Terms of Service

1. Acceptance of Terms

By accessing or using the website, platform, or services provided by Kadima Payments, Inc. ("Kadima," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our services.

You must be at least 18 years of age to use our services. By using our services on behalf of a business, you represent and warrant that you have the authority to bind that business to these Terms. If you do not have such authority, you may not use our services on behalf of that business.

2. Services Description

Kadima Payments provides the following services to approved merchants:

• Payment Processing: Facilitation of credit card, debit card, ACH, and other electronic payment transactions on behalf of merchants.
• Merchant Account Services: Setup, management, and maintenance of merchant accounts for accepting electronic payments.
• Boarding Applications: Online application and onboarding tools for new merchant account enrollment and underwriting.
• Related Technology Services: Access to payment gateways, virtual terminals, reporting dashboards, APIs, and other technology tools that support payment processing operations.

The specific features and scope of services available to you may vary based on your merchant agreement and the products you have been approved to use.

3. Account Registration and Security

To use certain features of our services, you may be required to create an account. When registering for an account, you agree to:

• Provide accurate, current, and complete information during the registration and application process.
• Maintain and promptly update your account information to keep it accurate and current.
• Keep your login credentials, passwords, and API keys secure and confidential.
• Not share your account access with unauthorized individuals.
• Notify Kadima Payments immediately upon becoming aware of any unauthorized access to or use of your account.

You are responsible for all activity that occurs under your account. Kadima Payments is not liable for any loss or damage arising from your failure to maintain the security of your account credentials.

4. Payment Processing Terms

All payment processing services are subject to the following conditions:

• Approval Required: Payment processing is subject to application approval, underwriting review, and ongoing compliance requirements. Kadima reserves the right to decline or revoke processing privileges at any time.
• Card Network Rules: You agree to comply with all applicable rules, regulations, and operating guidelines established by the card networks (Visa, Mastercard, American Express, Discover, and others) as amended from time to time.
• Chargebacks and Disputes: You are fully responsible for all chargebacks, retrieval requests, and payment disputes related to transactions processed through your account. Kadima may debit your account or withhold funds to cover chargebacks and associated fees.
• Reserves: Kadima reserves the right to establish, hold, and adjust reserve accounts as a condition of processing. Reserves may be required based on risk assessment, processing history, chargeback activity, or other factors at Kadima's sole discretion.
• Settlement: Transaction funds will be settled to your designated bank account according to the schedule outlined in your merchant agreement, subject to applicable holds or reserves.

5. Fees and Billing

Fees for our services are governed by the terms of your individual merchant agreement. The following general provisions apply:

• Processing rates, transaction fees, and any other applicable charges will be disclosed to you during the boarding and application process.
• You are responsible for all fees incurred in connection with your account, including but not limited to processing fees, monthly fees, chargeback fees, PCI compliance fees, and any other fees outlined in your merchant agreement.
• Kadima reserves the right to adjust fee schedules with at least 30 days' written notice to you. Continued use of our services after such notice constitutes acceptance of the updated fees.
• Fees will be debited from your settlement funds or your designated bank account on file, as specified in your merchant agreement.
• Failure to pay fees when due may result in suspension or termination of your account and services.

6. Prohibited Activities

You agree not to use Kadima Payments services for any of the following purposes:

• Processing transactions related to illegal goods, services, or activities under federal, state, or local law.
• Engaging in fraudulent, deceptive, or misleading business practices.
• Money laundering, terrorist financing, or any activity that violates anti-money laundering (AML) regulations.
• Processing transactions for restricted or prohibited goods and services as defined by the card networks, including but not limited to items listed on Visa's and Mastercard's prohibited merchant category lists.
• Processing transactions without a valid cardholder authorization or engaging in card testing activity.
• Submitting transactions that do not represent a bona fide sale of goods or services.
• Using our services in any manner that could damage, disable, overburden, or impair our systems or infrastructure.

Violation of these prohibitions may result in immediate suspension or termination of your account, withholding of funds, and reporting to applicable authorities and card networks.

7. Intellectual Property

All content, materials, software, trademarks, logos, trade names, and other intellectual property displayed on or accessible through the Kadima Payments website and platform are the exclusive property of Kadima Payments, Inc. or its licensors and are protected by applicable intellectual property laws.

Subject to your compliance with these Terms, Kadima grants you a limited, non-exclusive, non-transferable, revocable license to access and use our platform solely for the purpose of receiving our services. This license does not include the right to:

• Copy, reproduce, distribute, or publicly display any content from our platform.
• Modify, create derivative works from, or reverse engineer any software or technology provided by Kadima.
• Use any data mining, scraping, or similar data-gathering tools on our platform.
• Use our trademarks, logos, or trade names without prior written permission from Kadima.

8. Limitation of Liability

To the fullest extent permitted by applicable law:

• As-Is Basis: Our services are provided on an "as is" and "as available" basis without warranties of any kind, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.
• No Indirect Damages: Kadima Payments shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, or business opportunities, regardless of the cause of action or the theory of liability.
• Maximum Liability: In no event shall Kadima Payments' total aggregate liability to you for all claims arising out of or related to these Terms or your use of our services exceed the total fees paid by you to Kadima during the twelve (12) months immediately preceding the event giving rise to the claim.
• Third-Party Actions: Kadima is not responsible for the actions, omissions, or failures of third parties, including payment networks, issuing banks, or other financial institutions.

9. Indemnification

You agree to indemnify, defend, and hold harmless Kadima Payments, Inc., its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of or access to our services.
• Your violation of these Terms or any applicable law or regulation.
• Your violation of any rights of a third party, including card network rules.
• Any dispute between you and your customers, suppliers, or other third parties.
• Any chargebacks, fines, penalties, or assessments imposed on Kadima as a result of your processing activity.

This indemnification obligation shall survive the termination of these Terms and your use of our services.

10. Termination

These Terms remain in effect until terminated by either party:

• Termination by You: You may terminate your account and discontinue use of our services at any time by providing at least 30 days' written notice to Kadima Payments.
• Termination by Kadima: Kadima may terminate or suspend your account and access to services at any time with 30 days' notice. In cases of material breach of these Terms, suspected fraud, violation of card network rules, or prohibited activities, Kadima may terminate your account immediately without prior notice.
• Effect of Termination: Upon termination, your right to use our services ceases immediately. You remain responsible for all fees, chargebacks, and obligations incurred prior to termination.
• Surviving Provisions: Sections relating to fees and billing, limitation of liability, indemnification, governing law, and any other provisions that by their nature should survive, shall survive the termination of these Terms.

11. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict-of-law principles.

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of our services shall be resolved through binding arbitration administered in Los Angeles County, California, in accordance with the rules of the American Arbitration Association. The arbitrator's decision shall be final and binding.

Class Action Waiver: You agree that any disputes will be resolved on an individual basis only. You waive any right to participate in a class action, collective action, or representative proceeding against Kadima Payments.

Notwithstanding the foregoing, Kadima reserves the right to seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or prevent irreparable harm.

12. Changes to Terms

Kadima Payments reserves the right to update or modify these Terms of Service at any time. When we make changes, we will revise the "Last Updated" date at the bottom of this page and, where appropriate, notify you by email or through a notice on our website or platform.

Your continued use of our services after any changes to these Terms constitutes your acceptance of the updated Terms. If you do not agree with the revised Terms, you must discontinue use of our services.

13. Contact Information

If you have questions about these Terms of Service or need to contact us for any reason, please reach out to:

Kadima Payments, Inc.
Calabasas, CA
Email: info@KadimaHQ.com
Phone: (888) 292-8555

Last updated: February 2026