Terms of service

1. Acceptance of Terms

These Terms of Service ("Terms" or "Agreement") constitute a legally binding agreement between you ("Merchant," "you," or "your") and OnCharge Group LLC, a Wyoming limited liability company, with its principal place of business at 1309 Coffeen Ave, Sheridan, WY 82801 ("OnCharge," "Company," "we," "us," or "our"). By accessing, registering for, or using the OnCharge platform, dashboard, checkout services, APIs, plugins, documentation, or any related services (collectively, the "Services"), you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional terms or policies referenced herein. If you are entering into these Terms on behalf of a business entity, you represent and warrant that you have the legal authority to bind that entity to these Terms. If you do not agree to any part of these Terms, you must not access or use the Services.

2. Description of Services

OnCharge Group LLC provides a payment gateway platform that enables merchants to accept card payments and cryptocurrency payments through their e-commerce stores. Services include but are not limited to: payment processing facilitation through third-party payment service providers, real-time fraud prevention and risk scoring, automated chargeback defense, merchant onboarding and underwriting, compliance monitoring, webhook delivery, stored payment methods, and a merchant management dashboard. OnCharge acts as a technology intermediary and is not itself a bank, money services business, or payment processor. All payment processing is performed by our licensed PSP partners.

3. Eligibility

To use the Services, you must:

• Be at least 18 years of age and legally competent to form a binding contract
• Operate a legally registered business in a jurisdiction supported by our PSP partners
• Successfully complete our merchant onboarding process, including all required KYB/KYC verification
• Not operate a business in a prohibited category (see Section 6)
• Maintain accurate, current, and complete account information at all times
• Not be located in, or a national of, a country subject to U.S. government embargo or sanctions

We reserve the right to refuse service, reject applications, or terminate accounts at our sole discretion for any reason, including but not limited to risk assessment, regulatory requirements, or PSP partner policies.

4. Account Responsibilities

• You are solely responsible for maintaining the confidentiality and security of your API keys, dashboard credentials, and webhook signing secrets
• You must immediately rotate API keys if you believe they have been compromised and notify us at security@oncharge.io
• You are fully liable for all activity under your account, including activity by employees, contractors, or any authorized users you grant access to
• You must not share credentials between individuals or use automated tools to circumvent rate limits, security controls, or access restrictions
• OnCharge Group LLC shall not be liable for any loss or damage arising from your failure to safeguard your account credentials

5. Merchant Obligations

• You must comply with all applicable laws, regulations, and card network rules (Visa, Mastercard, etc.) in connection with your use of the Services
• You must display clear refund, return, and cancellation policies on your website
• You must provide accurate product/service descriptions and fulfillment information
• You must respond promptly to chargeback notifications and provide evidence when requested
• You must maintain PCI compliance at the level required for your integration (minimum SAQ-A for iframe-based integrations)
• You must not use the Services to process transactions for businesses or individuals other than those approved in your application
• You are solely responsible for the products, services, content, and business practices of your store

6. Prohibited Businesses and Activities

The following are strictly prohibited. This list is non-exhaustive; OnCharge reserves the right to decline any business at its sole discretion:

We reserve the right to suspend or terminate accounts engaged in prohibited activities immediately, without prior notice, and without liability. Any funds held in reserve may be retained to cover potential chargebacks, fines, or penalties.

7. Fees, Reserves, and Payments

• Processing fees: Deducted from each captured transaction at the rate specified in your pricing tier agreement. Fees are non-refundable even if the underlying transaction is later refunded or charged back
• Reserves: A percentage of transaction volume may be held in reserve as specified in your pricing agreement. Reserves protect against chargebacks, refunds, and potential losses. We may increase reserve percentages at any time based on risk assessment
• Chargeback fees: A non-refundable fee is assessed for each chargeback received, regardless of the dispute outcome
• Payouts: Net funds are settled to your designated bank account per the payout schedule in your pricing tier, subject to completion of applicable compliance checks
• Setoffs: We may deduct from your payouts or reserves any amounts owed to us, including chargebacks, fees, fines, penalties, or other liabilities arising from your use of the Services
• Pricing changes: We will provide at least 30 days' notice of pricing changes. Your continued use of the Services after the effective date constitutes acceptance

8. Chargebacks, Disputes, and Excessive Activity

You acknowledge that chargebacks are an inherent risk of accepting card payments and that you bear primary responsibility for minimizing chargebacks through proper business practices. OnCharge provides automated dispute defense tools on a best-effort basis, but we expressly do not guarantee the outcome of any dispute or chargeback defense. If your chargeback rate exceeds card network monitoring thresholds (typically 0.9%–1.0% of transactions), we may, at our sole discretion and without prior notice: (a) increase your reserve percentage, (b) impose additional per-transaction fees, (c) restrict processing volume or payment methods, (d) suspend your account, or (e) terminate your account. You shall be liable for all chargebacks, representment fees, card network fines, and assessment fees incurred in connection with your account, and we may deduct such amounts from your reserves or future payouts.

9. Data, Privacy, and Confidentiality

Our collection and use of personal information is governed by our Privacy Policy, which is incorporated herein by reference. You agree to comply with all applicable data protection laws and regulations in your jurisdiction, including but not limited to the CCPA and GDPR where applicable. You must not use customer data obtained through the Services for any purpose unrelated to the underlying transaction. You must not sell, lease, or disclose customer payment data to third parties. You agree to maintain appropriate technical and organizational measures to protect personal data processed through your integration with the Services.

10. Intellectual Property

The OnCharge platform, including all software, APIs, documentation, user interfaces, branding, trademarks, trade secrets, and proprietary algorithms (including but not limited to the risk engine, underwriting engine, and fraud detection models), are the exclusive property of OnCharge Group LLC and are protected by intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to use the Services solely for your approved business operations during the term of this Agreement. You may not: (a) reverse engineer, decompile, or disassemble any part of the Services; (b) create derivative works; (c) sublicense, resell, or redistribute access to the Services; (d) remove any proprietary notices; or (e) use the Services to build a competing product or service.

11. Disclaimers of Warranties

12. Limitation of Liability

13. Indemnification

You agree to defend, indemnify, and hold harmless OnCharge Group LLC, its members, managers, officers, directors, employees, agents, affiliates, successors, and assigns (collectively, "Indemnified Parties") from and against any and all claims, demands, actions, suits, damages, liabilities, losses, settlements, judgments, costs, and expenses (including but not limited to reasonable attorneys' fees, court costs, and arbitration fees) arising out of or relating to: (a) your use of the Services; (b) your products, services, content, or business practices; (c) any breach of these Terms; (d) any violation of applicable law, regulation, or card network rules; (e) chargebacks, refunds, or disputes arising from transactions processed through your account; (f) your negligence or willful misconduct; (g) any third-party claims arising from your use of customer data; or (h) your failure to comply with PCI DSS or other applicable security standards. This indemnification obligation shall survive the termination of these Terms.

14. Suspension and Termination

• By you: You may close your account at any time via the dashboard or by contacting support. Closing your account does not relieve you of any obligations or liabilities incurred prior to closure, including outstanding chargebacks, fees, or reserve holds
• By us — suspension: We may suspend your account immediately and without notice if we reasonably believe your account poses a risk of loss, fraud, or violation of these Terms, card network rules, or applicable law. During suspension, payouts will be held pending investigation
• By us — termination: We may terminate your account at any time, with or without cause, upon written notice (email to your registered address constitutes written notice). We may terminate immediately without notice for violations of Section 6 (Prohibited Activities)
• Effect of termination: Upon termination, your API keys are revoked, dashboard access is disabled, and no new transactions may be processed. Reserves will be held for a minimum of 180 days following termination (or longer if chargebacks remain open) and released net of any amounts owed to OnCharge Group LLC
• Survival: Sections 7 (Fees), 8 (Chargebacks), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), 15 (Governing Law), and 16 (General Provisions) shall survive termination of these Terms

15. Governing Law, Arbitration, and Dispute Resolution

These Terms and any dispute arising out of or relating to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of laws provisions.

Notwithstanding the above, either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights or to prevent irreparable harm.

16. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any pricing agreement, constitute the entire agreement between you and OnCharge Group LLC and supersede all prior or contemporaneous agreements, representations, or understandings
• Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect
• Waiver: No failure or delay by OnCharge Group LLC in exercising any right or remedy shall operate as a waiver thereof. No single or partial exercise of any right or remedy shall preclude any further exercise thereof
• Assignment: You may not assign or transfer these Terms without our prior written consent. OnCharge Group LLC may assign these Terms freely in connection with a merger, acquisition, or sale of assets
• Force Majeure: OnCharge Group LLC shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, government actions, PSP outages, network failures, or third-party service interruptions
• Notices: All notices to OnCharge Group LLC shall be sent to legal@oncharge.io. Notices to you will be sent to the email address on file in your account. Email notice is deemed received 24 hours after sending
• Modifications: We reserve the right to modify these Terms at any time at our sole discretion. We will provide at least 30 days' notice of material changes. Your continued use of the Services after the effective date constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must cease using the Services before the effective date
• Third-Party Beneficiaries: These Terms do not create any third-party beneficiary rights. Our PSP partners, infrastructure providers, and affiliated entities are not parties to this Agreement
• Headings: Section headings are for convenience only and shall not affect the interpretation of these Terms

17. Contact Information

If you have questions about these Terms of Service, contact us: