MERCHANT SERVICE AGREEMENT

Last updated May 05, 2025

This Merchant Service Agreement ("Agreement") is entered into by and between Unico Platforms, Inc. ("Unico," "we," "us," or "our"), and the entity or individual ("Merchant," "you," or "your") that creates and manages a storefront or PopApp on the Unico platform.

By registering as a Merchant on Unico, you agree to be bound by the terms of this Agreement.

1. Platform Access and Use

Unico provides a platform for you to create and manage custom PopApps that offer products or services to end users.

You are responsible for the accuracy, legality, and quality of all content published on your PopApp.

You must not use the platform for any unlawful, misleading, or prohibited purposes.

2. Merchant Obligations

You agree to fulfill any services or orders booked or paid for through your PopApp in a timely and professional manner.

You are solely responsible for your interactions with users, including service delivery, customer support, and dispute resolution.

You must maintain the confidentiality and lawful use of any user data you receive (e.g., phone numbers, appointment info) and agree to use such data solely for fulfilling the requested service.

3. Fees and Payments

Unico may charge platform fees or commissions, which will be clearly stated in your merchant dashboard or onboarding agreement.

You may choose to accept payments directly from users outside the Unico platform, including but not limited to cash, direct bank transfers, or other third-party POS solutions. In such cases, Unico does not process, track, or verify these transactions, and assumes no liability for any legal, financial, or tax-related issues arising from such private arrangements. You are solely responsible for complying with all applicable laws, taxes, and obligations related to off-platform transactions.

4. Content Standards and Restrictions

You may not post or promote illegal content, fraudulent offers, or anything that violates local or international laws.

Unico reserves the right to remove or disable any PopApp or content at its discretion, without prior notice, if it violates this Agreement or harms user trust.

5. Termination

Either party may terminate this Agreement with 7 days' written notice.

Unico may immediately suspend or terminate your account if you breach this Agreement or engage in misconduct.

Upon termination, you must cease all use of the platform and user data obtained via the platform.

6. Data Privacy and Compliance

You agree to comply with applicable data protection laws, including CCPA and GDPR where applicable.

You will not sell, lease, or misuse user data obtained through Unico.

A separate Data Processing Addendum (DPA) may apply depending on your use of personal data.

7. Limitation of Liability

Unico provides the platform "as is" and makes no warranties regarding uninterrupted service or merchant success.

Unico is not liable for any losses, damages, or legal disputes arising between you and your customers.

8. Governing Law and Dispute Resolution

This Agreement is governed by the laws of the State of Delaware.

Any disputes shall be resolved through binding arbitration in Delaware, unless otherwise required by law.

9. General

This Agreement represents the entire understanding between you and Unico.

We may update this Agreement from time to time. Continued use of the platform constitutes acceptance of the updated terms.

By using Unico as a Merchant, you acknowledge that you have read, understood, and agreed to the terms of this Agreement.