Terms and Сonditions

The following definitions will apply here:

"you" or "your" means any person or entity using the Service ("Users"), unless otherwise stated. "TRANZZO", "we", "our", "Partners" or "our" together will refer to TRANZZO and its subsidiaries, Partners, unless otherwise stated.

1. TRANZZO Services

1.1. TRANZZO LTD (hereinafter - TRANZZO) is a gateway and may also collaborate with Partners - Financial companies, Banks and other Financial institutions (licensed) (hereinafter - Partners), to achieve their goals and provide services. TRANZZO provides software and information technology services for processing online payments, receiving and sending payments. Actions of TRANZZO partners in providing the TRANZZO Service Not considered TRANZZO actions.

1.2. The list of Services includes, but is not limited to:

• providing technical support to you and your customers;
• providing access to monitoring and transaction management tools;
• providing technical support for creating accounts;
• advising and providing information and technical support in the event of malfunctions, operational errors and technical failures that impede the normal functioning of the Service;
• providing information on the status (success) of the payment;
• using a list of available online payment methods;

1.3. This Terms and conditions ("Agreement" or “Terms”) is an agreement between you and TRANZZO and applies to your use of the TRANZZO™ Software and any related products and services available through TRANZZO (collectively, the "Service"). If you do not agree to abide by the terms of this agreement, do not use our services.

1.4. You must read, agree and accept all the terms and conditions contained in this Agreement and the Privacy Policy, which include those expressly set forth below and those incorporated by reference before you become a member of TRANZZO. We strongly recommend that when reading this Terms and conditions you also read the information contained on other pages and websites mentioned in this document, as they may contain additional terms and conditions applicable to you as a TRANZZO user.

Please note:

underlined words and phrases are links to these pages and websites. By accepting this Agreement, you also agree that your use of other TRANZZO websites and Services will be governed by the terms and conditions posted on those websites.

2. Legality

2.1. In order to use the Service, you must register for an account. Users can only have one account. Our Services are available only to individuals or legal entities that may enter into legally binding contracts in accordance with applicable law. Without limiting the foregoing, our Service is not available to minors (under 18 years of age), persons, or legally incompetent persons.

2.2. TRANZZO provides the Service to you solely for your personal use. Subject to your consent and compliance with these Terms and Conditions, we grant you a personal, non-commercial, revocable, non-exclusive, non-sublicensable and non-assignable right to use the TRANZZO Service, the Website and its contents for your personal use only and always in full compliance with the Terms and applicable law.

2.3. Incorrect use of the Service, which is contrary to these Terms, will be considered a violation of these Terms and may result in unfavorable circumstances for you.

3. Legal Relationship

3.1. TRANZZO, through cooperation with Partners, helps you accept payments and make payments to third parties by providing information and maintenance software for online payment processing. Partners act as your agent based on your instructions and your requests to use our Services, which require us to perform tasks on your behalf.

3.2. You acknowledge that TRANZZO is a payment gateway and our Partners provide payment processing services. The Partner does not act as a proxy for your funds, but acts only as agent and custodian. You agree that you will not receive interest or other income from funds that our Partners process as your agent.

3.3. By initiating and sending payments through the Service TRANZZO, or by adding funds to your balance, you appoint our Partners as your agent to receive funds on your behalf and to make payments to the recipient whom you appoint or to a pooled account, subject to the terms and limitations of this Agreement. When you send a payment until that payment is accepted by the recipient (which may happen instantly), you will remain the owner of those funds and our Partners will retain those funds as your agent, but you will not be able to withdraw those funds or send funds to any other recipient unless the original transaction has been cancelled. When you receive payments using the Service TRANZZO, you designate our Partners as your agent who holds your funds on your behalf in a pooled account until you instruct the Partner to transfer your funds. Through the TRANZZO website, you may provide instructions for withdrawing funds or making payments to third parties, in each case in accordance with the terms and limits of this Agreement.

3.4. TRANZZO is a gateway, and our Partners act as a provider of payment services. If you choose an upload method using a payment instrument that may be subject to a refund right, you declare that you will not exercise such a chargeback right except for the unauthorised use of the payment instrument or for a breach of these Terms of Use TRANZZO, as a result of which you are entitled to a refund of the uploaded amount. You may not revoke any transaction or make a chargeback of any transaction for reasons for which TRANZZO is not responsible, including (but not limited to) disputes with merchants for non-delivery of goods or services or insufficient balance in the payment instrument account. We reserve the right to charge you fees and expenses we incur in connection with such chargeback and any actions taken to challenge them. We may also charge you a chargeback fee.

3.5. Chargebacks are strictly limited to one percent (1%) of the total amount of transactions that have been processed by Partners of the TRANZZOVA account within one (1) month. Anything in excess of this rate is excessive and will result in penalties and a reason for TRANZZO and its Partners to terminate this Agreement and close your account with funds held within five hundred forty (540) days of the last transaction. At the end of this time, your account balance will be refunded less refunds, penalties, service fees and any other fees. You further agree that it is strictly prohibited to offer, imply, advertise, promote, advise or communicate to any of your customers a "chargeback" or "refund" for the goods or services you offer. You agree and give TRANZZO, its Partners the right to automatically deduct from your account the amount of potential losses that TRANZZO may incur. The Partners may keep funds as a reserve until it is determined that your account is protected and no losses are incurred as a result of this.

3.6. You confirm that you give your permission and consent to TRANZZO to have KYC verified by third parties (our KYC Providers) who in turn use such data solely for verification purposes and in accordance with GDPR policy.

3.7. It is forbidden to use the TRANZZO services if your activity is involved in activities related to drugs, weapons, child pornography, promotes hatred and/or racial, ethnic, sexual, religious or social discrimination or is offensive to any person and/or organisation; violates the rights of third parties, including minors, and / or causes harm in any way. The information provided by you, as well as your actions performed through the Service TRANZZO and our Partners may not be false, inaccurate or misleading; may not be fraudulent or related to the sale of counterfeit or stolen items; may not infringe the copyright, patent, trademark, trade secret or other proprietary rights or rights to the publicity or confidentiality of any third party; may not violate any laws, statutes, regulations, contracts or regulations (including, but not limited to, those of the following).

The above list of activities is not exhaustive. TRANZZO reserves the right to refuse to cooperate with you, as well as to terminate your cooperation if we consider it necessary, without giving reasons.

3.8. Confirm and agree that the losses incurred by TRANZZO as a result of the conduct described in paragraph 3.7. will be material, including (without limitation) fines and other related costs from payment systems and service providers, Partners. In the event that you engage in such conduct, TRANZZO may fine you US$50,000 and/or TRANZZO may sue you for damages exceeding the amount of the fine. You acknowledge and agree that at this time USD 50,000.00 and/or TRANZZO may sue you for damages exceeding the amount of the fine. USD 50,000.00 is a reasonable minimum estimate of TRANZZO damages.

3.9. When connecting, you are required to agree on the resource from which payment acceptance will be made. Acceptance of payments from an uncoordinated resource gives us the opportunity to stop cooperation with you. You confirm to use the service TRANZZO, as well as services of our Partners only for the intended purpose. You may not receive payments for the explicit purpose of transferring funds from one Personal Account to another Personal Account. In case of detection of this violation TRANZZO Right to refuse to cooperate with you, as well as to terminate the cooperation, if it deems necessary, without giving any reasons.

3.10. TRANZZO Through its Partners may restrict the withdrawal of funds and require you to provide additional information depending on your location, the goods sold, the police request, a large number of complaints, the availability of refunds / payments and other factors.

3.11. TRANZZO through our Partners may limit the transfer and or sending of funds and require you to provide additional information depending on your location, the goods sold, a police request, a large number of complaints, the presence of refunds / payments and other factors. In case of withdrawal of a payment that has been sent by our Partners will return such payment to you within 30 days after the date of sending the payment.

3.12. You can stop using the TRANZZO Service and the services provided by our Partners at any time by sending a request for our support by e-mail:compliance@tranzzo.com. Any funds that our Partners hold and process for you at the time of account closure, less any applicable fees, will be paid to you, provided that all authentication requirements related to the withdrawal of funds are met (e.g. you cannot use the closure of your account). In addition, you may not use the closure of your account as a means of evading an investigation - if the investigation is not yet complete when you close your account. If you subsequently determine that you are entitled to some or all of the disputed funds, our Partners will provide you with those funds. You will be responsible for all obligations related to your account, even after it has been closed. After the date of account closure, we will use the information provided by you so that our Partners can send you any funds they hold and process for you.

3.13. Without limitation of other legal remedies TRANZZO and/or our Partners have the right:

• to update inaccurate or incorrect information provided by you;
• block funds in your account;- disable payment methods, in particular cards;
• set up a holding, roller reserve, if we consider it necessary for a period of time that we consider necessary;- restrict deposit and withdrawal sources;
• to demand that you pay the full fine that we received in connection with the provision of the TRANZZO Service to you;
• restrict access to your account and to any or all account features (including, but not limited to, the ability to send money or withdraw funds from your account);
• restrict withdrawals, suspend or close your account for an indefinite period of time, and refuse to provide you with our Services;
• set a chargeback fee, at your own discretion;
• request the documents necessary to contest a chargeback and refuse to contest you if the documents received are insufficient.

3.14. TRANZZO has the right to request data about the payer, his verification documents, additional information on the transaction, data on the provision of services, and other data that is necessary not only to dispute financial claims, but also to carry out fraud and AML monitoring.

4. Intellectual Property Rights

4.1. TRANZZO and all relevant logos, products and services described on this website are trademarks or registered trademarks of TRANZZO, Inc. or its licensors, and (except as described below) may not be copied, imitated or used in whole or in part without the prior written permission of TRANZZO. In addition, all page titles, user graphics, button icons and scripts are service marks, trademarks and/or trade names TRANZZO and may not be copied, imitated or used, in whole or in part, without the prior written permission of TRANZZO.

4.2. These Logos may not be modified or used in any way that offends TRANZZO or the Service. The Logos may not be used in any way that implies sponsorship or endorsement by TRANZZO. TRANZZO is an gateway, and no partnership, joint venture, employee-employer or franchisor-franchisee is intended in this Agreement.

5. Decision Making

You understand and agree that your access to and use of the TRANZZO Service and its content is entirely at your own discretion and risk, and that you will be solely responsible for any loss or damage that may arise from such access and use.

6. Privacy Policy

Use of the TRANZZO Service is governed by our Privacy Policy. In this regard, we also refer to our Privacy Policy by reference to these Terms of Use.

7. Disclaimer of Liability

7.1. You acknowledge and agree that TRANZZO, by providing the Service to you, is not responsible for any actions that may be related to the use of the Service.

7.2. We expressly and unambiguously disclaim, to the fullest extent permitted by law, any representations and warranties (whether express, implied, statutory or otherwise) regarding TRANZZO.

8. Change of Conditions of Use

8.1. For more information about the Service, please refer to the TRANZZO Support section or contact us.

8.2. We may change this Agreement at any time by posting the modified terms on our website. Except as stated below, all modified terms and conditions will take effect 1 day after they are initially posted on our website.

8.3. You have the right to terminate this Agreement with TRANZZO if you do not agree with any changes. By continuing to use the TRANZZO Services, you accept the changes.

9. Procedure

A notice is deemed to have been sent 24 hours after publication or dispatch of an e-mail if the sending party does not know that the e-mail has not been received. In addition, we may send you a notice by mail to the address specified in the registration process. In this case, the notice will be deemed to have been sent 3 days after the sending date.

10. Legal Disputes

In the event of a dispute between you and TRANZZO, our aim is to provide you with a neutral and cost-effective means of resolving the dispute quickly. Accordingly, you and TRANZZO agree that any dispute or claim arising out of this Agreement or TRANZZO's Services (the "Claims") shall be resolved in accordance with one of the subsections below or otherwise mutually agreed to in writing by the parties. Before resorting to these alternatives, TRANZZO strongly recommends that users first contact TRANZZO directly to find a solution. TRANZZO will consider requests for dispute resolution through alternative dispute resolution procedures, such as mediation, as an alternative to litigation.

11. Arbitrage

For any Claim (excluding Injunctive relief or other legal action), if the total amount of compensation requested is less than $25,000, you or TRANZZO may choose to resolve the dispute through binding arbitration by telephone, online and/or written submission when no personal presence is required. In such cases TRANZZO reserves the right to choose arbitration.

12. Court

Alternatively, any claim may be heard by a court of competent jurisdiction located in the UK. You and TRANZZO agree to submit to the jurisdiction of the courts located in the UK.

13. Applications

We do not guarantee uninterrupted, uninterrupted or secure access to our service, and the operation of our website may be disrupted by numerous factors beyond our control. If any provision of this Agreement is held invalid or unenforceable, that provision will be repealed and the remaining provisions will apply. You agree that this Agreement and all incorporated agreements may be automatically transferred to TRANZZO at our sole discretion to a third party in the event of a merger or acquisition.

TRANZZO LTD
Registration Nr. 11075606
128 City Road, London, England, EC1V 2NX
tel. +44 203 8683167
email: partner@tranzzo.com

Accepted: 31.03.2020