Terms of Service

1. Acceptance of Terms

By accessing studio998.com, submitting a service enquiry, executing a service order or otherwise using Studio998 services, you ("Client", "you") agree to be bound by these Terms of Service ("Terms"). If you are entering these Terms on behalf of a business entity, you represent that you have authority to bind that entity. If you do not agree, do not use the services.

2. Definitions

"Services" means the digital operations, payment processing, global expansion support, infrastructure management, compliance advisory and partner management offerings described on studio998.com or in a Service Order. "Service Order" means a signed statement of work, proposal acceptance or written confirmation that specifies scope, fees and term. "Confidential Information" means non-public information disclosed by either party in connection with the Services. "Client Data" means data submitted by or on behalf of Client for processing under these Terms.

3. Description of Services

Studio998 provides business-to-business operational and technology services, including but not limited to: payment gateway integration and transaction routing; cross-border settlement orchestration; entity formation and regulatory liaison support; server infrastructure provisioning and monitoring; data pipeline engineering and reporting; compliance framework design and risk assessment; and channel partner onboarding and lifecycle management. The specific scope applicable to each engagement is defined in the relevant Service Order.

4. Accounts and Access Credentials

Client is responsible for maintaining the confidentiality of all account credentials, API keys and access tokens issued by Studio998. Client must notify us within 24 hours of discovering any unauthorized use of its credentials or other security breach. Studio998 is not liable for losses arising from Client's failure to safeguard access credentials. We reserve the right to revoke or rotate credentials if anomalous activity is detected.

5. Client Obligations

Client shall: provide accurate and complete information during onboarding and KYC/KYB verification; promptly update any information that becomes inaccurate; maintain all licenses and registrations necessary for its business operations; ensure that all transactions processed through Studio998 infrastructure relate to lawful goods or services; and comply with all applicable anti-money-laundering, counter-terrorist-financing and sanctions regulations in every jurisdiction where it operates.

6. Fees, Invoicing and Payment

Fees are as stated in the applicable Service Order. Standard payment terms are Net 15 for transaction-based fees and Net 30 for retainer and advisory services, unless otherwise agreed in writing. Invoices are issued monthly in arrears or as specified. Late payments accrue interest at 1.5% per month or the maximum rate permitted by Florida law, whichever is lower. Client is responsible for all applicable taxes (excluding taxes on Studio998's net income). All fees are quoted and payable in US Dollars unless the Service Order specifies an alternative currency.

7. Acceptable Use / Prohibited Conduct

Client shall not use Studio998 services to facilitate, process or promote:

• Transactions involving sanctioned countries, entities or individuals (OFAC, EU, UN sanctions lists).
• Adult content, escort services or sexually explicit material.
• Gambling, lottery or betting operations unless separately licensed and approved in writing.
• Illegal pharmaceuticals, controlled substances or drug paraphernalia.
• Weapons, ammunition or explosive materials.
• Fraudulent schemes, pyramid structures, phishing or identity theft.
• Money laundering, terrorist financing or sanctions evasion.
• Counterfeit goods, intellectual property infringement or unauthorized replicas.
• Any activity that violates applicable law in the jurisdiction of the Client, the consumer or Studio998.

Violation of this section constitutes grounds for immediate suspension or termination without refund.

8. Intellectual Property

Each party retains ownership of its pre-existing intellectual property. Deliverables specifically commissioned under a Service Order are assigned to Client upon full payment, except for Studio998 proprietary tools, frameworks and methodologies which remain licensed to Client on a non-exclusive, non-transferable basis for the duration of the engagement. Studio998 retains the right to use anonymized, aggregated insights derived from service delivery for product improvement.

9. Confidentiality

Each party shall protect the other's Confidential Information with at least the same degree of care it applies to its own, and in no event less than reasonable care. Confidentiality obligations survive termination for 3 years. Exclusions include information that is: publicly available through no fault of the receiving party; independently developed without use of the discloser's information; or required to be disclosed by law, provided the disclosing party receives prompt notice.

10. Data Protection

Studio998 processes personal data in accordance with our Privacy Policy. Where Client is a data controller and Studio998 processes personal data on Client's behalf, the parties shall execute a Data Processing Addendum (DPA) incorporating appropriate technical and organizational measures, sub-processor controls and data subject rights assistance.

11. Service Levels

Any service level commitments (uptime percentages, response times, escalation procedures) are defined in the applicable Service Order or separate SLA document. Metrics published on studio998.com are indicative of typical performance and do not constitute contractual commitments unless expressly incorporated into a signed agreement.

12. Warranties and Disclaimers

Studio998 warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards. Except as expressly stated, the Services are provided "as is" and Studio998 disclaims all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. Studio998 does not warrant that Services will be uninterrupted or error-free.

13. Limitation of Liability

To the maximum extent permitted by law, neither party shall be liable for indirect, incidental, special, consequential or punitive damages, including loss of profits, revenue, data or business opportunity. Studio998's aggregate liability arising out of or related to these Terms shall not exceed the total fees paid by Client in the 12 months preceding the event giving rise to the claim. These limitations do not apply to liability arising from fraud, gross negligence or willful misconduct.

14. Indemnification

Client shall indemnify, defend and hold harmless Studio998, its officers, directors and employees from any third-party claims, losses, penalties or expenses (including reasonable attorneys' fees) arising from: Client's use of the Services in violation of these Terms or applicable law; Client's goods, services or business practices; chargebacks or payment disputes initiated by Client's customers; or Client's breach of representations and warranties made under these Terms.

15. Term and Termination

These Terms are effective from the date of first use or execution of a Service Order and continue until terminated. Either party may terminate for convenience with 30 days' written notice. Studio998 may terminate immediately if Client: materially breaches these Terms and fails to cure within 10 business days of notice; becomes insolvent or enters receivership; engages in prohibited conduct under Section 7; or presents unacceptable risk as determined by our compliance function. Upon termination, Client shall pay all outstanding fees. Studio998 shall return or securely delete Client Data within 30 days, except where retention is required by law.

16. Suspension Rights

Studio998 may suspend all or part of the Services, without liability, if: continued provision would expose Studio998 to legal or regulatory risk; Client's transaction volume or chargeback ratio exceeds agreed thresholds; a suspected security incident affects Client's account; or Client fails to provide requested compliance documentation within 5 business days of a written request. We will provide reasonable advance notice of suspension where practicable.

17. Force Majeure

Neither party is liable for failure to perform obligations (excluding payment obligations) due to events beyond reasonable control, including natural disasters, epidemics, war, terrorism, government action, labor disputes, internet or utility outages, or failure of third-party payment networks. The affected party must notify the other within 5 business days and use commercially reasonable efforts to mitigate the impact. If a force majeure event continues for more than 60 consecutive days, either party may terminate the affected Service Order without penalty.

18. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Florida, United States, without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 19, the exclusive venue for any legal action shall be the state and federal courts located in Hillsborough County, Florida.

19. Dispute Resolution

Before initiating formal proceedings, the parties shall attempt in good faith to resolve any dispute through negotiation between senior representatives for a period of 30 days from written notice of the dispute. If negotiation fails, disputes shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with a single arbitrator seated in Tampa, Florida. Judgment on the award may be entered in any court of competent jurisdiction. Both parties waive any right to participate in a class action, collective action or representative proceeding.

20. Notices

Notices under these Terms must be in writing and delivered to: (a) Studio998 — by email to Service@studio998.com with confirmation of receipt, or by certified mail to Riverview, Florida, United States; (b) Client — to the email address and physical address provided during onboarding. Notices are deemed received upon confirmed electronic delivery or 3 business days after mailing.

21. Assignment

Client may not assign or transfer these Terms or any rights hereunder without Studio998's prior written consent. Studio998 may assign these Terms to an affiliate or in connection with a merger, acquisition or sale of substantially all assets, upon written notice to Client.

22. Entire Agreement and Severability

These Terms, together with the applicable Service Order, Privacy Policy, Refund Policy and any executed DPA, constitute the entire agreement between the parties regarding the subject matter hereafter and supersede all prior negotiations, representations or agreements, whether written or oral. If any provision is held unenforceable, the remainder of these Terms shall continue in full force and the unenforceable provision shall be modified to the minimum extent necessary to make it enforceable.

23. Changes to These Terms

Studio998 may amend these Terms from time to time. Material changes will be communicated to active clients by email at least 30 days before the revised Terms take effect. The "Last updated" date at the top of this page reflects the most recent revision. Continued use of the Services after the effective date constitutes acceptance of the amended Terms.

24. Contact

Questions regarding these Terms of Service should be directed to:

Studio998
Riverview, Florida, United States
Email: Service@studio998.com

Other Policies

• Refund Policy — refund eligibility, chargeback procedures and processing timelines.
• Privacy Policy — how we collect, use and protect personal data.
• Cookie Policy — our tracking-free approach to cookies and similar technologies on studio998.com.