Terms and Conditions
These terms ("Agreement") is a contract between you ("you", "your", "your entity", or "user") and the BTC Africa S.A Group of Companies, trading under the name "AZA Finance" (hereinafter also referred to as "AZA, we", "us", "our" or "the Company") with respect to the provision of API payout solutions (the "Service")
BTC Africa S.A has its registered office at 9 Rue du Laboratoire, Luxembourg, 1911, in the Grand Duchy of Luxembourg and registered with the number B 211.963. BTC Africa S.A is the parent company of B Transfer Services Limited, a payment service provider registered in the United Kingdom and regulated by the UK Financial Conduct Authority and Transferzero Money Transfer Entidad De Pago, S.A, a payments service provider registered in Spain and regulated by the Bank of Spain.
The Services may be provided by any members of the BTC Africa S.A Group of Companies. If you are based in the EU, the Services will be provided by Transferzero Money Transfer EP SA (“TransferZero”). This Agreement incorporates, and you hereby accept and agree to the applicable policies, website notifications and guidelines that are provided or made available to you, appear on our website or are referenced in this Agreement and which we may modify from time to time.
You may not transfer or assign any rights or obligations you have under this Agreement to any third party without our prior explicit written consent.
We reserve the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time without your consent. You hereby already consent to any such future transfer or assignment. This does not affect your rights to close your account.
1.1. By accessing or using the Services, printing or downloading materials from our web platform, or otherwise using our website, you agree (on behalf of yourself or the company you represent) to comply with and be legally bound by this Agreement. If you do not agree to any of the terms set forth in this Agreement, you may not access or use any of the Services.
1.2. Each time you access or use the Service to undertake a transaction you must acknowledge and consent to the applicable charge and rates as communicated to you. By proceeding with a transaction, you confirm your understanding of and consent to the applicable charge and rates imposed by us. If you do not understand or consent to these terms, you may not proceed with a transaction.
1.3. To be able to use our services you must meet the following criteria:
- You have full legal capacity to enter into a contract; and
- If you are an individual, you must be at least 18 years old or older (if the applicable age of majority and contractual capacity in a jurisdiction where you reside is above 18 years of age). By accessing or using the Services you represent and warrant that you are 18 or older and otherwise are legally competent to enter into this Agreement.
You must not be acting on behalf of or for the benefit of, anyone else, unless you are creating an account for a company that you own or the company that employs you or has otherwise formally authorized you to open an account with us on their behalf. If you are using our Services on behalf of a legal entity, you represent and warrant that you are authorized to bind that entity to these terms. When these terms refer to “you”, it means they will refer to you and that entity, and that entity agrees to be responsible for you and any other user that accesses the Services on its behalf, including for your and their compliance with the terms of this Agreement.
We may restrict or prohibit access to or use of all or some of our Services from certain locations in countries, depending on various regulatory requirements.
1.4. If you are a resident of a country outside of the European Economic Area (“EEA”) or are using our Service to send funds to or from bank accounts, mobile wallet accounts or other payment instruments operated by financial institutions outside of the EEA, several provisions of this Agreement may not be applicable to you. We will make appropriate references and list the exceptions in the following sections of the terms of this Agreement.
If you are a business account user (which means that your account with us is opened and used primarily for purposes of conducting trade, running a business or exercising professional activities on a regular basis), several provisions of this Agreement may have limited applications to you due to the fact that you will not be considered a consumer within the meaning of the EU Payment Services Directive. In particular, we may need to charge you additional fees for provision of additional information or conducting remedial and deterrent actions. For example, in case of unauthorized or disputed transactions, you will not benefit from certain provisions stipulated by Articles 72, 74, 76 and several other articles of the EU Payment Services Directive.
1.5. We may amend or modify this Agreement by posting a revised Agreement on our website and, where applicable, by notifying you in advance about the upcoming changes and modifications by email. By continuing to access or use the Services after we have posted a revised Agreement, you agree to be bound by the modified Agreement. In the event that you do not agree to be bound by the modified Agreement, you must cancel your account and otherwise cease accessing or using the Services. You further agree that we may (a) modify or discontinue any portion of the Services, and (b) suspend or terminate your access to the Services, at any time, and from time to time, without notice to you in certain, limited circumstances described herein. You agree that we shall not be liable to you or any third party for any modification or termination of the Services, or suspension or termination of your access to the Services, except to the extent otherwise expressly set forth herein.
1.6. Capitalized terms not otherwise defined in context are defined at the end of this Agreement.
2. HOW IT WORKS
2.1. The Services are made available to you subject to terms and conditions of this Agreement and any other agreement you might have signed by one of the entities of BTC AFRICA SA group.
2.2. After you have established a TransferZero Account, you may initiate a Currency Exchange Transaction (which for the purpose of interpreting these Terms may also be referred to as an Exchange Transaction or a Purchase Transaction, as the case may be) and/or provide us with your Payment Order instructions with respect to how you would like to deposit funds, receive proceeds from your transactions.
2.2.1. All Transactions are subject to approval & verification. As required by applicable laws and regulations, we may reject a Transaction and we will inform you accordingly about this fact and also provide you with reasons for our refusal, unless we are not permitted to make such disclosures based on applicable regulations.
2.3. Currency Exchange Transactions
2.3.1 To initiate an Exchange Transaction, you will need to:
22.214.171.124. create a trade request your TransferZero Account;
126.96.36.199. agree with us on an Exchange Rate, which is valid for the Exchange Period and which will determine the amount of National Currency to be transferred to the TransferZero Settlement Account as well as the amount of Foreign Currency to be transferred to the Payee Account net of applicable Charges;
188.8.131.52. designate a Payee Account into which the Foreign Currency is to be deposited;
184.108.40.206. you transfer agreed National Currency to our designated TransferZero Settlement Account as provided by us via email;
220.127.116.11. upon confirmation of receipt of the National Currency, you shall be required to confirm your Exchange Transaction.
2.3.2. Once you confirm an Exchange Transaction, you have irrevocably authorized us to credit your designated Payee Account, and you may not cancel the Exchange Transaction.
2.3.3. We will notify you and, if applicable, the Designated Payee of the successful transfer of Foreign Currency to the Payee Account.
2.3.5. Any designated amount deposited to the payee account in excess of the agreed designated amount, shall be considered an overpayment. Upon due notification and instructions, you shall be obliged to refund the excess amount as instructed.
2.3.6. In the event of your failure or default to refund such overpayment, TransferZero may, and is hereby authorized to, at any time, with or without notice to you, and to the fullest extent permitted by law, to set off and apply any or parts or all designated amount you shall be entitled to in subsequent exchange transactions, to satisfy the overpayment.
3. CERTAIN RISKS
3.1. In connection with a Transaction, we will attempt to confirm the validity of the Payee Account to the extent possible; however, TransferZero cannot confirm, and it is your responsibility to ensure, that the Payee Account belongs to your intended recipient. If we are unable to deliver the designated Foreign Currency to the Payee designated account, our only obligation, and your sole recourse, is to terminate the Transaction.
3.2. If we terminate the Transaction, our only obligation, and your sole recourse, will be for TransferZero to refund the amount of that Transaction, unless we are required to freeze the funds due to, for example, suspected risks of money laundering, illegal activities, online fraud and in some other cases, as required by applicable regulations.
3.3. We reserve the right to refuse to process or to cancel any pending Transaction as required by law or in response to a subpoena, court order, or other binding government order.
3.4. Transactions within the EEA or SEPA area can normally be completed by the end of the next business day from the day your Payment Order has been duly received (provided that all payment instructions have been provided correctly by all parties involved). Outside of the EEA, subject to local regulations and existing operating procedures that could vary across different countries and financial institutions.
3.5. The regulatory framework in relation to transactions involving Foreign Currencies is still emerging. It is possible that your transactions are or may be in the future subject to various reporting, tax or other liabilities and obligations.
3.6. There is a risk that your transactions may be affected by system failures resulting from adverse events, natural disasters and other emergencies and unforeseen significant changes in the external environment. With regards to opportunity loss (e.g. you lost an opportunity to make an Exchange or a Purchase Transaction, resulting in loss of hypothetical profits which could have been obtained) due to things such as emergency situations, technical failures and force majeure circumstances, we will not take corrective actions since we are not able to determine the details of the hypothetical Transaction which would have not been completed.
3.7. You accept the risk that a Transaction may be delayed for any reason and you agree to hold TransferZero harmless from and against any damages or injury arising out of or related to such delay.
4. APPLICATION FOR A TRANSFERZERO ACCOUNT
4.1. In order to use any of the Services, you must first register as a Customer on the Site and obtain a TransferZero Account.
4.2. To register as a Customer on the Site, you will be required to provide some or all of the following information, upon registration and from time to time thereafter:
4.2.1. The identification number;
4.2.2. Your full name;
4.2.3. Your physical address;
4.2.4. Your email address;
4.2.5. Your date of birth;
4.2.6. Your taxpayer identification number;
4.2.7. Your government identification number;
4.2.8. Your telephone number;
4.2.9. Your nationality;
4.2.10. A user name and password;
4.2.11. Copy of passport or other governmental identification document; and
4.2.12. Other information to verify your or your business’ identity that we may request from time to time.
4.2.13. Some countries and jurisdictions are not eligible for the use of TransferZero Services. You must be a resident of an eligible country or jurisdiction and not be a resident in any of the following countries or jurisdictions:
- Crimea Region;
- North Korea;
- Palestinian Territories and the Gaza Strip;
- South Sudan;
4.3. All information you provide must be complete and accurate in all respects. It is your obligation immediately to update any incomplete or incorrect information in your TransferZero Account.
4.5. All information you provide to us is subject to storage by TransferZero for a period of seven (7) years (or such other period as TransferZero may determine in order to comply with applicable laws and business practices) for risk management and security reasons, and archival and record-keeping purposes.
4.6. If you have previously applied for another TransferZero Account with any of the same information, we reserve the right not to approve the registration of a new TransferZero Account and you may be required to access and use your existing TransferZero Account.
4.7. We may be prohibited from providing services or entering into relationships with certain individuals and entities. In the event that we are required to block assets associated with your TransferZero Account in accordance with government sanctions programs or other legal requirements, we may deactivate or cancel your TransferZero Account or block user activity. TransferZero is not responsible for any losses, whether direct or indirect, that you may incur as a result of our complying with applicable law, the guidance or direction of any regulatory authority or governmental agency, or any writ of attachment, lien, levy, subpoena, warrant or other legal order. If you were previously denied the registration of a TransferZero Account or had a TransferZero Account closed by us, you may not be able to reapply for a TransferZero Account.
4.8. Because of the numerous factors involved in our evaluation of an application for registration of a TransferZero Account, we reserve the right to decline any application for a TransferZero Account registration or any request for a proposed Transaction, for any reason, permitted by applicable regulations and our internal policies.
4.9. Upon successful completion of the registration process, we will establish your TransferZero Account.
5. SECURITY AND UNAUTHORIZED USE
5.1. Only one login and password can be linked to your TransferZero Account at any time.
5.2. You are required to not re-use a combination of login and password for your TransferZero Account for any other online service or website, to protect the security of your TransferZero Account, not to share your Account credentials with any other third party.
5.3. You are responsible for all Transactions that take place on your TransferZero Account using your login and password.
5.4. You are responsible for maintaining adequate security and control of any and all logins, passwords, hints, personal identification numbers (PINs), or any other codes that you use to access the Services.
5.5. You are required to report any unauthorized access to your TransferZero Account, any unauthorized activity on your TransferZero Account or any unauthorized use of TransferZero services from your Account should you discover or suspect such activities, to TransferZero at [email protected]
5.6. You are responsible for keeping your email address and other contact information up to date in your TransferZero Account in order to receive any notices or alerts that we may send you. We assume no responsibility for any loss that you may sustain due to compromise of your email credentials, loss of a personal device or failure to follow or act on any notices or alerts that we may send to you.
5.7. TransferZero representatives will never ask you for your password, so any email, phone call or other communication requesting your password should be treated as unauthorized and suspicious and forwarded to us for further investigation.
5.8. If you do share your TransferZero login credentials with a third party for any reason, including because the third party has promised to provide you additional services such as account aggregation or information services, the third party will have access to your Account and your personal information, and you shall be responsible for actions taken using your password and login credentials.
6. TRANSACTIONS EXECUTION
6.1. TransferZero reserves the right to establish and change transaction limits, in our sole discretion.
6.2. All transactions from your TransferZero Account will be effected by Transfer Instructions authorized with the login and password given to you when you register, or by such other method as we may prescribe from time to time.
6.3. You may not effectuate any Exchange Transactions from your TransferZero Account in the event that you do not have sufficient funds to meet the value of the Exchange Transaction and Charges applicable thereto.
6.4. We will verify and confirm all Transactions effected from your TransferZero Account to you by email or other designated mode of communication. Our records will be taken as correct unless the contrary is proved.
6.5. For Transaction denominated in euros and that are conducted between accounts established in the SEPA area, we will ensure that the amount is executed by no later than the end of the following Business Day. This does not apply to transactions conducted at least partially outside of the EEA, where different execution times may apply.
6.6. For all other Transactions not covered in section 6.5, you acknowledge that the execution time for all Transaction will be subject to the operating rules of international payment systems and that in this case, we will not be bound by the deadlines set out in section 6.5.
6.7. We may, at any time, refuse a transaction or attempted transaction submitted by you. The reasons for the refusal and any potential actions you can take to re-initiate the refused transaction will be communicated to you. We may refuse to execute a transaction, for example, in any of the following cases:
- The instructions contain factual errors or incomplete details; or you do not have the corresponding sufficient amounts in the specified National Currency available for you to transact with on your TransferZero Account;
- You have breached any of your obligations towards us under these Terms or any other agreement entered into between you and TransferZero;
- The risk limitations or spending limits established for your account may have been reached;
- We are legally or contractually obliged to freeze your Account or block transactions;
- We have security concerns with respect to your account or an attempted transaction or a counterparty involved, e.g. because of a suspected security breach, potential technical failure, suspected fraudulent or criminal behaviour.
If your attempted transaction is inconsistent with your account previous behaviour or stated purpose or above previously established limits, we may request additional information or clarifications from you and must receive such information before processing new transactions initiated by you.
6.8. Our ability to manage online fraud, protect users from possible cases of unauthorized transactions, research and potentially rectify claims related to potentially unauthorized transactions, significantly depend on our ability to rely on technical and structural elements of the financial system we operate in and on strong authentication solutions available in various regions.
6.9. Any claim with respect to the unauthorized transaction must be communicated by you to us immediately, as soon as you notice any irregularity with your account history, and not later than 30 days from the transactional day. You will not be liable for any financial consequences resulting from fraudulent or unauthorized use of your TransferZero Account occurring after you have duly notified us about suspected fraud or misuse, except where you have acted fraudulently.
If your transaction falls within the scope of the EU 2nd Payments Services Directive, you are liable for any loss resulting from unauthorized transactions subject to the terms and conditions as defined by the Articles 73 and 74 of this Directive.
Please note that you will bear all losses arising from or related to any unauthorized transactions if you acted fraudulently, made false representations to us with respect to your identity or the nature of your activities or violated any other parts of these Terms.
6.10. As required by applicable regulations, TransferZero will notify you in the event of suspected or actual fraud or security threats via your registered e-mail, phone number or other communication method, as applicable.
7.1. Charges exclude Value Added Tax but are subject to other applicable levies and taxes at the then-prevailing rates.
7.2. It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions associated with the Transactions you conduct through the Services, and to withhold, collect, report, and remit the correct amounts of taxes to the appropriate tax authorities. Your transaction history is available through your TransferZero Account. We are not obliged to determine whether taxes or duties apply and are not responsible for calculating, collecting, reporting, or remitting any taxes or duties to any authority arising from any transaction.
8.2. If you receive information about another user through the Services, you must keep the information confidential and only use it in connection with the Services. You may not disclose or distribute a user's information to a third party or use the information except as reasonably necessary to effectuate a transaction and other functions reasonably incidental thereto such as support, reconciliation and TransferZero Accounting unless you receive the user's express consent to do so. You may not send unsolicited email to a user through the Services.
8.3. By using the Services, you agree that TransferZero may provide you with any notices or other communications about your TransferZero Account and the Services electronically: (a) via email (in each case to the address that you provide), SMS message, or telephone call (in each case to the phone number that you provide), or (b) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted. If you do not wish to receive notices or other communications electronically, we will be unable to support your TransferZero Account and your TransferZero Account will be cancelled.
8.4. You accept that we may disclose or receive personal information or documents about you to and/or from the following:
8.4.1. Local and international law enforcement or any competent regulatory or governmental agencies to assist in the prevention, detection, or prosecution of criminal activities or fraud;
8.4.2. Our service providers, dealers, Agents, or any other company that may be our subsidiary, parent company, or partner, for reasonable commercial purposes connected to your use of the Services, such as marketing and research-related purposes;
8.4.3. Lawyers or auditors or to the applicable court in connection with any legal or audit proceedings (notwithstanding that any such proceedings may be of a public nature); and
8.4.4. Others to facilitate our ability to carry out any activity in connection with a legal, governmental, or regulatory requirement.
8.5. You must comply with any instructions that we may give you from time to time about the Services.
8.6. Your calls, emails, or SMS’s may be monitored or recorded for use in business practices such as quality control, training, ensuring effective systems operation, prevention of unauthorized use of our telecommunications system, and detection and prevention of crime.
8.7. If, to the extent permitted by TransferZero from time to time, you grant express permission to a third party to access or connect to your TransferZero Account, either through the third party's product or service or through the Site, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party using your TransferZero Account credentials. Further, you acknowledge and agree that you will not hold TransferZero responsible for, and will indemnify TransferZero from, any liability arising out of or related to any act or omission of any third party using your TransferZero Account credentials.
9. USE OF THE SITE
9.1. We grant you a limited, nonexclusive, non-transferable license, subject to the terms of this Agreement, to access and use the Site, and the content, materials, information, and functionality available in connection therewith (collectively, the "Content") solely for informational, transactional, or other approved purposes as permitted by TransferZero from time to time. Any other use of the Site or Content is expressly prohibited. All other rights in the Site or Content are reserved by us and our licensors. We reserve all rights in the Site and Content and you agree that this Agreement does not grant you any rights in or licenses to the Site or the Content, except for this express, limited license.
9.2. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products, and Services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Site are your sole responsibility and we shall have no liability for such decisions.
9.3. From time to time, the Site may contain references or links to third-party materials (including without limitation websites) not controlled by us. We provide such information and links as a convenience to you. Such links should not be considered endorsements of these sites or any content, products or information offered on such sites and such reference does not imply our recommendation, approval, affiliation, or sponsorship of that respective property, product, service, or process. You acknowledge and agree that we are not responsible for any aspect of the information or content contained in any third party materials or on any third party sites accessible or linked to the Site, including without limitation content, property, goods, or services available on the linked sites.
9.4. We shall not bear any liability, whatsoever, for any damage or interruptions caused by Malware. We advise the regular use of a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from TransferZero. Always log into your TransferZero Account through the Site to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.
10. SUSPENSION AND DISCONNECTION OF SERVICES/CLOSURE OF TRANSFERZERO ACCOUNT
10.1. We may suspend (bar), restrict, or terminate the provision of the Services (in whole or in part) and/or close your TransferZero Account or block any TransferZero Account or Transaction without informing you and without any liability whatsoever (although we will, where possible, try to inform you that such action is or may be taken), in addition to all remedies available at law and in equity, under the following circumstances:
10.1.1. As required by a valid subpoena or court order;
10.1.2. If we are aware or have reason to believe that your TransferZero Account, the Services, or any TransferZero Account is/are being used in an unauthorized, unlawful, improper, or fraudulent manner or for criminal activities (or has been so used previously);
10.1.3. If you take any action that TransferZero deems as circumventing TransferZero's controls;
10.1.4. If you fail to comply with any of the conditions relating to the Services, including this Agreement;
10.1.5. If you do anything (or allow anything to be done) which we think may damage or affect the operation or security of the Services; or
10.1.6. For reasons outside of our control.
10.2. In the event that a technical problem causes system outage or TransferZero Account errors, TransferZero may temporarily suspend access to your TransferZero Account until the problem is resolved.
10.3. We will also close your TransferZero Account upon receipt of your request to close your TransferZero Account. You can close your Account at any time by logging into your Account, clicking on the account settings, and then following the instructions.
10.4. You may not use the TransferZero Services to conduct, pay for or facilitate activities that:
- Violate any law, statute, rule, regulation or a decision of an applicable authority.
- Relate to transactions involving illegal trade or business or trade or business that require a special permission or a license without having such permission or license.
10.5. If we determine that you are incurring an excessive amount of chargebacks, disputes, complaints or other irregularities, we may establish controls or conditions governing your Account, including without limitation, by:
- establishing new transactional or processing fees;
- creating a Reserve in an amount reasonably determined by us to cover anticipated reversals, losses and related fees;
- limiting sending or receiving privileges; or
- terminating or suspending the Service.
10.8. Without limiting the foregoing, we may suspend the Service and block access to your Account (including without limitation the Funds in your Account) if:
- you have violated the terms of this Agreement,
- we determine that you pose an unacceptable credit or fraud risk or other liability risk to us,
- you provide or have provided false, incomplete, inaccurate, or misleading information (including without limitation any registration information) or otherwise engage in fraudulent or illegal conduct,
- we have security concerns regarding your Account, including your credentials, or
- we suspect unauthorized or fraudulent use of your Account or any payment information in your Account.
In such cases we will inform you of the suspension of your Account and the reasons for it, where possible, before the suspension and at the latest immediately thereafter, unless we determine giving such information would compromise security concerns or is prohibited by applicable law. We will reactivate your Account or credentials, or replace it or them, as applicable, once we have resolved the reasons for suspension. You must notify us through Contact page if you wish to request us to reactivate your Account.
10.9. We may close your Account at our convenience by providing you with two months’ prior notice.
11. YOUR RESPONSIBILITIES
11.1. You agree to comply with and not use the Services in violation of any applicable laws or regulations.
11.2. You agree not to:
11.2.1. Copy, transmit, distribute, sell, resell, license, de-compile, reverse engineer, disassemble, modify, publish, participate in the transfer or sale of, create derivative works from, perform, display, incorporate into another website, or in any other way exploit any of the Content or any other part of the Site or any derivative works thereof, in whole or in part for commercial or non-commercial purposes, except as expressly set forth herein
11.2.2. Frame, link, or display the Site or Content (or any portion thereof) to or as part of any other web site or any other work of authorship without our prior written permission.
11.2.3. Use the Services or any device, software or routine in any manner that could disable, overburden, damage, or impair or interfere with the Services or any other party's use of the Services, including their ability to engage in real-time activities through the Services;
11.2.4. Use any robot, spider, or other automatic device, process or means to access the Services for any purpose, including monitoring or copying any of the material on the Site;
11.2.5. Introduce any Malware into the Site or TransferZero System;
11.2.6. Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the TransferZero System;
11.2.7. Violate or assist any party in violating any law, statute, ordinance, regulation, or rule of any self-regulatory or similar organization of which you are or are required to be a member (for example, those laws, rules, or regulations governing financial services, controlled substances, unlawful gambling, or consumer protections);
11.2.8. Infringe upon TransferZero's or any third party's copyright, patent, trademark, or intellectual property rights;
11.2.9. Act as a payment intermediary or aggregator or otherwise resell any of the Services;
11.3. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request.
12. LIABILITY AND EXCLUSIONS
12.1. YOUR USE OF THE SITE AND SERVICES, THEIR CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SERVICES IS AT YOUR OWN RISK. THE SITE AND SERVICES, THEIR CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER TRANSFERZERO NOR ANY PERSON ASSOCIATED WITH TRANSFERZERO MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE SITE OR SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER TRANSFERZERO NOR ANYONE ASSOCIATED WITH TRANSFERZERO REPRESENTS OR WARRANTS THAT THE SITE OR SERVICES, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SITE OR SERVICES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE OR SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
12.2. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
12.3. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SERVICES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THEM, OR ON ANY WEBSITE LINKED TO THEM.
12.4. IN NO EVENT WILL TRANSFERZERO, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY WEBSITES LINKED TO IT, SERVICES, ANY CONTENT ON THE SITE, OR OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE, SERVICES, OR OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
12.5. You agree to defend, indemnify, and hold harmless TransferZero, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to any Transaction, your violation of this Agreement, or your use of the Site, Content, or Services.
13.01. If you have any complaints about us or our Services, you may contact us following our complaints policy and procedure. You may submit any claim or complaint by sending a notification via email by address [email protected] or by courier at SAC, Paseo de la Castellana 43, 28046, Madrid, Spain. You can submit a complaint specifying Client's name, contact details, relevant information, which would indicate why the Client reasonably believes that TransferZero violated the legal rights and interests of the Client while providing payment services. You can add other available evidence that justifies the need for such a complaint.
13.02. TransferZero investigates such complaints regarding the Services and the Agreement no later than within 15 (fifteen) Business Days from the reception of the complaint. TransferZero provides you with a response to your complaint in writing or by email. In the exceptional case where TransferZero response cannot be given within the time set in clause 13.01 due to reasons beyond TransferZero's control, TransferZero has the right to provide you with an interim (i.e. non final) response, by clearly stating the reasons for the delay in the final response. In any case the final response must be provided no later than within 30 (thirty) Business Days from the reception of the Client's complaint.
13.03. Your complaint is investigated free of charge.
13.04. The procedure for resolving complaints and claims is described in the Customer Service Operating Regulations, which are available to customers on the TransferZero website.
13.05. In the event that the claim submitted to the TransferZero's Customer Service were rejected or the period of 15 (fifteen) days to resolve it had elapsed without the aforementioned Customer Service having responded, you may submit their claim to the Department of Entities Conduct of the Bank of Spain. The address is Street Alcalá, 50, 28014, Madrid, Spain, or thought the following link https://www.bde.es/bde/es/secciones/servicios/Particulares_y_e/Servicio_de_Ate/Servicios_de_At_6d9079a9970c631.html
(More information about the procedure of submitting the compliant to the Bank of Spain may be found https://www.bde.es/bde/es/secciones/servicios/Particulares_y_e/Servicio_de_Recl/)
14.1. This Agreement (as from time to time may be amended) forms a legally binding agreement which is binding on you and your personal successors and assigns.
14.2. You may not assign or transfer this Agreement to any other person by merger, operation of law, or otherwise. We may assign this Agreement and our obligations hereunder. Subject to the foregoing, this Agreement will bind and inure to the benefit of you and us and our respective agents, heirs, representatives, successors, and assigns.
14.3. No failure or delay by either you or us in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy prevent any further or other exercise thereof or the exercise of any other right or remedy.
14.4. The rights and remedies herein provided are cumulative and not exclusive of any rights or remedies provided by law.
14.5. If any provision of this Agreement shall be found by any duly appointed arbitrator, court, or administrative body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions herein and all provisions not so affected by such invalidity or unenforceability shall remain in full force and effect.
14.5.1. You hereby represent, warrant, and certify to us that any National Currency used by you in connection with the Services is either owned by you or that you are validly authorized to carry out transactions using such National Currency.
14.6. You must pay all our expenses in recovering any amounts you owe us, including legal fees, collection fees, and tracing fees.
14.6.1. The Site, Services, and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), and all copyright, trademarks and other intellectual property rights therein thereto, are owned by TransferZero, its licensors, or other providers of such material. You agree that you acquire no rights therein or thereto. Although certain contents of the Site are freely downloadable for personal, non-commercial transitory viewing, they may not be reproduced in whole or in part or otherwise made available without the prior written consent of TransferZero.
14.6.2. TransferZero, the TransferZero logo, and all related names, logos, product and service names, designs, and slogans are trademarks of TransferZero or its affiliates or licensors. You must not use such marks without the prior written permission of TransferZero. All other names, logos, product and service names, designs, and slogans on the Site are the trademarks of their respective owners.
14.8. This Agreement is governed by the laws of Spain.
14.9. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE PRESENT AGREEMENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
14.10. Nothing herein contained shall preclude any of the parties to this Agreement from approaching any court of competent jurisdiction for an interdict or for relief on an urgent basis.
The following definitions relate to this Agreement:
15.1. "TransferZero Account" means the TransferZero Account you create by providing certain information and registering with TransferZero under this Agreement.
15.2. "TransferZero System" means the proprietary service which is marketed, managed, and operated by TransferZero.
15.3. "Charges" means the fees deducted from your TransferZero Account when you complete an Exchange Transaction. Charges are posted on the Site and may be changed from time to time without notice; provided, however, that you will be advised of the Charges applicable to each Transaction. Your approval of Transfer Instructions indicates your acknowledgement of and consent to the Charges applicable to such Transaction.
15.4. "Customer" means you and every other person in whose name a TransferZero Account for the Service is registered.
15.5. "Designated Payee" means the person who is designated by Customer to be the recipient of Foreign Currency through the Service.
15.6. "Exchange Bank" means the bank or other institution that credits National Currency to the Payee Account designated by you through the Service.
15.7. "Exchange Period" means the time for which the Exchange Rate is guaranteed to remain the same.
15.8. "Exchange Rate" means the rate at which the Foreign Currency is exchanged for National Currency and National Currency is exchanged for Foreign Currency, valid for an Exchange Period. We will agree with you on the Exchange Rate for each Transaction. If using API, automated rates will be sent to your system. If not using API, then the settlement rates set against each currency will be sent via email. Your approval of Transfer Instructions indicates your acknowledgement of and consent to the Exchange Rate applicable to such Transaction.
15.9. "Exchange Transaction" means the transfer of a specified quantity of National Currency from Customer to TransferZero and the corresponding transfer to a designated Payee Account of the agreed amount of Foreign Currency less the Charges by the applicable Exchange Rate, under the terms and conditions hereof.
15.10. "Malware" means any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
15.11. "National Currency" means the fiat currency declared by the government of the designated nation to be legal tender.
15.12. "Payee Account" means the account designated by Customer for the receipt of National Currency in an Exchange Transaction.
15.13. "Service" here means the service provided by TransferZero for the exchange of Currency on the terms and conditions of this Agreement
15.14. "Site" refers to the website(s) through which TransferZero conducts business, including transferzero.com and such other URLs as TransferZero may designate from time to time for use with the Service.
15.15. "Transaction" means an Exchange Transaction.
15.16. "Transfer Instructions" means instructions given by Customer through the Service for the transfer of Foreign Currency purchased or exchanged as provided herein.