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Terms and Conditions

iSwiss Pay Limited

1. About these Terms

1.1 These Terms and Conditions (the "Terms") govern the relationship between iSwiss Pay Limited, a company incorporated under the laws of the Province of British Columbia, Canada (incorporation number BC1307315), registered with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) as a Money Services Business under registration number M21548988 ("iSwiss Pay", "we", "us", "our"), and the natural or legal person in whose name an Account is opened (the "Customer", "you", "your").

1.2 By applying for an Account, accessing the Platform or using any Service, you confirm that you have read, understood and agreed to be bound by these Terms, our Privacy Policy and the Fee Schedule published on the Platform, each as updated from time to time. If you do not agree, you must not apply for an Account or use the Services.

1.3 These Terms form a legally binding agreement between you and iSwiss Pay. Where you act on behalf of a company, partnership or other legal entity, you represent and warrant that you are duly authorised to bind that entity, and references to "you" include both you personally and that entity.

1.4 iSwiss Pay is a Money Services Business. It is not a bank. Funds held in your Account are not deposits, are not insured by the Canada Deposit Insurance Corporation or by any other deposit-guarantee scheme, and do not bear interest unless expressly agreed in writing.

1.5 These Terms apply together with any product-specific terms, API terms or special conditions that iSwiss Pay may publish on the Platform. In case of conflict, the product-specific terms prevail for the product concerned.

2. Definitions

2.1 In these Terms, unless the context requires otherwise:

2.2 Headings are for convenience only. The words "including" and "in particular" are illustrative and do not limit the generality of the preceding words. References to "written" or "in writing" include email and messages sent through the Platform.

3. Eligibility, onboarding and verification

3.1 You may apply for an Account only if you are at least 18 years old and have full legal capacity or, for a legal entity, if the entity is validly incorporated, in good standing and not subject to insolvency, dissolution or similar proceedings.

3.2 Before opening an Account, and at any time during the business relationship, iSwiss Pay will request Verification Information. You must provide it promptly, in the form requested, and it must be true, accurate, complete and up to date. iSwiss Pay may verify it through third-party sources, databases and Partners.

3.3 iSwiss Pay may accept or refuse any application at its sole discretion and is not obliged to give reasons for a refusal.

3.4 The Account is personal to you. You may not sell, assign, lend, share or otherwise transfer the Account, its credentials or its identifiers to any third party, and you may not open or operate an Account on behalf of an undisclosed third party.

3.5 iSwiss Pay may decline to open or maintain Accounts for residents of, or entities established in, certain jurisdictions, and may restrict the Services available to you according to your profile, your jurisdiction and the requirements of its Partners.

3.6 Activation of the Account does not mean that verification is complete. iSwiss Pay may apply limits, holds or restrictions until the verification it considers necessary has been completed to its satisfaction.

4. Duty of truthfulness and accuracy of information

4.1 You must at all times tell iSwiss Pay the truth. Every statement, declaration, document and piece of information that you give to iSwiss Pay, whether during onboarding, in a Transaction instruction, in response to a compliance request or in any other communication, must be true, accurate, complete and not misleading, at the time it is given and for as long as iSwiss Pay may rely on it.

4.2 This is a continuing duty. You must notify iSwiss Pay in writing within seven (7) days of any change to the information you have provided, including changes to your name, address, contact details, directors, shareholders, beneficial owners, authorised persons, business activity, expected volumes, source of funds, source of wealth, tax residence, licences or regulatory status.

4.3 You must respond fully, truthfully and within the deadline stated to every request for information or documents made by iSwiss Pay or, through iSwiss Pay, by a Partner or a competent authority. Where no deadline is stated, you must respond within five (5) Business Days.

4.4 You represent and warrant, on a continuing basis, that: (a) you act for your own account and not for any undisclosed third party; (b) all funds credited to the Account are of legitimate origin and are not derived from, or connected with, any criminal activity; (c) neither you nor any beneficial owner, director or authorised person is subject to sanctions or is a politically exposed person, unless disclosed to iSwiss Pay in writing; (d) the Account is used only for the purposes and activities declared to iSwiss Pay; and (e) you hold all licences, registrations and authorisations required for your activity.

4.5 iSwiss Pay is entitled to rely on everything you tell it without independent verification. Any verification that iSwiss Pay chooses to carry out does not reduce or transfer your responsibility for the information you have provided.

4.6 Any false, inaccurate, incomplete or misleading statement, and any omission of a fact that you knew or ought to have known was relevant to iSwiss Pay, is a material breach of these Terms. In that case iSwiss Pay may, without prejudice to any other right, suspend or close the Account with immediate effect, refuse or reverse Transactions, withhold funds, and report the matter to FINTRAC, law enforcement, Partners and any other competent authority.

4.7 You are liable for, and shall indemnify iSwiss Pay in full and on demand against, all losses, damages, liabilities, fines, penalties, claims, costs and expenses (including legal fees on a full-indemnity basis, Partner charges and regulatory penalties) that iSwiss Pay, its affiliates, directors, officers, employees or Partners suffer or incur as a result of, or in connection with, any breach of this Clause 4. This liability is not subject to any cap or exclusion.

5. Services and use of the Account

5.1 The Services available to you are those displayed on the Platform for your Account type. iSwiss Pay may add, modify, restrict, suspend or withdraw any Service at any time.

5.2 You must use the Account only for the purposes and activities declared to iSwiss Pay during onboarding or subsequently approved by iSwiss Pay in writing. Any material change in the nature, volume or geography of your activity requires prior written approval from iSwiss Pay.

5.3 Any instruction given through the Platform using your credentials is deemed to have been given and authorised by you. iSwiss Pay may act on it without further enquiry. Once a Transaction has been executed, it cannot be cancelled or reversed by you.

5.4 iSwiss Pay may, at its sole discretion and without liability, refuse, delay, hold, suspend, limit or reverse any Transaction, including where it considers that the Transaction may breach Applicable Law, these Terms, Partner requirements or iSwiss Pay's risk appetite, or where it has any doubt about the identity of the parties or the origin or purpose of the funds. iSwiss Pay is not obliged to give reasons.

5.5 iSwiss Pay may set and change, without notice, limits on the number, value, currency, destination or frequency of Transactions and on the balance held on the Account.

5.6 You are responsible for the accuracy of the beneficiary details, amounts, currencies and references in each instruction. iSwiss Pay has no duty to check that the beneficiary name matches the account number and is not liable for a Transaction executed in accordance with the details you provided.

5.7 Parts of the Services are provided through Partners. Transactions are subject to the cut-off times, processing times, rules and restrictions of those Partners and of the payment schemes used. iSwiss Pay is not liable for any act, omission, delay, insolvency or decision of a Partner.

5.8 Funds held on the Account are held with Partners selected by iSwiss Pay. iSwiss Pay does not pay interest on balances and may itself receive interest or other remuneration on funds held with Partners.

Virtual Asset exchange and wallet services

5.9 Where available for your Account type, iSwiss Pay offers: (a) an exchange service through which you may buy and sell supported Virtual Assets against fiat currency or other supported Virtual Assets at the price displayed on the Platform at the time of the order (the "Exchange Service"); and (b) a wallet service through which you may hold supported Virtual Assets and send them to, and receive them from, external blockchain addresses (the "Wallet Service"). The list of supported Virtual Assets and networks is displayed on the Platform and may be changed by iSwiss Pay at any time without notice.

5.10 Exchange orders. The price displayed on the Platform includes iSwiss Pay's spread and any applicable Fee. An order is executed at the price you confirm on the Platform. Once confirmed, an order is final and cannot be cancelled or reversed. iSwiss Pay may refuse, delay or limit any order, in particular in conditions of high volatility, low liquidity or Partner unavailability, and may cancel or correct an order executed at a manifestly erroneous price.

5.11 Wallet transfers. A transfer of Virtual Assets to an external address is executed by broadcasting it to the relevant blockchain network. You are solely responsible for the accuracy of the destination address, the network and any memo or tag. Once broadcast, a transfer is irreversible, and iSwiss Pay cannot recover Virtual Assets sent to an incorrect, incompatible or unsupported address or network. Virtual Assets sent to an address allocated to you on an unsupported network, or in an unsupported asset, may be permanently lost and are not recoverable.

5.12 Custody. Virtual Assets held in the Wallet are held by iSwiss Pay, directly or through a Partner custodian, on your behalf, and may be held in omnibus wallets together with the Virtual Assets of other customers. Virtual Assets are not fiat funds, are not deposits, are not covered by the Canada Deposit Insurance Corporation or by any investor-compensation scheme, and bear no interest. iSwiss Pay has no obligation to support, credit or make available any airdrop, fork, staking reward or other benefit relating to Virtual Assets held in the Wallet, and decides at its discretion whether and how to do so.

5.13 Risk acknowledgement. You acknowledge that Virtual Assets are highly volatile and may lose all of their value, are not legal tender, are not backed by any government or central bank, and depend on blockchain networks, protocols and third parties that iSwiss Pay does not control. You accept these risks in full. To the maximum extent permitted by Applicable Law, iSwiss Pay is not liable for any loss arising from price movements, network congestion or fees, forks, protocol changes, attacks on a blockchain, the failure or insolvency of a custodian or liquidity provider, the delisting of a Virtual Asset, or your own errors.

5.14 Compliance. Virtual Asset Transactions are subject to the same verification, monitoring and reporting as fiat Transactions, including the obligation to provide information on the originator and the beneficiary of a transfer where required by Applicable Law. iSwiss Pay may screen blockchain addresses and may refuse, hold or freeze Virtual Assets connected with sanctioned, high-risk or illicit addresses, mixers, tumblers, darknet marketplaces or unlicensed virtual-asset service providers.

5.15 Delisting and conversion. If iSwiss Pay ceases to support a Virtual Asset or a network, it will give notice on the Platform where feasible and may, at its discretion, convert the Virtual Asset into fiat currency or into another supported Virtual Asset at the prevailing rate on the Platform, or require you to transfer it to an external address within the period stated. On closure of the Account, Virtual Assets are returned in accordance with Clause 8.5.

6. Fees and charges

6.1 You agree to pay all Fees applicable to your Account and to the Services you use, including the monthly account fee, transaction fees, commissions, foreign-exchange margins, Virtual Asset spreads, network fees and any other charge set out in the Fee Schedule.

6.2 All Fees are displayed clearly on the Platform, in the pricing section and in your Account dashboard, before you use the relevant Service. The Fee Schedule as displayed on the Platform at any given time forms an integral part of these Terms.

6.3 iSwiss Pay may change any Fee, including the monthly account fee and any commission, at any time and at its sole discretion, without prior notice. A change takes effect as soon as the updated Fee is displayed on the Platform. The Fee applicable to a Transaction is the Fee displayed on the Platform when the Transaction is initiated. The monthly account fee applicable to a billing period is the fee displayed on the Platform on the date it is charged.

6.4 You are responsible for consulting the Fee Schedule on the Platform regularly and, in any case, before initiating a Transaction. By continuing to use the Account or the Services after a Fee has changed, you accept the changed Fee. If you do not accept a change, your only remedy is to close the Account in accordance with Clause 9.

6.5 You authorise iSwiss Pay to debit all Fees automatically from the Account, in any currency held on the Account, applying iSwiss Pay's prevailing exchange rate where conversion is needed. If the balance is insufficient, the Fee is still charged and the resulting shortfall constitutes a Negative Balance governed by Clause 7.

6.6 Fees are non-refundable, including where the Account is suspended or closed, where a Transaction is refused, held or reversed, or where you do not use the Services. Charges levied by Partners, intermediary banks, card schemes or the beneficiary's bank are in addition to the Fees and may be deducted from the amount transferred.

6.7 All Fees are stated exclusive of any applicable taxes, which are payable by you in addition.

6.8 Where Applicable Law requires a minimum period of notice for a change to a particular Fee, iSwiss Pay will give that notice in the form and within the period required by law. In every other case this Clause 6 applies.

7. Negative Balance and automatic termination

7.1 The Account must have a zero or positive balance at all times. iSwiss Pay does not provide any credit, overdraft or lending facility. A Negative Balance may nevertheless arise, for example from Fees debited against an insufficient balance, chargebacks, reversals, returned payments, exchange-rate movements, the settlement of Exchange Service orders, Partner charges or the correction of errors.

7.2 You must restore the Account to a positive balance immediately upon becoming aware of a Negative Balance and in any event within five (5) Business Days of a notice from iSwiss Pay. While the Account is in Negative Balance, iSwiss Pay may suspend outbound Transactions and apply any incoming funds to reduce the Negative Balance before making them available to you.

7.3 If the Account is in Negative Balance for three (3) consecutive calendar months, these Terms terminate automatically, without any notice, declaration or other formality, on the last day of the third month. For this purpose the Account is in Negative Balance for a calendar month if its balance is below zero on the last day of that month.

7.4 On termination under Clause 7.3: (a) the Account is closed and your access to the Services ceases; (b) the full amount of the Negative Balance, together with all accrued Fees and recovery costs, becomes immediately due and payable; (c) iSwiss Pay may set off the amount due against any funds held in any other account, balance or currency that you hold with iSwiss Pay or any of its affiliates; and (d) iSwiss Pay may recover the amount due through any lawful means, including collection agencies and legal proceedings, in Canada or in any other jurisdiction.

7.5 Any amount in Negative Balance bears interest from the day it arises until full payment at the rate stated in the Fee Schedule, not exceeding the maximum rate permitted by Applicable Law. You shall also reimburse iSwiss Pay for all costs of recovery, including collection fees and legal fees on a full-indemnity basis.

7.6 Termination under this Clause does not release you from any obligation to pay amounts due and does not limit any other right or remedy of iSwiss Pay, including the right to suspend or close the Account under Clause 8 before the three-month period has elapsed.

8. Suspension, closure and termination by iSwiss Pay

8.1 iSwiss Pay may, at any time and at its sole and absolute discretion, with or without cause, and with or without prior notice, suspend, restrict, freeze or close the Account, in whole or in part, refuse or reverse any Transaction, and terminate these Terms.

8.2 Without limiting Clause 8.1, iSwiss Pay may exercise these rights where, in its opinion: (a) you have breached these Terms or Applicable Law; (b) you have provided false, inaccurate, incomplete or misleading information; (c) there is a suspicion of fraud, money laundering, terrorist financing, sanctions breach or other criminal activity; (d) a Partner, regulator, court or law-enforcement authority requires or requests it; (e) the Account or your activity falls outside iSwiss Pay's risk appetite or presents a legal, regulatory, financial or reputational risk; (f) the Account has been inactive for a period that iSwiss Pay considers excessive; (g) you fail to respond to a request for information; (h) you become insolvent or subject to similar proceedings; or (i) iSwiss Pay decides, for any commercial or operational reason, to discontinue the Services or the business relationship.

8.3 iSwiss Pay is not obliged to give you prior notice of, or reasons for, any suspension, restriction, freeze, closure or termination. Where iSwiss Pay considers it feasible, lawful and appropriate, it may inform you after the event. Applicable Law may prohibit iSwiss Pay from informing you of the existence or the reasons of certain measures, and iSwiss Pay will not do so in those cases.

8.4 To the maximum extent permitted by Applicable Law, iSwiss Pay is not liable to you or to any third party for any loss, damage, cost or expense of any kind, whether direct, indirect, incidental, special or consequential, including loss of profit, loss of business, loss of opportunity, loss of reputation, loss of data, liability to third parties and any penalty or charge you may incur, arising out of or in connection with the exercise of any right under this Clause 8, including the timing or manner of its exercise, the non-execution, delay or reversal of any Transaction, or the withholding of funds. You waive any claim against iSwiss Pay in this respect.

8.5 Following closure, and subject to Clauses 7 and 11, iSwiss Pay will return the remaining positive balance, after deduction of all Fees, Negative Balance, amounts subject to a claim, chargeback, hold or set-off, and the cost of the return transfer, to a bank account in your name that you have designated and that iSwiss Pay has verified. Any Virtual Assets remaining in the Wallet will be transferred to an external address that you have designated and that iSwiss Pay has verified or, at iSwiss Pay's discretion, converted into fiat currency at the prevailing rate on the Platform and returned together with the balance. iSwiss Pay may withhold all or part of the balance for as long as it considers necessary to complete compliance checks, to comply with Applicable Law or with the instructions of a Partner or competent authority, or to cover actual or potential liabilities, and is not liable for any delay in the return of funds.

8.6 Suspension or restriction does not end these Terms. During a suspension, Fees continue to accrue and your obligations continue to apply.

9. Termination by the Customer

9.1 You may close the Account at any time by using the closure function on the Platform or by giving iSwiss Pay written notice.

9.2 Closure takes effect only once: (a) all pending Transactions have been settled or cancelled; (b) all Fees, any Negative Balance and any other amount due to iSwiss Pay have been paid in full; and (c) iSwiss Pay has completed any compliance checks it considers necessary.

9.3 The monthly account fee for the month in which closure takes effect remains payable in full and is not pro-rated.

9.4 The remaining positive balance will be returned in accordance with Clause 8.5.

10. Effects of termination

10.1 On termination of these Terms for any reason: (a) your right to access and use the Platform and the Services ends immediately; (b) all amounts you owe to iSwiss Pay become immediately due and payable; (c) iSwiss Pay may cancel any card and revoke any API access issued to you; and (d) iSwiss Pay will return any remaining positive balance in accordance with Clause 8.5.

10.2 Termination does not affect any right or obligation that accrued before termination.

10.3 Clauses 4, 6, 7, 8.4, 8.5, 10, 11, 12, 13, 16, 17, 21 and 22, and any other provision which by its nature is intended to survive, remain in force after termination.

10.4 iSwiss Pay will retain your Verification Information, Transaction records and correspondence for the period required by Applicable Law, which is at least five (5) years after the end of the business relationship, and may continue to share them with Partners and competent authorities during that period.

11. Customer liability and indemnity

11.1 You are liable for all losses, damages, liabilities, fines, penalties, claims, costs and expenses (including legal fees on a full-indemnity basis) suffered or incurred by iSwiss Pay, its affiliates, directors, officers, employees, agents and Partners (the "Indemnified Persons") arising out of or in connection with: (a) any breach of these Terms by you or by any person acting with your credentials; (b) any false, inaccurate, incomplete or misleading information provided by you; (c) any use of the Account or the Services in breach of Applicable Law; (d) any Negative Balance, chargeback, reversal, returned payment or claim relating to a Transaction on the Account; (e) any claim by a third party relating to your use of the Account or the Services; (f) any fine, penalty, charge or loss imposed on an Indemnified Person by a regulator, court, Partner or payment scheme as a result of your conduct; and (g) any investigation, audit or enquiry by a competent authority or Partner relating to you or your Transactions.

11.2 You shall indemnify and hold harmless each Indemnified Person, on demand and in full, against all such losses, damages, liabilities, fines, penalties, claims, costs and expenses.

11.3 iSwiss Pay may at any time, without notice, set off any amount you owe to it or to any of its affiliates against any funds held on the Account or in any other account you hold with iSwiss Pay or its affiliates, in any currency, applying its prevailing exchange rate.

11.4 Your liability under this Clause 11 is not subject to any cap or exclusion and survives the termination of these Terms.

12. Limitation of iSwiss Pay's liability

12.1 The Platform and the Services are provided "as is" and "as available". To the maximum extent permitted by Applicable Law, iSwiss Pay gives no warranty, express or implied, as to the availability, continuity, accuracy, security or fitness for a particular purpose of the Platform or the Services.

12.2 To the maximum extent permitted by Applicable Law, iSwiss Pay is not liable for: (a) any indirect, incidental, special, punitive or consequential loss, or any loss of profit, revenue, business, goodwill, opportunity or data, however arising; (b) any act, omission, delay, insolvency or decision of a Partner, payment scheme, intermediary bank or beneficiary bank; (c) any delay, hold, refusal, reversal or non-execution of a Transaction resulting from compliance checks, Applicable Law, Partner requirements or the exercise of any right under these Terms; (d) any loss resulting from inaccurate or incomplete instructions given by you; (e) any unauthorised use of the Account or your credentials that is not caused by iSwiss Pay's own fraud or wilful misconduct; (f) exchange-rate movements; (g) any unavailability, interruption, malfunction or error of the Platform; (h) any event beyond iSwiss Pay's reasonable control, including acts of government, sanctions, war, terrorism, pandemic, strikes, failures of telecommunications or power, cyber-attacks and failures of third-party systems; or (i) any of the Virtual Asset risks referred to in Clause 5.13.

12.3 To the maximum extent permitted by Applicable Law, iSwiss Pay's total aggregate liability to you arising out of or in connection with these Terms, the Account and the Services, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the total Fees you paid to iSwiss Pay in the three (3) months immediately preceding the event giving rise to the claim.

12.4 Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under Applicable Law, including liability for fraud or for death or personal injury caused by negligence.

12.5 You must notify iSwiss Pay in writing of any claim within sixty (60) days of becoming aware of the facts giving rise to it, failing which the claim is waived to the extent permitted by Applicable Law. No proceedings may be brought against iSwiss Pay more than twelve (12) months after the event giving rise to the claim.

13. Compliance, anti-money laundering and regulatory obligations

13.1 iSwiss Pay is subject to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada), its regulations and FINTRAC requirements, as well as to applicable sanctions laws and to the compliance requirements of its Partners. iSwiss Pay applies customer identification, ongoing monitoring, record-keeping and reporting measures in accordance with those requirements.

13.2 You must cooperate fully with iSwiss Pay's compliance procedures. In particular you must, on request and within the deadline stated: provide Verification Information; explain the nature, purpose and economic rationale of any Transaction; provide supporting documents such as invoices, contracts, bank statements and proof of source of funds; and identify counterparties and beneficial owners.

13.3 iSwiss Pay may monitor the Account and all Transactions, and may delay, hold, refuse, reverse or report any Transaction, freeze funds, and suspend or close the Account, where it considers this necessary or appropriate to comply with Applicable Law, Partner requirements or its own policies. iSwiss Pay may do so without informing you and without giving reasons.

13.4 iSwiss Pay may share information about you, your beneficial owners, your Account and your Transactions with FINTRAC, law-enforcement and other competent authorities, Partners, payment schemes, correspondent banks and professional advisers, in Canada or abroad, where it considers this necessary to comply with Applicable Law, to respond to a lawful request, to protect its interests or to operate the Services.

13.5 Applicable Law may prohibit iSwiss Pay from informing you that a report has been made or that an investigation is ongoing. iSwiss Pay has no obligation to inform you of any such report or investigation and is not liable for any consequence of a report made in good faith.

13.6 Failure to respond to a compliance request within the stated deadline is a material breach of these Terms and entitles iSwiss Pay to suspend or close the Account under Clause 8.

14. Prohibited activities

14.1 You must not use the Account or the Services, directly or indirectly, for or in connection with: (a) any activity that is unlawful in Canada, in your jurisdiction or in the jurisdiction of any counterparty; (b) money laundering, terrorist financing, tax evasion, bribery, corruption or fraud; (c) any person, entity, country or territory subject to sanctions administered by Canada, the United Nations, the European Union, the United Kingdom or the United States; (d) receiving, holding or transmitting funds on behalf of third parties, acting as a nominee, intermediary or money mule, or operating an unlicensed money-transfer, payment, exchange or remittance business; (e) operating, for third parties, a virtual-asset exchange, brokerage, custody, transfer, mixing or tumbling service, or dealing with mixers, tumblers, privacy-enhanced assets, darknet marketplaces, sanctioned addresses or unlicensed virtual-asset service providers, unless approved in writing by iSwiss Pay; (f) gambling, betting or lotteries, unless licensed and approved in writing by iSwiss Pay; (g) adult content, weapons, ammunition, narcotics, counterfeit goods, unlicensed pharmaceuticals, or goods and services that infringe third-party rights; (h) pyramid or Ponzi schemes, multi-level marketing, unregistered securities offerings or unlicensed investment schemes; (i) shell banks, or entities with no physical presence or economic substance; (j) any activity that differs materially from the activity you declared to iSwiss Pay; or (k) any activity that iSwiss Pay, at its discretion, considers to present an unacceptable legal, regulatory, financial or reputational risk.

14.2 You must not attempt to circumvent iSwiss Pay's controls, limits or monitoring, including by structuring Transactions, using multiple accounts or providing misleading payment references.

14.3 Any breach of this Clause 14 is a material breach of these Terms and may be reported to the competent authorities.

15. Security and Customer responsibilities

15.1 You must keep your login credentials, passwords, authentication codes, API keys, cards and devices secure and confidential, and must not disclose them to anyone. iSwiss Pay will never ask you for your full password or authentication code.

15.2 You are responsible for all Transactions and actions carried out on the Account using your credentials, whether or not authorised by you, until you have notified iSwiss Pay in accordance with Clause 15.3.

15.3 You must notify iSwiss Pay immediately, through the channels indicated on the Platform, if you know or suspect that your credentials have been lost, stolen or compromised, or that the Account has been accessed or used without authorisation. iSwiss Pay may then block the Account or the credentials concerned.

15.4 You must use up-to-date devices, operating systems and security software, enable all authentication measures offered by iSwiss Pay, and comply with the security instructions published on the Platform.

15.5 You must ensure that every person you authorise to operate the Account is aware of, and complies with, these Terms. Their acts and omissions are deemed to be yours.

16. Data protection and privacy

16.1 iSwiss Pay collects, uses, stores and discloses personal information in accordance with the Personal Information Protection and Electronic Documents Act (Canada), the Personal Information Protection Act (British Columbia), any other Applicable Law and its Privacy Policy, which is published on the Platform and forms part of these Terms.

16.2 By accepting these Terms you consent to iSwiss Pay collecting, using and disclosing your personal information, and that of your beneficial owners, directors and authorised persons, for the purposes of providing the Services, verifying identity, preventing fraud and financial crime, complying with Applicable Law and Partner requirements, managing risk and enforcing these Terms. You confirm that you have obtained all consents required from those persons.

16.3 iSwiss Pay may transfer personal information to Partners, service providers and authorities located outside Canada, including in the European Economic Area, the United Kingdom and Switzerland, where it may be subject to the laws of those jurisdictions.

16.4 iSwiss Pay retains personal information for as long as necessary for the purposes above and for the periods required by Applicable Law, including at least five (5) years after the end of the business relationship.

17. Intellectual property

17.1 The Platform, the Services, the iSwiss Pay name and logos, and all software, content, data, designs and documentation relating to them are the property of iSwiss Pay or its licensors and are protected by intellectual-property laws.

17.2 iSwiss Pay grants you a limited, non-exclusive, non-transferable and revocable right to access and use the Platform solely to use the Services in accordance with these Terms. You must not copy, modify, reverse-engineer, decompile, scrape, resell or create derivative works of the Platform, nor use iSwiss Pay's name or marks without its prior written consent.

18. Changes to these Terms

18.1 iSwiss Pay may amend these Terms, the Privacy Policy and any product-specific terms at any time. The current version is always available on the Platform and shows its effective date.

18.2 Amendments take effect on publication on the Platform, unless a later effective date is stated. Where Applicable Law requires a minimum period of notice for a particular amendment, iSwiss Pay will give that notice in the form and within the period required.

18.3 By continuing to access the Platform or use the Services after an amendment takes effect, you accept the amended Terms. If you do not accept an amendment, you must close the Account in accordance with Clause 9 before it takes effect.

18.4 Changes to Fees are governed by Clause 6 and do not require notice under this Clause 18.

19. Communications and notices

19.1 You agree that iSwiss Pay may communicate with you, and provide all notices, statements, disclosures and documents, electronically, through the Platform, by email to the address registered on the Account or by any other electronic channel you have registered.

19.2 A notice is deemed received when it is posted on the Platform or sent to your registered email address, whether or not you actually read it. You must keep your contact details up to date and check the Platform and your registered email regularly.

19.3 Notices to iSwiss Pay must be sent in writing through the Platform or to the contact details published on the Platform.

19.4 These Terms and all communications are in English. iSwiss Pay may provide translations for convenience; in case of any inconsistency, the English version prevails.

19.5 iSwiss Pay may record and monitor communications with you for compliance, security, training and evidential purposes.

20. Complaints

20.1 If you have a complaint about the Services, you must submit it in writing through the complaints channel published on the Platform, giving your Account details, a description of the issue and any supporting documents.

20.2 iSwiss Pay will acknowledge your complaint within five (5) Business Days and will aim to provide a final response within thirty (30) days of receipt. Where the complaint is complex, iSwiss Pay will inform you of the expected timing.

20.3 The submission of a complaint does not suspend your obligations under these Terms, including the obligation to pay Fees and to settle any Negative Balance.

21. Governing law and jurisdiction

21.1 These Terms, and any dispute or claim arising out of or in connection with them, their subject matter or formation (including non-contractual disputes or claims), are governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles.

21.2 You irrevocably submit to the exclusive jurisdiction of the courts of the Province of British Columbia, sitting in Vancouver, for the resolution of any such dispute or claim.

21.3 Notwithstanding Clause 21.2, iSwiss Pay may bring proceedings against you for the recovery of any amount due, or for injunctive or other interim relief, in the courts of any jurisdiction in which you are domiciled, have assets or carry on business.

21.4 To the extent permitted by Applicable Law, you agree that any dispute will be resolved on an individual basis and you waive any right to participate in a class, collective or representative action against iSwiss Pay.

22. General provisions

22.1 Entire agreement. These Terms, together with the Privacy Policy, the Fee Schedule and any product-specific terms, constitute the entire agreement between you and iSwiss Pay regarding the Account and the Services and supersede all prior agreements, representations and understandings.

22.2 Severability. If any provision of these Terms is held to be invalid, illegal or unenforceable, that provision is to be read down to the minimum extent necessary and the remaining provisions remain in full force.

22.3 No waiver. A failure or delay by iSwiss Pay in exercising any right or remedy does not operate as a waiver of it, and no single or partial exercise of any right or remedy prevents any further exercise.

22.4 Assignment. iSwiss Pay may assign, transfer or novate any of its rights and obligations under these Terms to any affiliate or successor, or to any third party in connection with a reorganisation, merger or sale of business, without your consent. You may not assign or transfer any of your rights or obligations under these Terms.

22.5 Force majeure. iSwiss Pay is not liable for any failure or delay in performing its obligations caused by an event beyond its reasonable control.

22.6 Third parties. Except for the Indemnified Persons under Clause 11, no person other than you and iSwiss Pay has any right to enforce these Terms.

22.7 Electronic acceptance. You agree that your acceptance of these Terms by electronic means, including by ticking a box or clicking a button on the Platform, has the same legal effect as a handwritten signature.

22.8 Relationship. Nothing in these Terms creates a partnership, joint venture, agency or fiduciary relationship between you and iSwiss Pay.

22.9 Contact. iSwiss Pay Limited, incorporated in British Columbia, Canada (BC1307315), FINTRAC MSB registration M21548988. Contact details are published on the Platform.