.

16. Governing Law and Disputes

This Agreement is governed by Georgia law, without regard to conflict-of-law rules. Before filing a non-emergency claim, each party will provide written notice describing the dispute and allow thirty (30) days for a good-faith resolution. Subject to applicable jurisdiction and any non-waivable law, disputes must be brought in a court of competent jurisdiction located in Georgia. Either party may seek immediate relief to protect confidential information, intellectual property, system security, or evidence.

17. Electronic Acceptance and Records

The signer represents that he/she has authority to bind the identified merchant. Selecting the required confirmations and choosing "Accept, Sign & Continue" constitutes the merchant's electronic signature. SwiftPay™ records the legal business name, store name, signer name, title, email, account role, acceptance time, Install ID, application version, Agreement version, and Agreement fingerprint in the merchant's local records. The merchant must download and retain its signed acceptance receipt and exact Agreement copy. A new acceptance is required after a material Agreement revision.

18. Entire Agreement; Severability; No Waiver

This Agreement and the incorporated Privacy Policy constitute the sole and exclusive agreement concerning the SwiftPay™ licensed software unless a written order or amendment signed by both parties states otherwise. If a provision is unenforceable, it will be enforced to the maximum lawful extent and the remaining provisions remain effective. Failure to enforce a provision is not a waiver. Except for a business ownership transfer completed in accordance with Section 5, the merchant may not assign this Agreement without SwiftPay Solutions LLC’s written consent.

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