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  • Paywiser General Terms and Conditions
  •  General
    • Privacy Policy Customer
    • Paywiser UAB General T&C
  •  Banking
    • Banking Conditions Consumer
    • Banking Conditions Corporate
    • User agreement
  •  Issuing
    • UPI Card Terms & Conditions
    • Card Conditions Consumer
    • Card Conditions Corporate
    • Card Terms & Conditions Consumer
    • Card Terms & Conditions Corporate
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    •   Cardwiser
      • Cardwiser App Terms & Conditions
      • Cardwiser App Privacy Policy

UPI Virtual Price
Paywiser Virtual Card Conditions and Pricing in USD
Amount
Virtual Card Supported Currencies USD, EUR & GBP
Minimal Top Up amount
$100
Account Fee per month
$2.50
Free Card to Card Transfer (Account to Account)
$2.50
Virtual Card Activation
Free
Top Up via Bank Transfer - may take between 1-2 days
2.50%
Top Up via Credit Cards 5.00%
5.00%
Physical CARD FEES
Pricing – All Pricing in USD
Classic
Gold
ATM Withdraw (Local Bank may have additional charges)
$3.50
$3.50
ATM Cross Border Fee is charged outside of UK
0.8% of withdrawal amount
0.8% of withdrawal amount
ATM Balance Enquiry
$2.00
$2.00
ATM Reject Fee
$2.00
$2.00
Retrieve fee older than 180 Days
$10.00
$10.00
Text Message enablement (card holder option) per month
$3.00
$3.00
Card Lost and Replacement (excludes Shipping)
$30.00
$30.00
Card to Card Transfer (Account to Account)
$2.50
$2.50
POS Transaction Fee
Waived
Waived
Account Fee per month (Inactive) Chargeable: If less than 5 Transactions on ATM, POS, Online per Month
$2.50
$2.50
Card Deposit
$30
$30
UPI Physical price
Pricing – All Pricing in USD
Classic
Gold
ATM Withdraw (Local Bank may have additional charges)
$3.50
$3.50
ATM Cross Border Fee is charged outside of UK
0.8% of withdrawal amount
0.8% of withdrawal amount
ATM Balance Enquiry
$2.00
$2.00
ATM Reject Fee
$2.00
$2.00
Retrieve fee older than 180 Days
$10.00
$10.00
Text Message enablement (card holder option) per month
$3.00
$3.00
Card Lost and Replacement (excludes Shipping)
$30.00
$30.00
Card to Card Transfer (Account to Account)
$2.50
$2.50
POS Transaction Fee
Waived
Waived
Account Fee per month (Inactive) Chargeable: If less than 5 Transactions on ATM, POS, Online per Month
$2.50
$2.50
Card Deposit
$30
$30

PRIVACY POLICY OF Customer
Introduction

Paywiser Limited is a company incorporated in England and Wales under the company number 10677553 (the Company).
The Company is committed to data protection and privacy. We respect and protects the rights of individuals,
particularly the right to data protection and privacy as far as the processing and use of personal data is
concerned. This Data Protection Policy (“Policy”) is approved by the Board of Directors of the Company. The Data
Protection Officer of the Company shall be responsible for the compliance and enforcement of data protection and
privacy.

This Policy defines the standard for the data protection compliant processing of personal data. It defines the
requirements for business processes that involve personal data and assigns clear responsibilities.

The Company must ensure that all processes involving the processing of personal data are able to fulfill the
requirements stated in this Policy. As employers, the Company have the responsibility for the processing of
their employees’ personal data. When handling personal data in course of their duties, all employees of the
Company are required to follow the requirements of this Policy.

The principles mentioned in this Policy are based on the European data protection and privacy laws and take into
account the requirements of the EU General Data Protection Regulation (Regulation (EU) 2016/679 – GDPR). These
principles apply to all staff members of the Company.

Definitions
  • Anonymous data & Anonymized data Anonymous and anonymized data is data that does not refer to an
    identifiable natural person. Even if other data or additional information were added, identification of
    the natural person is not (or is no longer) possible. This Policy does not apply to such data.
  • Biometric data Personal data resulting from specific technical processing relating to the physical,
    physiological, or behavioral characteristics of a natural person, which allow or confirm the unique
    identification of that natural person (such as fingerprints or facial images).
  • Consent Any freely given and unambiguous statement or other clear affirmative action by
    which the data subject indicates in an informed manner that he or she agrees to the processing of his or
    her personal data for a specific purpose.
  • Controller Any natural or legal person that, alone or jointly with others, determines
    the purposes and means of the processing of personal data. For the personal data of its employees,
    customers, suppliers, partners, or other persons, Paywiser Limited is regarded as the controller.
  • Data concerning health Personal data related to the physical or mental health of a
    natural person, including the provision of health care services, which reveal information about his or
    her health status.
  • Erasure The irretrievable obliteration or physical destruction of saved personal data
    or its anonymization in such a way that makes it impossible to re-identify the natural person after the
    fact.
  • Genetic data Personal data relating to the inherited or acquired genetic
    characteristics of a natural person that gives unique information about the physiology or the health of
    that natural person and which result in particular from an analysis of a biological sample from the
    natural person in question.
  • Personal Data Any information relating to an identified or identifiable natural person
    (“data subject”). An identifiable natural person is one who can be identified, directly or indirectly,
    in particular by reference to an identifier such as a name, an identification number, location data, an
    online identifier or to one or more factors specific to the physical, physiological, genetic, mental,
    economic, cultural, or social identity of that natural person. Natural persons can be identified
    directly based on, for example, names, phone numbers, e-mail addresses, postal addresses, user IDs, tax
    and social insurance numbers or indirectly through a combination of any other information. The personal
    data that is subject to this Policy includes data of employees, applicants, customers, suppliers and
    users of websites and services of the Company. It can be contained in the Company’s own systems, in
    systems which third parties operate on behalf of the Company, or in the systems operated by the
    customers themselves, by the Company, or by third parties, to the extent that employees of the Company
    can gain access to the saved personal data there in the course of support and consulting activities.
  • Processor A natural or legal person that processes personal data on behalf of the
    controller, such as an external service provider or a different Paywiser company that is not the
    controller itself.
  • Processing Processing means any operation or set of operations which is performed on
    personal data or on sets of personal data, whether or not by automated means, such as collection,
    recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use,
    disclosure by transmission, dissemination or otherwise making available, alignment or combination,
    restriction, erasure, or destruction. The anonymization of data also represents a processing of personal
    data.
  • Pseudonymization Processing of personal data in such a manner that the personal data
    can no longer be attributed to a specific data subject without the use of additional information,
    provided that such additional information is kept separately and is subject to technical and
    organizational measures to ensure that the personal data is not attributed to an identified or
    identifiable natural person. Pseudonymized data constitutes personal data as defined in the GDPR;
    therefore, this Policy also applies to pseudonymized data.
  • Special categories of personal data Certain personal data that is particularly
    sensitive due to its nature, whose processing is likely to result in significant risks for the rights of
    the data subject and therefore requires special protection. This includes data concerning health,
    Genetic data, biometric data processed to uniquely identifying a personal data, information revealing
    racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership,
    sex life, or sexual orientation. Depending on the context, this may also include data that could be
    misused for identity theft purposes, such as social security-, credit card and bank account numbers,
    ID-card or driver’s license-numbers, also personal data regarding criminal investigation proceedings,
    convictions, and crimes, or data that is subject to professional confidentiality obligation.
  • Third party A natural or legal person, public authority, agency, or body other than
    1. the data subject,
    2. the controller,
    3. the processor and
    4. the persons who are authorized to process personal data under the direct authority of the
      controller or processor.
  • Recipient A natural or legal person, public authority, agency or another body, to which
    the personal data is disclosed, whether a third party or not. However, public authorities which may
    receive personal data in the framework of a particular inquiry in accordance with the laws of a
    particular jurisdiction shall not be regarded as recipients.
Principles for Protecting Personal Data

Personal data shall only be processed lawfully and in accordance with the principles set out below.

  1. Lawfulness, Fairness, and Transparency Personal data may only be processed lawfully,
    fairly and in a transparent manner in relation to the data subject. This is the case when: processing is
    legally permitted in the specific case. Among others, the laws permit all cases of data processing that:

    • are necessary for the performance of contracts with the data subject (e.g. the storage and use
      of necessary personal data in the context of an employment- or service contract),
    • are necessary to take steps at the request of the data subject prior to entering a contract
      (e.g. a customer requests information about product X and then purchases said product. The data
      necessary to send the information material and to execute the contractual relationship may be
      processed),
    • are necessary for compliance with legal obligations, e.g. due to tax or social insurance laws,
    • are necessary to protect the vital interests of the data subject or of another natural person,
    • are necessary for the purposes of the legitimate interests pursued by the controller or by a
      third party, except where such interests are overridden by the interests or fundamental rights
      and freedoms of the data subject (e.g. for direct marketing),
    • include decision-making based on automated processing in an individual case that produces legal
      effects concerning the data subject, when this automated decision is legally permitted, required
      for the performance of a contract with the data subject, or for which the data subject has
      explicitly granted consent, or
    • when a data subject has granted his or her consent (for example, when registering on a website
      or subscribing to a newsletter).

    Personal data should be collected directly from the data subject. If this is not the case, the data
    subject must be notified, particularly about the types of personal data that are being collected,
    processed, and/or used and for which specific purposes this occurs.

  2. Specific Purpose Personal data may only be collected for specific, explicit purposes.
    It may not be processed in a manner that is incompatible with those purposes.
    The specific purpose must be defined before data collection. Processing for a purpose other than that
    for which the data have been collected is only permitted in exceptional cases, when a law permits
    processing for another purpose or if it is based on the data subject’s consent. To ascertain whether the
    other purposes are compatible with the agreed purposes, the reasonable expectations of the data subject
    towards the Company with regard to such further processing, the type of data used, the possible
    consequences of the intended further processing for the data subject, and measures of encryption or
    pseudonymization must be taken into account.
  3. Data Minimization Personal data may only be collected to the extent which is absolutely
    necessary to fulfill the defined purpose. Processing must be adequate, relevant, and limited to what is
    necessary in relation to the purposes for which the data is processed.
  4. Accuracy Personal data must be accurate and up to date. Every reasonable step must be
    taken to ensure that personal data that is inaccurate, having regard to the purposes for which it is
    processed, is erased or rectified without delay. All processes that involve the processing of personal
    data must provide an option for rectification and update.
  5. Storage Limitation (Obligation to Erase) Personal data may only be stored as long as is
    necessary for the purposes for which it is processed or due to other legal requirements, particularly to
    comply with statutory retention periods. After this point, personal data must generally be erased or
    anonymized. All processes for processing personal data must contain an option for erasure or blocking to
    the extent required by law.
  6. Integrity, Availability, and Confidentiality Personal data and its processing
    operations must always be appropriately protected by means of technical and organizational measures.
    This includes, in particular, suitable measures to protect against unauthorized or unlawful processing,
    accidental loss, destruction or damage, accidental disclosure and unauthorized access.
  7. Processing of Special Categories of Personal Data The collection, processing, and use
    of special categories of personal data should always be transparent for the data subject. Unless the
    collection and processing of such data is explicitly authorized by law, e.g. if necessary, for carrying
    out obligations and exercising rights in the field of employment, social security, social protection, it
    should only be collected on the basis of explicit prior notification and consent of the data subjects.

The consent must explicitly refer to these special data categories and their processing for one or more
specified purposes. Unless applicable laws stipulate otherwise, special categories of personal data may only be
processed and used with the explicit consent of the data subjects. Increased protective measures must be
established to protect the data (e.g. physical security measures, access restrictions and encryption).

Rights of Data Subjects
  1. Right to be informed Data subjects have the right to be informed about the collection
    and use of their personal data. This is a key transparency requirement under the GDPR. The Company must
    provide the data subjects with information including: our purposes for processing their personal data,
    our retention periods for that personal data, and who it will be shared with.
  2. Right of Access and Data Portability Data subjects have the right to obtain from the
    Company confirmation as to whether or not personal data concerning her or him are being processed. In
    such case, the Company shall provide for access as required by law. The information is provided in
    writing, unless the data subject submitted the request for information electronically. The information
    to be provided to the Data Subjects must include the purpose of storage, the recipients of the data, and
    all other legally required information pursuant to Article 15 of the GDPR. The data subject must be
    provided with a copy of the personal data that are undergoing processing. Upon request by the data
    subject, the data that he or she has provided to the controller must be made available in a structured,
    commonly used and machine-readable format.
  3. Right to Rectification, Restriction, and Erasure When personal data prove to be
    incorrect, incomplete, or out-of-date, each data subject has the right to rectification of his or her
    personal data. This can be the case, for example, if the data subject has changed history her name due
    to marriage.
    Data subjects also have the right to obtain restriction of processing of their personal data when one of
    the following applies:

    • The data subject contests the accuracy of the personal data and verification of the accuracy of
      the personal data takes some time. In this case, the data subject can demand restriction for the
      period of the verification of the accuracy.
    • The processing is unlawful, and the data subject opposes the erasure of the personal data and
      requests the restriction of its use instead.
    • The controller no longer needs the personal data for the purposes of the processing, but they
      are required by the data subject for the establishment, exercise, or defense of legal claims.
      Should it become apparent that certain information have a respective value to the data subject,
      the data subject must be notified of the pending erasure with reasonable notice.
    • The data subject has objected to processing for the duration of the clarification as to whether
      the legitimate interests for processing outweigh those of the data subject.

    Within the restriction process, the stored personal data of the data subject must be marked with the aim
    to restrict access and limit their further processing. In addition, data subjects have the right to the
    erasure of their personal data in the following cases:

    • The purpose of the data processing no longer applies.
    • The data subject withdraws his or her consent for a specific purpose of processing.
    • Address data is used for direct marketing purposes and the data subject objects to such use.
    • The data is processed unlawfully.
    • Erasure is required to meet legal obligations.

    All processes in which personal data is collected, processed, or used must include a concept for the
    regular retention and deletion of personal data. This concept must ensure that personal data is erased
    in a timely manner after the fulfillment of the specified purpose or the lapse of the authorization for
    storage, particularly statutory retention terms. Instead of erasure, personal data may also be
    anonymized. If there is an obligation to erase personal data and said data has already been made public,
    other controllers shall be notified of the request to erase his or her data, including all links to this
    data.

  4. Right to Object Data subjects have the right to object to data processing when the
    Company processes personal data based on a decision in favor of its legitimate interests. In this case,
    the data subject must claim his or her own rights or interests on grounds relating to his or her
    particular situation, which outweigh the Company’s legitimate interest to process the data. Data
    subjects can object to the processing of their personal data for purpose of direct marketing, including
    profiling if such is related to direct marketing, at any time and without giving reasons. If an
    objection is raised, the Company will not process this data further for these purposes. This does not
    apply where the processing cannot be ceased due to compelling legitimate grounds for the processing,
    particularly the establishment, exercise, or defense of legal claims.
  5. Right to Complain If a data subject wishes to file a complaint with regard to
    processing of her or his personal data, they can do so directly in an e-mail to the data protection
    officer: [email protected].
    The data subject must be notified about all measures taken based on her or request within one month at
    the latest.
Data Protection Governance Structure

Responsibility for compliance with data protection requirements rests with the board of directors of the Company
that processes the personal data for its business purposes. Executive management may delegate the task to
fulfill this responsibility to managers at different levels within the organizational framework and the
associated business processes.

Responsibilities for Data Protection Compliance
  1. Management of Paywiser The board of directors of the Company must ensure that the processes in their
    areas of responsibility in which personal data is processed (herein: “processes”) meet the requirements
    of this Policy.
  2. Employees All employees are required to handle all personal data that they can access in the course of
    performing their duties for Paywiser Limited with strict confidentiality and to not collect, process, or
    use such data without authorization. Employees of the Company may only process personal data within the
    scope necessary to fulfill their duties as defined by their employment contracts. If the processing of
    personal data is not recognizably prohibited for an employee, he or she may assume the legality of the
    instructions from
Transfer/Commissioned Data Processing

If personal data is to be transferred to an associated company, a review must first take place as to whether
contractual agreements regarding data protection and privacy are needed. Such review is required only when an
associated company or external service provider is to process personal data on behalf of the Company (referred
to as “transfer for processing purposes”). If personal data that is to be transferred to a country outside the
EEA, it must be ensured beforehand that an appropriate level of protection is guaranteed, pursuant to Article 44
of the GDPR.

In addition, the following rules apply to the transfer of personal data:

  • Transfer for commissioned processing: If the Company commissions an associated entity
    or an external company with the processing of personal data, it remains responsible for compliance with
    data protection and privacy requirements.
  • Transfer for the recipients’ own purposes: The Company may transfer personal data to an
    associated company or an external company for their own purposes only if this is legally permitted or
    required, or if the data subjects have first given consent.
Transfer of Customer Data

The Company processes personal data of customers and on behalf of customers. The use and, if relevant, transfer
of such customer data must be in accordance with the applicable laws.

Paywiser Limited
October 2020

Paywiser UAB General T&C
INTRODUCTORY PROVISIONS
  • Paywiser, UAB, company code 305672574, registered at Mėsinių str. 5, Vilnius, the Republic of Lithuania
    (hereinafter referred to as PayWiser) is a company registered in accordance with Lithuanian law and
    listed in the Register of Legal Persons in Republic of Lithuania.
  • PayWiser is an intermediator and a distributor of electronic money for UAB “PAYRNET”, a company
    incorporated in the Republic of Lithuania (company number: 305264430) with its head office at AltSpace,
    Islandijos str. 6, LT-01117, Vilnius, the Republic of Lithuania and its registered office at Girulių
    str. 20, LT- 12123 Vilnius, the Republic of Lithuania (hereinafter referred to as “Payrnet”). Payrnet is
    an Electronic Money Institution (“EMI”) and is authorised by the Bank of Lithuania under the Law on
    Electronic Money and Electronic Money Institutions (license reference 72, issued on 2020-08-28) for the
    issuing of electronic money and provision of the related payment services. PayWiser is operating under
    Payrnet license for the issuing, distributing and redemption of electronic money and provision of the
    related Payment Services.
  • The Electronic Money Institution license issued to Payrnet is published in the official website of the
    Bank of Lithuania and may be found following the below links:
    In English: https://www.lb.lt/en/enforcement-measures-1/view_license?id=1970 In Lithuanian:
    https://www.lb.lt/lt/frd-licencijos/view_license?id=1970
  • Payrnet is included in the public list “Electronic Money Institutions holding an electronic money
    institution license” managed by the Bank of Lithuania which is published in the Bank of Lithuania’s
    official website.
    The list may be found following the link: https://www.lb.lt/en/sfi-financial-market-
    participants?ff=1&market=1&type%5B%5D=7&business_form%5B%5D=32.
  • Payrnet activities are supervised by the Bank of Lithuania, which is located at Gedimino avenue 6, LT-
    01103, Vilnius, the Republic of Lithuania, telephone no. +370 800 50 500. Further details of the Bank of
    Lithuania are available at its official website: https://www.lb.lt/en/.
  • These General Terms and Conditions for Electronic money distribution, issuance, redemption and payment
    services (hereinafter: Terms) represents a framework contract (hereinafter: Contract), which constitutes
    the business conditions between PayWiser and Users. These Terms cover the rights and obligations of
    Users and how the services are used.
  • These Terms apply to all Users of the services, unless otherwise agreed by special agreement between
    PayWiser and individual User.
  • Any individual service or product within PayWiser’s scope of services may also have its own additional
    Terms and Conditions. If there are third party providers or contractors, they will be listed in the
    Terms and Conditions.
  • An integral part of these Terms is the Price List, which is available on the website www.paywiser.com
    and on PayWiser Mobile Application, as well as all other terms, policies and other information on the
    services.
DEFINITIONS
  • The following words, when used in this Contract or any document referred to herein, shall have the
    following meaning:
    Account/Payment Account means the electronic money and payment account the User has opened or is about
    to open with PayWiser and is operated by PayWiser;
    Business Day means a day established by PayWiser on which PayWiser is providing services. PayWiser may
    establish different Business Days for the provision of different services. Unless the Contract or its
    annexes establishes otherwise, a Business Day of PayWiser means a day, other than Saturday or Sunday, or
    other national or banking holiday day, set forth by the legal acts in Lithuania and participating
    stakeholders; Confidential Information means any information which is marked as “Confidential” or
    “Proprietary” or should be reasonably expected to be confidential having regard to the context of
    disclosure or the nature of the information; including, without prejudice to the generality of the
    foregoing, business plans, data, strategies, methods, User and User lists, technical specifications,
    transaction data and User data shall be deemed confidential;
    Consumer means a natural person who operates under this Contract and does not pursue aims which are not
    consistent with business, commercial or professional activity of this person;
    Contract means this framework contract and its annexes, if any.
    User means a natural or legal person who uses or has requested to use or has at any point been recorded
    or acknowledged as the participating entity within the services provided by PayWiser;
    User’s Account means the User’s profile or any kind of user track history, transaction history or other
    information in regards to the user in PayWiser’s system.
    Verified User means a User that is issued a Payment Account with higher limitations and more
    features/functionalities (Full Payment Account);
    KYC process means “Know-Your-Customer” process through which PayWiser collects all necessary information
    on the User according to Applicable laws;
    Commission fee means a fee (charge) applied by PayWiser for the payment transaction and/or related
    payment services, services linked to the Account or which is related to these services;
    Durable medium means any instrument which enables the User to store information addressed personally to
    that User in a way accessible for future reference for a period of time adequate to the purposes of the
    information and which allows the unchanged reproduction of the information stored; Electronic money as
    defined in the Law on Electronic Money and Electronic Money Institutions of the Republic of Lithuania,
    as amended from time to time.
    Foreign country means a country other than a member state;
    Member State means a Member State of the European Union, of the European Economic Area, as well as
    Monaco, San Marino and Switzerland.
    PayWiser Wallet is an account service for Verified Users that enable the User to use electronic money in
    order to make payment transactions with other Verified Users or transfer the funds to 3rd party
    recipients (for instance account holders at 3rd party financial institutions, providers of goods and
    services etc) through PayWiser mobile application or via WEB interface.
    PayWiser Mobile Application is a mobile application that enables the User to use the services connected
    to the PayWiser Wallet. The PayWiser Mobile application can be downloaded free of charge from official
    marketplaces (App Store, Google Play, etc.) to Users mobile device.
    PayWiser Merchants means merchants who accept payments via PayWiser Mobile application or PayWiser
    Wallet for their goods and services;
    Payment order generally means any instruction (payment request) by the payer or payee to his payment
    service provider requesting the execution of a payment transaction;
    Payment transaction means depositing, transfer or withdrawal of funds initiated by or on behalf of the
    payer or by the payee irrespective of the obligations of the payer and the payee on which the
    transaction is based;
    Party means PayWiser or the User;
    Payment instrument means any personalized device and/or certain procedures agreed between the User and
    PayWiser and used by the User for the initiation of a Payment order;
    Payer means a natural or legal person who holds a payment account and allows a Payment order from that
    payment account, or, where there is no payment account, a natural or legal person who gives a Payment
    order;
    Payee means a natural or legal person who is the intended recipient of funds which have been the subject
    of a Payment transaction;
    SEPA stands for Single Euro Payments Area. It enables clients to make and receive payments in euro,
    under uniform rules and procedures, inside or outside national borders, under the same basic conditions
    and with the same rights and obligations, regardless of their geographical area.
    Services means the services provided by PayWiser under this Contract;
    Statement means a document prepared and provided by PayWiser, which includes information about Payment
    transactions executed during the specific period of time;
    Strong User authentication measures means an authentication based on the use of two or more elements
    categorized as knowledge (something only the User knows), possession (something only the User possesses)
    and inherence (something the User is) that are independent, in that the breach of one does not
    compromise the reliability of the others, and is designed in such a way as to protect the
    confidentiality of the authentication data;
    TARGET 2 means a payment system owned and operated by the Eurosystem. It is Europe’s leading platform
    for large-value payments processing and is used in real time by both central banks and commercial banks
    in the EU to process payments in euro.
    Third party means any natural or legal person, other than the Parties;
    Unique identifier means a combination of letters, numbers or symbols specified to the payment service
    User by the payment service provider and to be provided by the payment service User to identify
    unambiguously another payment service User and/or the payment account of that other payment service User
    for a payment transaction. The Unique Identifier may be the individual number by IBAN number;
    Video identification means identification of persons using video and audio connection over the Internet
    network according to the prescribed procedure. The result of the procedure is information collected
    during the process and the decision whether or not the person’s identity is confirmed.
APPLICATION OF THE CONTRACT
  • In addition to these Terms and all its changes, relationships pertaining to the provision of Services
    shall also be governed by Applicable laws and other legal acts in republic of Lithuania, Price List and
    additional annexes signed by the Parties as well as the principles of soundness, justice and fairness in
    the provision of Payment services.
  • These terms determine the main terms and conditions between the User and PayWiser when the User
    registers in PayWiser’ system, opens a Payment Account and uses other Services provided by PayWiser
    connected to the Payment Account.
  • Upon registering for the service, the User explicitly confirms that he/she is aware of the content of
    these Terms and agrees with them.
  • The User has the right to request at any time from PayWiser a copy of these Terms and all other
    documents, which are a part of the contractual relationship, in paper form or on another durable medium.
SERVICES PROVIDED BY PAYWISER AND ITS PARTNERS
  • PayWiser provides services enabling cash withdrawals from a Payment Account as well as all the
    operations required for operating a Payment Account.
  • PayWiser executes payment transactions, including transfers of funds on a Payment Account with the
    User’s payment service provider or with another payment service provider:

    • execution of direct debits, including one-off direct debits;
    • execution of payment transactions through a payment card or a similar device;
    • execution of credit transfers, including standing orders.
  • PayWiser issues payment instruments and/or acquires of payment transactions.
  • As part of the Services, Payrnet according to the PayWiser request shall issue to the Customer with
    Electronic Money upon the PayWiser receive money from the Customer or a third party on the Customer
    behalf and will store Customer’s Electronic Money and redeem Electronic Money both on the Customer
    express instruction and in accordance with this Contract.
  • PayWiser provides to Users the service of opening a Payment Account, which is opened with Payrnet.
  • Special conditions for electronic money services provided through the Payment Account with Payrnet
    apply and are available on www.paywiser.com or subpages therein.
  • PayWiser Wallet is a service for Verified Users that enables the User to manage its Payment Account and
    has a set of functionalities related to payments (Top-up, Payment transactions, Internal Transactions,
    Redemption etc.) and other functionalities (PIN change etc.). The User manages its PayWiser Wallet
    through PayWiser Mobile Application or via Web interface.
  • PayWiser Mobile Application is a mobile application that enables the User to use the services connected
    to the PayWiser Wallet.
  • The User can open a Payment Account with PayWiser on www.paywiser.com or subpages therein.
  • The User can open a Payment Account with PayWiser by installing the PayWiser Mobile Application for
    free on his/her mobile device and registering to use the PayWiser Wallet. The PayWiser Mobile
    Application can be downloaded free of charge from official marketplaces (App Store, Google Play, etc.).
  • Special Terms and Conditions for the use of PayWiser Mobile Application apply and are presented to the
    User prior to the installation of the application. The Terms and Conditions for the use of PayWiser
    Mobile
    Application are available on www.paywiser.com or subpages therein.
  • PayWiser Wallet may also be accessed via Web interface on other supported devices (PC etc.). Information
    and link to Web interface are available on www.paywiser.com or subpages therein.
  • These Terms regulate the opening of the Payment Account and the use of PayWiser Wallet and its
    functionalities, as well as all rights and obligations of both Parties regarding the opening and use of
    the
    Payment Account and other Services.
  • Verified User are entitled to order a VISA Debit Card upon successful verification for the Payment
    Account. Special Terms and Conditions apply for the service of issuing of a VISA Debit Card, which are
    available on the website www.paywiser.com or subpages therein and on PayWiser Mobile Application.
  • Any additional service, that is not regulated in these Terms, can be subject to separate Terms and
    Conditions available on www.paywiser.com or subpages therein and on PayWiser Mobile Application.
  • By agreeing to these Terms and Conditions, the User agrees that the purpose and intended nature of the
    business relationship is opening of a Payment Account for the purpose of execution of payment
    transactions.
GENERAL PROVISIONS ON THE ACCOUNT OPENING AND IDENTIFICATION
  • The User must first submit the application of registering and opening the User’s account at PayWiser,
    complete the onboarding procedure and upload all requested documents:

    • Natural persons – the User shall provide including, but not limited to, the following
      information and documents to PayWiser – ID card or passport, which shall indicate at least name,
      surname, personal code, date of birth and etc., the filled User’s questionnaire, other
      information or documents, which PayWiser may request based on the individual circumstances and
      which would allow PayWiser to verify the User’s identity;
    • Legal entities (Corporates) – the User shall provide including, but not limited to the
      following information and documents to PayWiser – Business license or the extract from the
      public registers of the relevant authority about the User as legal entity, which shall indicate
      at least the basic information about User – registered name, registered location, registration
      number, tax registry number, power of attorney which shows that the legal representative of the
      legal entity is enable to concluded this Contract with PayWiser, the filled User’s
      questionnaire, other information or documents, which PayWiser may request based on the
      individual circumstances and which would allow PayWiser to verify the User’s identity.
  • The level of information to be provided is dependent on the product or service of PayWiser the User
    wants to use (Payment Account, Business Account).
  • Special Terms and Conditions for electronic money services upon opening a Payment Account for natural
    persons/Consumers (Payment Account) are accessible on www.paywiser.com or subpages therein.
  • Special Terms and Conditions for electronic money services upon opening a Payment Account for legal
    entities/Corporates (Business Account) are accessible on www.paywiser.com or subpages therein.
  • The User is informed and agrees that PayWiser has the right to require the User to provide the original
    documents and/or the copies of documents approved by a notary or another person authorized by the
    particular state.
  • In order to ensure the User identification or to perform other necessary duties, PayWiser has the right
    to
    demand the User to complete specific procedure or video identification through any partner of PayWiser.
  • The User confirms that all the data provided during the registration process is correct and up to date.
    During the ongoing business relationship, if there are any changes in the provided data, the User is
    obligated to provide updated information as soon as possible, but not later than 5 (five) Business Days
    after the changes.
  • Before registering in the PayWiser’s system, the User has a possibility to get acquainted with this
    Terms which are available on the PayWiser’s website www.paywiser.com or subpages therein both in English
    and Lithuanian language. After the User reads the current version of this Terms, the User shall mark the
    relevant “check-box” by pressing “yes”. In case if User chooses to press “no” or does not mark any
    “check- box”, it means that contractual relationship is not concluded between PayWiser and the User.
  • PayWiser has the right to refuse to register the new User without indicating the reasons, however,
    PayWiser assures that the refusal to register will always be based on significant reasons which PayWiser
    does not have to or does not have the right to reveal.
  • Once the documents and information provided by the User is checked by PayWiser and there is no basis
    which may allow to refuse to provide Service in accordance with applicable laws and internal policies of
    PayWiser, the User is entitled to start to use the Services provided by PayWiser and the User’s Account.
  • The User is entitled to open one Account unless PayWiser explicitly approves the opening of additional
    accounts.
  • PayWiser does not allow Users who are domiciled in countries where there is an increased or high risk of
    money laundering or terrorist financing (at-risk country) using the PayWiser services.
  • If the User KYC process reveals that the Mobile Number Holder (MSISDN) and thus the User is a citizen or
    has a permanent or temporary residence in a country on the list of increased or high risk of money
    laundering and terrorist financing, PayWiser reserves the right to terminate the contract and close the
    User’s Payment Account and refund him the amount of balance remaining in User’s Payment Account.
REGISTRATION, VERIFICATION AND USE OF PAYWISER WALLET
  • The User accesses and manages its Payment Account through PayWiser Wallet or other interfaces provided
    by PayWiser or affiliates.
  • PayWiser Wallet can be accessed by installing the PayWiser Mobile Application for free on User’s mobile
    device and registering to use the PayWiser Mobile Application. PayWiser Wallet may also be accessed via
    Web interface.
  • After the KYC procedure resulted in a successful verification and customer acceptance, the User becomes
    a Verified User, the Payment Account is opened and the user is granted access to it.
  • Verified User is issued a Payment Account with limitations and features/functionalities set out by
    PayWiser (Full Payment Account). If these Terms do not state otherwise, all services and functionalities
    of the Payment Account are accessible to Verified Users.
  • Full Payment Account for Verified Users
    • A new User can open a Full Payment Account at any time by completing the KYC process and
      becoming a
      Verified User.
    • The User firstly has to register with his/her mobile phone number (MSISDN), which has to be
      confirmed
      by entering a one-time password received in an SMS message. The User has to provide and confirm
      its e-
      mail address, which also has to be verified.
    • User’s Payment Account is uniquely linked to the email address and mobile phone number provided
      in
      the registration process. Change of the e-mail address or mobile phone number is possible for
      Verified Users after the registration process is completed. A single email address and mobile
      phone number can only be registered with one User account at a time. Only one of each email
      address and mobile phone number may be linked to one Payment Account at a time. If the same
      mobile phone number or email address registered with existing User Payment Account is submitted
      in the process of opening a new User Payment Account, the process declines to continue.
    • Prior to successfully registering, the User has to accept the Terms.
    • he mandatory information to become a Verified User is:
      • Full name (Name and Surname),
      • Personal number and/or Date of birth,
      • Residential address,
      • Personal document details (document number, expiry date, issuing date, country and
        issuing
        government agency),
      • Gender,
      • Nationality,
      • »Selfie« (picture of the User),
      • Picture of both sides of the provided personal document with signature,
      • E-mail address,
      • Mobile-phone number (MSISDN).
    • ayWiser reserves the right to request any additional information at any time at its own
      discretion,
      pending a denial to open an account or freeze or close existing account if additional
      information is not
      submitted within time and content required.
    • PayWiser collects personal information about the User and other information about the User
      through the
      PayWiser Mobile Application or WEB Interface. During the collection of requested information,
      the User is required to enter their personal identification information and submit a photo of
      both sides of their identification document and a photo of the User taken while using the
      desktop/mobile application (»selfie«). A video conference is conducted to verify the
      information, using a third-party provider. The facial image of the User and the original of the
      identity document that is clearly shown by the User is recorded at the time of direct video
      streaming.
    • Depending on KYC level required, PayWiser agents or third party agents can be present during the
      video session or shortly after and at any point of the information assessment, verification,
      control or audit, with a power to influence the result of onboarding process or account status.
    • After successfully completing the KYC process and customer acceptance, the User becomes a
      Verified User and a unique identification number (User ID) is assigned to the User.
    • Full Payment Account means that the Verified User can conduct transactions and use all services
      through Payment Account with all functionalities set out in these Terms and Conditions.
      Limitations of transactions may apply in accordance with internal policies of PayWiser.
    • PayWiser reserves the right to freeze or close the User Account at its own discretion.
  • Using PayWiser Wallet and PayWiser Mobile Application or Web interface
    • The User is obliged to use the PayWiser Wallet in accordance with these Terms, Price List and
      any
      instructions available on PayWiser Mobile Application or publicly published and accessible on
      www.paywiser.com or subpages therein, in accordance with the applicable regulations, manner and
      content that are consistent with the purpose for which the PayWiser services are provided.
    • In the event of any breach, the infringing User is liable to PayWiser and third parties for all
      damage suffered, and PayWiser has the right to prevent the User from continuing to use the
      PayWiser Wallet and all Services.
    • When using the PayWiser Wallet through PayWiser Mobile Application, data is transmitted via the
      User’s mobile phone and, in certain cases, SMS communications or dial-up or other connections.
      The use of the services of the User’s mobile operator depends on the terms and prices thereof.
    • The User, who enables the use of his/her mobile telephone to other persons is solely responsible
      for any damages that arise as a consequence of such actions.
    • imitations on the use of the PayWiser Wallet are determined in accordance with the Applicable
      laws and at the same time in accordance with the internal rules of PayWiser and are set out in
      these Terms and instructions available on PayWiser Mobile Application or publicly published and
      accessible on www.paywiser.com or subpages therein.
    • All functionalities of PayWiser Wallet are defined in these Terms.
PAYMENT SERVICES IN PAYWISER WALLET
    • PayWiser reserves the right to terminate, freeze or refuse any services, including but not limited to
      access to
      User Account, transaction requests, inflows and outflows of funds on his own discretion and in
      accordance with
      applicable laws and internal policies of PayWiser.
    • PayWiser reserves the right to hold any funds on user Account if there are reasons to suspect any
      unlawful
      activities or behaviour inconsistent with applicable laws and internal policies of PayWiser. Such funds
      may be
      held until the issues are resolved.
    • Verified Users may perform different types of payment transactions from PayWiser Wallet.
    • Payment Account supports euro (EUR) holdings and transactions. PayWiser may support additional
      currencies from time to time.
    • Each payment request is authorized and confirmed, quarantined or rejected by the PayWiser system.
    • Quarantined payment requests are subject to PayWiser internal approval process.
    • The Payment Account Balance is reduced/enlarged immediately after a successful payment transaction.
    • PayWiser shall approve and execute any payment transaction for which the User has submitted a payment

request or consent (Confirmation), unless the conditions for rejecting the transaction exist.

  • PayWiser refuses to carry out the transaction if:
    • by executing the payment request, the User exceeds the value limits of Applicable laws or other
      restrictions set by
      PayWiser or self-made restrictions by the User,
    • the User does not have sufficient funds in the Payment Account,
    • the User enters an incorrect PIN code to confirm the payment transaction,
    • the User account is blocked, frozen or suspended,
    • the PayWiser system and/or electronic communications network is disrupted at the time of
      requesting the transaction,
    • if PayWiser suspects possible misuse of the Payment Account.
    • Any other reason subject to PayWiser discretion.
  • PayWiser shall, on the basis of the conditions set out in the previous point, confirm or reject the
    payment transaction and immediately inform the User accordingly via the PayWiser Mobile Application or
    Web interface.
  • Within the limits of the User’s Payment Account and subject to the limitations set out in these Terms,
    the User may perform the following actions (payment transactions):

 

    • Top-up of the Payment Account,
    • Payment transactions for goods and services,
    • Perform Internal Transaction,
    • Redeem funds from the Payment Account.
  • Different types of payment transactions are described below.
  • Other services/functionalities of the PayWiser Wallet (PIN change etc.) are performed through PayWiser
    Mobile Application or Web interface and are subject to Terms on the Use of PayWiser Mobile Application.
  • Top-up of the Payment Account
    • Top-up function of Verified Users are subject to the limits set out by PayWiser.
    • User can Top-up (fill) its Payment Account:
      • By transferring funds from a bank account: the User completes a payment order to the
        User’s Payment
        Account. The approval reference and purpose are completed by the User in accordance with
        the instructions published on the website www.paywiser.com or subpages therein and in
        the PayWiser Mobile Application. The instructions are accessible by selecting the
        »Deposit« section of the PayWiser Mobile Application or Web interface and copying the
        transactional information (Account Number, Reference etc.) to the payment order. The
        funds in the Payment Account of the User who correctly filled in the payment order
        information shall be increased immediately upon receipt of the funds into the PayWiser
        Account. In case the User incorrectly fills in the transfer information, PayWiser
        returns the funds to the payer.
      • By using a Debit or Credit card (Mastercard, VISA or other): The User completes the
        required information on the »Deposit« form inside the PayWiser Wallet according to the
        instructions published on the website
        www.paywiser.com or subpages therein and in the PayWiser Mobile Application. The funds
        in the User’s
        Payment Account are increased immediately after a successful transaction.
      • With receipt of funds from another User (Internal Transaction): in order to recharge in
        this way, a User
        wishing to recharge their Payment Account may forward a request for funds transfer to
        another User or another User may send the funds to another User’s Payment Account.
        Receiving funds from another User immediately increases the balance of funds in the
        Payment Account.
    • Prior to allowing a Top-up transaction, the PayWiser checks the information of the payer and
      payee and the status and limitations of the payer and payee.
    • Any request for account top-up is authorized, validated or denied by PayWiser.
    • Payment transactions for the purchase goods and services
      • Payment transactions for the purchase of goods and services of Verified User may be
        subject to limitations
        in accordance with internal policies of PayWiser.
      • Verified User, who has obtained a PayWiser VISA Debit Card in accordance with the Terms
        and Conditions
        for the service of issuing a VISA Debit Card (available on the website www.paywiser.com
        or subpages therein and on PayWiser Mobile Application) may pay for goods and services
        at any point of sale that accepts VISA Debit Cards.
    • Internal transactions
      • Internal Transactions between PayWiser Users (i.e. Verified Users who have a valid
        Payment Account and
        use PayWiser Wallet) are enabled for Users, meaning that PayWiser Users may transfer
        electronic money
        from their Payment Account to the account of another User or receive money from another
        User.
      • Internal transactions are transfers of funds from one Payment Account to another Payment
        Account, held
        in the name of different Users.
      • Internal transactions of Verified User may be subject to limitations in accordance with
        internal policies of
        PayWiser.
      • By using the PayWiser Wallet via PayWiser Mobile Application or Web interface, a User
        can send (»Send
        function«) or request (»Request function«) the transfer of the PayWiser e-money from/to
        another User’s
        Payment Account.
      • A User can send funds to another User of PayWiser Wallet (»Send function«). Send
        function means that
        the User initiates the transfer from his/hers Payment Account to a Payment Account of
        another User.
      • A User can request funds from another User of PayWiser Wallet (»Request function«).
        Request function means
        that the User would like to initiate the transfer from another User’s Payment Account to
        his/her Payment
        Account. Request function is dependent on the confirmation from the User who receives
        the Request. After the
        User agrees to and confirms the Request, the procedure is the same as if he/she would
        initiate a Send function.
      • PayWiser performs payment transactions between Users on the basis of a payment function
        (Send or
        Request) ordered by the Users. Send function is initiated by the payer, Request function
        is initiated by the
        payee. The Request transaction is initiated only after the User (payer) accepts and
        confirms the Request.
      • PayWiser accepts Internal Transaction requests (Send or Request) from Users and
        providers 24 hours a
        day, all days of the year. 7.16.9.Conditions for carrying out the transfer:

        • the proper balance in payer’s PayWiser Wallet,
        • checking if the limits of transactions for both the payer and the payee are
          respected.
      • If the conditions of the preceding paragraph are fulfilled, PayWiser shall immediately
        carry out a transfer
        of funds or, if the conditions are not fulfilled, reject the transaction.
    • Redemption of funds
      • Verified User may redeem funds within the limits set out in these Terms or other special
        Terms (ex. Card
        Terms).
      • The User may, at any time, in accordance with these Terms and the applicable Price List
        published on the
        website www.paywiser.com or subpages therein and on PayWiser Mobile Application, redeem
        funds from the Payment Account.
      • Funds can be redeemed by:
        • By transferring funds to a IBAN account – the User can transfer funds from his
          Payment Account using
          PayWiser Mobile Application or Web interface to any IBAN account in the SEPA
          area at any time, in accordance with these Terms and the applicable Price List
          published on the website www.paywiser.com or subpages therein and on PayWiser
          Mobile Application. This is done by filling in all the required fields in the
          »Withdraw« section of the PayWiser Mobile Application and confirming the
          transfer. The funds are transferred from the PayWiser’s fiduciary account to the
          bank account specified by the User on the same or the next business day
          (depending on the time of receipt of the User’s withdrawal request and the
          payment system operating schedule). If the User does not have access to the
          online application, he/she can apply for the redeeming of funds via e-mail and
          PayWiser shall provide further instructions.
        • By cash withdrawal from ATM machine if the User of the Payment Account has
          obtained a VISA Debit Card (Special Terms apply for the service of issuing a
          VISA Debit Card, which are available on the website www.paywiser.com or subpages
          therein and on PayWiser Mobile Application).
    • Ordering the redemption of e-money
    • Verified Users may submit to PayWiser a request for the redemption of funds (Withdrawal
      request).
    • Within the PayWiser system, PayWiser accepts redemption requests in accordance with the working
      hours. For PayWiser redemption requests, PayWiser is deemed to have received the redemption
      request on the day it received the redemption request from the User. For requests received after
      1pm or Saturday, Sunday, national holidays in Lithuania and holidays in countries where
      PayWiser’s partners operate (not limited to 1.1., Easter Friday, Easter Monday, 1.5., 25.12. And
      26.12.), which represent a non-working day for the TARGET2 payment system, are deemed to have
      been received the next business day.
    • Conditions for carrying out the redemption:
      • the proper balance in User’s PayWiser Wallet,
      • checking if the limits of transactions are respected,
      • no reason for the suspension of the transaction according to PayWiser’s internal
        policies or applicable
        laws.
    • PayWiser will, as a rule, make payments to the bank account specified by the User, provided that
      the
      conditions from the previous point and any other restrictions from these conditions are
      fulfilled, within three working days at the latest.
TERMS OF ELECTRONIC MONEY ISSUANCE AND REDEMPTION
  • Money held on User’s Payment Account is considered Electronic money which shall be issued by Payrnet
    after the
    User’s transfer or deposit money to the Payment Account.
  • Special conditions apply for services related to the issuance and redemption of electronic money and are
    published on the website www.paywiser.com.
  • After a deposit is performed by the User or money transfer to User’s Account is successful and after
    Payrnet
    receives the money, Payrnet issues electronic money at the nominal value and credits it to User’s
    Payment
    Account. The Electronic money is credited to and held on User’s Payment Account.
  • The specific method of Top-up (depositing or transferring funds to User’s Payment Account) is selected
    by the
    User in the PayWiser Wallet by choosing particular function, which contains instructions for depositing
    money
    for each mean of payment (bank transfer, Debit or Credit Card, SEPA, SWIFT, etc.).
  • Payrnet shall issue Electronic money at par value on the receipt of funds from Users.
  • The User is informed and acknowledges that the Electronic money held on User’s Account is not a deposit
    and
    PayWiser does not, in any circumstances, pay any interest for Electronic money held on User’s Account
    and does
    not provide any other benefits associated with the time period the Electronic money is
    stored.
  • At User’s request, Electronic money held on User’s Account shall be redeemed at their nominal value at
  • time, unless otherwise agreed by PayWiser and the User.
  • When Electronic money is requested to be redeemed before the expiry of this Contract, the User may
    request the return of part or all of the monetary value of the electronic money.
  • The User submits a request for redemption of Electronic money by generating a Payment order to transfer
    Electronic money from User’s Account held in PayWiser to any other account specified by the User.
  • No specific conditions for redemption of Electronic money that would differ from the standard conditions
    for
    transfers and other Payment transactions performed to the User’s Account shall be applied. The amount of
    redeemed or transferred Electronic money is chosen by the User.
  • No additional fee for Electronic money redemption is applied. In the event of redemption of Electronic
    money,
    the User pays the usual Commission fee for a money transfer or withdrawal which depends on the method of
    Electronic money transfer or withdrawal chosen by the User. Standard Commission fees for money transfer
    or
    withdrawal are applied, according to published on the website www.paywiser.com.
  • When the User applies for redeeming Electronic money at the expiration of this Contract or no more than
    1 (one)
    year from the expiration of this Contract, all monetary value of the Electronic money held by the User
    is
    redeemed.
  • Provided that the User terminates this Contract and submits the request to close his/her Payment
    Account and
    delete User’s Payment Account from PayWiser system, or PayWiser terminates the provision of PayWiser’
    Services
    to User and deletes User’s Account from PayWiser system in cases specified in present Contract, money
    held on
    User’s Account shall be transferred to User’s bank account or to the account in another electronic
    payment
    system indicated by the User. PayWiser has the right to deduct from the repaid money the amounts that
    belongs to
    PayWiser (prices for Services provided by PayWiser and expenses which have not been paid by the User,
    including
    but not limited to, damages and default interests incurred by PayWiser due to a breach of this present
    Contract
    committed by the User, which have been imposed by financial institutions and (or) other competent
    authority of
    the state. In the event of a dispute between PayWiser and the User, PayWiser has the right to detain
    money under
    dispute until the dispute is resolved.
  • In case PayWiser fails to repay the money to the User due to reasons beyond the control of PayWiser (for
    example, other account indicated by the User where money shall be transferred is closed, technical
    problems
    incurred by the payment service provider, where the User has another account and etc.), the User shall
    be
    notified thereof within reasonable time frame. The User shall immediately indicate another account or
    provide
    additional information necessary to repay the money.
GENERAL TERMS ON THE PROVISION OF THE PAYMENT SERVICES
  • Authentication data and information to be provided in Payment order
    • Authentication data for accessing the User Payment Account through PayWiser Wallet are set by
      the User.
      Authentication data shall refer to:

      • Login name and password. Login name is the combination of the number provided to the User
        after
        registration process is finished and PayWiser issued the confirmation that the User is able
        to use
        the Services. Password – a static alphanumeric string exclusively and personally determined
        by the
        User. PayWiser shall not have access to the password, nor shall request it from the User at
        any
        time.
      • Special code which the User will receive to his/her mobile phone after initiating the
        Payment
        transaction (optional). The User shall confirm the special code received to his/her mobile
        by
        entering the password. The Payment transaction shall not be executed without the entering
        special
        code.
    • The maximum time without activity by the User after being authenticated for accessing its
      Account online
      shall not exceed 5 minutes. After 5 minutes, the session is over, and the User has to login
      again. If
      the authentication data are incorrectly entered three times, PayWiser shall be entitled to block
      these
      authentication data. The User shall be alerted before the block is made permanent. In case of
      blocking
      User’s account in accordance with incorrectly entered authentication data, the User shall apply
      to
      PayWiser and make the verification again. Only after the successful verification, the User shall
      be
      entitled to receive new authentication data on request.
    • Unique identifier shall be provided by the User in order for a Payment order to be properly
      initiated or
      executed. PayWiser shall credit the funds to and debit them from the Account according to the
      Unique
      Identifier specified in the Payment order received by PayWiser.
    • PayWiser is not liable if the Unique identifier is not provided in the Payment order and/or it
      is
      incorrectly entered by the User. However, PayWiser shall make reasonable efforts to recover the
      funds
      involved in the Payment transaction.
    • The User is informed and agrees that the PayWiser has the right to request additional and/or
      other
      mandatory information (for example amount and currency, Payee’s name, surname/name of the legal
      entity/code of the payment) which must be submitted to PayWiser in order execute properly the
      Payment
      order.
  • The form of and procedure for giving consent to initiate a Payment order or execute a Payment
    transaction

    • The Payment transaction is considered to be authorized only when the User expresses its consent
      for the execution of
      Payment transaction in PayWiser Wallet.
    • The consent shall be authorized by using the authentication data – login details during the time
      of the creation of
      the Account and/or security code. The consent may be expressed by other form and manner needed
      for the concrete
      service.
    • The Consent of the User (Payer) shall be submitted prior to the execution of the Payment
      transaction. In the case of
      a direct debit, the User’s (Payer’s) consent must be given to PayWiser and in the cases
      established by PayWiser such
      Consent may be given to the Payee or to the Payee’s payment service provider.
    • The procedure of revocation of the Payment order:
      • Consent may be withdrawn by the Payer at any time, but no later than at the moment of
        irrevocability in
        accordance with the Clauses 9.2.5.2 – 9.2.5.5 of these Terms. Consent to execute a
        series of payment
        transactions may also be withdrawn, in which case any future Payment transaction shall
        be considered to be
        unauthorized.
      • The User shall not revoke a Payment order once it has been received by the PayWiser,
        except for cases provided
        in this Contract;
      • Where the Payment transactions is initiated by or through the Payee, the Payer shall not
        revoke the Payment
        order after giving consent to execute the Payment transaction to the Payee;
      • In the case provided for in the Clause 9.3.6 of this Contract, the User may revoke the
        Payment order at the
        latest by the end of the Business day preceding the agreed day.
      • Upon expiry of the time limits laid down in the Clauses 9.2.5.2 – 9.2.5.4 of this
        Contract, the Payment order
        may be revoked only if agreed between the User and PayWiser, and in the cases provided
        for in the Clause 9.2.5.3
        of this Contract, the consent of the Payee is required.
  • Moment of receipt of the Payment order, requirements applied to the Payment order and refusal to execute
    the Payment order

    • The User shall ensure that in User’s Payment Account has enough funds necessary for the
      execution of the User’s
      Payment order. If the User does not have sufficient funds at the moment when the User’s Payment
      order is
      presented, PayWiser has the right to refuse to execute the User’s Payment order, unless
      otherwise agreed by the
      Parties.
    • PayWiser shall process Payment orders given by the User without undue delay, provided that at
      the moment of
      maturity there are enough funds on the User’s Account, from which the payment is to be debited.
    • In case where the User is the Payer, the Payment order is considered received by PayWiser on
      the day of its
      reception, or, if the moment of reception of the Payment order is not the Business day of
      PayWiser, the Payment
      order is considered received on the next business day of PayWiser.
    • The Payment order that was received by PayWiser on the Business day of PayWiser, but not on
      business hours set
      by PayWiser, is considered received on the next business day of PayWiser.
    • Funds from the Payer’s Account shall not be debited before the Payment order is received by
      PayWiser.
    • If the User initiating a Payment order and PayWiser agree that execution of the Payment order
      shall start on a
      specific day or at the end of a certain period or on the day on which the Payer has put funds at
      the PayWiser’s
      disposal, the time of receipt is deemed to be the agreed day. If the agreed day is not a
      Business day for
      PayWiser, the Payment order received shall be deemed to have been received on the
      following Business day.
    • Payment orders inside the system of PayWiser are executed immediately (up to a few minutes,
      unless the Payment
      transaction is suspended due to cases set forth by legal acts and this Contract), regardless of
      business hours
      of PayWiser.
    • PayWiser has the right to record and store any Payment orders submitted by any of the agreed
      means and to record
      and store information about all Payment transactions performed by the User or according to
      Payment orders of the
      User. Records mentioned above may be submitted by PayWiser to the User and/or Third party, who
      have the right to
      receive such data under the basis set forth in the applicable laws or contractual basis, as
      evidence confirming
      the submission of Payment orders and/or executed Payment transactions.
    • PayWiser has the right to refuse to execute a Payment order in case of a reasonable doubt that
      the Payment order
      has been submitted by the User or an authorized representative of the User or if Payment order
      or the submitted
      documents are not legitimate. In such cases, PayWiser has the right to demand from the User to
      additionally
      confirm the submitted Payment order and/or submit documents confirming the rights of persons to
      manage the funds
      held on the Account or other documents indicated by PayWiser in a way acceptable to PayWiser at
      expense of the
      User. PayWiser is not liable for the losses which may arise due to refusal to execute the
      submitted Payment
      order due to the reason of the refusal to provide additional information or documents by the
      User.
    • The User is informed and agrees that PayWiser has the right to involve Third parties to
      partially or fully
      execute the Payment order of the User, if the User’s interests and/or the essence of the Payment
      order requires
      so. In the event that the essence of the Payment order of the User requires sending and
      executing the Payment
      transaction further by another financial institution, but this institution suspends the Payment
      order, PayWiser
      is not liable for such actions of that financial institution, but makes attempts to find out the
      reasons for the
      suspension of the Payment order.
    • PayWiser has the right to suspend and/or terminate the execution of the Payment order of the
      User, if required
      by applicable laws or in case it is necessary for other reasons beyond control of PayWiser.
    • In case PayWiser has refused to execute Payment order submitted by the User, PayWiser shall
      immediately,
      without undue delay, inform the User thereon about the reasons for it and the procedure for
      correcting any
      factual mistakes that led to the refusal, except when such notification is technically
      impossible or forbidden
      by legal acts.
    • PayWiser shall not accept and execute Payment orders of the User in case such operations are
      suspended by
      applicable laws due to circumstances relating to the User.
    • If money transferred by the Payment order is returned due to reasons beyond the control of
      PayWiser (inaccurate
      data of the Payment order, the account of the Payee is closed, etc.), the returned amount is
      credited to the
      Payment Account of the User. Commission fees paid by the Payer for the Payment order execution
      are not returned.
  • The terms of the execution of the Services
    • The time limits of the execution of Payment transactions to payment accounts and the duration of
      execution of
      other Services are specified in present Terms.
    • When the Payment operation shall be executed in euro (EUR) in Lithuania or other Member States
      and the User is
      the Payer, PayWiser ensures that the amount of the Payment operation is credited to the account
      of the payment
      service provider of the Payee until the end of the nearest business day, except the exceptions
      foreseen in
      clause 9.4.3.
    • Where payment transfers are made in euro (EUR), PayWiser shall ensure that after the Payment
      order is received,
      the amount of the Payment transaction is credited to the Payee’s payment service provider’s
      account on the same
      Business day if the Payment order is received on that business day by 12:00 noon. If the Payment
      order is
      received after 12:00 noon, PayWiser shall ensure that the amount of the Payment transaction is
      credited to the
      Payee’s payment service provider account no later than the following Business day.
    • Parties can agree, that the Payment order shall be executed on concrete day or at the end of
      certain period. In
      such case PayWiser shall ensure that the amount of the Payment transaction is credited to the
      Payee’s payment
      service provider’s account on the day of the execution of the Payment order.
    • When the Payment operation shall be executed in the currencies of non-euro Member States and to
      other Member
      States and the User is the Payer, PayWiser ensures that the amount of the Payment order is
      credited to the
      account of the payment service provider of the Payee until the end of the nearest Business day
      but not later
      than within 4 (four) Business days after receipt of the Payment order.
  • The terms of the execution of the Services
    • The time limits of the execution of Payment transactions to payment accounts and the duration of
      execution of
      other Services are specified in present Terms.
    • When the Payment operation shall be executed in euro (EUR) in Lithuania or other Member States
      and the User is
      the Payer, PayWiser ensures that the amount of the Payment operation is credited to the account
      of the payment
      service provider of the Payee until the end of the nearest business day, except the exceptions
      foreseen in
      clause 9.4.3.
    • Where payment transfers are made in euro (EUR), PayWiser shall ensure that after the Payment
      order is received,
      the amount of the Payment transaction is credited to the Payee’s payment service provider’s
      account on the same
      Business day if the Payment order is received on that business day by 12:00 noon. If the Payment
      order is
      received after 12:00 noon, PayWiser shall ensure that the amount of the Payment transaction is
      credited to the
      Payee’s payment service provider account no later than the following Business day.
    • Parties can agree, that the Payment order shall be executed on concrete day or at the end of
      certain period. In
      such case PayWiser shall ensure that the amount of the Payment transaction is credited to the
      Payee’s payment
      service provider’s account on the day of the execution of the Payment order.
    • When the Payment operation shall be executed in the currencies of non-euro Member States and to
      other Member
      States and the User is the Payer, PayWiser ensures that the amount of the Payment order is
      credited to the
      account of the payment service provider of the Payee until the end of the nearest Business day
      but not later
      than within 4 (four) Business days after receipt of the Payment order.
  • Spending limits for the Payment Transactions
    • These Terms establish a maximum spending limits for Payment Transactions in Article 6.
    • Special limitations may be imposed on the User’s Payment Account according to the Terms and
      internal
      policies of PayWiser. User shall be notified of such limitations prior to using the services.
    • Maximum spending limits may also be established by the User in PayWiser Wallet.
  • Blocking the Account and/or suspension of the Services to the User
    • The User shall co-operate with PayWiser to investigate any suspicious, suspected illegal,
      fraudulent or improper activity.
    • PayWiser is entitled to block the funds collected on the User’s Payment Account as follows:
      • PayWiser has a suspicion that the funds collected on the User’s Payment Account are
        intended for
        the commitment of a crime, resulted from the crime or participation thereon;
      • if there is a suspicion that an unauthorized payment transaction was carried out through
        the User’s
        Account;
      • the User is in delay in discharging its obligations under these Terms;
      • bankruptcy is declared in respect of the User’s assets, restructuring is initiated, the
        bankruptcy
        petition is cancelled owing to the lack of funds for the remuneration of the trustee in
        bankruptcy, the User
        enters into liquidation, or the risk of insolvency on the User’s side excessively
        increases within a short
        period;
      • for the purposes of corrective accounting and settlement;
      • the User is using PayWiser Services and fraudulent acts have been proved on the User’s
        side or
        criminal proceedings are initiated against the User or its employees in the matter of
        fraudulent acts; or if
        actions of the User fail to comply with the rules of PayWiser banking partners and such
        conduct may cause
        PayWiser a damage.
    • PayWiser reserves the right to suspend, at any time and at its sole discretion, the User Account
      (or certain functionalities thereof such as uploading, receiving, sending and/or withdrawing
      funds), inter alia, for audit:

      • where PayWiser believes it is necessary or desirable to protect the security of the User
        account;
      • if any transactions are made which PayWiser in its sole discretion deems to be made in
        breach of this Terms or
        in breach of the security requirements of the User Account; or
      • if any transactions are made which PayWiser in its sole discretion deems to be
        suspicious, unauthorized or
        fraudulent, including without limitation in relation to money laundering, terrorism
        financing, fraud or other
        illegal activities; or
      • upon the insolvency, liquidation, winding up, bankruptcy, administration, receivership
        or dissolution of the
        User, or where PayWiser reasonably considers that there is a threat of the same in
        relation to the User; or
      • where anything occurs which in the opinion of PayWiser suggests that the User shall be
        unable to provide the
        User’s products/services and/or otherwise fulfil the contacts that it has with its
        Users;
      • if the transactions are for the sale of goods and/or services which fall outside of the
        agreed business
        activities of the User, or where the User presents a transaction and fails to deliver
        the relevant
        goods and/or services.
    • PayWiser will make reasonable efforts to inform the User of any such suspension in advance, or
      if this
      is not practicable, immediately afterwards and give its reasons for such suspension unless
      informing the User would compromise security measures or is otherwise prohibited by law or
      regulatory requirements.
    • In addition, PayWiser reserves the right (at its sole discretion) to suspend the User Account
      (or certain functionalities thereof such as uploading, receiving, sending and/or withdrawing
      funds) at any time where it is required to do so under relevant and applicable laws and
      regulations or competent authority. PayWiser will make reasonable efforts to inform the User of
      any such suspension unless PayWiser is prohibited from doing so by law or under an order from a
      competent court or authority.
  • Information provided to the User about the Payment transactions
    • PayWiser is obligated to provide the information to the User (before the execution of Payment
      order) about the
      possible maximum terms of the execution of certain Payment order, the payable Commission fees
      and how this
      Commission fees are split up.
    • PayWiser shall provide the Statement to the User about the provided Payment transactions, which
      shows as
      follows:

      • information enabling the Payer to identify each Payment transaction and information
        relating to the
        Payee;
      • the amount of the Payment transaction in the currency indicated in the Payment order;
      • the Commission fees payable for the Payment transactions and how the Commission fees are
        split
        up;
      • the applicable currency exchange rate and the amount of Payment transaction after the
        currency
        exchange rate, in case if during the execution of Payment transaction, the currency was
        exchange;
      • the date of write down of funds from the Account;
      • the date of incomes to the Account;
      • other information which shall be provided to the User in accordance with the applicable
        laws of
        Republic of Lithuania.
    • The Statement is provided through the PayWiser Mobile Application or Web interface of the User.
    • PayWiser is obligated to inform the User about the suspected or executed fraud by other persons
      or the
      threats for the security of Services by sending a message within the PayWiser Mobile Application
      or Web interface and by choosing one additional option from the following – by sending the
      e-mail, by telephone or other method which is at that time safe and the most suitable to the
      particular situation.
COMMISION FEES PAYBALE FOR THE SERVICES PROVIDED BY PAYWISER, DEFAULT INTEREST AND CURRENCY EXCHANGE
  • PayWiser shall charge fees related to its standard Services in accordance with this Terms and the price
    list
    published on the website www.paywiser.com, which shall be considered as an inseparable part of this
    Terms.
  • PayWiser shall charge individual fees to the User for non-standards Services not defined herein and/or
    in the
    Price List and the User shall be informed thereon before using such services.
  • Unless otherwise indicated, fees are quoted in Euro.
  • For the Payment services and/or related services performed by PayWiser, the User shall pay the
    Commission fee to PayWiser. The Commission fee is indicated in the Price List and/or the additional
    agreement
    with the User. In case if the User fails to fulfil its obligation to pay the Commission fee to PayWiser,
    the
    User shall pay to PayWiser penalties (the fines or default interest) set forth in the Price List,
    additional
    agreement and/or applicable laws of the Republic of Lithuania.
  • Any Commission fees payable by the User shall be deducted from the User’s Payment Account balance. If
    the User
    account balance is insufficient, PayWiser reserves the right to invoice the User for any shortfall.
  • Where PayWiser has no possibility to deduct any Commission fee payable by the User for the provided
    Services
    from the balance of the User’s Payment Account, PayWiser shall issue the separate invoice for the amount
    owed.
    Invoices are payable within 10 (ten) days of the date of the invoice. In case of overdue payments,
    PayWiser
    reserves the right to charge default interest in the amount of 0,02 % and/or terminate this Contract
    with
    immediate effect by giving written notice to the User.
  • In case if during the performance of the Payment transaction there are not enough funds for execution
    of
    Payment transaction and payment of Commission fee in the Account of the User, PayWiser shall have the
    right to
    refuse and not to execute the Payment transaction.
  • The currency exchange rates are provided to the User before the Payment order.
  • Currency exchange is based on the exchange rate of PayWiser, which is valid at the moment of
    conversion and is constantly updated and published on website of PayWiser.
  • PayWiser applies the changed basic exchange rate of currency immediately without a separate notice.
    PayWiser informs the User about such changes in a manner described in this Contract.
  • In case if the currency in which the order to execute the Payment transaction is different than the
    currency in
    which the Account is debited, the conversion of such currencies shall be performed in accordance with
    the
    procedure established by PayWiser, which shall be published on PayWiser website
    www.paywiser.com and on PayWiser Mobile Application.
  • If the User is a Consumer, at the beginning of each calendar year PayWiser will provide the Consumer
    with a Statement of Commission fees related to Consumer’s Account. Statement of Commission fees will be
    provided
    in Consumer’s Account free of charge. In case of termination of this Contract, Statement of Commission
    fees
    shall be provided for a period from beginning of calendar year until termination of this Contract day.
COMMUNICATION BETWEEN THE USER AND PAYWISER
  • The person who becomes the User of PayWiser confirms that the User accepts that all communication,
    including the
    personal communication between PayWiser and the User, shall be executed in English, unless otherwise
    agreed by
    both Parties. All communication, information about any changes to the Services and the Prices, other
    important
    information shall be provided in English, unless Parties agree otherwise.
  • The information shall be provided to the User personally or by announcing it publicly:
    • the information may be provided personally to the User through the PayWiser Mobile Application
      or Web
      interface, sent by post to the address of the User registration address, via e-mail indicated
      during the process
      of the opening of the Account, by call or SMS using telephone number indicated during the
      process of opening of
      the Account and other telecommunication instruments, including
      electronic means;
    • the information may be published on the PayWiser website www.paywiser.com and on PayWiser
      Mobile Application. PayWiser shall send the User a Notification on newly uploaded information
      through PayWiser
      Mobile Application or Web interface. The information provided publicly is considered to be duly
      delivered to the
      User, except the cases of mandatory requirements of the applicable of the Republic of Lithuania
      and/or the cases
      when PayWiser is obligated to inform the User personally.
  • The User acknowledges that any communication between PayWiser and the User shall take place personally
    and
    primarily through the PayWiser Mobile Application or Web interface and e-mail indicated during the
    process of
    opening of the Payment Account. Disclosure of any information by PayWiser through PayWiser Mobile
    Application or
    Web interface and via the e-mail means that the relevant information is duly delivered to the User and
    is
    effective.
  • E-mail communication is possible to addresses that are given on the website of PayWiser and the e-mail
    addresses given by the User during the registration session to PayWiser system. E-mail message is
    considered to
    be duly delivered on the following Business Day.
  • In case of communication by telephone, the User shall be verified on the basis of the User` s data.
    Phone
    communication between PayWiser and the User is possible at times published on the website of PayWiser.
    The
    message given to the User through telephone is considered to be duly delivered at the moment of the
    conversation
    with the User.
  • In case of communication through the post, letters are delivered to the other party’s address.
  • The information announced on the PayWiser website, PayWiser Mobile Application or Web interface is
    considered to be duly delivered on the day of the announcing/publishing such information.
  • The User agrees that PayWiser may record, with prior notice, any ongoing communication between PayWiser
    and the
    User using any available technical means, and will archive all the records, as well as the copies of any
    information and documents that PayWiser will receive from the User and Third parties. The User agrees
    that
    PayWiser may at any time use this information for the purposes stated in this Contract or for ensuring
    compliance with this Contract.
  • The User is entitled to get the information about this Contract as well as the Contract as itself in
    paper
    version or any other durable medium, in which PayWiser is able to provide such information.
  • If the User would like to contact PayWiser about a concern relating to this Contract, the User may
    contact
    PayWiser via in-app support or email [email protected] PayWiser will try to resolve any issues the
    Users may
    have about their Payment Account or the Services. PayWiser shall provide the answer within 15 (fifteen)
    Business
    Days of receiving User’s concern unless the concern is of a “simple” nature and can be resolved with 1
    (one)
    Business Day from the receipt day. PayWiser shall inform the User if exceptional circumstances arise, in
    which
    case it may take up to 30 (thirty) Business Days to address User’s concern.
  • The parties shall inform each other without undue delay of any changes to their contact information.
    Upon the
    request of PayWiser, the User shall provide any relevant new documents that prove that the contact
    information
    have changed. The failure to fulfil these obligations means that the notice sent on the basis of the
    latest
    contact information provided to the other Party is duly delivered and any obligation fulfilled in
    accordance
    with such contact information is executed properly. The User acknowledge that PayWiser has the right to
    inform
    about the change of its contact information by way of publicly announcement and/or by sending such
    information
    via e-mail via e-mail indicated during the process of the opening of the Payment Account.
  • The Parties must promptly inform each other of any circumstances relevant to the proper performance of
    this
    Contract. Upon the request of PayWiser, the User is obliged to provide additional information to
    PayWiser (for
    example, a change of the sample signature of the User or the User’s representative, the initiation and
    setting-up of the User’s bankruptcy, the User’s liquidation, reorganization, conversion, etc.)
    regardless of
    whether this information has been provided to the public registers.
AMENDMENTS AND CHANGES OF FEES, TERMS OF THE CONTRACT, TERMS OF SERVICES
  • This Contract is subject to be changed from time to time.
  • PayWiser has the right to change this Contract, applicable prices and Commission fees and/or the terms
    of Services by offering the changed Contract to the User in paper or other durable medium at least 60
    (sixty)
    calendar days before such changes will entry into force. PayWiser has the right to change this Contract,
    applicable prices and Commission fees and/or the terms of Services by offering the changed Contract to
    the User
    personally in paper or other durable medium (through the PayWiser Mobile Application or Web interface or
    e-mail
    indicated during the process of opening of the Payment Account at least 60 (sixty) calendar days before
    such
    changes will entry into force.
  • The User has the right to accept the proposed changes or reject it.
  • If no objection notice is received by PayWiser within the time frame stipulated clause 12.2, the User is
    deemed to have accepted the changes and such changes come into force on the date of entry into force. If
    the
    User agrees with the changes to this Contract, applicable Prices and Commission fees and/or the terms of
    Services, then the User is not entitled subsequently to submit to PayWiser User’s objection and/or
    claims
    regarding the content of such changes.
  • The User has the right to terminate the Contract immediately at any time and without charges after
    receiving the
    information about changes and before any changes stipulated in provided information becomes effective.
    If the
    User does not use his right to terminate this Contract until the day when such changes come into force,
    the User
    shall be deemed as accepted the changes to this Contract.
  • The termination of this Contract in accordance to the clause 12.5. shall not release the User from its
    obligations to PayWiser arising prior to the date of termination of this Contract to be properly
    executed.
SECURITY AND CORRECTIVE MEASURES
  • The User is responsible for the safety of devices used to log in to the PayWiser Wallet (via PayWiser
    Mobile
    Application or Web interface) and shall not leave them unattended, in public places or otherwise easily
    accessible to third persons.
  • It is recommended to update software, applications, anti-virus programs, browsers and other programs in
    time.
  • It is recommended to protect devices with passwords, PIN codes, Facial-recognition or other safety
    instruments.
  • It is recommended to evaluate received emails with cautiousness, even if PayWiser is indicated as the
    sender.
    PayWiser will never request the User to download attachments or install software. Attachments to fraud
    e-mails
    may contain viruses which can harm devices or pose a risk to the safety of the User account.
  • It is recommended not to click on unknown links, open unknown documents, install software or
    application from
    unknown, unreliable sources or visit unsafe websites.
  • As soon as the User is aware of the loss, theft, misappropriation or fraudulent use of the payment
    instrument
    or the device, which has been used to access the PayWiser Wallet, the User must immediately notify
    PayWiser or
    any other entity designated by it. The notification shall be submitted to PayWiser through the PayWiser
    Mobile
    Application or Web interface and at the same by sending an e- mail to PayWiser.
  • If the User notices any suspicious activity on his Payment Account and thinks that third persons may
    have
    logged into his/her Payment Account for the use of the Services, the User shall:

    • immediately inform PayWiser thereof at any time and in a manner indicated in this section and
      request to block the User’s Payment Account;
    • in order to continue to use the Payment Account, the User shall change the password, use other
      additional account confirmation instruments or use safer instruments and delete unsafe
      additional login
      confirmation instruments.
  • The blocking of the Account and the payment instrument, if the later has been given to the User
    • In addition to the clauses of sub-section 9.6, PayWiser has the right to block the Payment
      Account (to stop the execution of the Payment transaction at all or partly) and/or the Payment
      Account in such cases as follows:

      • in case of the objectively justified reasons related to the security of the funds and/or
        the Payment Account
        and/or issued Payment Card, the alleged unauthorized or fraudulent use of the funds
        and/or the Payment Account
        and/or issued Payment Card;
      • in case if the User does not follow with the terms of the present Contract;
      • in case if PayWiser has the reasonable suspicions that funds in the Account may be used
        by the other persons for
        the unlawful actions, including but not limited to the commission of criminal
        activities;
      • in case of other basis set forth by applicable laws of the Republic of Lithuania.
  • The notices provided by the User regarding the unauthorized or improperly executed Payment operations
    • The User is obligated to check the information about the executed Payment transactions at least
      1 (one) time per
      month, so that the User may notice unauthorized or improperly executed Payment transactions and
      notify PayWiser
      in a timely manner.
    • The User is obligated to inform PayWiser in writing about the unauthorized or improperly
      executed Payment
      transactions, including the noticed mistakes, inaccuracies in the extract immediately from the
      acknowledge of
      such circumstances and in any case not later than 13 (thirteen) months from the debit date.
    • In case if the User does not notify PayWiser about the circumstances described in the clause
      13.9.2 of this
      Contract within the terms specified in the same clause 13.9.2 then it shall be considered that
      the User
      unconditionally confirmed the Payment transactions executed in the Account of the User.
  • The liability of the User for unauthorized Payments operations and the liability of PayWiser for the
    unauthorized Payment operations

    • In case if the User is the Consumer and he denies the authorization of the executed Payment
      transaction or
      declares that the Payment transaction was executed improperly, PayWiser is obligated to prove
      that the Payment
      transaction was authorized, it has been properly registered, entered in the accounts and was not
      affected by
      technical disturbances or other deficiencies in the Services provided by PayWiser.
    • In accordance to the terms indicated in the clause 13.9.2 of this Contract or having determined
      that the Payment
      transaction was not authorized by the User, PayWiser without undue delay, but no later than by
      the end of the
      next Business Day, return the amount of the unauthorized Payment transaction to the User and,
      where applicable –
      restores the balance of the Account from which this amount was written down and which would have
      existed if the
      unauthorized Payment transaction had not been executed, unless PayWiser has reasonable suspicion
      of fraud and
      informs the supervisory authority about such suspicions in accordance with the rules of such
      notice prepared by
      supervisory authority. If the User is the Consumer, the User bears all the losses up to the
      amount of 50 (fifty)
      Euros that have arisen due to unauthorized payment transactions if these loses have been
      incurred due to:

      • usage of a lost or stolen payment instrument;
      • misappropriation of a payment instrument;
    • The Clause 13.10.3 of this Contract shall not be applied if:
      • the loss, theft or misappropriation of a Payment instrument was not detectable to the
        Payer prior to a payment, except where the Payer has acted fraudulently as defined in
        the Clause 10.10.7 of this Contract; or
      • the loss was caused by acts or lack of action of an employee, agent or branch of
        PayWiser or of an entity to which its activities were outsourced;
    • The Payer shall not bear any financial consequences resulting from use of the lost, stolen or
      misappropriated
      Payment instrument after notification in accordance with the Clause 13.6 of this Contract,
      except where the Payer
      has acted fraudulently.
    • The Payer (who is the Consumer) shall bear all of the losses relating to any unauthorised
      payment transactions if
      they were incurred by the Payer acting fraudulently or failing to fulfil one or more of the
      obligations set out in
      the point 13.1-13.6 of this Contract with intent or gross negligence. In such cases, the maximum
      amount referred to
      in the point 13.10.3 of this Contract shall not apply. In case of possible fraud made by User,
      PayWiser informs
      about such suspicions to the supervisory authority in accordance with the rules of such notice
      prepared by the
      supervisory authority.
    • If the User is not the Consumer, the User shall bear all losses for the reasons specified in the
      Clause 10.10.3 of
      this Contract, except as otherwise provided in this Contract.
    • The Payment Account may be blocked by the User’s initiative (including the payment instrument if
      such is given to
      the User) if the User submits a respective request to PayWiser. PayWiser has the right to demand
      that the request
      submitted by the User be subsequently approved in writing or in another manner acceptable to
      PayWiser.
    • If PayWiser has reasonable doubts that the request indicated in the clause 13.10.8 of this
      Contract is not submitted
      by the User, PayWiser has the right to refuse to block the Account (including the payment
      instrument if such is
      given to the User). In such cases, PayWiser shall not be liable for any losses that may result
      from the failure to
      comply with the said request.
  • Liability of PayWiser for proper execution of Payment transaction
      • In case of improper execution of the Payment transaction and where the User is a legal entity,
        PayWiser is
        liable only due to the fault of transaction. PayWiser is not liable for Third parties’ mistakes.
        If the User
        initiating the Payment order executes a Payment order by using a Unique Identifier, such Payment
        order shall be
        deemed to be executed properly if it was executed according to the specified Unique Identifier.
        PayWiser has the
        right, but it is not obliged to check whether the Unique Identifier

    presented in the Payment order received by PayWiser corresponds to the Account holder’s name and
    surname (name).

    • If the Unique Identifier is presented to PayWiser with the amount to be credited or debited from
      the Account,
      the Payment order is deemed to be executed properly if it was executed according to the
      specified Unique
      Identifier. If PayWiser carries out the said inspection (for example, due to the prevention of
      money laundering
      risk) and find out clear mismatch between the Unique Identifier submitted to PayWiser and the
      Account holder’s
      name, PayWiser shall have the right not to execute such a Payment order.
    • If the User (Payer) initiates properly the Payment order and the Payment transaction is not
      executed or is
      executed improperly, PayWiser, at the request of such User, shall immediately and without charge
      take measures
      to trace the Payment transaction and to inform about the User of the results of the search.
    • PayWiser is liable for applying the Commission fees or giving back the already paid Commission
      fee in case if
      the Payment order was not executed or executed improperly due to the fault of PayWiser. PayWiser
      is not liable
      for the indirect losses incurred by the User and related to the not executed Payment order or
      improperly
      executed Payment order. PayWiser is liable only for the direct losses of the User.
    • PayWiser is not liable for claims raised between the Payee and Payer and such claims are not
      reviewed by
      PayWiser. The User may submit the claim to PayWiser only regarding the non-performance or
      improperly performance
      of the obligations of PayWiser.
    • Limitations of liability of PayWiser are not to be applied if such limitations are prohibited by
      the applicable
      laws.
  • Conditions of refunding to the Payer the amounts of Payment Transactions initiated by or through the
    Payee

    • The User (Payer) shall have the right to recover from PayWiser the full amount of the authorized
      and already
      executed Payment transaction initiated by or through the Payee and the Payer shall not incur
      losses because of
      interest payable to or receivable from PayWiser, provided that both of the following conditions
      are met:

      • when authorizing the Payment transaction its precise amount is not specified;
      • the Payment transaction amount exceeds the amount which could have been reasonably
        expected by the User
        (Payer) considering his previous expenditure, terms and conditions of the contract and
        other
        circumstances,
        except for the circumstances relating to the exchange of currency, when upon executing
        the Payment
        transaction
        the currency exchange agreed between the User (Payer) and PayWiser was applied. If, upon
        giving his
        consent to
        execute the Payment transaction, the User (Payer) indicates the maximum permissible
        amount of such
        Payment
        transactions (one Payment transaction or several such Payment transactions executed over
        a certain
        period), it
        shall be considered that such particular maximum amount of the Payment
        transactions could have been reasonably expected by the User (Payer).
    • At the request of PayWiser, the User (Payer) must immediately provide information about the
      existence of the
      conditions specified in items 13.12.1. above.
    • The User (Payer) shall not be entitled to the refund of amounts of Payment transactions
      initiated by or through
      the Payee under clause 13.12.1 of this Contract, if the User (Payer) has given consent directly
      to PayWiser and
      PayWiser or the Payee has furnished the User (Payer) in the agreed manner with the information
      about the future
      Payment transaction or created conditions to get familiarized with it at least four weeks before
      the planned
      execution of the Payment transaction.
    • The User (Payer) shall have the right to ask PayWiser to refund the amount of the Payment
      transaction initiated
      by or through the Payee within 8 (eight) weeks of the day on which the funds were debited from
      the Account.
    • Upon receipt of the request of the User (Payer) to refund the Payment transaction amount,
      PayWiser shall refund
      the full amount within 10 (ten) Business Days or shall state the reasons for its refusal to
      refund such amount
      and the notify the User of the procedure of appealing against the refusal. If thePayment transaction amount is refunded to the Payer, the Commissions paid to PayWiser and
      related
      with the execution of such Payment transaction shall not be refunded.
    • Conditions of refunding to the Payer the amounts of Payment Transactions initiated by or through
      the
      Payee as stated in the Clause 13.12.1-10.12.5 of this Contract will be applied only in case the
      User is a
      Consumer.
CONFIDENTIALITY AND PERSONAL DATA
  • During the term of this Contract and thereafter, each party shall use and reproduce the other party’s
    Confidential Information only for purposes of this Agreement and only to the extent necessary for such
    purpose
    and will restrict disclosure of the other party’s Confidential Information to its employees,
    consultants,
    advisors or independent contractors with a need to know and will not disclose the other party’s
    Confidential
    Information to any third party without the prior written approval of the other party.
  • Notwithstanding the foregoing, it will not be a breach of this Contract for either Party to disclose
    Confidential Information of the other Party if required to do so under law or in a judicial or
    governmental
    investigation or proceeding.
  • The confidentiality obligations shall not apply to information that:
    • is or becomes public knowledge through no action or fault of the other Party;
    • is known to either Party without restriction, prior to receipt from the other Party under this
      Contract, from its own independent sources as evidenced by such party’s written records, and
      which was not acquired, directly or indirectly, from the other Party;
    • either Party receives from any Third party reasonably known by such receiving party to have a
      legal
      right to transmit such information, and not under any obligation to keep such information
      confidential; or
    • information independently developed by either Party’s employees or agents provided that either
      Party can show that those same employees or agents had no access to the Confidential Information
      received hereunder.
  • The User agrees for PayWiser to manage his/her personal data with an aim to provide Services to the
    User and execute other responsibilities under the present Contract. PayWiser guarantees security of
    personal
    data received while executing the present Agreement. Personal data is used to the extent necessary to
    execute
    the present Contract. The above-mentioned personal data cannot be disclosed to Third parties without a
    consent
    from the subject of this data, except for cases stated by the applicable law or the present Contract.
    14.5. The main principles of processing of personal data, storage period and other issues are specified
    in
    PayWiser’s Privacy Policy, which is available on the website www.paywiser.com. The User acknowledges
    that he/she
    has read the Privacy Policy of PayWiser and it will comply with all of the terms and conditions provided
    in this
    policy.
TERM AND TERMINATION
  • Unless otherwise agreed in writing, this Contract has been made for indefinite period.
  • The User may at any time terminate this Contract by notifying PayWiser at least 30 (thirty) days prior
    to
    the date of termination.
  • PayWiser may terminate this Contract by notifying the User 60 (sixty) days prior to the date of
    termination.
  • PayWiser may also terminate this Contract by notifying the User 60 (sixty) days prior to the date of
    termination, if the User has not made any Payment transactions for more than 12 (twelve) consecutive
    months. Before the termination based on such legal basis, PayWiser has to inform User of such intent.
  • This Contract may be terminated by mutual agreement between parties at any time.
  • PayWiser may terminate this Contract immediately if PayWiser reasonably suspects or determines that
    the User:

    • is in violation of applicable laws or regulations including those connected with anti-money
      laundering or counter-terrorist financing;
    • has provided false or misleading information or documentation to PayWiser, failed to provide
      the documents and
      information connected with its Account and using the Services or failed to keep such documents
      and information
      up-to-date;
    • is using the Services to make or receive payments for activities related to those provided in
      the restricted
      activities, or;
    • is otherwise using the Services for malicious, illegal or immoral purposes.
  • If it is allowed to do so under the applicable laws and regulations, PayWiser will notify the User about
    the underlying reasons of termination of this Contract as soon as possible.
  • Upon termination of this Contract, the User will receive – on a paper version or on other durable medium
    – the breakdown of all Payment transactions completed throughout the entire term of this Contract, up to
    36
    months before the date of termination. The termination of this Contract shall not release the parties
    from their
    obligations to each other arising prior to the date of termination of this Contract to be properly
    executed.
COMPLAINTS, PROTECTION OF RIGHTS OF THE USER AND DISPUTES RESOLUTION
  • If you feel that we have not met your expectations in the delivery of our Services, in the first
    instance contact
    Paywiser using the contact email address for complaints set out on www.paywiser.com. We have internal
    procedures for
    handling complaints fairly and promptly in accordance with the Bank of Lithuania’s requirements. A copy
    of our
    complaints procedure is available upon request.
  • You may address the Bank of Lithuania with a request to protect your rights and legitimate interests
    which you
    consider having been violated. Such complaints may be submitted in writing or by electronic means at the
    following
    addresses: (i) Totorių g. 4, LT-01121 Vilnius, [email protected], and/or (ii) Žalgirio g. 90, Vilnius, e-mail:
    [email protected]
    Complaints must be submitted in Lithuanian or English languages.
  • The disputes between PayWiser and User shall be primarily solved through negotiations.
  • In case if the dispute cannot be solved through negotiations, the User can submit a complaint by post
    or e-mail,
    specifying User’s name, contact details, relevant information, which would indicate why the User
    reasonably believes
    that PayWiser violated the legal rights and interests of the User while providing the Services. The User
    can add
    other available evidence that justifies the need for such a complaint. If the User would like to submit
    a formal
    complaint, the User shall send the email to
    [email protected]
  • Upon receipt of a complaint from the User, PayWiser confirms receipt of the complaint and indicates
    the time limit within which the reply will be submitted. In each case, the deadline for submitting a
    reply may vary
    as it directly depends on the extent and complexity of the complaint filed, but PayWiser will make the
    maximum
    effort to provide the response to the User within the shortest possible time, but not later than 15
    (fifteen)
    Business Days. In case if PayWiser is not able to provide the final answer within 15 (fifteen) Business
    Days,
    PayWiser shall inform the User about that and indicate the time when the answer will be provided,
    however the term
    shall not be longer than 30 (thirty) Business Days. The complaints submitted by the User are solved free
    of charge.
  • In case if the dispute cannot be settled through negotiations, disputes may be solved in the courts of
    the Vilnius,
    Republic of Lithuania in accordance with the laws and procedure set forth by the laws of the Republic of
    Lithuania.
FINAL PROVISIONS
  • These Terms shall be governed by the Applicable laws of the Republic of Lithuania. Any disputes arising
    from
    the contractual relationship and the use of PayWiser Wallet and services shall be settled by a competent
    court
    in Republic of Lithuania.
  • These Terms shall be published on the PayWiser website, www.paywiser.com and made accessible on
    PayWiser Mobile
    Application.
  • User may not transfer or assign any rights or obligations he/she may have under this Contract without
    PayWiser’
    prior written consent.
  • PayWiser reserves the right to transfer or assign this Contract and all rights or obligations under
    this
    Contract with prior notice to the User accordingly to the rules and procedures set forth in this
    Contract at
    least 60 (sixty) calendar days before such changes will entry into force. The User has the right to
    accept that
    changes or reject it. If the User does not agree with such changes, the User has the right to
    immediately and
    without no commission fee to terminate this Contract until the day the amendments begin to apply
    expressing a
    disagreement with the changes. The disagreement shall be provided via User’s Account and additionally
    through
    the e-mail. If the User does not use his right to terminate this Contract until the day when such
    changes come
    into force, the User shall be deemed as accepted the changes.
  • Force Majeure
    • PayWiser and the User shall not be held liable for the default on, or inadequate discharge of,
      or for
      any failure to comply with this Contract, the obligations if such default or inadequate
      discharge was caused by
      force majeure (e.g. to acts of God, war, warlike conditions blockade, embargoes, riots,
      governmental
      restriction, labour disturbances, wrecks, epidemics, quarantine, fire, flood, earthquake,
      explosion, any
      unforeseen change in circumstances, or any other causes beyond its reasonable control);
    • The User shall notify PayWiser about the force majeure on PayWiser’ system, via email or in
      writing within 10
      (ten) calendar days after the day of occurrence of such circumstances.
    • PayWiser shall notify the User about force majeure circumstances through PayWiser Mobile
      Application and/or via
      email.
  • Mistakes
    • The User who notices that the funds that do not belong to him have been transferred to Account
      must
      immediately notify PayWiser to the effect. In such cases the User, as unauthorized beneficiary
      of transferred
      funds of the Payment transaction, shall be deprived of the right to dispose of the transferred
      funds and must
      forthwith remit such funds to Account designated by PayWiser.
    • PayWiser shall have the right to debit the amounts incorrectly credited to the Account through
      its own fault
      without a separate consent of the User, as unauthorized beneficiary of transferred funds of the
      Payment
      transaction and remit such funds to their due beneficiary.
    • If any part of this Contract is found by a court of competent jurisdiction to be invalid,
      unlawful or
      unenforceable then such part shall be severed from the remainder of the Contract, which shall
      continue to be
      valid and enforce.

These Terms and Conditions shall take effect on 25/3/2021.

Terms & Conditions of

Card Customer

These terms
    1. What these terms cover. These are the terms and conditions (the
      “Terms”) which govern the use of the personal, non-transferable card scheme
      branded debit card (the “Card”) which you have been issued with or will be
      issued with.
    2. Why you should read them. Please read these Terms carefully before you use
      your Card. These Terms tell you who we are, who we work with, how you can use your Card and
      the steps you need to take to protect yourself from unauthorised use of the Card and how you
      and we may change or end the contract, what to do if there is a problem and other important
      information. If you think that there is a mistake in these Terms, please contact us to
      discuss.
Information about us and how to contact us
    1. Who we are. We are Payrnet Limited, being the issuer of the Card
      (“we”, “us”, “our”) and a company
      incorporated in England & Wales with company number 09883437 and having its registered
      address at Kemp House, 152 City Road, London, UK EC1V 2NX. We are the issuer of your Card.
    2. We are authorised by the Financial Conduct Authority under the Electronic Money Regulations
      2011 (registration number 900594) for the issuing of electronic money
      (“e-money”).
    3. PayrNet is a wholly owned subsidiary of Railsbank Technology Limited and provides regulated
      financial services to Railsbank customers. Payrnet outsources all IT and Operations
      processes to Railsbank, and therefore falls under the Railsbank Privacy Policy for the
      purposes of clause 10 (Data Protection).
    4. Who we work with when providing you with services relating to the Card.
      Although we are the sole issuer of the Card, we work with PayWiser Limited, 36-38 Westbourne
      Grove Newton Road, London, United Kingdom, W2 5SH (the “Distributor”). You
      can find out more information on the Distributor on the Distributor’s website (being
      www.paywiser.com (the “Distributor’s Website”).
    5. The Distributor will be your first point of contact in relation to these Terms, for example
      if you:

      1. wish to cancel the Card or complain about the service you have been provided with
        pursuant to these Terms;
      2. let us know that the Card has been or potentially has been lost, stolen or
        misappropriated; and
      3. report an unauthorised Transactions relating to your Card.
    6. The services provided by the Distributor are governed by a separate set of terms and
      conditions which are set out in the following weblink
      https://banking.paywiser.com/CustomerCardTerms&Conditions.html .
    7. We also provide you with the e-money account (the “Account”) where the
      funds, which can be spent using the Card, are held. Our company details are set out in
      section 2.1. The services provided by us for the Account are governed by a separate set of
      terms and conditions between you and us which are set out at
      https://banking.paywiser.com/CustomerBankingTerms&Conditions.html Please
      note that the funds in the Account will not earn any interest.
    8. How to contact us. You can contact us, via the Distributor, by:
      1. telephoning the Distributor at +44 2381680299; or
      2. using any of the communication methods available:
        1. (a) on the secure area of the Distributor’s Website;
        2. (b) on the Distributor’s mobile application (hereinafter referred to as the
          “Distributor’s App”).
    9. How we may contact you. If we have to contact you we will do so by
      telephone or by writing to you at the telephone number, email address or postal address you
      provided to us or the Distributor. Any changes to your telephone number, email address or
      postal address or other personal data we hold about you must be notified by you immediately
      and in writing in accordance with section 2.7.
Commencement and expiry of these Terms
    1. You shall be deemed to accept these Terms by using the Card. The Card shall remain our
      property and will be delivered by us, or on our behalf, by the Distributor.
    2. The Terms, excluding Section 7.3, will terminate on the expiry date printed on the Card
      (“Expiry Date”) unless the Card is auto-renewed, in which case you will be
      issued with a new Card before the existing one expires. In this instance these Terms will
      remain valid until the existing Card expires or is otherwise as set out in these Terms.
  1. Issuance and activation of the Card
    1. You may be issued with:
      1. a “physical” Card, which will have the details of the PAN, the Expiry Date of the
        Card and the CVV code printed on it (the “Physical Card”); or
      2. a “virtual” Card, in which case you will not receive a Physical Card but will
        receive details of the PAN, the Expiry Date and the CVV2 code (the “Virtual
        Card
        ”).
    2. In order to start using the Card, you may be required to activate it in accordance with
      instructions given to you by the Distributor. You must keep your Physical Card and the
      details of the Virtual Card (as applicable) in a safe place and protect it against
      unauthorised access or use by third parties.
    3. If you are issued with a Physical Card:
      1. you must sign the Physical Card as soon as you receive it;
      2. you may also receive a secret personal identification number
        (“PIN”) separately by post or you may be able to retrieve it
        electronically via the Distributor’s Website or the Distributor’s App.
    4. You should memorise your PIN when you receive it. If you need to keep the written version of
      the PIN or separately write the PIN down for future reference, you must never keep it with
      the Card. You must never disclose your PIN to any other person, not even us. If you have not
      protected your PIN and your Card is used without your knowledge using the correct PIN, this
      may be classed as negligence for the purposes of Section 8.
    5. You can manage the Card on your secure area of the Distributor’s Website and on the
      Distributor’s App.
    6. The Card shall remain valid until the Expiry Date. If you require a replacement Card, please
      contact the Distributor using the contact details set out in section 2.7. Please note that
      an additional fee may be charged for a replacement Card – please see the fees section for
      more information.
    7. The Card is an e-money product and as such it is not covered by the Financial Services
      Compensation Scheme. You may only use the Card for lawful Transactions.
Transactions
    1. Should the relevant card scheme and/or programme allow, you may use your Card to enter into
      the following transactions (hereinafter referred to as “Transactions”):

      1. purchasing goods and/or services from merchants affiliated with the card scheme on
        your Card;
      2. withdrawing cash from authorised banks worldwide;
      3. receiving cash back from merchants (merchant dependent);
      4. making cash withdrawals from automatic teller machines (“ATMs”).
    2. You can authorise a Transaction by:
      1. allowing a merchant to swipe the magnetic strip of the Card and the corresponding
        sales slip being signed; or
      2. inserting the Card into a chip & PIN device and the correct PIN being entered;
      3. providing relevant information to the merchant that allows the merchant to process
        the Transaction, for example, providing the merchant with the PAN, the Expiry Date
        and the CVV2 in the case of an internet or other non-face-to-face Transaction;
      4. relevant information being provided to the payment initiation service provider that
        allows the payment initiation service provider to process the Transaction;
      5. the Card is tapped against a “contactless” enabled reader and accepted by such
        reader.
    3. If any of the methods of authorisation set out in section 5.2 are used, we shall be entitled
      to assume that you have authorised a Transaction unless we were informed that the relevant
      details of the Card have been lost, stolen or misappropriated prior the Transaction taking
      place.
    4. You acknowledge the correctness of the amount of each Transaction which you authorise.
    5. Once you have authorised a Transaction, the Transaction cannot be stopped or revoked. You
      may in certain circumstances be entitled to a refund in accordance with these Terms.
    6. On receipt of notification of your authorisation of a Transaction and the Transaction
      payment order from the merchant and/or authorised bank, normally we will deduct the value of
      the Transaction, plus any applicable fees and charges, from the available funds in the
      Account. We will execute the Transaction by crediting the account of the merchant’s or ATM
      operator’s or bank’s (as applicable) payment service provider by the end of the next
      business day following the notification. If the notification is received on a non-business
      day or after 4:30 pm on a business day, it will be deemed received on the next business day.
    7. We are not liable if, for any reason, the affiliated merchants or authorised banks do not
      accept the Card, or accept it only partly, nor are we liable in the case of late delivery
      of, or failure to deliver, goods or services. In the event of disputes or complaints of any
      kind concerning goods or services, or the exercise of any right in this connection, you
      should contact the affiliated merchant and/or authorised ban and/or ATM operator.
    8. It is your responsibility to ensure that there are available funds in your Account to cover
      any spend, allowing for any foreign exchange fees and other applicable fees under these
      Terms. Should the Account at any time and for any reason have a negative balance, you shall
      repay the excess amount immediately and in full.
    9. For Card usage conducted in other currencies (other than the currency of the Card), you
      shall accept the exchange rate used by Visa, which can be found
      https://www.visa.co.uk/support/consumer/travel-support/exchange-rate-calculator.html.
      Any changes in exchange rates may be applied immediately and without notice. The exchange
      rate, where applicable to a Transaction, will be shown in the e-statement. Please be careful
      when opting to use a merchant’s, bank’s or ATM operators exchange rates as they are often
      less competitive that the card scheme’s exchange rate.
    10. The maximum amount you may withdraw in cash shall be subject to a daily limit, irrespective
      of the available funds in the Account. We may charge a fee for withdrawal of cash. Some ATMs
      may charge an additional fee, which is not included in the Table, however, will apply on top
      of the fees set out in the Table.
    11. We and the Distributor have the right to review and change the spending limits on the Card
      at any time. You will be notified of any such changes via the Distributor’s Website and/or
      the Distributor’s App.
Non-execution of a Transaction
    1. In certain circumstances we may refuse to execute a Transaction that you have authorised.
      These circumstances include:

      1. if we have reasonable concerns about the security of the Card or suspect the Card is
        being used in a fraudulent or unauthorised manner;
      2. if there are insufficient funds available to cover the Transaction and all
        associated fees at the time that we receive notification of the Transaction or if
        there is an outstanding shortfall on the balance of the Account;
      3. if we have reasonable grounds to believe you are acting in breach of these Terms;
      4. if there are errors, failures (mechanical or otherwise) or refusals by merchants,
        payment processors or payment schemes processing Transactions, or
      5. if we are required to do so by law.
    2. Unless it would be unlawful for us to do so, where we refuse to complete a Transaction, we
      will notify you as soon as reasonably practicable that it has been refused and the reasons
      for the refusal, together, where relevant, with the procedure for correcting any factual
      errors that led to the refusal. Where the refusal is reasonably justified, we may charge you
      fee when we notify you that your payment request has been refused.
    3. You may also claim a refund for a Transaction that you authorised provided that your
      authorisation did not specify the exact amount when you consented to the Transaction, and
      the amount of the Transaction exceeded the amount that you could reasonably have
      expected it to be taking into account your previous spending pattern on the Card, these
      Terms and the relevant circumstances.
    4. Such a refund must be requested from us within 8 weeks of the amount being deducted from the
      Card. We may require you to provide us with evidence to substantiate your claim. Any refund
      or justification for refusing a refund will be provided within 10 business days of receiving
      your refund request or, where applicable, within 10 business days of receiving any further
      evidence requested by us. Any refund shall be equal to the amount of the Transaction. Any
      such refund will not be subject to any fee.
Access to information on Transactions and available funds in the Account
    1. The Distributor has set up a secure area on the Distributor’s Website and on the
      Distributor’s App where you can view the available balance in your Account and view the
      details of any Transactions you have entered into. You can gain access to this by following
      the instructions on the Distributor’s Website or the Distributor’s App. You must keep the
      credentials to obtain access to the secure areas safe and not disclose them to anyone.
    2. We can, upon request, send you monthly information (“e-statement”) by email setting out:
      1. a reference enabling you to identify each Transaction;
      2. the amount of each Transaction;
      3. the currency in which the Card is debited;
      4. the amount of any Transaction charges including their break down, where applicable;
      5. the exchange rate used in the Transaction by us and the amount of the Transaction
        after the currency conversion, where applicable; and
      6. the Transaction debit value date.

      If you would like us to provide you with the e-statement more often than monthly or not
      by email (or if agreed differently under this section 7, more often than agreed or in a
      different manner than agreed) then we may charge you a reasonable administration fee to
      cover our costs of providing the information more often or in a different manner.

    3. If for any reason you have some available funds left in your Account following the
      termination of these Terms, you may redeem them in full up to 6 years following the
      termination.
Loss of the Card / Transaction refunds
    1. As soon as you become aware of any loss, theft, misappropriation or unauthorised use of the
      Card, PIN or other security details, you must immediately notify us using the contact
      details set out in section 2.7.
    2. In the event of theft, you should consider reporting the theft to the police.
    3. If we believe you did not authorise a particular Transaction or that a Transaction was
      incorrectly carried out, in order to get a refund you must contact us as soon as you notice
      the problem using the contact details set out in section 2.7, and in any case no later than
      13 months after the amount of the Transaction has been deducted from your Account.
    4. We will refund any unauthorised Transaction and any associated Transaction fees and charges
      payable under these Terms subject to the rest of this section 8.
    5. This refund shall be made as soon as practicable and in any event no later than the end of
      the business day following the day on which we become aware of the unauthorised Transaction,
      unless we have reasonable grounds to suspect fraudulent behaviour and notify the appropriate
      authorities. If we become aware of the unauthorised Transaction on a non-business day or
      after 4:30 pm on a business day, we will be deemed to have only become aware of the
      unauthorised Transaction at the beginning of the next business day.
    6. If we are liable for an incorrectly executed Transaction, we will immediately refund you the
      amount of the incorrectly executed Transaction together with and any associated Transaction
      fees and charges payable under these Terms. Depending on the circumstances, we may require
      you to complete a dispute declaration form relating to the incorrectly executed Transaction.
      We may conduct an investigation either before or after any refund has been determined or
      made. We will let you know as soon as possible the outcome of any such investigation.
    7. If a Transaction initiated by a merchant (for example, this happens when you use the Card in
      a shop) has been incorrectly executed and we receive proof from the merchant’s payment
      service provider that we are liable for the incorrectly executed Transaction, we will refund
      as appropriate and immediately the Transaction and any associated Transaction fees and
      charges payable under these Terms.
    8. We are not liable for any incorrectly executed Transactions if we can show that the payment
      was actually received by the merchant’s payment service provider, in which case they will be
      liable.
    9. If you receive a late payment from another payment service provider (e.g. a refund from a
      retailer’s bank) via us, we will credit the Account with the relevant amount of any
      associated fees and charges so that you will not be at a loss.
    10. We will limit your liability to £35 for any losses incurred in respect of unauthorised
      Transactions subject to the following:

      1. you will be liable for all losses incurred in respect of an unauthorised Transaction
        if you have acted fraudulently, or have intentionally or with gross negligence
        failed to: (a) look after and use the Card in accordance with these Terms; or (b)
        notify us of the problem in accordance with this section 8;
      2. except where you have acted fraudulently, you will not be liable for any losses:
        1. incurred in respect of an unauthorised Transaction which arises after your
          notification to us of the loss, theft or misappropriation of the Card;
        2. arising where you have used the Card in a distance contract, for example,
          for an online purchase;
        3. arising where the loss, theft or misappropriation of the Card was not
          detectable by you before the unauthorised Transaction took place;
        4. where we have failed to provide you with the appropriate means of
          notification;
        5. arising where we are required by law (anticipated to apply from 14 September
          2019) to apply Strong Customer Authentication (as defined in section 8.11)
          but fail to do so;
        6. the losses were caused by an act or omission of any employee, agent or
          branch of ours or any entity which carries out activities on our behalf.
    11. “Strong Customer Authentication” means authentication based on the use of two or more
      elements that are independent, in that the breach of one element does not compromise the
      reliability of any other element, and designed in such a way as to protect the
      confidentiality of the authentication data, with the elements falling into two or more of
      the following categories: (a) something known only by you (“knowledge”), (b) something held
      only by you (“possession”); (c) something inherent to you (“inherence”). Strong Customer
      Authentication it is used to make Transactions more secure.
    12. We are required to provide Strong Customer Authentication when:
      1. you view the available balance on your Account either through the Distributor’s
        Website or the Distributor’s App and/or through an account information service
        provider (“AISP”);
      2. when you initiate an electronic Transaction, directly [or when you initiate a remote
        electronic Transaction through a payment initiation service provider (“PISP”)]; or
      3. when you carry out any action through a remote channel which may imply a risk of
        payment fraud or other abuses.
    13. If our investigations show that any disputed Transaction was authorised by you or you may
      have acted fraudulently or with gross negligence, we may reverse any refund made and you
      will be liable for all losses we suffer in connection with the Transaction including but not
      limited to the cost of any investigation carried out by us in relation to the Transaction.
      We will give you reasonable notice of any reverse refund.
Blocking of the Card

We may block the Card, in which case you will not be able to execute any further Transactions, if
we have reasonable concerns about the security of the Card or suspect the Card is being used in
a fraudulent or unauthorised manner. We will notify you of any such blocking in advance, or
immediately after if this is not possible, and of the reasons for the suspension unless to do so
would compromise reasonable security measures or otherwise be unlawful. We will unblock the Card
and, where appropriate, issue a new Card, PIN and other security features free of charge as soon
as practicable once the reasons for the suspension cease to exist.

Data Protection
    1. You agree that we can use your personal data in accordance with these Terms and our privacy
      policy, which is set out on www.railsbank.com/payrnet. This privacy policy includes details
      of the personal information that we collect, how it will be used, and who we pass it to. You
      can tell us if you do not want to receive any marketing materials from us. For the avoidance
      of doubt, we will share your personal data with the Distributor.
    2. To comply with applicable know-your-client-rules and anti-money laundering regulations (such
      as the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the
      Payer) Regulations 2017 and the Proceeds of Crime Act 2002, we and/or the Distributor and/or
      each of our banking providers and any other business partner (the
      “Partner”) shall be entitled to carry out all necessary verifications of
      your identity. The above mentioned Partner and the Distributor may use a recognised agency
      for this verification purposes (details of the agency used will be provided to you on
      request). Such verifications will not affect your credit score but may leave a ‘soft
      footprint’ on your credit history.
Fees and spending limits
    1. You are liable for paying all fees arising from your use of the Card and subject to all
      spending limits placed on the Card by us.
    2. The fees and spending limits on the Card are set out:
      1. in the table set out in Annex A attached hereto;
      2. on the secure area of the Distributor’s Website; and/or
      3. on the Distributor’s App.
Complaints
    1. If you would like to make a complaint relating to these Terms, please contact us using the
      contact details in section 2.7 so we can resolve the issue. We will promptly send you a
      complaint acknowledgement and a copy of our complaints procedure.
    2. Please note that you may request a copy of our complaints procedure at any time. Details of
      our complaints procedure can also be found on our website. You agree to cooperate with us
      and provide the necessary information for us to investigate and resolve the complaint as
      quickly as possible.
    3. We will endeavour to handle your complaint fairly and quickly, however, if you are not
      satisfied with the outcome, you may contact the Financial Ombudsman Service at Exchange
      Tower, London E14 9SR; telephone: 0800 023 4567 or 0300 123 9 123; website:
      http://www.financial-ombudsman.org.uk; and e-mail:
      [email protected]
    4. We are a “trader” and “online trader” for the purposes of the Alternative Dispute Resolution
      for Consumer Disputes (Competent Authorities and Information) Regulations 2015 (“ADR Law”).
      The Financial Ombudsman Service is the only “ADR entity” we are legally obliged and
      committed to use in order to resolve disputes with consumers for the purposes of the ADR
      Law. We do not agree to resolve disputes with consumers using any other ADR entity or
      similar entity.
    5. The European Commission’s online dispute resolution (“ODR”) platform can be found at
      https://ec.europa.eu/consumers/odr/main/?event=main.adr.show. The ODR
      platform can be used to resolve disputes between us and consumers.
Third Party Payment Service Providers
    1. This section 13 applies when you use the services of an AISP or a PISP.
    2. We may deny an AISP or PISP access to the Account for reasonably justified and duly
      evidenced reasons relating to unauthorised or fraudulent access to the Account by that AISP
      or PISP, including the unauthorised or fraudulent initiation of a Transaction. If we do deny
      access in this way, we will notify you of the denial and the reason for the denial in
      advance if possible, or immediately after the denial of access, unless to do so would
      compromise reasonably justified security reasons or is unlawful. We will allow AISP or PISP
      access to the Account once the reasons for denying access no longer apply.
Cooling off period
    1. If you purchased the Card online or by some other remote means, for example via telephone,
      you are entitled to a 14-day “cooling off” period from the date your received your original
      Card during which you may cancel the Card. Should you wish to cancel the Card and these
      Terms during the “cooling off” period, please return the Card to PayWiser Limited, 36-38
      Westbourne Grove Newton Road, London, United Kingdom, W2 5SH and unused within 14 days of
      issue and a full refund of any fees paid to date will be made to you. If you have used the
      Card, you will not be entitled to a refund of any funds that have been spent, including any
      associated fees, but we will refund any unspent available funds free of charge.
Other important terms
    1. The Terms and all communications will be in English. You may request a copy
      of these Terms free of charge at any time during the contractual relationship. If we need to
      contact you in the event of suspected or actual fraud or security threats, we will first
      send you an SMS or email prompting you to contact our customer services team using the
      contact information we have been supplied with.
    2. We may transfer this agreement to someone else. We may transfer our rights
      and obligations under these Terms to another organisation. We will always tell you in
      writing if this happens and we will ensure that the transfer will not affect your rights
      under the contract.
    3. You need our consent to transfer your rights to someone else. You may only
      transfer your rights or your obligations under these Terms to another person if we agree to
      this in writing.
    4. Nobody else has any rights under this contract. This contract is between
      you and us. No other person shall have any rights to enforce any of its terms.
    5. Changes to these Terms / Termination. We reserve the right to amend these
      Terms for any reason by giving you two-months’ notice by e-mail. You will be deemed to have
      accepted the changes if you raise no objection prior to the expiry of the period set out in
      the notice. If you do not wish to accept the changes, you may terminate these Terms
      immediately and without charge by proving us with notice at any time prior to the expiry of
      the notice period. At all other times you may terminate these Terms at any time by giving us
      one months’ notice in accordance with section 2.7 and we may terminate these Terms by giving
      you two months’ notice in accordance with section 2.8.
    6. If a court finds part of this contract illegal, the rest will continue in
      force
      . Each of the sections and sub-sections of these Terms operate separately.
      If any court or relevant authority decides that any of them are unlawful, the remaining
      paragraphs will remain in full force and effect.
    7. Even if we delay in enforcing this contract, we can still enforce it later.
      If we do not insist immediately that you do anything you are required to do under these
      Terms, or if we delay in taking steps against you in respect of your breaking this contract,
      that will not mean that you do not have to do those things and it will not prevent us taking
      steps against you at a later date. For example, if you do not pay us on time and we do not
      chase you but we continue to provide the services, we can still require you to make the
      payment at a later date.
    8. Which laws apply to this contract and where you may bring legal
      proceedings
      . These Terms are governed by English law and you can bring legal
      proceedings in respect of these Terms in the English courts. If you live in Scotland you can
      bring legal proceedings in respect of the these Terms in either the Scottish or the English
      courts. If you live in Northern Ireland you can bring legal proceedings in respect of these
      Terms in either the Northern Irish or the English courts.

Annex A – Fees Table
Please contact Paywiser for pricing quotation.

Terms & Conditions of

Card Corporate

Corporate Terms and Conditions for Business Visa Debit Cards issued by Payrnet Limited.

These terms and conditions apply to your business debit card. You accept these terms and conditions by
activating your debit card. You should read them carefully before activating your debit card. In these
terms and conditions “you” means the Business and/or the named debit Cardholder authorised by the
Business to use the Card. “We”, “us” or “our” means Payrnet Limited.

Definitions

In these terms and conditions the following words and expressions have the following meanings:

    • “Account” means the electronic money account associated with the Card;
    • “Agreement” means this Agreement of open-ended duration between you and us
      incorporating these terms and conditions, as amended from time to time;
    • “Authorised” and “Authorisation” mean the act of authorising a payment
      transfer by using the Card together with (i) the PIN code; or (ii) the CVV code and Expiry
      Date; or (iii) the use of contactless technology; or (iv) the signature of the Cardholder or
    • “Available Balance” means the value of unspent funds in the Account which
      are available for a Cardholder to spend;
    • “Business” means the party authorised to fund the Account and to whom the
      electronic money is issued, which for the avoidance of doubt is not a Micro-Enterprise;
    • “Business Day” means a day other than a Saturday or Sunday on which banks
      are open for business in London;
    • “Card” means a Card, which is a Visa debit card, provided by us to a
      Cardholder whereby the Cardholder can spend Available Balance;
    • “Card Distributor” means [insert name], being your first point of contact
      if you have an issue with the Card or this Agreement, the contact details of which are set
      out in clause 2.
    • “Card Distributor’s App” Means the Card Distributor’s mobile application
      relating to the Account and the Card.
    • “Card Distributor’s Contact Details” Means the email address
      [email protected] and/or the Card Distributor’s Website
    • “Card Distributor’s Website” Means www.paywiser.com, being
      the website belonging to the Card Distributor.
    • “Cardholder” means the person authorised by the Business to use the Card to
      spend Available Balance in the person’s capacity as a representative of the Business and not
      in its own personal capacity. For the avoidance of doubt a Cardholder is not acting as a
      consumer for the purposes of this Agreement;
    • “Expiry Date” means the expiry date of the Card, which will usually be
      printed on the Card.
    • “Fee” means any fee assessed against a Card, as referenced in the Fees
      Schedule;
    • “Fees Schedule” means the fee schedule which may be updated from time to
      time. The current version is available on the Card Distributor’s Website or Card
      Distributor’s App;
    • “Issuer” means Payrnet Limited, further details of which are set out in
      clause 30.
    • “KYC” means ‘know your customer’ which means the requirements for knowledge
      of and information on customers of regulated entities in order to comply with anti-money
      laundering and counter-terrorist financing law;
    • “Merchant” means a retailer or any other person that accepts Cards;
    • “Micro-Enterprise” means an entity which is engaged in an economic activity
      of any form which employs fewer than 10 people and whose annual turnover and/or balance
      sheet total that does not does not exceed €2 million;
    • “PIN” means the personal identification number associated with a Card which
      can be used as one method of Authorising Transactions;
    • “Shortfall” means when the balance of Available Balance is negative for
      whatever reason, including when a Transaction has been Authorised when there was not a
      sufficient Available Balance;
    • “Transaction” means: (i) paying a Merchant for goods and/or services
      through Authorising the Card; and (ii) obtaining cash from an ATM or bank by Authorising the
      Card;
    • “Virtual Card” means where applicable a non-physical Card.
    • “you” means the Business and/or the Cardholder, as the context may require.
Contact Details
    1. The Card can be activated and managed online via the Card Distributor’s Website and/or via
      the Card Distributor’s App.
    2. The Card Distributor should be your first point of contract if you have any issues with the
      Card or this Agreement. The Card Distributor’s contact details are as follows:
This Agreement
    1. This Agreement governs the relationship between you and us for the provision of the Card by
      us to the Cardholder. This Agreement also contains important warnings and information that
      may affect your rights. By using your Card, you will be deemed to have accepted and fully
      understood the terms and conditions set out in this Agreement and you agree to comply with
      these by your use of the Card and/or by indicating your acceptance. The Card remains our
      property. The Card is not transferable.
The Card
    1. The Card is a debit card; it is not a credit, charge or pre-paid card. The Business will not
      earn any interest on any funds sent to the Account.
    2. You must ensure that there is sufficient Available Balance to enter into each Transaction
      that you enter into using the Card (including value added tax and any other taxes, charges
      and Fees that are applicable).
    3. Depending on your program you may receive a Virtual Card. In such cases we will provide You
      with the number of the Virtual Card, the Expiry Date of the Virtual Card and the CVV2 code.
    4. If for any reason a Transaction is processed and the Transaction amount exceeds the
      Available Balance, the Business must repay us the amount of such excess immediately and we
      will be entitled to stop any existing or subsequent Transactions from proceeding.
KYC
    1. We require evidence of who you are and your address for our KYC procedures. We may ask the
      Cardholder or the Business to provide some documentary evidence to prove this and/or we may
      carry out checks on you electronically.
    2. The files of credit reference agencies may be searched to assist in the identity
      verification process. This is not a credit search and does not have a detrimental effect on
      an individual’s credit score/rating or influence an individual’s ability to obtain or raise
      credit. The credit reference agency will keep a record of any search and this will show as a
      ‘soft footprint’ on your credit record to alert you that a search was conducted.
Funds in the Account
    1. Only the Business can add money to the Account. The Cardholder will not be able to add money
      to the Account.
    2. We reserve the right to suspend or terminate the right add money to the Account at any time
      without notice.
    3. The Business solely owns the funds representing the Available Balance and is the beneficial
      owner of these funds.
Service limits
    1. Transactions may be restricted by Card type, individual usage patterns and payment risk
      profiles. For anti-money laundering and anti-fraud reasons, we reserve our right to change
      particular payment restrictions (including from those published or included herein) without
      notice and to the extent required to meet our regulatory obligations.
Use of the Card
    1. To activate the Card you will need to log onto the Card Distributor App or Card
      Distributor’s Website and use the activate card function.
    2. We will be entitled to assume that a Transaction has been Authorised by You where (i) the
      magnetic strip on the Card was swiped by the Merchant; (ii) the Card was inserted into a
      chip & PIN device and the PIN was entered; (iii) relevant information was supplied to
      the Merchant that allows them to process the Transaction, for example, providing the
      Merchant with the 3-digit security code on the back of the Card in the case of an internet
      or other non-face-to-face Transaction; or (iv) the Card is tapped against a
      contactless-enabled reader and accepted by such reader.
    3. The Cardholder should only use the Card as permitted by the Business. If the Cardholder uses
      the Card, we are entitled to presume that the Cardholder has the Business’ permission to
      spend the Available Balance until notified to the contrary by the Business. The Cardholder
      can use the Card up to the amount of the Available Balance for Transactions (i) via the
      Internet, (ii) at Merchants and (iii) to make cash withdrawals from ATMs, provided that such
      application is included in the card program.
    4. We will deduct the value of the Transactions from the Available Balance in the Account. We
      will also deduct any applicable Fees as soon as they become payable by the Business based
      upon the Fees Schedule.
    5. ATM withdrawals may also be subject to fees, foreign exchange rates, maximum withdrawal
      limits, rules and regulations of the relevant ATM operator or bank. It is your
      responsibility to check whether any such additional fees apply, as they cannot be refunded
      once the cash has been withdrawn.
    6. Like other card issuers, we cannot guarantee a Merchant, an ATM operator or a bank will
      accept the Card.
    7. We may at any time suspend, restrict or terminate the Card and/or the Account, refuse to
      issue or replace a Card or refuse to authorise a Transaction for reasons relating to the
      following:

      1. if we have reasonable grounds to believe that the Card is being in a way which is
        not approved by the Business;
      2. if we have reasonable grounds to believe that the security of the Card has been
        compromised or suspect that the Card is being used in an unauthorised or fraudulent
        manner;
      3. if there is insufficient Available Balance in the Account at the time of a
        Transaction to cover the amount of the Transaction and any applicable Fees;
      4. if there is an outstanding Shortfall in the Account;
      5. if we have reasonable grounds to believe that you are acting in breach of this
        Agreement;
      6. if we have reasonable grounds to believe that a Transaction is potentially
        suspicious or illegal (for example, if we believe that a Transaction is being made
        fraudulently) or because of errors, failures (whether mechanical or otherwise) or
        refusals by Merchants, payment processors or payment schemes processing
        Transactions, or
      7. if we need to do so in order to comply with the law.
    8. If we do this, we will inform you of the action taken and its reasons in advance or, if that
      is not possible, immediately after, unless to do so would compromise reasonable security
      measures or be otherwise unlawful. We will reactivate the Account and where appropriate
      issue you with a replacement Card if after further investigations we reasonably believe that
      the reasons for the action no longer apply.
    9. The Business will remain responsible to the Issuer for the use of the Card. Your ability to
      use or access the Card may occasionally be interrupted, for example, if we need to carry out
      maintenance on our systems. Please contact us using the contact details set out in clause 2
      to notify us of any problems you are experiencing using the Card or Account and we will
      endeavour to resolve any problem.
    10. You can manage the Card and view your e-statements by accessing the Account online via the
      Card Distributor’s Website or Card Distributor App. You may at any time view the details of
      the Transactions in the Account using the relevant credentials. You must keep your
      credentials safe and not disclose them to anyone. The Account will include all Transactions
      notified to us up to the evening of the previous Business Day.
    11. Your transaction information (“e-statement”) will contain: (i) a reference enabling you to
      identify each Transaction; (ii) the amount of each Transaction; (iii) the currency in which
      the Card is debited; (iv) the amount of any Transaction charges including their break down,
      where applicable; the exchange rate used in the Transaction and the amount of the
      Transaction after the currency conversion, where applicable; and (v) the Transaction debit
      value date.
Conditions of use at certain Merchants
    1. In some circumstances we or Merchants may require you to have an Available Balance in excess
      of the Transaction amount.
    2. Some Merchants may not accept payment using the Card. It is your responsibility to check the
      policy with each Merchant. We accept no liability if a Merchant refuses to accept payment
      using the Card.
Keeping the Card secure and liability
    1. You are responsible for the Card, Account and PIN. Do not share the Card or Account security
      details with anyone.
    2. You must take all reasonable steps to keep the PIN safe and separate from the Card or any
      record of the Card number and not disclose it to anyone else. This includes:

      1. not keeping your PIN with the Card;
      2. not storing the PIN on a device which is not password protected;
      3. never sharing your PIN with anyone;
      4. when entering your PIN, taking all reasonable steps to ensure it cannot be observed
        by others;
      5. not entering your PIN into any terminal that appears to be modified or suspicious,
        and
      6. if you believe that anyone has gained unauthorised access to your PIN, notifying us
        without undue delay following the procedures in clause 16.
    3. You will need a PIN in order to make payments at a Merchant or cash withdrawals (from an ATM
      or a bank) with the Card. If you forget your PIN, you may retrieve the PIN or request a
      replacement PIN by using the contact details set out in clause 2.
    4. We recommend that you check your Available Balance in your Account regularly on the Card
      Distributor’s Website or Card Distributor’s App. You will be provided with your Available
      Balance and a statement of recent Transactions on the Account either by electronic means or
      on the Card Distributor’s Website or on the Card Distributor App at any time. We also
      recommend and instruct you to go thoroughly over all the Transactions on a regular basis on
      the Card Distributor’s Website or Card Distributor’s App.
    5. The Business will be liable for all losses, including any related fees and charges, for any
      unauthorised Transaction if we can show that you have (i) acted fraudulently or (ii) failed
      with intent or gross negligence to use and keep safe the Card, Account or PIN in accordance
      with this Agreement.
    6. The Business will also be liable for all losses, including any related fees and charges, for
      any unauthorised or incorrectly executed Transaction if you fail to notify us without undue
      delay on becoming aware of the Transaction, and in any event within 30 days of the
      Transaction debit date.
    7. In all other circumstances, the maximum liability will be as set out in this clause 10 and
      in clauses 16 and 18.
    8. If you believe that someone else knows the Account or Card security details, you should
      contact us without undue delay.
    9. Once any Card on the Account has expired or if it is found after you have reported it as
      lost or stolen, you agree to destroy it by cutting it in two through the magnetic strip.
    10. The Business agrees to indemnify and hold us harmless from and against all reasonable costs
      of any legal action taken to successfully enforce this Agreement arising out of a material
      breach of any of the terms and conditions of this Agreement by you or by your fraudulent
      conduct.
Authorising and executing Transactions
    1. Once a Transaction is Authorised, it cannot be withdrawn or revoked.
    2. Within the European Economic Area (EU countries plus Iceland, Liechtenstein and Norway) we
      will usually execute the Transaction by transferring the amount of the Transaction to the
      payment service provider of the Merchant by the end of the next Business Day following the
      receipt of the instructions to transfer the amount. If we receive the instructions after
      4:30 pm, they will be deemed received by us on the following Business Day. If the payment
      service provider of the Merchant is located outside the EEA, we will execute the Transaction
      as soon as possible.
Communications regarding the Account
    1. You can check the Available Balance and Transaction history at any time by logging onto the
      Card Distributor’s Website or Card Distributor’s App.
Cancelling the Card and terminating the Agreement
    1. If you wish to terminate this Agreement at any time, you must request cancellation or
      termination by contacting us using the contact details set out in clause 2 informing us of
      your wish to terminate. The Agreement also terminates upon Card expiry subject to clause 14.
    2. Once we have received all the necessary information from you and we have completed and are
      satisfied with the outcome of applicable anti-money laundering, fraud and other illegal
      activity checks (including KYC), and once all Transactions and applicable fees and charges
      have been processed, we will send any Available Balance to the Business’s designated payment
      or bank account less any fees and charges payable to us, provided that no law, regulation,
      law enforcement agency, court or regulatory authority requires us to withhold the Available
      Balance. If we are not able to send the Available Balance for whatever reason, it will be
      safeguarded pursuant to clause 30 for a maximum period of twenty (20) years, after which
      time it will become our property. A fee will be charged during this period until either the
      Available Balance is sent to the Business or it is exhausted. The Available Balance will be
      sent as soon as it is possible to do so.
    3. A Fee may be charged for cancellation (see clause 20 below) unless you have arranged to
      transfer any unused funds to another Card managed by us for the Business.
    4. If, following distribution of the Available Balance to the Business, any further
      Transactions are found to have been made or charges or fees incurred using the Card or we
      receive a reversal of any prior Transaction, we will notify the Business of the amount and
      the Business must immediately repay us such amount on demand as a debt.
Expiry & redemption
    1. The funds on the Account will no longer be usable following the Expiry Date of the most
      recent Card that was issued under the Account until a replacement Card is issued.
    2. The Card and this Agreement will terminate on the Expiry Date unless you are issued a
      renewal Card prior to the Expiry Date. You may not use the expired Card after the Expiry
      Date. If a Card expires before the Available Balance is exhausted, the Available Balance on
      the Expiry Date will be returned to the Business as set out in and subject to clause 13.
    3. We will have the right to set-off, transfer, or apply part or all of the Available Balance
      to satisfy all or any liabilities and fees owed to us by the Business that have not been
      paid or satisfied when due.
    4. Authorisation will be requested for a Transaction at the time of the Transaction. In the
      unlikely event, for any reason whatsoever, a Transaction is completed when there are
      insufficient funds on the Account for that Transaction which results in a Shortfall, the
      Shortfall will be repaid by the Business unless it is due to:

      1. an error on the part of the Merchant to which the Card was provided by you as the
        means of payment, or
      2. an error on the part of the Issuer.
    5. Should the Business not repay this amount immediately after receiving an invoice or
      notification from us or the Card Distributor, we reserve the right to take all steps
      necessary, including legal action, to recover any monies outstanding.
Termination and suspension of Card and Account
    1. We may terminate the Agreement for any reason by giving you at least 30 days’ notice.
    2. We may terminate the Agreement without prior notice if:
      1. you breach an important part of this Agreement, or repeatedly breach the Agreement
        and fail to resolve the matter in a timely manner;
      2. we so agree with the Business;
      3. the Business fails to pay fees or charges that you have incurred or fail to cure any
        Shortfall, or
      4. we are required to do so by law or by the card scheme (for example, where the
        provision of the Card to you becomes unlawful).
    3. We may also terminate this Agreement or suspend the Card or Account without prior notice if:
      1. we reasonably believe the Card is deliberately being used by you to commit fraud or
        for other illegal purposes, or
      2. we discover that any of the information you provided us with when you applied for
        the Card was incorrect.
    4. If we terminate the Agreement without prior notice, we will tell you as soon as practicable
      afterwards unless we are prohibited by law from doing so.
Lost and stolen Card and the right to a refund for unauthorised Transactions
    1. If you know or suspect that the Card is lost or stolen, or that the PIN code is known to an
      unauthorised person, or if you think a Transaction has been unauthorised, you must tell us
      without undue delay by calling us using the number set out in clause 2 of this Agreement.
    2. A Transaction will be considered to be unauthorised if you have not given your consent for
      the Transaction to be made by Authorising it. In order for any unauthorised Transaction
      amount to be refunded to the Account, you must report the Transaction without undue delay
      upon becoming aware of it. A refund cannot be made for any unauthorised Transaction reported
      after 30 days have passed following the debit date of the Transaction.
    3. Despite the possible 30 day’s refund period, a refund cannot be made for an unauthorised
      Transaction if the Transaction was correctly displayed in the Account activity online and
      you failed to inform us about the Transaction being unauthorised without undue delay upon
      seeing the Transaction in the Account activity online. In this respect we urge you to check
      the Account activity online on a regular basis and review the Transactions carefully.
    4. When you call using the contact details set out in clause 2, you will be asked to provide us
      with the Card’s number where possible and some other identifying details. If there is an
      Available Balance remaining in the Account, we will replace the Card for the Account.
      Alternatively, the Available Balance can be redeemed to the Business. If we replace the
      Card, the Card will be delivered to the registered address subject to possible Fees.
    5. We will refund as soon as possible, and no later than by the end of the day on which the
      unauthorised Transaction is reported by you, the full amount of any unauthorised Transaction
      reported by you, including any associated Fees and charges, provided you notify us of the
      Transaction in accordance with this Agreement except that:

      1. we will refund at the beginning of the next Business Day any unauthorised
        Transactions reported on a day that is not a Business Day or reported after 4:30 pm
        on a Business Day;
      2. if there is evidence that you acted fraudulently or have with intent or gross
        negligence failed to comply with the Agreement in relation to the use of the Card
        and safety of the Card’s security details, we will first carry out a prompt
        investigation to determine whether the Transaction was Authorised by you and will
        only refund if the investigation shows that the Transaction was not Authorised by
        you, and
      3. if the Card was lost or stolen or you have failed to keep your PIN or other security
        details safe from misappropriation, the Business will be liable for losses up to a
        maximum of 35 GBP (or equivalent in another currency) per instance of loss, theft or
        misappropriation.
    6. The Business will be liable for all losses incurred in respect of an unauthorised
      Transaction where you have acted fraudulently or have with intent or gross negligence failed
      to comply with the Agreement in relation to the use of the Card and safety of its security
      features.
    7. Except where you have acted fraudulently the Business will not be liable for any losses
      incurred in respect of an unauthorised Transaction arising after you notify us of the
      Transaction in accordance with the Agreement. The Business is not liable for any losses that
      occur where the Card has been used in a ‘card not present’ environment except where you have
      acted fraudulently or with intent or gross negligence.
    8. If there is evidence that you checked the online Account and did not notify us of the
      unauthorised Transaction without undue delay, we may not refund the Account.
    9. We reserve the right to investigate any disputed Transaction or misuse of the Card before
      and after a refund. In order to do so we may need more information and assistance from you
      and you are required to reasonably cooperate with any investigation by us or any law
      enforcement agency or other competent authority. If we make a refund following the claim and
      subsequently establish that the conditions for the refund have not been met, we may deduct
      it from the Available Balance after notifying you. If there is no sufficient Available
      Balance, the Business must repay us the amount immediately on demand.
Our liability
    1. We will not be liable for any loss arising from:
      1. your inability to use the Card as set out or for any reason stated in clauses 10 and
        13;
      2. any cause which results from abnormal or unforeseen circumstances beyond our
        control, consequences of which would have been unavoidable despite all our efforts
        to the contrary, including but not limited to fault in or failure of data processing
        systems, lack of funds, maximum withdrawal limits set by ATM operators;
      3. a Merchant refusing to accept the Card;
      4. any issue with the goods or services that are purchased with the Card;
      5. any loss or theft that is reported later than 30 days following the debit date of
        the Transaction in question;
      6. our compliance with legal and regulatory requirements;
      7. our suspending, restricting or cancelling the Card or refusing to issue or replace
        it in accordance with clause 8 above, or
      8. loss or corruption of data unless caused by our wilful default.
    2. From time to time, your ability to use the Card may be interrupted, e.g. when we carry out
      maintenance to improve and keep the service running for our customers. If this happens, the
      Business may be unable to add funds to your Account, and/or you may be unable to:

      1. use the Card to enter into a Transaction, and/or
      2. obtain information about the funds available in your Account and/or about the recent
        Transactions.
    3. We will not be liable for any loss arising from such interruptions.
    4. We are also not liable for:
      1. business interruption, loss of revenue, goodwill, opportunity or anticipated
        savings, or
      2. any indirect or consequential loss arising from your total or partial use or
        inability to use the Card, or the use of the Card by any third party.
    5. To the fullest extent permitted by relevant law, and subject to clauses 16 and 18, our total
      liability under or arising from this Agreement will be limited as follows:

      1. where the Card is faulty due to our default, our liability will be limited to
        replacement of the Card; and
      2. where sums are incorrectly deducted from the Available Balance due to our fault, our
        liability will be limited to payment to the Business of an equivalent amount, and
      3. in all other circumstances of our default, our liability will be limited to
        repayment of the amount of the Available Balance.
    6. No party will be liable for, or be considered in breach of this Agreement on account of, any
      delay or failure to perform as required by this Agreement as a result of any causes or
      conditions which are beyond such party’s reasonable control and which such party is unable
      to overcome by the exercise of reasonable diligence.
    7. The above exclusions and limitations set out in this clause 17 will apply to any liability
      of our affiliates, such as Visa or other suppliers, contractors, agents or distributors and
      any of their respective affiliates (if any), to you, which may arise in connection with this
      Agreement.
  1. The right to a refund for Authorised and incorrectly executed Transactions
    1. A refund may be made for an Authorised Transaction if (i) your Authorisation of the
      Transaction did not specify the exact amount at the time of the Authorisation, and (ii) the
      amount exceeded what you would have reasonably expected taking into consideration your
      previous spending patterns and other relevant circumstances. A claim for a refund of such a
      Transaction must be made within 30 days from the date on which the funds were deducted from
      the Available Balance. We may require you to provide us with such information as is
      reasonably necessary to ascertain whether the conditions for the refund are met. Within ten
      (10) Business Days of receiving (i) the claim for a refund or (ii) where applicable, any
      further information we requested from you, we will either refund the full amount of the
      Transaction to the Account or provide you with justification for refusing the refund.
    2. In order to receive a refund to the Account for an incorrectly executed Transaction
      (including non-executed or defectively executed Transaction), you must report the
      Transaction without undue delay upon becoming aware of it. A refund will not be made for any
      incorrectly executed Transaction reported after 30 days have passed following the debit date
      of the Transaction.
    3. Despite the possible 30 days refund period a refund will not be made for an incorrectly
      executed Transaction if the Transaction was correctly displayed in the Account activity
      online and you failed to inform us about the Transaction being incorrectly executed without
      undue delay upon seeing the Transaction in the Account activity online. In this respect we
      urge you to check the Account activity online on a regular basis and review the Transactions
      carefully.
    4. As soon as practicable after you have notified us of a disputed Transaction in accordance
      with this Agreement, you must confirm the disputed Transaction in writing by email or by
      post, setting out full details of the Transaction and your reason for disputing it. You must
      provide us with all receipts and information that are relevant to the claim.
    5. Where we are liable for an incorrectly executed Transaction, we will without undue delay
      refund the amount of the Transaction to the Account, restore the Account to the state it
      would have been had the defective Transaction not taken place and refund any charges and
      interest that have arisen as a consequence of the non-execution or defective execution of
      the Transaction provided you notify us of the Transaction in accordance with this clause 18.
    6. If we make a refund following a claim and subsequently establish that the conditions for the
      refund have not been met, we may deduct it from the Available Balance after notifying you.
      If there is no sufficient Available Balance, the Business must repay us the amount
      immediately on demand.
    7. If you are not satisfied with the justification provided for refusing the refund or with the
      outcome of the refund claim, you may submit a complaint as described in clause 25.
Changes to this Agreement
    1. We may change the Agreement by notifying you by e-mail or other agreed means 2 weeks before
      the change is due to take effect. You will be deemed to have accepted the notified change
      unless you tell us that you do not agree to the change prior to the change being effective.
      In this case, the Agreement will terminate upon expiry of the notice. You also have a right
      to terminate the Agreement immediately and without charge at any point during the notice. In
      such circumstances we will refund the Available Balance on the Account in accordance with
      clause 13 and you will not be charged a Fee for closing the Account.
    2. We may make immediate changes to the exchange rate used to convert money from one currency
      to another as part of a Transaction.
Fees and limits
    1. We may charge Fees in connection with any of our services and facilities that you have made
      use of or requested based on our Fees Schedule. The Fees Schedule is subject to changes. The
      most recent update of schedule will be available on the Card Distributor’s Website or Card
      Distributor’s App.
    2. We may charge you an administration charge as set out in the Fee Schedule in the following
      circumstances:

      1. in the event that you make any payment to us that is subsequently reversed after
        sixty (60) days due to inadequate account information or inadequate KYC
        documentation, and
      2. to cover our reasonable costs and expenses in providing you with manual support on
        the Account not otherwise required under the Agreement (e.g. a request for legal,
        police, court or other judicial support).
    3. We may charge you a Fee for chargebacks as set out in the Fees Schedule where a receiving
      bank declines receipt of a payment following a request to transfer the funds from the Card.
    4. We have the right to review and change the amount of Available Balance you are able to have
      in the Account and the spending limits on the Card at any time and will notify you
      accordingly.
Cardholder and Business details
    1. You must let us know as soon as possible if you change your name, address, phone number or
      e-mail address. If we contact you in relation to the Card or the Account, for example, to
      notify you that we have cancelled the Card, we will use the most recent contact details you
      have provided to us. We will not be liable to you if your contact details have changed and
      you have not informed us.
Data protection
    1. You agree that we can use your personal information in accordance with our privacy policy
      which is set out at https://www.railsbank.com/privacypolicy. The Card
      Distributor may also use your personal information in accordance with its privacy policy
      which is set out on the
      https://banking.paywiser.com/CustomerPrivacyPolicy.html Please note that us
      and the Card Distributor are each independent data controllers. Each privacy policy includes
      details of the personal information collected, how it will be used, and who it is passed
      onto. You can tell us if you do not want to receive any marketing materials from us.
    2. To comply with applicable KYC-and anti-money laundering rules and regulations our bank, the
      Issuer, the Card Distributor and the relevant programme manager and/or any other business
      partner (all together a “Partner”) who will introduce the Cardholder to the Card Distributor
      and the Issuer, shall be entitled to carry out all necessary verifications regarding the
      Cardholders identity. The abovementioned Partner and the Card Distributor may use a
      recognised agency for this verification purposes (details of the agency used will be
      provided to you on request). In this respect, the Cardholder’s personal data will be
      transferred to the Card Distributor and the Issuer and will processed also outside the
      United Kingdom.
Payment disputes with Merchants
    1. In relation to any dispute between you and a Merchant, provided you are able to satisfy us
      that you have already made all efforts to resolve the dispute with the relevant Merchant, we
      will attempt to assist you so far as is reasonably practicable. We may charge you a Fee as
      referenced in the Fees Schedule for any such assistance we may give you with any such
      dispute. If there is an irresolvable dispute with a Merchant in circumstances where the Card
      has been used for a Transaction, you will be liable for the Transaction and will have to
      resolve this directly with the relevant Merchant.
Communication
    1. Unless required otherwise by other provisions of this Agreement, if you have an enquiry
      relating to the Card, you can call us using the contact details set out in clause 2.
    2. This Agreement is concluded in English. All communications with you will be in English.
    3. We may contact you by e-mail, text message or post unless provided otherwise under the
      Agreement. You must maintain a valid e-mail address, a valid mobile telephone number and a
      valid address registered with us and must notify us of any changes in your registered
      details without delay. You agree to check for incoming messages regularly.
    4. Any e-mail will be deemed received as soon as it is sent unless within 24 hours the sender
      receives a failure notice indicating that the email has not been transmitted. Any e-mail
      will be deemed received by the recipient on the day it is received in his e-mail inbox if
      received before 4.30 pm on a Business Day. If received at any other time, it will be deemed
      received on the next Business Day.
    5. Any communication or notice sent by post will be deemed received three (3) days from the
      date of posting for UK post or within five (5) days of posting for international post. Any
      communication or notice sent by text message will be deemed received the same day.
Complaints
    1. If you are not satisfied with the Card or the way it is managed, tell us by contacting us
      using the contact details set out in clause 2 so that we can investigate the circumstances
      for you. You may also request to be provided with a copy of our complaints procedure at any
      time. Any complaints you have will be dealt with quickly and fairly and you agree to
      cooperate with us and provide the necessary information for us to investigate and resolve
      the complaint.
    2. We will endeavour to handle your complaint fairly and quickly, however, if you are not
      satisfied with the outcome, you may contact the Financial Ombudsman Service at Exchange
      Tower, London E14 9SR; telephone: 0800 023 4567 or 0300 123 9 123; website:
      http://www.financial-ombudsman.org.uk; and e-mail:
      [email protected].
    3. The European Commission’s online dispute resolution (“ODR”) platform is at:
      https://ec.europa.eu/consumers/odr/main/?event=main.adr.show. The ODR
      platform can be used to resolve disputes between the Issuer and consumers.
Assignment
    1. We may assign this Agreement to another company at any time. If we assign the Agreement to
      another company you will be given prior notice of this. Unless you tell us within 2 weeks
      that you do not want to continue with the Agreement after the assignment, you agree that we
      can assign the Agreement in this way. Your rights will not be affected by such assignment
      should it happen. You may not assign the Agreement to a third party. Your right to terminate
      the Agreement under clause 13 is not affected.
Governing law
    1. This Agreement will be governed by English law and the English courts will have exclusive
      jurisdiction regarding any legal proceedings between us.
Protection of funds
    1. We ensure that once we have received the funds they are deposited in a secure account,
      specifically for the purpose of redeeming Transactions made by the Card. In the event that
      we become insolvent, funds against which the Issuer has already issued electronic money are
      protected against the claims made by creditors.
Business opt-out
    1. Pursuant to regulations 40(7) and 63(5) of the Payment Services Regulations 2017 (“PSR”) the
      parties agree that: (i) Part 6 PSR does not apply to the Agreement; (ii) the obligations set
      out in regulations 66(1), 67(3), 67(4), 75, 77, 79, 80, 83, 91, 92 and 94 of Part 7 PSR do
      not apply to the provision of services under this Agreement; and (iii) that a different time
      period applies for regulation 74(1) of Part 7 PSR.
The Issuer of the Card
    1. The Card is issued by Payrnet Limited. whose company number is 09883437 and whose registered
      office is Kemp House, 152 City Road, London, United Kingdom, EC1V 2NX. Payrnet Limited is an
      electronic money institution authorised and regulated by the Financial Conduct Authority
      with register number 900594.
    2. Payrnet Limited. can be contacted by email – [email protected]. Payrnet
      Limited’s web address is https://www.railsbank.com/payrnet. (This is the web
      address of PayrNet’s parent company, Railsbank Technology Limited, and Payrnet is a wholly
      owned subsidiary of Railsbank and provides regulated financial services to Railsbank
      customers.)
Third Party Payment Service Providers
    1. This section 31 applies when you use the services of an AISP (or PISP). We may deny an AISP
      (or PISP) access to the online account connected to the Card for reasonably, justified and
      duly evidenced reasons relating to unauthorised or fraudulent access to the online account
      by that AISP (or PISP, including the unauthorised or fraudulent initiation of a
      transaction.) If we do deny access in this way, we will notify you of the denial and the
      reason for the denial in advance if possible, or immediately after the denial of access,
      unless to do so would compromise reasonably justified security reasons or is unlawful. We
      will allow AISP (or PISP) access to the online account once the reasons for denying access
      no longer apply.

Annex A – Fees Table
Please contact Paywiser for pricing quotation.

Terms and Conditions of

Banking Conditions Consumer

BACKGROUND

This Agreement: This Agreement is with PayrNet Limited, a company incorporated in
England and Wales (company number: 09883437) with its head office at “PayrNet, WeWork, 3 Waterhouse
Square, 138 Holborn, London, EC1N 2SW, UK” and registered office at “Kemp House, 152 City Road, London,
United Kingdom, EC1V 2NX” (hereinafter referred to in this Agreement as “Payrnet”, “we” “us”).
We are an Electronic Money Institution (“EMI”) and are authorised by the Financial Conduct
Authority under the Electronic Money Regulations 2011 (“EMR 2011”) (register reference 900594) for
the issuing of electronic money
.
Our relationship with
Paywiser: As an EMI, we have appointed
Paywiser Limited as a distributor of certain of our services. A distributor means a
person who distributes or redeems electronic money on behalf of an electronic money institution but who
does not provide payment services on behalf of the electronic money institution (as distributor is
defined in the EMR 2011).

AGREED TERMS
  1. OUR TERMS
    1. Interpreting this Agreement. In order to easily understand the terms of
      this Agreement, please first refer to clause 3 which, amongst other things, sets out the
      meaning of capitalised terms used in this Agreement.
    2. Why you should read it? Please read this Agreement carefully before you
      agree to it, as its terms apply to the services provided by us. The Agreement explains many
      of your responsibilities to us and our responsibilities to you, how and when this Agreement
      can be terminated and the extent of our liability to you. If there are any terms that you do
      not understand or do not wish to agree to, please contact us. You should only complete the
      sign‑on procedures and agree to the terms of this Agreement if you agree to be bound by this
      Agreement.
  2. INFORMATION ABOUT US AND HOW TO CONTACT US
    1. Who we are. We are PayrNet Limited, an EMI as described above.
    2. Communications between us are to be in English. This Agreement is concluded
      in England and all communications between you and us shall be in English only.
    3. How to contact us. All queries should be directed towards Paywiser
      Limited
      . You can contact PayWiser Limited using details set out on www.paywiser.com.
    4. How we may contact you. If we have to contact you we will do so as follows:
      in the first instance via Paywiser Limited except in urgent cases. If we have not been able
      to contact you through Paywiser Limited or if the matter is urgent, we will contact you by
      writing to you at the email address(es), you provided when agreeing to this Agreement or by
      using any other contact details you have provided to us or have used in communications with
      us or the Paywiser Limited.
    5. ‘Writing’ includes emails. When we use the words “writing” or “written” in
      this Agreement, this includes emails.
    6. Some of the services we provide are subject to the Payment Services Regulations
      2017.
      The Regulations regulate how payments must be transmitted and provide
      protection for the clients of authorised payment institutions and electronic money
      institutions.
  3. INTERPRETATION
    1. The definitions set out in this clause apply in this Agreement as follows:
      • “Agreement” means this agreement and the privacy policy.
      • “Consumer“ means an individual who, in entering into this
        Agreement, is acting for a purpose other than a trade, business or profession.
      • “Electronic Money” means electronically stored monetary value as
        represented by a claim against us.
      • “Regulations” means the Payment Services Regulations 2017 (SI 2017
        No. 752).
      • “Safeguarded Account” means the bank account(s) belonging to us,
        which are separate to our own office bank accounts, into which we will receive money
        from you, or on your behalf, in return for the issuance of Electronic Money.
      • “Services” means the e-money account services.
    2. Clause headings shall not affect the interpretation of this Agreement and references to
      clauses are to the clauses of this Agreement.
    3. Any words following the terms including, include, in particular, for example or any similar
      expression shall be construed as illustrative and shall not limit the sense of the words,
      description, definition, phrase or term preceding those terms.
    4. Unless the context otherwise requires, words in the singular shall include the plural and in
      the plural shall include the singular.
    5. A reference to a statute or statutory provision is a reference to it as amended, extended or
      re‑enacted from time to time and reference to a statute or statutory provision shall include
      all subordinate legislation made from time to time.
  4. TERM AND BECOMING A CLIENT
    1. How can you agree to this Agreement? You can agree to this Agreement by
      checking the box online through PayWiser confirming that you agree during the registration
      process or by otherwise confirming the terms of this agreement.
    2. When will you become a client of ours? You will be bound by this Agreement
      once you have agreed to it as set out above and this Agreement shall remain in force until
      terminated in accordance with its terms.
  5. SERVICES
    1. As part of the Services, we shall issue you with Electronic Money upon receipt of money from
      you or a third party on your behalf, store your Electronic Money and redeem Electronic Money
      both on your express instruction and in accordance with this Agreement and the agreement of
      Paywiser Limited.
    2. Our Services do not include the provision of advice. We do not offer advice
      under this Agreement on any matter including (without limit) the merits or otherwise of any
      currency transactions, on taxation, or markets.
  6. ISSUING ELECTRONIC MONEY TO YOU
    1. Where we receive money from you or on your behalf, this money will be held by us in the
      relevant Safeguarded Account in exchange for the issuance by us to you of Electronic
      Money. Your funds will not be used by us for any other purpose and in the unlikely event
      that we become insolvent, your e-money is protected in an EEA-authorised credit institution
      or the Bank of England.
    2. When we issue you with Electronic Money, us holding the funds corresponding to the
      Electronic Money is not the same as a Bank holding your money in that (i) we cannot and will
      not use the funds to invest or lend to other persons or entities; (ii) the Electronic Money
      will not accrue interest and (iii) the Electronic Money is not a deposit and is therefore
      not covered by the Financial Services Compensation Scheme but it is held by us and protected
      in the relevant Safeguarded Account.
    3. You may hold Electronic Money and we may hold funds corresponding to your Electronic Money
      indefinitely. However, if we hold Electronic Money for you for more than two years
      without any activity on the account, we shall use reasonable endeavours to contact
      you to redeem the Electronic Money and return the corresponding funds to you. If we are
      unable to contact you, we may redeem the Electronic Money and send the corresponding funds,
      less any of our costs incurred, to the last known bank account we have on file for you.
    4. We accept no responsibility in the event that you send money to the incorrect account.
    5. We do not accept cash or cheques. We accept monies via a variety of methods of electronic
      funds transfer to our bank account, the details of which we shall provide to you upon
      request.
  7. GENERAL LIMITATION OF LIABILITY
    1. Where we and another person (such as a payment services provider) are liable to you in
      respect of the same matter or item, you agree that our liability to you will not be
      increased by any limitation of liability you have agreed with that other person or because
      of your inability to recover from that other person beyond what our liability would have
      been had no such limitation been agreed and/or if that other person had paid his or its
      share.
    2. Where any loss, liability, cost or expense (a “Loss”) is suffered by you
      for which we would otherwise be jointly and severally or jointly liable with any third party
      or third parties, the extent to which such Loss shall be recoverable by you from us (as
      opposed to any third parties) shall be limited so as to be in proportion to the aggregate of
      our contribution to the overall fault for such Loss, as agreed between all of the relevant
      parties or, in the absence of agreement, as determined by a court of competent jurisdiction.
      For the purposes of assessing the contribution to the Loss in question of any third party
      for the purposes of this clause, no account shall be taken of any limit imposed or agreed on
      the amount of liability of such third party by any agreement (including any settlement
      agreement) made before or after such Loss occurred or was otherwise incurred.
    3. Nothing in this Agreement limits or excludes our liability for death or personal injury
      caused by our negligence or for any damage or liability incurred by you as a result of fraud
      or fraudulent misrepresentation by us or to the extent that the liability may not be
      excluded or limited by any applicable law.
  8. COMPLAINTS
    1. If you feel that we have not met your expectations in the delivery of our Services, in the
      first instance contact Paywiser Limited using the contact email address for complaints set
      out on www.paywiser.com. If Paywiser Limited does not
      deal with your complaint adequately, please contact us via email to
      [email protected].
    2. We have internal procedures for handling complaints fairly and promptly in accordance with
      the Financial Conduct Authority’s requirements. A copy of our complaints procedure is
      available upon request.
    3. If you are an eligible complainant you may be able to take your complaint to the Financial
      Ombudsman Service should you not be satisfied with our final response. Eligibility criteria
      and information on the procedures involved are available from
      http://www.financial‑ombudsman.org.uk. In addition, please note that disputes may be
      submitted for online resolution to the European Commission Online Dispute Resolution
      platform.
  9. ESTABLISHING YOUR IDENTITY
    1. To comply with the requirements of the Money Laundering, Terrorist Financing and Transfer of
      Funds (Information on the Payer) Regulations 2017, the Proceeds of Crime Act 2002 and EU
      Wire Transfer Regulations (Regulation (EU) 2015/847) and related regulations, it may be
      necessary to obtain from you, and retain, evidence of your personal identity in our records
      from time to time. If satisfactory evidence is not promptly provided to us we cannot accept
      your instructions.
    2. We may keep records of the contents and results of any searches that we carry out on you in
      accordance with all current and applicable laws. You acknowledge that us carrying out an
      electronic verification check or, if required, a credit reference agency check will leave a
      soft footprint on your credit history.
    3. We are obliged to report any reasonable suspicions about activities on the electronic
      accounts to the regulatory authorities. This may affect our relationship with you so far as
      confidentiality is concerned. If we are required under legislation (including the Money
      Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations
      2017 and the Proceeds of Crime Act 2002) to refrain from communicating with you and/or
      proceeding with your instructions, we can accept no liability for the consequences of being
      prevented from doing so.
  10. TERMINATION
    1. When we may terminate or suspend this Agreement.
      1. We can terminate this Agreement at any time:
        1. If you breach this Agreement; and/or
        2. if we suspect that you are using the Services for any illegal purposes.
      2. We may suspend or terminate your access to the Services where we have reasonable
        grounds for concern relating to: (i) the security of your account(s), whether or not
        you have informed us of a security breach; and/or (ii) the suspected unauthorised or
        fraudulent use of your account(s).
      3. If Paywiser Limited notifies us that its agreement with you has terminated we can
        terminate this agreement with immediate effect.
      4. If you terminate your agreement with Paywiser Limited, or that agreement is
        terminated, we can terminate this Agreement with immediate effect.
      5. If our agreement with Paywiser Limited terminates, we will give you not less than
        two (2) month’s written notice to terminate this Agreement.
      6. We may terminate this Agreement at any time and for any reason by giving you not
        less than two (2) month’s written notice.
    2. When you may terminate this Agreement. You can terminate this Agreement at
      any time and for any reason by cancelling your agreement with Paywiser Limited. We may
      contact you to confirm your request.
    3. Effect of Termination. Upon the effective date of termination:
      1. you will no longer be able to avail yourself of the Services;
      2. we shall redeem any Electronic Money we hold for you and send the equivalent funds
        to a bank account in your name, unless agreed by both parties, less any monies which
        are due and owing to us.
    4. After termination, you may contact us using the contact details set out in clause 2.3 to
      redeem any Electronic Money you still hold with us.
  11. CONFIDENTIALITY
    1. We undertake that we shall not at any time, disclose to any person any of your confidential
      information, except in the following circumstances:

      1. to our employees, officers, representatives or advisers who need to know such
        information for the purposes of exercising our rights or carrying out our
        obligations under or in connection with this Agreement. We shall ensure that our
        employees, officers, representatives or advisers to whom we disclose your
        confidential information comply with this clause; and
      2. as may be required by law, a court of competent jurisdiction or any governmental or
        regulatory authority.
  12. HOW WE MAY USE YOUR PERSONAL INFORMATION
    1. How we may use your personal information. We will only use your personal
      information as set out in our privacy policy which can be found https://railsbank.com/payrnet. (Payrnet
      is a wholly owned subsidiary of Railsbank Technology Limited).
  13. GENERAL
    1. Recording of telephone conversations. We may record telephone conversations
      with or without use of a warning tone and we may use these recordings as evidence for a
      particular purpose or in relation to disputes as well as for our ongoing quality control and
      training programme. We may also maintain a record of all emails sent by or to us. All those
      recordings and records will be maintained at our absolute discretion and are our property
      and can be used by us in the case of a dispute. We do not guarantee that we will maintain
      such recordings or records or be able to make them available to you. You consent to the use
      and admissibility of any such recording as evidence in any dispute or anticipated dispute
      between the parties which relates to the dealings between the parties.
    2. Ensuring this Agreement is legally enforceable. For a contract to be
      legally enforceable, there needs to be an offer, acceptance and consideration. This
      Agreement constitutes our offer to make the Services available to you and you agreeing to
      this Agreement constitutes your acceptance of this offer. In order to ensure that this
      Agreement is legally binding, upon you becoming a client, you promise to pay us the sum
      of one‑Pound sterling, upon demand from us, as consideration.
    3. Even if we delay in enforcing under this Agreement, we can still enforce it later.
      If we do not insist immediately that you do anything you are required to do under
      this Agreement, or if we delay in taking steps against you in respect of your breach of this
      Agreement, that will not mean that you do not have to do those things and it will not
      prevent us taking steps against you at a later date.
    4. What if something unexpected happens? We shall have no liability to you
      under this Agreement or any Contract if we are prevented from or delayed in performing our
      obligations under this Agreement, or from carrying on our business, by acts, events,
      omissions or accidents beyond our reasonable control, including, without limitation,
      strikes, lock‑outs or other industrial disputes (whether involving us or any other party),
      failure of a utility service or transport or telecommunications network, act of God, war,
      riot, civil commotion, malicious damage, compliance with any law or governmental order,
      rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm
      or our default of sub‑contractors, provided that you are notified of such an event and its
      expected duration.
    5. If a court finds part of this Agreement illegal, the rest will continue in
      force
      . Each of the sub‑clauses, clauses and paragraphs of this Agreement
      operates separately. If any court or relevant authority decides that any of them are
      unlawful, the remaining sub‑clauses, clauses and paragraphs will remain in full force and
      effect.
    6. We are not partners and neither of us may act as the other’s agent.
      Nothing in this Agreement is intended to or shall operate to create a partnership
      or joint venture between you and us, or authorise either party to act as agent for the
      other, and neither party shall have the authority to act in the name or on behalf of or
      otherwise to bind the other in any way (including, but not limited to, the making of any
      representation or warranty, the assumption of any obligation or liability and the exercise
      of any right or power).
    7. We can make amendments to this Agreement. We shall have the right to make
      such amendments to this Agreement, via Paywiser Limited, as are necessary to comply with any
      laws and regulations that are applicable to the performance of our obligations under this
      Agreement where such laws and regulations are implemented and/or amended after the date of
      this Agreement. Such amendments may be made at any time upon as much notice as possible to
      you and shall take effect following such notice, if any. If you object to the proposed
      amendments, you have the right to terminate this Agreement without charge before the date
      proposed by us for the entry into force of the changes. You will be deemed to have accepted
      the proposed amendments unless you notify us and terminate this Agreement before the date
      proposed by us for the entry into force of the changes. If we receive no objection from you,
      such amendments shall take effect from the date specified by us but may not affect any
      rights or obligations that have already arisen and will not be retrospective.
    8. What happens if you are jointly a client of ours with another person? Where
      you comprise two or more people, each person will be jointly and severally liable to us in
      respect of all obligations contained in this Agreement.
    9. Can you obtain a copy of this Agreement or additional information? You may
      request and we shall provide a copy of this Agreement and any information set out in
      Schedule 4 of the Regulations (if relevant) at any time prior to termination
      of this Agreement.
    10. We may transfer this agreement to someone else. We may transfer our rights
      and obligations under this Agreement to another organisation without your consent. We will
      always tell you in writing if this happens and we will ensure that the transfer will not
      affect your rights under this Agreement.
    11. You need our consent to transfer your rights to someone else
      (except that you can always transfer our guarantee). You may only
      transfer your rights or your obligations under this Agreement to another person if we
      agree to this in writing.
    12. Nobody else has any rights under this Agreement. This contract is between
      you and us. No other person shall have any rights to enforce any of its terms.
    13. Which laws apply to this Agreement and where you may bring legal
      proceedings
      . These terms are governed by English law and you can bring legal
      proceedings in respect of the products in the English courts. If you live in Scotland you
      can bring legal proceedings in respect of the Services in either the Scottish or the English
      courts. If you live in Northern Ireland you can bring legal proceedings in respect
      of the Services in either the Northern Irish or the English courts.
Terms and Conditions of

Banking Conditions Corporate

BACKGROUND

This Agreement: This Agreement is with PayrNet Limited, a company incorporated in England
and Wales (company number: 09883437) with its head office at “PayrNet, WeWork, 3 Waterhouse Square, 138
Holborn, London, EC1N 2SW, UK” and registered office at “Kemp House, 152 City Road, London,
United Kingdom, EC1V 2NX” (hereinafter referred to in this Agreement as “Payrnet”, “we” “us”). We
are an Electronic Money Institution (“EMI”) and are authorised by the Financial Conduct Authority under
the Electronic Money Regulations 2011 (“EMR 2011”) (register reference 900594) for
the issuing of electronic money
. Our relationship with Paywiser Limited: As an
EMI, we have appointed Paywiser Limited as a distributor of certain of our services. A
distributor means a person who distributes or redeems electronic money on behalf of an electronic money
institution but who does not
provide payment services on behalf of the electronic money institution (as distributor is defined in the EMR
2011).

AGREED TERMS
  1. OUR TERMS
    1. Interpreting this Agreement. In order to easily understand the terms of
      this Agreement, please first refer to clause 3 which, amongst other things, sets out the
      meaning of capitalised terms used in this Agreement.
    2. Why you should read it? Please read this Agreement carefully before you
      agree to it, as its terms apply to the services provided by us. The Agreement explains many
      of your responsibilities to us and our responsibilities to you, how and when this Agreement
      can be terminated and the extent of our liability to you. If there are any terms that you do
      not understand or do not wish to agree to, please contact us. You should only complete the
      sign‑on procedures and agree to the terms of this Agreement if you agree to be bound by this
      Agreement.
    3. Are you a Micro-Enterprise or Charity or Consumer? For the avoidance of
      doubt, these terms and conditions are not intended for Micro Enterprises or Charities or
      Consumers (individuals acting for a purpose other than a trade, business or profession).
  2. INFORMATION ABOUT US AND HOW TO CONTACT US
    1. Who we are. We are PayrNet Limited, an EMI as described above.
    2. Communications between us are to be in English. This Agreement is concluded
      in England and all communications between you and us shall be in English only.
    3. How to contact us. All queries should be directed towards PayWiser Limited.
      You can contact PayWiser Limited using details set out on www.paywiser.com.
    4. How we may contact you. If we have to contact you we will do so as follows:
      in the first instance via Paywiser Limited except in urgent cases. If we have not been able
      to contact you through Paywiser Limited or if the matter is urgent, we will contact you by
      writing to you at the email address(es), you provided when agreeing to this Agreement or by
      using any other contact details you have provided to us or have used in communications with
      us or the Paywiser Limited.
    5. ‘Writing’ includes emails. When we use the words “writing” or “written” in
      this Agreement, this includes emails.
    6. Some of the services we provide are subject to the Payment Services Regulations
      2017.
      The Regulations regulate how Payments must be transmitted and provide
      protection for the clients of authorised payment institutions and electronic money
      institutions.
  3. INTERPRETATION
    1. The definitions set out in this clause apply in this Agreement as follows:
      • “Agreement” means this agreement and the privacy policy.
      • “Electronic Money” means electronically stored monetary value as
        represented by a claim against us.
      • “Regulations” means the Payment Services Regulations 2017 (SI 2017
        No. 752).
      • “Safeguarded Account” means the bank account(s) belonging to us,
        which are separate to our own office bank accounts, into which we will receive money
        from you, or on your behalf, in return for the issuance of Electronic Money.
      • “Services” means the e-money account services.
    2. Clause headings shall not affect the interpretation of this Agreement and references to
      clauses are to the clauses of this Agreement.
    3. Any words following the terms including, include, in particular, for example or any similar
      expression shall be construed as illustrative and shall not limit the sense of the words,
      description, definition, phrase or term preceding those terms.
    4. Unless the context otherwise requires, words in the singular shall include the plural and in
      the plural shall include the singular.
    5. A reference to a statute or statutory provision is a reference to it as amended, extended or
      re‑enacted from time to time and reference to a statute or statutory provision shall include
      all subordinate legislation made from time to time.
  4. TERM AND BECOMING A CLIENT
    1. How can you agree to this Agreement? You can agree to this Agreement by
      checking the box online through PayWiser confirming that you agree during the registration
      process or by otherwise confirming the terms of this agreement.
    2. When will you become a client of ours? You will be bound by this Agreement
      once you have agreed to it as set out above and this Agreement shall remain in force until
      terminated in accordance with its terms.
  5. SERVICES
    1. As part of the Services, we shall issue you with Electronic Money upon receipt of money from
      you or a third party on your behalf, store your Electronic Money and redeem Electronic Money
      both on your express instruction and in accordance with this Agreement and the agreement of
      Paywiser Limited.
    2. Our Services do not include the provision of advice. We do not offer advice
      under this Agreement on any matter including (without limit) the merits or otherwise of any
      currency transactions, on taxation, or markets.
  6. ISSUING ELECTRONIC MONEY TO YOU
    1. For the avoidance of doubt, this section is only applicable for unregulated entities and
      Small Payment Institutions (SPI).
    2. Where we receive money from you or on your behalf, this money will be held by us in the
      relevant Safeguarded Account in exchange for the issuance by us to you of Electronic
      Money. Your funds will not be used by us for any other purpose and in the unlikely event
      that we become insolvent, your e-money is protected in an EEA-authorised credit institution
      or the Bank of England.
    3. When we issue you with Electronic Money, us holding the funds corresponding to the
      Electronic Money is not the same as a Bank holding your money in that (i) we cannot and will
      not use the funds to invest or lend to other persons or entities; (ii) the Electronic Money
      will not accrue interest; and (iii) the Electronic Money is not a deposit and is therefore
      not covered by the Financial Services Compensation Scheme but it is held by us and protected
      in the relevant Safeguarded Account.
    4. You may hold Electronic Money and we may hold funds corresponding to your Electronic Money
      indefinitely. However, if we hold Electronic Money for you for more than two years
      without any activity on the account, we shall use reasonable endeavours to contact
      you to redeem the Electronic Money and return the corresponding funds to you. If we are
      unable to contact you, we may redeem the Electronic Money and send the corresponding funds,
      less any of our costs incurred, to the last known bank account we have on file for you.
    5. We accept no responsibility in the event that you send money to the incorrect account.
    6. We do not accept cash or cheques. We accept monies via a variety of methods of electronic
      funds transfer to our bank account, the details of which we shall provide to you upon
      request.
  7. GENERAL LIMITATION OF LIABILITY
    1. Where we and another person (such as a payment services provider) are liable to you in
      respect of the same matter or item, you agree that our liability to you will not be
      increased by any limitation of liability you have agreed with that other person or because
      of your inability to recover from that other person beyond what our liability would have
      been had no such limitation been agreed and/or if that other person had paid his or its
      share.
    2. Where any loss, liability, cost or expense (a “Loss”) is suffered by you
      for which we would otherwise be jointly and severally or jointly liable with any third party
      or third parties, the extent to which such Loss shall be recoverable by you from us (as
      opposed to any third parties) shall be limited so as to be in proportion to the aggregate of
      our contribution to the overall fault for such Loss, as agreed between all of the relevant
      parties or, in the absence of agreement, as determined by a court of competent jurisdiction.
      For the purposes of assessing the contribution to the Loss in question of any third party
      for the purposes of this clause, no account shall be taken of any limit imposed or agreed on
      the amount of liability of such third party by any agreement (including any settlement
      agreement) made before or after such Loss occurred or was otherwise incurred.
    3. Nothing in this Agreement limits or excludes our liability for death or personal injury
      caused by our negligence or for any damage or liability incurred by you as a result of fraud
      or fraudulent misrepresentation by us or to the extent that the liability may not be
      excluded or limited by any applicable law.
  8. COMPLAINTS
    1. If you feel that we have not met your expectations in the delivery of our Services, in the
      first instance contact Paywiser Limited using the contact email address for complaints set
      out on www.paywiser.com. If Paywiser Limited does not deal with your
      complaint adequately, please contact us via email to [email protected].
    2. We have internal procedures for handling complaints fairly and promptly in accordance with
      the Financial Conduct Authority’s requirements. A copy of our complaints procedure is
      available upon request.
    3. If you are an eligible complainant you may be able to take your complaint to the Financial
      Ombudsman Service should you not be satisfied with our final response. Eligibility criteria
      and information on the procedures involved are available from
      http://www.financial‑ombudsman.org.uk. In addition, please note that
      disputes may be submitted for online resolution to the European Commission Online Dispute
      Resolution platform.
  9. ESTABLISHING YOUR IDENTITY
    1. To comply with the requirements of the Money Laundering, Terrorist Financing and Transfer of
      Funds (Information on the Payer) Regulations 2017, the Proceeds of Crime Act 2002 and EU
      Wire Transfer Regulations (Regulation (EU) 2015/847) and related regulations, it may be
      necessary to obtain from you, and retain, evidence of your personal identity (or directors
      or partners of your business and/or your ultimate beneficial owners) in our records from
      time to time. If satisfactory evidence is not promptly provided to us we cannot accept your
      instructions.
    2. We may keep records of the contents and results of any searches that we carry out on you (or
      directors or partners or shareholders of your business) in accordance with all current and
      applicable laws. You acknowledge that us carrying out an electronic verification check or,
      if required, a credit reference agency check will leave a soft footprint on the individual
      or entity’s credit history. You warrant that you have obtained the consent to such checks
      being carried out from each such individual officer and shareholder.
    3. We are obliged to report any reasonable suspicions about activities on the electronic
      accounts to the regulatory authorities. This may affect our relationship with you so far as
      confidentiality is concerned. If we are required under legislation (including the Money
      Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations
      2017 and the Proceeds of Crime Act 2002) to refrain from communicating with you and/or
      proceeding with your instructions, we can accept no liability for the consequences of being
      prevented from doing so.
  10. TERMINATION
    1. When we may terminate or suspend this Agreement.
      1. We can terminate this Agreement at any time:
        1. If you breach this Agreement; and/or
        2.  if we suspect that you are using the Services for any illegal
          purposes.
      2. We may suspend or terminate your access to the Services where we have reasonable
        grounds for concern relating to: (i) the security of your account(s), whether or not
        you have informed us of a security breach; and/or (ii) the suspected unauthorised or
        fraudulent use of your account(s).
      3. If Paywiser Limited notifies us that their agreement with you has terminated we can
        terminate this agreement with immediate effect.
      4. If you terminate your agreement with Paywiser Limited or that agreement is
        terminated, we can terminate this agreement with immediate effect.
    2. When you may terminate this Agreement. You can terminate this Agreement at
      any time and for any reason by cancelling your agreement with Paywiser Limited. We may
      contact you to confirm your request.
    3. Effect of Termination. Upon the effective date of termination:
      1. you will no longer be able to avail yourself of the Services;
      2. we shall redeem any Electronic Money we hold for you and send the equivalent funds
        to a bank account in your name, unless agreed by both parties, less any monies which
        are due and owing to us, where relevant.
    4. After termination, you may contact us using the contact details set out in clause 2.3 to
      redeem any Electronic Money you still hold with us.
  11. CONFIDENTIALITY
    1. We undertake that we shall not at any time, disclose to any person any of your confidential
      information, except in the following circumstances:

      1. to our employees, officers, representatives or advisers who need to know such
        information for the purposes of exercising our rights or carrying out our
        obligations under or in connection with this Agreement. We shall ensure that our
        employees, officers, representatives or advisers to whom we disclose your
        confidential information comply with this clause; and
      2. as may be required by law, a court of competent jurisdiction or any governmental or
        regulatory authority.
  12. HOW WE MAY USE YOUR PERSONAL INFORMATION AND DATA PROTECTION
    1. How we may use your personal information. We will only use your personal
      information as set out in our privacy policy which can be found
      https://railsbank.com/payrnet.
  13. Anti-bribery and Corruption
    1. Each party shall:
      1. Comply with all applicable laws, statutes, regulations, codes and guidance relating
        to anti-bribery and anti-corruption (“Anti-Bribery Laws”), including without
        limitation the Bribery Act 2010;
      2. maintain throughout the term of this Agreement its own anti-bribery policies and
        procedures (including adequate procedures under the Bribery Act 2010) to ensure
        compliance with the Anti-Bribery Laws; and
      3. enforce such policies and procedures where appropriate.
    2. For the purpose of this clause, the meaning of adequate procedures shall be determined in
      accordance with section 7(2) and any guidance issued under section 9, Bribery Act 2010.
    3. Each party warrants that neither it nor any of its officers, employees:
      1. has been convicted of any offence involving bribery, corruption, fraud or
        dishonesty; nor
      2. to the best of its knowledge, has been or is the subject of any investigation,
        inquiry or enforcement proceedings by any governmental, administrative or regulatory
        body regarding any offence or alleged offence under the Anti-Bribery Laws.
    4. Breach of this clause shall be deemed to be a material breach of this Agreement.
  14. GENERAL
    1. Recording of telephone conversations. We may record telephone conversations
      with or without use of a warning tone and we may use these recordings as evidence for a
      particular purpose or in relation to disputes as well as for our ongoing quality control and
      training programme. We may also maintain a record of all emails sent by or to us. All those
      recordings and records will be maintained at our absolute discretion and are our property
      and can be used by us in the case of a dispute. We do not guarantee that we will maintain
      such recordings or records or be able to make them available to you. You consent to the use
      and admissibility of any such recording as evidence in any dispute or anticipated dispute
      between the parties which relates to the dealings between the parties.
    2. Ensuring this Agreement is legally enforceable. For a contract to be
      legally enforceable, there needs to be an offer, acceptance and consideration. This
      Agreement constitutes our offer to make the Services available to you and you agreeing to
      this Agreement constitutes your acceptance of this offer. In order to ensure that this
      Agreement is legally binding, upon you becoming a client, you promise to pay us the sum
      of one‑Pound sterling, upon demand from us, as consideration.
    3. Even if we delay in enforcing under this Agreement, we can still enforce it later.
      If we do not insist immediately that you do anything you are required to do under
      this Agreement, or if we delay in taking steps against you in respect of your breach of this
      Agreement that will not mean that you do not have to do those things and it will not prevent
      us taking steps against you at a later date.
    4. What if something unexpected happens? We shall have no liability to you
      under this Agreement if we are prevented from or delayed in performing our obligations under
      this Agreement, or from carrying on our business, by acts, events, omissions or accidents
      beyond our reasonable control, including, without limitation, strikes, lock‑outs or other
      industrial disputes (whether involving us or any other party), failure of a utility service
      or transport or telecommunications network, act of God, war, riot, civil commotion,
      malicious damage, compliance with any law or governmental order, rule, regulation or
      direction, accident, breakdown of plant or machinery, fire, flood, storm or our default of
      sub‑contractors, provided that you are notified of such an event and its expected duration.
    5. If a court finds part of this Agreement illegal, the rest will continue in
      force
      . Each of the sub‑clauses and clauses of this Agreement operates
      separately. If any court or relevant authority decides that any of them are unlawful, the
      remaining sub‑clauses and clauses will remain in full force and effect.
    6. We are not partners and neither of us may act as the other’s agent.
      Nothing in this Agreement is intended to or shall operate to create a partnership
      or joint venture between you and us, or authorise either party to act as agent for the
      other, and neither party shall have the authority to act in the name or on behalf of or
      otherwise to bind the other in any way (including, but not limited to, the making of any
      representation or warranty, the assumption of any obligation or liability and the exercise
      of any right or power).
    7. We can make amendments to this Agreement. We shall have the right to make
      such amendments to this Agreement, via PayWiser, as are necessary to comply with any laws
      and regulations that are applicable to the performance of our obligations under this
      Agreement where such laws and regulations are implemented and/or amended after the date of
      this Agreement. Such amendments may be made at any time upon as much notice as possible to
      you and shall take effect following such notice, if any. If you object to the proposed
      amendments, you have the right to terminate this Agreement without charge before the date
      proposed by us for the entry into force of the changes. You will be deemed to have accepted
      the proposed amendments unless you notify us and terminate this Agreement before the date
      proposed by us for the entry into force of the changes. If no objection is received from
      you, such amendments shall take effect from the date specified by us but may not affect any
      rights or obligations that have already arisen and will not be retrospective.
    8. What happens if you are jointly a client of ours with another person? Where
      you comprise two or more people, each person will be jointly and severally liable to us in
      respect of all obligations contained in this Agreement.
    9. Can you obtain a copy of this Agreement or additional information? You may
      request and we shall provide a copy of this Agreement and any information set out in
      Schedule 4 of the Regulations (if relevant) at any time prior to termination
      of this Agreement.
    10. We may transfer this Agreement to someone else. We may transfer our rights
      and obligations under this Agreement to another organisation without your consent. We will
      always tell you in writing if this happens and we will ensure that the transfer will not
      affect your rights under this Agreement.
    11. You need our consent to transfer your rights to someone else
      (except that you can always transfer our guarantee). You may only
      transfer your rights or your obligations under this Agreement to another person if we
      agree to this in writing.
    12. Nobody else has any rights under this Agreement. This agreement is between
      you and us. No other person shall have any rights to enforce any of its terms.
    13. Which laws apply to this Agreement and where you may bring legal
      proceedings
      . This Agreement and any disputes or claims arising out of or in
      connection with this Agreement or its subject matter or formation (including non-contractual
      disputes or claims) are governed by, and construed in accordance with, the laws of England.
      You irrevocably agree that the courts of England have exclusive jurisdiction to settle any
      dispute or claim or other matter that arises out of or in connection with this Agreement or
      its subject matter or formation (including non-contractual disputes or claims).
Terms and Conditions of

User Agreement

  1. INTRODUCTORY PROVISIONS
    1. PayWiser Limited, company code 10677553, with a registered office at 36-38 Westbourne Grove,
      Bayswater, London W2 5SH, UK, (hereinafter referred to as PayWiser) is a company registered
      in accordance with UK law and listed in the Companies House of UK.
    2. PayWiser is a distributor of electronic money for PayrNet Limited, a company incorporated in
      England and Wales (company number: 09883437) with its head office at “PayrNet, WeWork, 3
      Waterhouse Square, 138 Holborn, London, EC1N 2SW, UK” and registered office at “Kemp House,
      152 City Road, London, United Kingdom, EC1V 2NX” (hereinafter referred to in this Agreement
      as “Payrnet”). Payrnet is an Electronic Money Institution (“EMI”) and is authorised by the
      Financial Conduct Authority under the Electronic Money Regulations 2011 (“EMR 2011”)
      (register reference 900594) for the issuing of electronic money and payment services.
      PayWiser provides all services related to electronic money and payment services through
      Payrnet.
    3. These General Terms and Conditions for Electronic money issuance and redemption and payment
      services (hereinafter: Terms) represents a framework contract (hereinafter: Contract), which
      constitutes the business conditions between PayWiser and Users. These Terms cover the rights
      and obligations of Users and how the services are used.
    4. These Terms apply to all Users of the services, unless otherwise agreed by special agreement
      between PayWiser and individual User.
    5. Any individual service or product within PayWiser’s scope of services may also have its own
      additional Terms and Conditions. If there are third party providers or contractors, they
      will be listed in the Terms and Conditions.
    6. An integral part of these Terms is the Price List, which is available on the website www.paywiser.com and on PayWiser Mobile Application,
      as well as all other terms, policies and other information on the services.
  2. DEFINITIONS
    1. The following words, when used in this Contract or any document referred to herein, shall
      have the following meaning:

      • Account/Payment Account means the electronic money and payment
        account the User has opened or is about to open with PayWiser and is operated by
        PayWiser;
      • Business Day means a day established by PayWiser on which PayWiser
        participating in the execution of a payment transaction, carries out activities
        necessary for such payment transaction. PayWiser may establish different Business
        Days for the provision of different services and/or for the execution of different
        payment transactions. Unless the Contract or its annexes establishes otherwise, a
        Business Day of PayWiser means a day, other than Saturday or Sunday, or other
        national or banking holiday day, set forth by the legal acts of the UK and
        participating stakeholders;
      • Confidential Information means any information which is marked as
        “Confidential” or “Proprietary” or should be reasonably expected to be confidential
        having regard to the context of disclosure or the nature of the information;
        including, without prejudice to the generality of the foregoing, business plans,
        data, strategies, methods, User and User lists, technical specifications,
        transaction data and User data shall be deemed confidential;
      • Consumer means a natural person who operates under this Contract
        and does not pursue aims which are not consistent with business, commercial or
        professional activity of this person;
      • Contract means this framework contract and its annexes, if any.
      • User means a natural or legal person who uses or has requested to
        use or has at any point been recorded or acknowledged as the participating entity
        within the services provided by PayWiser;
      • User’s Account means the User’s profile or any kind of user track
        history, transaction history or other information in regards to the user in
        PayWiser’s system.
      • Verified User means a User that is issued a Payment Account with
        higher limitations and more features/functionalities (Full Payment Account);
      • KYC process means “Know-Your-Customer” process through which
        PayWiser collects all necessary information on the User according to Applicable
        laws;
      • Commission fee means a fee (charge) applied by PayWiser for the
        payment transaction and/or related payment services, services linked to the Account
        or which is related to these services;
      • Durable medium means any instrument which enables the User to store
        information addressed personally to that User in a way accessible for future
        reference for a period of time adequate to the purposes of the information and which
        allows the unchanged reproduction of the information stored;
      • Electronic money means electronically, including magnetically,
        stored monetary value as represented by a claim on the PayWiser which is issued on
        receipt of funds for the purpose of making payment transactions as defined in point
        5 of Article 4 of Directive 2007/64/EC, and which is accepted by a natural or legal
        person other than the PayWiser. Electronic money is issued to Users by PayWiser (the
        issuer of electronic money) under these terms and conditions;
      • Foreign country means a country other than a member state;
      • Member State means a Member State of the European Union, of the
        European Economic Area, as well as Monaco, San Marino and Switzerland.
      • PayWiser Wallet is an account service for Verified Users that
        enable the User to use electronic money in order to make payment transactions with
        other Verified Users or transfer the funds to 3rd party recipients (for instance
        account holders at 3rd party financial institutions, providers of goods and services
        etc) through PayWiser mobile application or via WEB interface.
      • PayWiser Mobile Application is a mobile application that enables
        the User to use the services connected to the PayWiser Wallet. The PayWiser Mobile
        application can be downloaded free of charge from official marketplaces (App Store,
        Google Play, etc.) to Users mobile device.
      • PayWiser Merchants means merchants who accept payments via PayWiser
        Mobile application or PayWiser Wallet for their goods and services;
      • Payment order generally means any instruction (payment request) by
        the payer or payee to his payment service provider requesting the execution of a
        payment transaction;
      • Payment transaction means depositing, transfer or withdrawal of
        funds initiated by or on behalf of the payer or by the payee irrespective of the
        obligations of the payer and the payee on which the transaction is based;
      • Party means PayWiser or the User;
      • Payment instrument means any personalized device and/or certain
        procedures agreed between the User and PayWiser and used by the User for the
        initiation of a Payment order;
      • Payer means a natural or legal person who holds a payment account
        and allows a Payment order from that payment account, or, where there is no payment
        account, a natural or legal person who gives a Payment order;
      • Payee means a natural or legal person who is the intended recipient
        of funds which have been the subject of a Payment transaction;
      • SEPA stands for Single Euro Payments Area. It enables clients to
        make and receive payments in euro, under uniform rules and procedures, inside or
        outside national borders, under the same basic conditions and with the same rights
        and obligations, regardless of their geographical area.
      • Services means the services provided by PayWiser under this
        Contract;
      • Statement means a document prepared and provided by PayWiser, which
        includes information about Payment transactions executed during the specific period
        of time;
      • Strong User authentication measures means an authentication based
        on the use of two or more elements categorized as knowledge (something only the User
        knows), possession (something only the User possesses) and inherence (something the
        User is) that are independent, in that the breach of one does not compromise the
        reliability of the others, and is designed in such a way as to protect the
        confidentiality of the authentication data;
      • TARGET 2 means a payment system owned and operated by the
        Eurosystem. It is Europe’s leading platform for large-value payments processing and
        is used in real time by both central banks and commercial banks in the EU to process
        payments in euro.
      • Third party means any natural or legal person, other than the
        Parties;
      • Unique identifier means a combination of letters, numbers or
        symbols specified to the payment service User by the payment service provider and to
        be provided by the payment service User to identify unambiguously another payment
        service User and/or the payment account of that other payment service User for a
        payment transaction. The Unique Identifier may be the individual number by IBAN
        number;
      • Video identification means identification of persons using video
        and audio connection over the Internet network according to the prescribed
        procedure. The result of the procedure is information collected during the process
        and the decision whether or not the person’s identity is confirmed.
      • Applicable laws means Electronic Money Regulations 2011, Payment
        Services Regulations 2017, Proceeds of Crime Act 2002 (POCA), the Terrorism Act 2000
        and the Money Laundering, Terrorist Financing and Transfer of Funds 2017 as amended
        from time to time.
  3. APPLICATION OF THE CONTRACT
    1. In addition to these Terms and all its changes, relationships pertaining to the provision of
      Services shall also be governed by Applicable laws and other legal acts of the UK, Price
      List and additional annexes signed by the Parties as well as the principles of soundness,
      justice and fairness in the provision of Payment services.
    2. These terms determine the main terms and conditions between the User and PayWiser when the
      User registers in PayWiser’ system, opens a Payment Account and uses other Services provided
      by PayWiser connected to the Payment Account.
    3. Upon registering for the service, the User explicitly confirms that he/she is aware of the
      content of these Terms and agrees with them.
    4. The User has the right to request at any time from PayWiser a copy of these Terms and all
      other documents, which are a part of the contractual relationship, in paper form or on
      another durable medium.
  4. SERVICES PROVIDED BY PAYWISER AND ITS PARTNERS
    1. PayWiser provides to Users the service of opening a Payment Account, which is opened with
      Payrnet.
    2. Special conditions for electronic money services provided through the Payment Account with
      Payrnet apply and are available on www.paywiser.com
      or subpages therein.
    3. PayWiser Wallet is a service for Verified Users that enables the User to manage its Payment
      Account and has a set of functionalities related to payments (Top-up, Payment transactions,
      Internal Transactions, Redemption etc.) and other functionalities (PIN change etc.). The
      User manages its PayWiser Wallet through PayWiser Mobile Application or via Web interface.
    4. PayWiser Mobile Application is a mobile application that enables the User to use the
      services connected to the PayWiser Wallet.
    5. The User can open a Payment Account with PayWiser on www.paywiser.com or subpages therein.
    6. The User can open a Payment Account with PayWiser by installing the PayWiser Mobile
      Application for free on his/hers mobile device and registering to use the PayWiser Wallet.
      The PayWiser Mobile Application can be downloaded free of charge from official marketplaces
      (App Store, Google Play, etc.).
    7. Special Terms and Conditions for the use of PayWiser Mobile Application apply and are
      presented to the User prior to the installation of the application. The Terms and Conditions
      for the use of PayWiser Mobile Application are available on www.paywiser.com or subpages therein.
    8. PayWiser Wallet may also be accessed via Web interface on other supported devices (PC etc.).
      Information and link to Web interface are available on www.paywiser.com or subpages therein.
    9. These Terms regulate the opening of the PayWiser Payment Account and the use of PayWiser
      Wallet and its functionalities, as well as all rights and obligations of both Parties
      regarding the opening and use of the PayWiser Payment Account and other Services.
    10. Verified User are entitled to order a VISA Debit Card upon successful verification for the
      PayWiser Payment Account. Special Terms and Conditions apply for the service of issuing of a
      VISA Debit Card, which are available on the website www.paywiser.com or subpages therein and on PayWiser
      Mobile Application.
    11. Any additional service, that is not regulated in these Terms, can be subject to separate
      Terms and Conditions available on www.paywiser.com or
      subpages therein and on PayWiser Mobile Application.
    12. By agreeing to these Terms and Conditions, the User agrees that the purpose and intended
      nature of the business relationship is opening of a Payment Account for the purpose of
      execution of payment transactions.
  5. GENERAL PROVISIONS ON THE ACCOUNT OPENING AND IDENTIFICATION
    1. The User must first submit the application of registering and opening the User’s account at
      PayWiser, complete the onboarding procedure and upload all requested documents:

      • Natural persons – the User shall provide including, but not limited
        to, the following information and documents to PayWiser – ID card or passport, which
        shall indicate at least name, surname, personal code, date of birth and etc., the
        filled User’s questionnaire, other information or documents, which PayWiser may
        request based on the individual circumstances and which would allow PayWiser to
        verify the User’s identity;
      • Legal entities (Corporates) – the User shall provide including, but
        not limited to the following information and documents to PayWiser – Business
        license or the extract from the public registers of the relevant authority about the
        User as legal entity, which shall indicate at least the basic information about User
        – registered name, registered location, registration number, tax registry number,
        power of attorney which shows that the legal representative of the legal entity is
        enable to concluded this Contract with PayWiser, the filled User’s questionnaire,
        other information or documents, which PayWiser may request based on the individual
        circumstances and which would allow PayWiser to verify the User’s identity.
    2. The level of information to be provided is dependent on the product or service of PayWiser
      the User wants to use (Full Payment Account, Business Account).
    3. Special Terms and Conditions for electronic money services upon opening a Payment Account
      for natural persons/Consumers (Payment Account) are accessible on www.paywiser.com or subpages therein.
    4. Special Terms and Conditions for electronic money services upon opening a Payment Account
      for legal entities/Corporates (Business Account) are accessible on www.paywiser.com or subpages therein.
    5. The User is informed and agrees that PayWiser has the right to require the User to provide
      the original documents and/or the copies of documents approved by a notary or another person
      authorized by the particular state.
    6. In order to ensure the User identification or to perform other necessary duties, PayWiser
      has the right to demand the User to complete specific procedure or video identification
      through any partner of PayWiser.
    7. The User confirms that all the data provided during the registration process is correct and
      up to date. During the ongoing business relationship, if there are any changes in the
      provided data, the User is obligated to provide updated information as soon as possible, but
      not later than 5 (five) Business Days after the changes.
    8. Before registering in the PayWiser’s system, the User has a possibility to get acquainted
      with this Terms which are available on the PayWiser’s website www.paywiser.com or subpages therein in English
      language. After the User reads the current version of this Terms, the User shall mark the
      relevant “check-box” by pressing “yes”. In case if User chooses to press “no” or does not
      mark any “check-box”, it means that contractual relationship is not concluded between
      PayWiser and the User.
    9. PayWiser has the right to refuse to register the new User without indicating the reasons,
      however, PayWiser assures that the refusal to register will always be based on significant
      reasons which PayWiser does not have to or does not have the right to reveal.
    10. Once the documents and information provided by the User is checked by PayWiser and there is
      no basis which may allow to refuse to provide Service in accordance with applicable laws and
      internal policies of PayWiser, the User is entitled to start to use the Services provided by
      PayWiser and the User’s Account.
    11. The User is entitled to open one Account unless PayWiser explicitly approves the opening of
      additional accounts.
    12. PayWiser does not allow Users who are domiciled in countries where there is an increased or
      high risk of money laundering or terrorist financing (at-risk country) using the PayWiser
      services.
    13. If the User KYC process reveals that the Mobile Number Holder (MSISDN) and thus the User is
      a citizen or has a permanent or temporary residence in a country on the list of increased or
      high risk of money laundering and terrorist financing, PayWiser reserves the right to
      terminate the contract and close the User’s Payment Account and refund him the amount of
      balance remaining in User’s Payment Account.
  6. REGISTRATION, VERIFICATION AND USE OF PAYWISER WALLET
    1. The User accesses and manages its Payment Account through PayWiser Wallet or other
      interfaces provided by PayWiser or affiliates.
    2. PayWiser Wallet can be accessed by installing the PayWiser Mobile Application for free on
      User’s mobile device and registering to use the PayWiser Mobile Application. PayWiser Wallet
      may also be accessed via Web interface.
    3. After the KYC procedure resulted in an successful verification and customer acceptance, the
      User becomes a Verified User, the Payment Account is opened and the user is granted access
      to it.
    4. Verified User is issued a Payment Account with limitations and features/functionalities set
      out by PayWiser (Full Payment Account). If these Terms do not state otherwise, all services
      and functionalities of the Payment Account are accessible to Verified Users.
    5. Full Payment Account for Verified Users
      1. A new User can open a Full Payment Account at any time by completing the KYC process
        and becoming a Verified User.
      2. The User firstly has to register with his/her mobile phone number (MSISDN), which
        has to be confirmed by entering a one-time password received in an SMS message. The
        User has to provide and confirm its e-mail address, which also has to be verified.
      3. User’s Payment Account is uniquely linked to the email address and mobile phone
        number provided in the registration process. Change of the e-mail address or mobile
        phone number is possible for Verified Users after the registration process is
        completed. A single email address and mobile phone number can only be registered
        with one User account at a time. Only one of each email address and mobile phone
        number may be linked to one Payment Account at a time. If the same mobile phone
        number or email address registered with existing User Payment Account is submitted
        in the process of opening a new User Payment Account, the process declines to
        continue.
      4. Prior to successfully registering, the User has to accept the Terms.
      5. The mandatory information to become a Verified User is:
        • Full name (Name and Surname),
        • Personal number and/or Date of birth,
        • Residential address,
        • Personal document details (document number, expiry date, issuing date,
          country and issuing government agency),
        • Gender,
        • Nationality,
        • Proof of address,
        • »Selfie« (picture of the User),
        • Picture of both sides of the provided personal document with signature,
        • E-mail address,
        • Mobile-phone number (MSISDN).
      6. PayWiser reserves the right to request any additional information at any time at its
        own discretion, pending a denial to open an account or freeze or close existing
        account if additional information is not submitted within time and content required.
      7. PayWiser collects personal information about the User and other information about
        the User through the PayWiser Mobile Application or WEB Interface. During the
        collection of requested information, the User is required to enter their personal
        identification information and submit a photo of both sides of their identification
        document and a photo of the User taken while using the desktop/mobile application
        (»selfie«). A video conference is conducted to verify the information, using a
        third-party provider. The facial image of the User and the original of the identity
        document that is clearly shown by the User is recorded at the time of direct video
        streaming.
      8. Depending on KYC level required, PayWiser agents or third party agents can be
        present during the video session or shortly after and at any point of the
        information assessment,  verification, control or audit, with a power to
        influence the result of onboarding process or account status.
      9. After successfully completing the KYC process and customer acceptance, the User
        becomes a Verified User and a unique identification number (User ID) is assigned to
        the User.
      10. Full Payment Account means that the Verified User can conduct transactions and use
        all services through PayWiser Payment Account with all functionalities set out in
        these Terms and Conditions. Limitations of transactions may apply in accordance with
        internal policies of PayWiser.
      11. PayWiser reserves the right to freeze or close the User Account at its own
        discretion.
    6. Using PayWiser Wallet and PayWiser Mobile Application or Web interface
      1. The User is obliged to use the PayWiser Wallet in accordance with these Terms, Price
        List and any instructions available on PayWiser Mobile Application or publicly
        published and accessible on www.paywiser.com
        or subpages therein, in accordance with the applicable regulations, manner and
        content that are consistent with the purpose for which the PayWiser services are
        provided.
      2. In the event of any breach, the infringing User is liable to PayWiser and third
        parties for all damage suffered, and PayWiser has the right to prevent the User from
        continuing to use the PayWiser Wallet and all Services.
      3. When using the PayWiser Wallet through PayWiser Mobile Application, data is
        transmitted via the User’s mobile phone and, in certain cases, SMS communications or
        dial-up or other connections. The use of the services of the User’s mobile operator
        depends on the terms and prices thereof.
      4. The User, who enables the use of his/her mobile telephone to other persons is solely
        responsible for any damages that arise as a consequence of such actions.
      5. Limitations on the use of the PayWiser Wallet are determined in accordance with the
        Applicable laws and at the same time in accordance with the internal rules of
        PayWiser and are set out in these Terms and instructions available on PayWiser
        Mobile Application or publicly published and accessible on www.paywiser.com or subpages therein.
      6. All functionalities of PayWiser Wallet are defined in these Terms.
  7. PAYMENT SERVICES IN PAYWISER WALLET
    1. PayWiser reserves the right to terminate, freeze or refuse any services, including but not
      limited to access to User Account, transaction requests, inflows and outflows of funds on
      his own discretion and in accordance with applicable laws and internal policies of
      PayWiser.
    2. PayWiser reserves the right to hold any funds on user account if there are reasons to
      suspect any unlawful activities or behaviour inconsistent with applicable laws and internal
      policies of PayWiser. Such funds may be held until the issues are resolved.
    3. Verified Users may perform different types of payment transactions from PayWiser Wallet.
    4. PayWiser payment Account supports euro (EUR) and pounds (GBP) holdings and transactions.
      PayWiser may support additional currencies from time to time.
    5. Each payment request is authorized and confirmed, quarantined or rejected by the PayWiser
      system.
    6. Quarantined payment requests are subject to PayWiser internal approval process.
    7. The Payment Account Balance is reduced/enlarged immediately after a successful payment
      transaction.
    8. PayWiser shall approve and execute any payment transaction for which the User has submitted
      a payment request or consent (Confirmation), unless the conditions for rejecting the
      transaction exist.
    9. PayWiser refuses to carry out the transaction if:
      • by executing the payment request, the User exceeds the value limits of Applicable
        laws or other restrictions set by PayWiser or self-made restrictions by the User,
      • the User does not have sufficient funds in the Payment Account,
      • the User enters an incorrect PIN code to confirm the payment transaction,
      • the User account is blocked, frozen or suspended,
      • the PayWiser system and/or electronic communications network is disrupted at the
        time of requesting the transaction,
      • if PayWiser suspects possible misuse of the Payment Account.
      • Any other reason subject to PayWiser discretion.
    10. PayWiser shall, on the basis of the conditions set out in the previous point, confirm or
      reject the payment transaction and immediately inform the User accordingly via the PayWiser
      Mobile Application or Web interface.
    11. Within the limits of the User’s Payment Account and subject to the limitations set out in
      these Terms, the User may perform the following actions (payment transactions):

      • Top-up of the Payment Account,
      • Payment transactions for goods and services,
      • Perform Internal Transaction,
      • Redeem funds from the Payment Account.
    12. Different types of payment transactions are described below.
    13. Other services/functionalities of the PayWiser Wallet (PIN change etc.) are performed
      through PayWiser Mobile Application or Web interface and are subject to Terms on the Use of
      PayWiser Mobile Application.
    14. Top-up of the Payment Account
      1. Top-up function of Verified Users are subject to the limits set out by PayWiser.
      2. User can Top-up (fill) its Payment Account:
        • By transferring funds from a bank account: the User completes a
          payment order to the User’s Payment Account held by PayWiser. The approval
          reference and purpose are completed by the User in accordance with the
          instructions published on the website www.paywiser.com or subpages therein
          and in the PayWiser Mobile Application. The instructions are accessible by
          selecting the »Deposit« section of the PayWiser Mobile Application or Web
          interface and copying the transactional information (Account Number,
          Reference etc.) to the payment order. The funds in the Payment Account of
          the User who correctly filled in the payment order information shall be
          increased immediately upon receipt of the funds into the PayWiser account.
          In case the User incorrectly fills in the transfer information, PayWiser
          returns the funds to the payer.
        • By using a Debit or Credit card (Mastercard, VISA or other): The User
          completes the required information on the »Deposit« form inside the PayWiser
          Wallet according to the instructions published on the website www.paywiser.com or subpages therein
          and in the PayWiser Mobile Application. The funds in the User’s Payment
          Account are increased immediately after a successful transaction.
        • With receipt of funds from another User (Internal Transaction): in
          order to recharge in this way, a User wishing to recharge their Payment
          Account may forward a request for funds transfer to another User or another
          User may send the funds to another User’s Payment Account. Receiving funds
          from another User immediately increases the balance of funds in the Payment
          Account.
      3. Prior to allowing a Top-up transaction, the PayWiser checks the information of the
        payer and payee and the status and limitations of the payer and payee.
      4. Any request for account top-up is authorized, validated or denied by PayWiser.
    15. Payment transactions for the purchase goods and services
      1. Payment transactions for the purchase of goods and services of Verified User may be
        subject to limitations in accordance with internal policies of PayWiser.
      2. Verified User, who has obtained a PayWiser VISA Debit Card in accordance with the
        Terms and Conditions for the service of issuing a VISA Debit Card (available on the
        website www.paywiser.com or subpages therein
        and on PayWiser Mobile Application) may pay for goods and services at any point of
        sale that accepts VISA Debit Cards.
    16. Internal transactions
      1. Internal Transactions between PayWiser Users (i.e. Verified Users who have a valid
        Payment Account and use PayWiser Wallet) are enabled for Users, meaning that
        PayWiser Users may  transfers electronic money from their Payment Account to
        the account of another User or receive money from another User.
      2. Internal transactions are transfers of funds from one PayWiser Payment Account to
        another PayWiser Payment Account, held in the name of different Users.
      3. Internal transactions of Verified User may be subject to limitations in accordance
        with internal policies of PayWiser.
      4. By using the PayWiser Wallet via PayWiser Mobile Application or Web interface, a
        User can send (»Send function«) or request (»Request function«) the transfer of the
        PayWiser e-money from/to another User’s Payment Account.
      5. A User can send funds to another User of PayWiser Wallet (»Send function«). Send
        function means that the User initiates the transfer from his/hers Payment Account to
        a Payment Account of another User.
      6. A User can request funds from another User of PayWiser Wallet (»Request function«).
        Request function means that the User would like to initiate the transfer from
        another User’s Payment Account to his/her Payment Account. Request function is
        dependent on the confirmation from the User who receives the Request. After the User
        agrees to and confirms the Request, the procedure is the same as if he/she would
        initiate a Send function.
      7. PayWiser performs payment transactions between Users on the basis of a payment
        function (Send or Request) ordered by the Users. Send function is initiated by the
        payer, Request function is initiated by the payee. The Request transaction is
        initiated only after the User (payer) accepts and confirms the Request.
      8. PayWiser accepts Internal Transaction requests (Send or Request) from Users and
        providers 24 hours a day, all days of the year.
      9. Conditions for carrying out the transfer:
        • the proper balance in payer’s PayWiser Wallet,
        • checking if the limits of transactions for both the payer and the payee are
          respected.
      10. If the conditions of the preceding paragraph are fulfilled, PayWiser shall
        immediately carry out a transfer of funds or, if the conditions are not fulfilled,
        reject the transaction.
    17. Redemption of funds
      1. Verified User may redeem funds within the limits set out in these Terms or other
        special Terms (ex. Card Terms).
      2. The User may, at any time, in accordance with these Terms and the applicable Price
        List published on the website www.paywiser.com or subpages therein and on
        PayWiser Mobile Application, redeem funds from the Payment Account.
      3. Funds can be redeemed by:
        • By transferring funds to a IBAN account – the User can transfer funds
          from his Payment Account using the  PayWiser Mobile Application or Web
          interface to any IBAN account in the SEPA area at any time, in accordance
          with these Terms and the applicable Price List published on the website www.paywiser.com or subpages therein
          and on PayWiser Mobile Application. This is done by filling in all the
          required fields in the »Withdraw« section of the PayWiser Mobile Application
          and confirming the transfer. The funds are transferred from the PayWiser’s
          fiduciary account to the bank account specified by the User on the same or
          the next business day (depending on the time of receipt of the User’s
          withdrawal request and the payment system operating schedule). If the User
          does not have access to the online application, he/she can apply for the
          redeeming of funds via e-mail and PayWiser shall provide further
          instructions.
        • By cash withdrawal from ATM machine if the User of the Payment Account
          has obtained a VISA Debit Card
          (Special Terms apply for the service
          of issuing a VISA Debit Card, which are available on the website www.paywiser.com or subpages therein
          and on PayWiser Mobile Application).
      4. Ordering the redemption of e-money
      5. Verified Users may submit to PayWiser a request for the redemption of funds
        (Withdrawal request).
      6. Within the PayWiser system, PayWiser accepts redemption requests in accordance with
        the working hours. For PayWiser redemption requests, PayWiser is deemed to have
        received the redemption request on the day it received the redemption request from
        the User. For requests received after 1pm or Saturday, Sunday, national holidays in
        UK and holidays in countries where PayWiser’s partners operate (not limited to 1.1.,
        Easter Friday, Easter Monday, 1.5., 25.12. And 26.12.), which represent a
        non-working day for the TARGET2 payment system, are deemed to have been received the
        next business day.
      7. Conditions for carrying out the redemption:
        • the proper balance in User’s PayWiser Wallet,
        • checking if the limits of transactions are respected,
        • no reason for the suspension of the transaction according to PayWiser’s
          internal policies or applicable laws.
      8. PayWiser will, as a rule, make payments to the bank account specified by the User,
        provided that the conditions from the previous point and any other restrictions from
        these conditions are fulfilled, within three working days at the latest.
  8. TERMS OF ELECTRONIC MONEY ISSUANCE AND REDEMPTION
    1. Money held on User’s Payment Account is considered Electronic money which shall be issued by
      Payrnet after the User’s transfer or deposit money to the Payment Account.
    2. Special conditions apply for services related to the issuance and redemption of electronic
      money and are published on the website www.paywiser.com.
    3. After a deposit is performed by the User or money transfer to User’s Account is successful
      and after Payrnet receives the money, Payrnet issues electronic money at the nominal value
      and credits it to User’s Payment Account. The Electronic money is credited to and held on
      User’s Payment Account.
    4. The specific method of Top-up (depositing or transferring funds to User’s Payment Account)
      is selected by the User in the PayWiser Wallet by choosing particular function, which
      contains instructions for depositing money for each mean of payment (bank transfer, Debit or
      Credit Card, SEPA, SWIFT, etc.).
    5. Payrnet shall issue Electronic money at par value on the receipt of funds from Users.
    6. The User is informed and acknowledges that the Electronic money held on User’s Account is
      not a deposit and PayWiser does not, in any circumstances, pay any interest for Electronic
      money held on User’s Account and does not provide any other benefits associated with the
      time period the Electronic money is stored.
    7. At User’s request, Electronic money held on User’s Account shall be redeemed at their
      nominal value at any time, unless otherwise agreed by PayWiser and the User.
    8. When Electronic money is requested to be redeemed before the expiry of this Contract, the
      User may request the return of part or all of the monetary value of the electronic money.
    9. The User submits a request for redemption of Electronic money by generating a Payment order
      to transfer Electronic money from User’s Account held in PayWiser to any other account
      specified by the User.
    10. No specific conditions for redemption of Electronic money that would differ from the
      standard conditions for transfers and other Payment transactions performed to the User’s
      Account shall be applied. The amount of redeemed or transferred Electronic money is chosen
      by the User.
    11. No additional fee for Electronic money redemption is applied. In the event of redemption of
      Electronic money, the User pays the usual Commission fee for a money transfer or withdrawal
      which depends on the method of Electronic money transfer or withdrawal chosen by the User.
      Standard Commission fees for money transfer or withdrawal are applied, according to PayWiser
      Price List.
    12. When the User applies for redeeming Electronic money at the expiration of this Contract or
      no more than 1 (one) year from the expiration of this Contract, all monetary value of the
      Electronic money held by the User is redeemed.
    13. Provided that the User terminates this Contract and submits the request to close his/her
      Payment Account and delete User’s Payment Account from PayWiser system, or PayWiser
      terminates the provision of PayWiser’ Services to User and deletes User’s Account from
      PayWiser system in cases specified in present Contract, money held on User’s Account shall
      be transferred to User’s bank account or to the account in another electronic payment system
      indicated by the User. PayWiser has the right to deduct from the repaid money the amounts
      that belongs to PayWiser (prices for Services provided by PayWiser and expenses which have
      not been paid by the User, including but not limited to, damages and default interests
      incurred by PayWiser due to a breach of this present Contract committed by the User, which
      have been imposed by financial institutions and (or) other competent authority of the state.
      In the event of a dispute between PayWiser and the User, PayWiser has the right to detain
      money under dispute until the dispute is resolved.
    14. In case PayWiser fails to repay the money to the User due to reasons beyond the control of
      PayWiser (for example, other account indicated by the User where money shall be transferred
      is closed, technical problems incurred by the payment service provider, where the User has
      another account and etc.), the User shall be notified thereof within reasonable time frame.
      The User shall immediately indicate another account or provide additional information
      necessary to repay the money.
  9. GENERAL TERMS ON THE PROVISION OF THE PAYMENT SERVICES
    1. Authentication data and information to be provided in Payment order
      1. Authentication data for accessing the User Payment Account through PayWiser Wallet
        are set by the User. Authentication data shall refer to:

        • Login name and password. Login name is the combination of the number
          provided to the User after registration process is finished and PayWiser
          issued the confirmation that the User is able to use the Services. Password
          – a static alphanumeric string exclusively and personally determined by the
          User. PayWiser shall not have access to the password, nor shall request it
          from the User at any time.
        • Special code which the User will receive to his/her mobile phone after
          initiating the Payment transaction (optional). The User shall confirm the
          special code received to his/her mobile by entering the password. The
          Payment transaction shall not be executed without the entering special code.
      2. The maximum time without activity by the User after being authenticated for
        accessing its Account online shall not exceed 5 minutes. After 5 minutes, the
        session is over, and the User has to login again. If the authentication data are
        incorrectly entered three times, PayWiser shall be entitled to block these
        authentication data.  The User shall be alerted before the block is made
        permanent. In case of blocking User’s account in accordance with incorrectly entered
        authentication data, the User shall apply to PayWiser and make the verification
        again. Only after the successful verification, the User shall be entitled to receive
        new authentication data on request.
      3. Unique identifier shall be provided by the User in order for a Payment order to be
        properly initiated or executed. PayWiser shall credit the funds to and debit them
        from the Account according to the Unique Identifier specified in the Payment order
        received by PayWiser.
      4. PayWiser is not liable if the Unique identifier is not provided in the Payment order
        and/or it is incorrectly entered by the User. However, PayWiser shall make
        reasonable efforts to recover the funds involved in the Payment transaction.
      5. The User is informed and agrees that the PayWiser has the right to request
        additional and/or other mandatory information (for example amount and currency,
        Payee’s name, surname/name of the legal entity/code of the payment) which must be
        submitted to PayWiser in order execute properly the Payment order.
    2. The form of and procedure for giving consent to initiate a Payment order or execute
      a Payment transaction

      1. The Payment transaction is considered to be authorized only when the User expresses
        its consent for the execution of Payment transaction in PayWiser Wallet.
      2. The consent shall be authorized by using the authentication data – login details
        during the time of the creation of the Account and/or security code. The consent may
        be expressed by other form and manner needed for the concrete service.
      3. The Consent of the User (Payer) shall be submitted prior to the execution of the
        Payment transaction.
      4. In the case of a direct debit, the User’s (Payer’s) consent must be given to
        PayWiser and in the cases established by PayWiser such Consent may be given to the
        Payee or to the Payee’s payment service provider.
      5. The procedure of revocation of the Payment order:
        1. Consent may be withdrawn by the Payer at any time, but no later than at the
          moment of irrevocability in accordance with the Clauses 9.2.5.2 – 9.2.5.5 of
          these Terms. Consent to execute a series of payment transactions may also be
          withdrawn, in which case any future Payment transaction shall be considered
          to be unauthorized.
        2. The User shall not revoke a Payment order once it has been received by the
          Company, except for cases provided in this Contract;
        3. Where the Payment transactions is initiated by or through the Payee, the
          Payer shall not revoke the Payment order after giving consent to execute the
          Payment transaction to the Payee;
        4. In the case provided for in the Clause 9.3.6 of this Contract, the User may
          revoke the Payment order at the latest by the end of the Business day
          preceding the agreed day.
        5. Upon expiry of the time limits laid down in the Clauses 9.2.5.2 – 9.2.5.4 of
          this Contract, the Payment order may be revoked only if agreed between the
          User and PayWiser, and in the cases provided for in the Clause 9.2.5.3 of
          this Contract, the consent of the Payee is required.
    3. Moment of receipt of the Payment order, requirements applied to the Payment order
      and refusal to execute the Payment order

      1. The User shall ensure that in User’s Payment Account has enough funds necessary for
        the execution of the User’s Payment order. If the User does not have sufficient
        funds at the moment when the User’s Payment order is presented, PayWiser has the
        right to refuse to execute the User’s Payment order, unless otherwise agreed by the
        Parties.
      2. PayWiser shall process Payment orders given by the User without undue delay,
        provided that at the moment of maturity there are enough funds on the User’s
        Account, from which the payment is to be debited.
      3. In case where the User is the Payer, the Payment order is considered received by
        PayWiser on the day of its reception, or, if the moment of reception of the Payment
        order is not the Business day of PayWiser, the Payment order is considered received
        on the next business day of PayWiser.
      4. The Payment order that was received by PayWiser on the Business day of PayWiser, but
        not on business hours set by PayWiser, is considered received on the next business
        day of PayWiser.
      5. Funds from the Payer’s Account shall not be debited before the Payment order is
        received by PayWiser.
      6. If the User initiating a Payment order and PayWiser agree that execution of the
        Payment order shall start on a specific day or at the end of a certain period or on
        the day on which the Payer has put funds at the PayWiser’s disposal, the time of
        receipt is deemed to be the agreed day. If the agreed day is not a Business day for
        PayWiser, the Payment order received shall be deemed to have been received on the
        following Business day.
      7. Payment orders inside the system of PayWiser are executed immediately (up to a few
        minutes, unless the Payment transaction is suspended due to cases set forth by legal
        acts and this Contract), regardless of business hours of PayWiser.
      8. PayWiser has the right to record and store any Payment orders submitted by any of
        the agreed means and to record and store information about all Payment transactions
        performed by the User or according to Payment orders of the User. Records mentioned
        above may be submitted by PayWiser to the User and/or Third party, who have the
        right to receive such data under the basis set forth in the applicable laws or
        contractual basis, as evidence confirming the submission of Payment orders and/or
        executed Payment transactions.
      9. PayWiser has the right to refuse to execute a Payment order in case of a reasonable
        doubt that the Payment order has been submitted by the User or an authorized
        representative of the User or if Payment order or the submitted documents are not
        legitimate. In such cases, PayWiser has the right to demand from the User to
        additionally confirm the submitted Payment order and/or submit documents confirming
        the rights of persons to manage the funds held on the Account or other documents
        indicated by PayWiser in a way acceptable to PayWiser at expense of the User.
        PayWiser is not liable for the losses which may arise due to refusal to execute the
        submitted Payment order due to the reason of the refusal to provide additional
        information or documents by the User.
      10. The User is informed and agrees that PayWiser has the right to involve Third parties
        to partially or fully execute the Payment order of the User, if the User’s interests
        and/or the essence of the Payment order requires so. In the event that the essence
        of the Payment order of the User requires sending and executing the Payment
        transaction further by another financial institution, but this institution suspends
        the Payment order, PayWiser is not liable for such actions of that financial
        institution, but makes attempts to find out the reasons for the suspension of the
        Payment order.
      11. PayWiser has the right to suspend and/or terminate the execution of the Payment
        order of the User, if required by applicable laws or in case it is necessary for
        other reasons beyond control of PayWiser.
      12. In case PayWiser has refused to execute Payment order submitted by the User,
        PayWiser shall immediately, without undue delay, inform the User thereon about
        the reasons for it and the procedure for correcting any factual mistakes that led to
        the refusal, except when such notification is technically impossible or forbidden by
        legal acts.
      13. PayWiser shall not accept and execute Payment orders of the User in case such
        operations are suspended by applicable laws due to circumstances relating to the
        User.
      14. If money transferred by the Payment order is returned due to reasons beyond the
        control of PayWiser (inaccurate data of the Payment order, the account of the Payee
        is closed, etc.), the returned amount is credited to the Payment Account of the
        User. Commission fees paid by the Payer for the Payment order execution are not
        returned.
    4. The terms of the execution of the Services
      1. The time limits of the execution of Payment transactions to payment accounts and the
        duration of execution of other Services are specified in present Terms.
      2. When the Payment operation shall be executed in euro (EUR) or pounds (GBP) in the UK
        or other Member States and the User is the Payer, PayWiser ensures that the amount
        of the Payment operation is credited to the account of the payment service provider
        of the Payee until the end of the nearest business day, except the exceptions
        foreseen in clause 9.4.3.
      3. Where payment transfers in the UK are made in euro (EUR) or pounds (GBP), PayWiser
        shall ensure that after the Payment order is received, the amount of the Payment
        transaction is credited to the Payee’s payment service provider’s account on the
        same Business day if the Payment order is received on that business day by 12:00
        noon. If the Payment order is received after 12:00 noon, PayWiser shall ensure that
        the amount of the Payment transaction is credited to the Payee’s payment service
        provider account no later than the following Business day.
      4. Parties can agree, that the Payment order shall be executed on concrete day or at
        the end of certain period. In such case PayWiser shall ensure that the amount of the
        Payment transaction is credited to the Payee’s payment service provider’s account on
        the day of the execution of the Payment order.
      5. When the Payment operation shall be executed in the currencies of non-euro area
        Member States in the UK and to other Member States and the User is the Payer,
        PayWiser ensures that the amount of the Payment order is credited to the account of
        the payment service provider of the Payee until the end of the nearest Business day
        but not later than within 4 (four) Business days after receipt of the Payment order.
    5. Spending limits for the Payment Transactions
      1. These Terms establish a maximum spending limits for Payment Transactions in Article
        6.
      2. Special limitations may be imposed on the User’s Payment Account according to the
        Terms and internal policies of PayWiser. User shall be notified of such limitations
        prior to using the services.
      3. Maximum spending limits may also be established by the User in PayWiser Wallet.
    6. Blocking the Account and/or suspension of the Services to the User
      1. The User shall co-operate with PayWiser to investigate any suspicious, suspected
        illegal, fraudulent or improper activity.
      2. PayWiser is entitled to block the funds collected on the User’s Payment Account as
        follows:

        • PayWiser has a suspicion that the funds collected on the User’s Payment
          Account are intended for the commitment of a crime, resulted from the crime
          or participation thereon;
        • if there is a suspicion that an unauthorized payment transaction was carried
          out through the User’s Account;
        • the User is in delay in discharging its obligations under these Terms;
        • bankruptcy is declared in respect of the User’s assets, restructuring is
          initiated, the bankruptcy petition is cancelled owing to the lack of funds
          for the remuneration of the trustee in bankruptcy, the User enters into
          liquidation, or the risk of insolvency on the User’s side excessively
          increases within a short period;
        • for the purposes of corrective accounting and settlement;
        • the User is using PayWiser Services and fraudulent acts have been proved on
          the User’s side or criminal proceedings are initiated against the User or
          its employees in the matter of fraudulent acts; or if actions of the User
          fail to comply with the rules of PayWiser banking partners and such conduct
          may cause PayWiser a damage.
      3. PayWiser reserves the right to suspend, at any time and at its sole discretion, the
        User Account (or certain functionalities thereof such as uploading, receiving,
        sending and/or withdrawing funds), inter alia, for audit:

        • where PayWiser believes it is necessary or desirable to protect the security
          of the User account;
        • if any transactions are made which PayWiser in its sole discretion deems to
          be made in breach of this Terms or in breach of the security requirements of
          the User Account; or
        • if any transactions are made which PayWiser in its sole discretion deems to
          be suspicious, unauthorized or fraudulent, including without limitation in
          relation to money laundering, terrorism financing, fraud or other illegal
          activities; or
        • upon the insolvency, liquidation, winding up, bankruptcy, administration,
          receivership or dissolution of the User, or where PayWiser reasonably
          considers that there is a threat of the same in relation to the User; or
        • where anything occurs which in the opinion of PayWiser suggests that the
          User shall be unable to provide the User’s products/services and/or
          otherwise fulfil the contacts that it has with its Users;
        • if the transactions are for the sale of goods and/or services which fall
          outside of the agreed business activities of the User, or where the User
          presents a transaction and fails to deliver the relevant goods and/or
          services.
      4. PayWiser will make reasonable efforts to inform the User of any such suspension in
        advance, or if this is not practicable, immediately afterwards and give its reasons
        for such suspension unless informing the User would compromise security measures or
        is otherwise prohibited by law or regulatory requirements.
      5. In addition, PayWiser reserves the right (at its sole discretion) to suspend the
        User Account (or certain functionalities thereof such as uploading, receiving,
        sending and/or withdrawing funds) at any time where it is required to do so under
        relevant and applicable laws and regulations or competent authority. PayWiser will
        make reasonable efforts to inform the User of any such suspension unless PayWiser is
        prohibited from doing so by law or under an order from a competent court or
        authority.
    7. Information provided to the User about the Payment transactions
      1. PayWiser is obligated to provide the information to the User (before the execution
        of Payment order) about the possible maximum terms of the execution of certain
        Payment order, the payable Commission fees and how this Commission fees are split
        up.
      2. PayWiser shall provide the Statement to the User about the provided Payment
        transactions, which shows as follows:

        • information enabling the Payer to identify each Payment transaction and
          information relating to the Payee;
        • the amount of the Payment transaction in the currency indicated in the
          Payment order;
        • the Commission fees payable for the Payment transactions and how the
          Commission fees are split up;
        • the applicable currency exchange rate and the amount of Payment transaction
          after the currency exchange rate, in case if during the execution of Payment
          transaction, the currency was exchange;
        • the date of write down of funds from the Account;
        • the date of incomes to the Account;
        • other information which shall be provided to the User in accordance with the
          applicable laws of the UK.
      3. The Statement is provided through the PayWiser Mobile Application or Web interface
        of the User.
      4. PayWiser is obligated to inform the User about the suspected or executed fraud by
        other persons or the threats for the security of Services by sending a message
        within the PayWiser Mobile Application or Web interface and by choosing one
        additional option from the following – by sending the e-mail, by telephone or other
        method which is at that time safe and the most suitable to the particular situation.
  10. COMMISION FEES PAYBALE FOR THE SERVICES PROVIDED BY PAYWISER, DEFAULT INTEREST AND CURRENCY
    EXCHANGE

    1. PayWiser shall charge fees related to its standard Services in accordance with this Terms
      and the Price List which is attached to this Terms and shall be considered as an inseparable
      part of this Terms.
    2. PayWiser shall charge individual fees to the User for non-standards Services not defined
      herein and/or in the Price List and the User shall be informed thereon before using such
      services.
    3. Unless otherwise indicated, fees are quoted in Euro.
    4. For the Payment services and/or related services performed by PayWiser, the User shall pay
      the Commission fee to PayWiser. The Commission fee is indicated in the Price List and/or the
      additional agreement with the User. In case if the User fails to fulfil its obligation to
      pay the Commission fee to PayWiser, the User shall pay to PayWiser penalties (the fines or
      default interest) set forth in the Price List, additional agreement and/or applicable laws
      of the UK.
    5. Any Commission fees payable by the User shall be deducted from the User’s Payment Account
      balance. If the User account balance is insufficient, PayWiser reserves the right to invoice
      the User for any shortfall.
    6. Where PayWiser has no possibility to deduct any Commission fee payable by the User for the
      provided Services from the balance of the User’s Payment Account, PayWiser shall issue the
      separate invoice for the amount owed. Invoices are payable within 10 (ten) days of the date
      of the invoice. In case of overdue payments, PayWiser reserves the right to charge default
      interest in the amount of 0,02 % and/or terminate this Contract with immediate effect by
      giving written notice to the User.
    7. In case if during the performance of the Payment transaction there are not enough funds for
      execution of Payment transaction and payment of Commission fee in the Account of the User,
      PayWiser shall have the right to refuse and not to execute the Payment transaction.
    8.  The currency exchange rates are provided to the User before the Payment order.
    9. Currency exchange is based on the exchange rate of PayWiser, which is valid at the moment of
      conversion and is constantly updated and published on website of PayWiser.
    10.  PayWiser applies the changed basic exchange rate of currency immediately without a
      separate notice.  PayWiser informs the User about such changes in a manner described in
      this Contract.
    11. In case if the currency in which the order to execute the Payment transaction is different
      than the currency in which the Account is debited, the conversion of such currencies shall
      be performed in accordance with the procedure established by PayWiser, which shall be
      published on PayWiser website www.paywiser.com and on
      PayWiser Mobile Application.
    12. If the User is a Consumer, at the beginning of each calendar year PayWiser will provide the
      Consumer with a Statement of Commission fees related to Consumer’s Account. Statement of
      Commission fees will be provided in Consumer’s Account free of charge. In case of
      termination of this Contract, Statement of Commission fees shall be provided for a period
      from beginning of calendar year until termination of this Contract day.
  11. COMMUNICATION BETWEEN THE USER AND PAYWISER
    1. The person who becomes the User of PayWiser confirms that the User accepts that all
      communication, including the personal communication between PayWiser and the User, shall be
      executed in English, unless otherwise agreed by both Parties. All communication, information
      about any changes to the Services and the Prices, other important information shall be
      provided in English, unless Parties agree otherwise.
    2. The information shall be provided to the User personally or by announcing it publicly:
      • the information may be provided personally to the User through the PayWiser Mobile
        Application or Web interface, sent by post to the address of the User registration
        address, via e-mail indicated during the process of the opening of the Account, by
        call or SMS using telephone number indicated during the process of opening of the
        Account and other telecommunication instruments, including electronic means;
      • the information may be published on the PayWiser website www.paywiser.com and on PayWiser Mobile
        Application. PayWiser shall send the User a Notification on newly uploaded
        information through PayWiser Mobile Application or Web interface. The information
        provided publicly is considered to be duly delivered to the User, except the cases
        of mandatory requirements of the applicable of the UK and/or the cases when PayWiser
        is obligated to inform the User personally.
    3. The User acknowledges that any communication between PayWiser and the User shall take place
      personally and primarily through the PayWiser Mobile Application or Web interface and e-mail
      indicated during the process of opening of the Payment Account. Disclosure of any
      information by PayWiser through PayWiser Mobile Application or Web interface and via the
      e-mail means that the relevant information is duly delivered to the User and is effective.
    4. E-mail communication is possible to addresses that are given on the website of PayWiser and
      the e-mail addresses given by the User during the registration session to PayWiser system.
      E-mail message is considered to be duly delivered on the following Business Day.
    5. In case of communication by telephone, the User shall be verified on the basis of the User`
      s data. Phone communication between PayWiser and the User is possible at times published on
      the website of PayWiser. The message given to the User through telephone is considered to be
      duly delivered at the moment of the conversation with the User.
    6. In case of communication through the post, letters are delivered to the other party’s
      address.
    7. The information announced on the PayWiser website, PayWiser Mobile Application or Web
      interface is considered to be duly delivered on the day of the announcing/publishing such
      information.
    8. The User agrees that PayWiser may record, with prior notice, any ongoing communication
      between PayWiser and the User using any available technical means, and will archive all the
      records, as well as the copies of any information and documents that PayWiser will receive
      from the User and Third parties. The User agrees that PayWiser may at any time use this
      information for the purposes stated in this Contract or for ensuring compliance with this
      Contract.
    9. The User is entitled to get the information about this Contract as well as the Contract as
      itself in paper version or any other durable medium, in which PayWiser is able to provide
      such information.
    10. If the User would like to contact PayWiser about a concern relating to this Contract, the
      User may contact PayWiser via in-app support or email [email protected]. PayWiser will try to
      resolve any issues the Users may have about their Payment Account or the Services. PayWiser
      shall provide the answer within 15 (fifteen) Business Days of receiving User’s concern
      unless the concern is of a “simple” nature and can be resolved with 1 (one) Business Day
      from the receipt day. PayWiser shall inform the User if exceptional circumstances arise, in
      which case it may take up to 30 (thirty) Business Days to address User’s concern.
    11. The parties shall inform each other without undue delay of any changes to their contact
      information. Upon the request of PayWiser, the User shall provide any relevant new documents
      that prove that the contact information have changed. The failure to fulfil these
      obligations means that the notice sent on the basis of the latest contact information
      provided to the other Party is duly delivered and any obligation fulfilled in accordance
      with such contact information is executed properly. The User acknowledge that PayWiser has
      the right to inform about the change of its contact information by way of publicly
      announcement and/or by sending such information via e-mail via e-mail indicated during the
      process of the opening of the Payment Account.
    12. The Parties must promptly inform each other of any circumstances relevant to the proper
      performance of this Contract. Upon the request of PayWiser, the User is obliged to provide
      additional information to PayWiser (for example, a change of the sample signature of the
      User or the User’s representative, the initiation and setting-up of the User’s bankruptcy,
      the User’s liquidation, reorganization, conversion, etc.) regardless of whether this
      information has been provided to the public registers.
  12. AMENDMENTS AND CHANGES OF FEES, TERMS OF THE CONTRACT, TERMS OF SERVICES
    1. This Contract is subject to be changed from time to time.
    2. PayWiser has the right to change this Contract, applicable prices and Commission fees and/or
      the terms of Services by offering the changed Contract to the User in paper or other durable
      medium at least 60 (sixty) calendar days before such changes will entry into force. PayWiser
      has the right to change this Contract, applicable prices and Commission fees and/or the
      terms of Services by offering the changed Contract to the User personally in paper or other
      durable medium (through the PayWiser Mobile Application or Web interface or e-mail indicated
      during the process of opening of the Payment Account at least 60 (sixty) calendar days
      before such changes will entry into force.
    3. The User has the right to accept the proposed changes or reject it.
    4. If no objection notice is received by PayWiser within the time frame stipulated clause 12.2,
      the User is deemed to have accepted the changes and such changes come into force on the date
      of entry into force. If the User agrees with the changes to this Contract, applicable Prices
      and Commission fees and/or the terms of Services, then the User is not entitled subsequently
      to submit to PayWiser User’s objection and/or claims regarding the content of such changes.
    5. The User has the right to terminate the Contract immediately at any time and without charges
      after receiving the information about changes and before any changes stipulated in provided
      information becomes effective. If the User does not use his right to terminate this Contract
      until the day when such changes come into force, the User shall be deemed as accepted the
      changes to this Contract.
    6. The termination of this Contract in accordance to the clause 12.5. shall not release the
      User from its obligations to PayWiser arising prior to the date of termination of this
      Contract to be properly executed.
  13. SECURITY AND CORRECTIVE MEASURES
    1. The User is responsible for the safety of devices used to log in to the PayWiser Wallet (via
      PayWiser Mobile Application or Web interface) and shall not leave them unattended, in public
      places or otherwise easily accessible to third persons.
    2. It is recommended to update software, applications, anti-virus programs, browsers and other
      programs in time.
    3. It is recommended to protect devices with passwords, PIN codes, Facial-recognition or other
      safety instruments.
    4. It is recommended to evaluate received emails with cautiousness, even if PayWiser is
      indicated as the sender. PayWiser will never request the User to download attachments or
      install software. Attachments to fraud e-mails may contain viruses which can harm devices or
      pose a risk to the safety of the User account.
    5. It is recommended not to click on unknown links, open unknown documents, install software or
      application from unknown, unreliable sources or visit unsafe websites.
    6. As soon as the User is aware of the loss, theft, misappropriation or fraudulent use of the
      payment instrument or the device, which has been used to access the PayWiser Wallet, the
      User must immediately notify PayWiser or any other entity designated by it. The notification
      shall be submitted to PayWiser through the PayWiser Mobile Application or Web interface and
      at the same by sending an e-mail to PayWiser.
    7. If the User notices any suspicious activity on his Payment Account and thinks that third
      persons may have logged into his/her Payment Account for the use of the Services, the User
      shall:

      • immediately inform PayWiser thereof at any time and in a manner indicated in this
        section and request to block the User’s Payment Account;
      • in order to continue to use the Payment Account, the User shall change the password,
        use other additional account confirmation instruments or use safer instruments and
        delete unsafe additional login confirmation instruments.
    8. The blocking of the Account and the payment instrument, if the later has been given
      to the User

      1. In addition to the clauses of sub-section 9.6, PayWiser has the right to block the
        Payment Account (to stop the execution of the Payment transaction at all or partly)
        and/or the Payment Account in such cases as follows:

        • in case of the objectively justified reasons related to the security of the
          funds and/or the Payment Account and/or issued Payment Card, the alleged
          unauthorized or fraudulent use of the funds and/or the Payment Account
          and/or issued Payment Card;
        • in case if the User does not follow with the terms of the present Contract;
        • in case if PayWiser has the reasonable suspicions that funds in the Account
          may be used by the other persons for the unlawful actions, including but not
          limited to the commission of criminal activities;
        • in case of other basis set forth by applicable laws of the UK.
    9. The notices provided by the User regarding the unauthorized or improperly executed
      Payment operations

      1. The User is obligated to check the information about the executed Payment
        transactions at least 1 (one) time per month, so that the User may notice
        unauthorized or improperly executed Payment transactions and notify PayWiser in a
        timely manner.
      2. The User is obligated to inform PayWiser in writing about the unauthorized or
        improperly executed Payment transactions, including the noticed mistakes,
        inaccuracies in the extract immediately from the acknowledge of such circumstances
        and in any case not later than 13 (thirteen) months from the debit date.
      3. In case if the User does not notify PayWiser about the circumstances described in
        the clause 13.9.2 of this Contract within the terms specified in the same clause
        13.9.2 then it shall be considered that the User unconditionally confirmed the
        Payment transactions executed in the Account of the User.
    10. The liability of the User for unauthorized Payments operations and the liability of
      PayWiser for the unauthorized Payment operations

      1. In case if the User is the Consumer and he denies the authorization of the executed
        Payment transaction or declares that the Payment transaction was executed
        improperly, PayWiser is obligated to prove that the Payment transaction was
        authorized, it has been properly registered, entered in the accounts and was not
        affected by technical disturbances or other deficiencies in the Services provided by
        PayWiser.
      2. In accordance to the terms indicated in the clause 13.9.2 of this Contract or having
        determined that the Payment transaction was not authorized by the User, PayWiser
        without undue delay, but no later than by the end of the next Business Day, return
        the amount of the unauthorized Payment transaction to the User and, where applicable
        – restores the balance of the Account from which this amount was written down and
        which would have existed if the unauthorized Payment transaction had not been
        executed, unless PayWiser has reasonable suspicion of fraud and informs the
        supervisory authority about such suspicions in accordance with the rules of such
        notice prepared by supervisory authority.
      3. If the User is the Consumer, the User bears all the losses up to the amount of 50
        (fifty) Euros that have arisen due to unauthorized payment transactions if these
        loses have been incurred due to:

        • usage of a lost or stolen payment instrument;
        • misappropriation of a payment instrument;
      4. The Clause 13.10.3 of this Contract shall not be applied if:
        • the loss, theft or misappropriation of a Payment instrument was not
          detectable to the Payer prior to a payment, except where the Payer has acted
          fraudulently as defined in the Clause 10.10.7 of this Contract; or
        • the loss was caused by acts or lack of action of an employee, agent or
          branch of PayWiser or of an entity to which its activities were outsourced;
      5. The Payer shall not bear any financial consequences resulting from use of the lost,
        stolen or misappropriated Payment instrument after notification in accordance with
        the Clause 13.6 of this Contract, except where the Payer has acted fraudulently.
      6. The Payer (who is the Consumer) shall bear all of the losses relating to any
        unauthorised payment transactions if they were incurred by the Payer acting
        fraudulently or failing to fulfil one or more of the obligations set out in the
        point 13.1-13.6 of this Contract with intent or gross negligence. In such cases, the
        maximum amount referred to in the point 13.10.3 of this Contract shall not apply. In
        case of possible fraud made by User, PayWiser informs about such suspicions to the
        supervisory authority in accordance with the rules of such notice prepared by the
        supervisory authority.
      7. If the User is not the Consumer, the User shall bear all losses for the reasons
        specified in the Clause 10.10.3 of this Contract, except as otherwise provided in
        this Contract.
      8. The Payment Account may be blocked by the User’s initiative (including the payment
        instrument if such is given to the User) if the User submits a respective request to
        PayWiser. PayWiser has the right to demand that the request submitted by the User be
        subsequently approved in writing or in another manner acceptable to PayWiser.
      9. If PayWiser has reasonable doubts that the request indicated in the clause 13.10.8
        of this Contract is not submitted by the User, PayWiser has the right to refuse to
        block the Account (including the payment instrument if such is given to the User).
        In such cases, PayWiser shall not be liable for any losses that may result from the
        failure to comply with the said request.
    11. Liability of PayWiser for proper execution of Payment transaction
      1. In case of improper execution of the Payment transaction and where the User is a
        legal entity, PayWiser is liable only due to the fault of transaction. PayWiser is
        not liable for Third parties’ mistakes.
      2. If the User initiating the Payment order executes a Payment order by using a Unique
        Identifier, such Payment order shall be deemed to be executed properly if it was
        executed according to the specified Unique Identifier. PayWiser has the right, but
        it is not obliged to check whether the Unique Identifier presented in the Payment
        order received by PayWiser corresponds to the Account holder’s name and surname
        (name).
      3. If the Unique Identifier is presented to PayWiser with the amount to be credited or
        debited from the Account, the Payment order is deemed to be executed properly if it
        was executed according to the specified Unique Identifier. If PayWiser carries out
        the said inspection (for example, due to the prevention of money laundering risk)
        and find out clear mismatch between the Unique Identifier submitted to PayWiser and
        the Account holder’s name, PayWiser shall have the right not to execute such a
        Payment order.
      4. If the User (Payer) initiates properly the Payment order and the Payment transaction
        is not executed or is executed improperly, PayWiser, at the request of such User,
        shall immediately and without charge take measures to trace the Payment transaction
        and to inform about the User of the results of the search.
      5. PayWiser is liable for applying the Commission fees or giving back the already paid
        Commission fee in case if the Payment order was not executed or executed improperly
        due to the fault of PayWiser.
      6. PayWiser is not liable for the indirect losses incurred by the User and related to
        the not executed Payment order or improperly executed Payment order. PayWiser is
        liable only for the direct losses of the User.
      7. PayWiser is not liable for claims raised between the Payee and Payer and such claims
        are not reviewed by PayWiser. The User may submit the claim to PayWiser only
        regarding the non-performance or improperly performance of the obligations of
        PayWiser.
      8. Limitations of liability of PayWiser are not to be applied if such limitations are
        prohibited by the applicable laws.
    12. Conditions of refunding to the Payer the amounts of Payment Transactions initiated
      by or through the Payee

      1. The User (Payer) shall have the right to recover from PayWiser the full amount of
        the authorized and already executed Payment transaction initiated by or through the
        Payee and the Payer shall not incur losses because of interest payable to or
        receivable from PayWiser, provided that both of the following conditions are met:

        • when authorizing the Payment transaction its precise amount is not
          specified;
        • the Payment transaction amount exceeds the amount which could have been
          reasonably expected by the User (Payer) considering his previous
          expenditure, terms and conditions of the contract and other circumstances,
          except for the circumstances relating to the exchange of currency, when upon
          executing the Payment transaction the currency exchange agreed between the
          User (Payer) and PayWiser was applied. If, upon giving his consent to
          execute the Payment transaction, the User (Payer) indicates the maximum
          permissible amount of such Payment transactions (one Payment transaction or
          several such Payment transactions executed over a certain period), it shall
          be considered that such particular maximum amount of the Payment
          transactions could have been reasonably expected by the User (Payer).
      2. At the request of PayWiser, the User (Payer) must immediately provide information
        about the existence of the conditions specified in items 13.12.1. above.
      3. The User (Payer) shall not be entitled to the refund of amounts of Payment
        transactions initiated by or through the Payee under clause 13.12.1 of this
        Contract, if the User (Payer) has given consent directly to PayWiser and PayWiser or
        the Payee has furnished the User (Payer) in the agreed manner with the information
        about the future Payment transaction or created conditions to get familiarized with
        it at least four weeks before the planned execution of the Payment transaction.
      4. The User (Payer) shall have the right to ask PayWiser to refund the amount of the
        Payment transaction initiated by or through the Payee within 8 (eight) weeks of the
        day on which the funds were debited from the Account.
      5. Upon receipt of the request of the User (Payer) to refund the Payment transaction
        amount, PayWiser shall refund the full amount within 10 (ten) Business Days or shall
        state the reasons for its refusal to refund such amount and the notify the User of
        the procedure of appealing against the refusal. If the Payment transaction amount is
        refunded to the Payer, the Commissions paid to PayWiser and related with the
        execution of such Payment transaction shall not be refunded.
      6. Conditions of refunding to the Payer the amounts of Payment Transactions initiated
        by or through the Payee as stated in the Clause 13.12.1-10.12.5 of this Contract
        will be applied only in case the User is a Consumer.
  14. CONFIDENTIALITY AND PERSONAL DATA
    1. During the term of this Contract and thereafter, each party shall use and reproduce the
      other party’s Confidential Information only for purposes of this Agreement and only to the
      extent necessary for such purpose and will restrict disclosure of the other party’s
      Confidential Information to its employees, consultants, advisors or independent contractors
      with a need to know and will not disclose the other party’s Confidential Information to any
      third party without the prior written approval of the other party.
    2. Notwithstanding the foregoing, it will not be a breach of this Contract for either Party to
      disclose Confidential Information of the other Party if required to do so under law or in a
      judicial or governmental investigation or proceeding.
    3. The confidentiality obligations shall not apply to information that:
      • is or becomes public knowledge through no action or fault of the other Party;
      • is known to either Party without restriction, prior to receipt from the other Party
        under this Contract, from its own independent sources as evidenced by such party’s
        written records, and which was not acquired, directly or indirectly, from the other
        Party;
      • either Party receives from any Third party reasonably known by such receiving party
        to have a legal right to transmit such information, and not under any obligation to
        keep such information confidential; or
      • information independently developed by either Party’s employees or agents provided
        that either Party can show that those same employees or agents had no access to the
        Confidential Information received hereunder.
    4. The User agrees for PayWiser to manage his/her personal data with an aim to provide Services
      to the User and execute other responsibilities under the present Contract. PayWiser
      guarantees security of personal data received while executing the present Agreement.
      Personal data is used to the extent necessary to execute the present Contract. The
      above-mentioned personal data cannot be disclosed to Third parties without a consent from
      the subject of this data, except for cases stated by the applicable law or the present
      Contract.
    5. The main principles of processing of personal data, storage period and other issues are
      specified in PayWiser’s Privacy Policy, which is available on the website of PayWiser.
      The User acknowledges that he/she has read the Privacy Policy of PayWiser and it will comply
      with all of the terms and conditions provided in this policy.
    6. PayWiser will process personal data in accordance with the General Data Protection
      Regulation (GDPR), Privacy Policy, these Terms and any User consent, which also provides
      information on the handling of PayWiser’s personal data and User rights in connection with
      the processing of their personal data.
    7. The set of required information, which is generally processed by PayWiser when concluding a
      contract or identifying a customer, depends on the type of identification process and
      services intended to be used.
    8. In cases where PayWiser requires additional information to fulfil its obligations under the
      Applicable laws on AML or to implement its measures related to the prevention of money
      laundering and terrorist financing, it may also request other information from the User, his
      authorized representative or legal representative.
    9. PayWiser will process the data for the duration of the contractual relationship with the
      User, until the fulfilment of all obligations arising from the contractual relationship, and
      for the time stipulated in Applicable laws on AML and other regulations.
    10. PayWiser shall retain such information for at least 10 years from the date of termination of
      the contract.
    11. PayWiser in connection with the use of the PayWiser Wallet, processes and stores the
      transaction data as follows, for up to a maximum of 10 years from the completion of each
      payment transaction:

      • User account identification,
      • transaction information (payee, amount, type of payment point, costs etc.),
      • actions in ordering and processing the payment transaction (action, date and time).
    12. PayWiser may, in cases and to the extent that the transmission of data (including personal
      data of a user) is required for the provision of services, to transmit the data to other
      users (e.g. payees upon payment or settlement of complaints regarding payments, to an
      official body which are entitled to request information in accordance with the law etc.)
    13. PayWiser processes and stores personal and other user data and transactional data in
      accordance with these Terms and Privacy Policy.
  15. TERM AND TERMINATION
    1. Unless otherwise agreed in writing, this Contract has been made for indefinite period.
    2. The User may at any time terminate this Contract by notifying PayWiser at least 30 (thirty)
      days prior to the date of termination.
    3. PayWiser may terminate this Contract by notifying the User 60 (sixty) days prior to the date
      of termination.
    4. PayWiser may also terminate this Contract by notifying the User 60 (sixty) days prior to the
      date of termination, if the User has not made any Payment transactions for more than 12
      (twelve) consecutive months. Before the termination based on such legal basis, PayWiser has
      to inform User of such intent.
    5. This Contract may be terminated by mutual agreement between parties at any time.
    6. PayWiser may terminate this Contract immediately if PayWiser reasonably suspects or
      determines that the User:

      • is in violation of applicable laws or regulations including those connected with
        anti-money laundering or counter-terrorist financing;
      • has provided false or misleading information or documentation to PayWiser, failed to
        provide the documents and information connected with its Account and using the
        Services or failed to keep such documents and information up-to-date;
      • is using the Services to make or receive payments for activities related to those
        provided in the restricted activities, or;
      • is otherwise using the Services for malicious, illegal or immoral purposes.
    7. If it is allowed to do so under the applicable laws and regulations, PayWiser will notify
      the User about the underlying reasons of termination of this Contract as soon as possible.
    8. Upon termination of this Contract, the User will receive – on a paper version or on other
      durable medium – the breakdown of all Payment transactions completed throughout the entire
      term of this Contract, up to 36 months before the date of termination.
    9. The termination of this Contract shall not release the parties from their obligations to
      each other arising prior to the date of termination of this Contract to be properly
      executed.
  16. COMPLAINTS, PROTECTION OF RIGHTS OF THE USER AND DISPUTES RESOLUTION
    1. If you feel that we have not met your expectations in the delivery of our Services, in the
      first instance contact Paywiser Limited using the contact email address for complaints set
      out on www.paywiser.com. We have internal procedures for handling complaints fairly and
      promptly in accordance with the Financial Conduct Authority’s requirements. A copy of our
      complaints procedure is available upon request.
    2. If you are an eligible complainant you may be able to take your complaint to the Financial
      Ombudsman Service should you not be satisfied with our final response. Eligibility criteria
      and information on the procedures involved are available from http://www.financial
      ombudsman.org.uk.
    3. In addition, please note that disputes may be submitted for online resolution to the
      European Commission Online Dispute Resolution platform.
    4. The disputes between PayWiser and User shall be primarily solved through negotiations.
    5. In case if the dispute cannot be solved through negotiations, the User can submit a
      complaint by post or e-mail, specifying User’s name, contact details, relevant information,
      which would indicate why the User reasonably believes that PayWiser violated the legal
      rights and interests of the User while providing the Services. The User can add other
      available evidence that justifies the need for such a complaint. If the User would like to
      submit a formal complaint, the User shall send the email to [email protected].
    6. Upon receipt of a complaint from the User, PayWiser confirms receipt of the complaint and
      indicates the time limit within which the reply will be submitted. In each case, the
      deadline for submitting a reply may vary as it directly depends on the extent and complexity
      of the complaint filed, but PayWiser will make the maximum effort to provide the response to
      the User within the shortest possible time, but not later than 15 (fifteen) Business Days.
      In case if PayWiser is not able to provide the final answer within 15 (fifteen) Business
      Days, PayWiser shall inform the User about that and indicate the time when the answer will
      be provided, however the term shall not be longer than 30 (thirty) Business Days. The
      complaints submitted by the User are solved free of charge.
    7. In case if the dispute cannot be settled through negotiations, disputes may be solved in the
      courts of the UK in accordance with the laws and procedure set forth by the laws of the UK.
  17. FINAL PROVISIONS
    1. These Terms shall be governed by the Applicable laws of the UK. Any disputes arising from
      the contractual relationship and the use of PayWiser Wallet and services shall be settled by
      a competent court in UK.
    2. These Terms shall be published on the PayWiser website, www.paywiser.com and made accessible on PayWiser
      Mobile Application.
    3. User may not transfer or assign any rights or obligations he/she may have under this
      Contract without PayWiser’ prior written consent.
    4. PayWiser reserves the right to transfer or assign this Contract and all rights or
      obligations under this Contract with prior notice to the User accordingly to the rules and
      procedures set forth in this Contract at least 60 (sixty) calendar days before such changes
      will entry into force. The User has the right to accept that changes or reject it. If the
      User does not agree with the such changes, the User has the right to immediately and without
      no commission fee to terminate this Contract until the day the amendments begin to apply
      expressing a disagreement with the changes. The disagreement shall be provided via User’s
      Account and additionally through the e-mail. If the User does not use his right to terminate
      this Contract until the day when such changes come into force, the User shall be deemed as
      accepted the changes.
    5. Force Majeure
      1. PayWiser and the User shall not be held liable for the default on, or inadequate
        discharge of,  or for any failure to comply with this Contract, the obligations
        if such default or inadequate discharge was caused by force majeure (e.g. to acts of
        God, war, warlike conditions blockade, embargoes, riots, governmental restriction,
        labour disturbances, wrecks, epidemics, quarantine, fire, flood, earthquake,
        explosion, any unforeseen change in circumstances, or any other causes beyond its
        reasonable control);
      2. The User shall notify PayWiser about the force majeure on PayWiser’ system, via
        email or in writing within 10 (ten) calendar days after the day of occurrence of
        such circumstances.
      3. PayWiser shall notify the User about force majeure circumstances through PayWiser
        Mobile Application and/or via email.
    6. Mistakes
      1. The User who notices that the funds that do not belong to him have been transferred
        to Account must immediately notify PayWiser to the effect. In such cases the User,
        as unauthorized beneficiary of transferred funds of the Payment transaction, shall
        be deprived of the right to dispose of the transferred funds and must forthwith
        remit such funds to Account designated by PayWiser.
      2. PayWiser shall have the right to debit the amounts incorrectly credited to the
        Account through its own fault without a separate consent of the User, as
        unauthorized beneficiary of transferred funds of the Payment transaction and remit
        such funds to their due beneficiary.
      3. If any part of this Contract is found by a court of competent jurisdiction to be
        invalid, unlawful or unenforceable then such part shall be severed from the
        remainder of the Contract, which shall continue to be valid and enforce.

These Terms and Conditions shall take effect on 1/1/2021.

PayWiser Limited
www.paywiser.com
[email protected]

Terms & Conditions of

Consumer End-User

BACKGROUND

This Agreement: These are the terms and conditions (“Agreement”) which govern the use of
certain products offered by PAYRNET PTE LTD (UEN 201913150C), a company incorporated in Singapore and
having its registered address at 160 Robinson Road, #14-04, Singapore, 068914 (hereinafter referred to
as “Payrnet”, “we” and “us”). We are part of the Railsbank group of companies, and carry out account
issuance, domestic money transfer, and e-money issuance services in Singapore. We are currently exempted
by the Monetary Authority of Singapore pursuant to the Payment Services (Exemption for Specified Period)
Regulations 2019.

Why you should read this Agreement: This Agreement explains many of your
responsibilities to us and our responsibilities to you, how and when this Agreement can be terminated,
the extent of our liability to you, what to do if there is a problem and other important information. To
protect your own interests, PLEASE READ THIS AGREEMENT CAREFULLY before performing any of the actions
indicated in the next paragraph. Doing any of these means you agree to be bound by this Agreement.

How you can agree to this Agreement: You can agree to this Agreement by electronically
clicking through your acceptance of this Agreement and/or checking the box online confirming that you
agree to same, or availing yourself to or using the product(s) to which this Agreement applies. YOU WILL
BE BOUND BY THIS AGREEMENT once you have agreed to it in the manner as set out above and this Agreement
remains in force until terminated in accordance with its terms.

Our relationship with Paywiser Pte Ltd: We work with Paywiser, with its [registered
office of business at 88 South Bridge Road, #02-00, Singapore 058716 , to ensure you receive associated
payments-related services alongside our regulated products and services. For example, if you have
applied for or received a prepaid or debit card that we have issued, it means we have worked with
Paywiser as the authorised card distributor and programme manager (“Programme Manager”). You can find
out more information about Paywiser from its website: insert www.Paywiser.com.

AGREED TERMS

INFORMATION ABOUT US AND HOW TO CONTACT US
    1. Communications between us are to be in English. This Agreement is concluded in Singapore and
      all communications between you and us shall be in English only.
    2. How to contact us. All queries should be directed towards Paywiser. You can contact Paywiser
      on https://paywiser.com/contact/ and/or email to
      [email protected] and it will route through your queries and messages to us.
    3. How we may contact you. If we have to contact you, we will do so as follows: in the first
      instance via Paywiser except in urgent cases. If we have not been able to contact you
      through Paywiser or if the matter is urgent, we will contact you by writing to you at the
      email address(es) you provided when agreeing to this Agreement or by using any other contact
      details you have provided to us or have used in communications with us or Paywiser. Any
      changes to your telephone number, email address or postal address or other personal
      information we hold about you must be notified by you immediately and in writing in
      accordance with clause 1.2 above.
  1. INTERPRETATION
    1. The following definitions apply in this Agreement:
      • “Applicable Laws” means any applicable laws, ordinances, statutes,
        codes, rules, regulations, directives or guidelines enacted, implemented or issued
        in Singapore, including applicable know-your-client-rules and anti-money laundering
        regulations.
      • “e-money” has the meaning stated in the Payment Services Act 2019.
      • “Loss” means any loss, liability, damages, cost or expense.
      • “Safeguarded Account” means the segregated account(s) maintained by
        us with our safeguarding banks and which are separate to our own office bank
        accounts, into which we will receive money from you, or on your behalf, in return
        for the issuance of e-money.
      • “Writing” includes emails. When we use the words “writing” or
        “written” in this Agreement, this includes emails.
    2. Clause headings shall not affect the interpretation of this Agreement and references to
      clauses are to the clauses of this Agreement.
    3. Any words following the terms including, include, in particular, for example or any similar
      expression shall be construed as illustrative and shall not limit the sense of the words,
      description, definition, phrase or term preceding those terms.
    4. Unless the context otherwise requires, words in the singular shall include the plural and
      vice versa.
    5. A reference to a statute or statutory provision is a reference to it as amended, extended or
      reenacted from time to time and reference to a statute or statutory provision shall include
      all subordinate legislation made from time to time.
YOUR STATUS

By entering into this Agreement, you hereby confirm that you are an individual who is acting for
a purpose other than a trade, business or profession.

OUR PRODUCTS AND SERVICES
    1. Our regulated products and services may have one or more of the following components, and
      different or concurrent terms may apply depending on the nature of the product or service
      itself. If the product or service offered to you or that you’re using involves us:

      1. issuing e-money to and storing it for you, please refer to the terms set out in
        Section A below.
      2. issuing you a prepaid or debit card, please refer to the terms set out Section B
        below.
    2. OUR PRODUCTS AND SERVICES DO NOT INCLUDE THE PROVISION OF ADVICE. We do not offer advice
      under this Agreement on any matter including (without limit) the merits or otherwise of any
      currency transactions, on taxation, or markets.
ESTABLISHING YOUR IDENTITY

To comply with the requirements of Applicable Laws, it may be necessary for us, Paywiser and/or
each of our banking providers and any other business partner to:

    1. obtain from you, and retain, evidence of your personal identity in our records from time to
      time. If satisfactory evidence is not promptly provided to us, we cannot accept your
      application or instructions.
    2. keep records of the contents and results of any searches that we carry out on you.
    3. carry out all necessary verifications of your identity. We may use a recognised agency or
      bureau for this verification purposes (details of the agency used will be provided to you on
      request). Such verifications will not affect your credit score but may leave a ‘soft
      footprint’ on your credit history.
HOW WE MAY USE YOUR PERSONAL INFORMATION
    1. You agree that we can use your personal information as set out in our privacy policy which
      can be found at https://railsbank.com/payrnet. This privacy policy includes
      details of the personal information that we collect, how it will be used, and who we pass it
      to. You can tell us if you do not want to receive any marketing materials from us.
    2. We may record telephone conversations with or without use of a warning tone and we may use
      these recordings as evidence for a particular purpose or in relation to disputes as well as
      for our ongoing quality control and training programme. We may also maintain a record of all
      emails sent by or to us. All those recordings and records will be maintained at our absolute
      discretion and are our property and can be used by us in the case of a dispute. We do not
      guarantee that we will maintain such recordings or records or be able to make them available
      to you. You consent to the use and admissibility of any such recording as evidence in any
      dispute or anticipated dispute between us.
TERMINATION
    1. When you may terminate this Agreement. You can terminate this Agreement at any time with one
      month’s notice and for any reason by cancelling your agreement with the Paywiser. We may
      contact you to confirm your request.
    2. When we may terminate or suspend this Agreement. We are entitled to:
      1. terminate this Agreement with one month’s notice, with or without reason.
      2. terminate this Agreement with immediate effect if: (i) Paywiser notifies us that its
        agreement with you has terminated; or (ii) you terminate your agreement with
        Paywiser.
      3. suspend or terminate your access to or use of our product or service if you are
        found to be in breach of this Agreement, or where we have reasonable grounds for a
        concern relating to: (i) the security of your account(s), whether or not you have
        informed us of a security breach; and/or (ii) the suspected unauthorised or
        fraudulent use of your account(s).
LIMITATION OF LIABILITY
    1. Where we are liable to you in respect of the same matter or item, you agree that our
      liability to you will not be increased by any limitation of liability you have agreed with
      that other person or because of your inability to recover from that other person beyond what
      our liability would have been had no such limitation been agreed and/or if that other person
      had paid his or its share.
    2. Where a Loss is suffered by you for which we would otherwise be jointly and severally or
      jointly liable with any third party or third parties, the extent to which such Loss shall be
      recoverable by you from us (as opposed to any third parties) shall be limited so as to be in
      proportion to the aggregate of our contribution to the overall fault for such Loss, as
      agreed between all of the relevant parties or, in the absence of agreement, as determined by
      a court of competent jurisdiction. For the purposes of assessing the contribution to the
      Loss in question of any third party for the purposes of this clause, no account shall be
      taken of any limit imposed or agreed on the amount of liability of such third party by any
      agreement (including any settlement agreement) made before or after such Loss occurred or
      was otherwise incurred.
    3. Nothing in this Agreement limits or excludes our liability for death or personal injury
      caused by our negligence or for any damage or liability incurred by you as a result of fraud
      or fraudulent misrepresentation by us or to the extent that the liability may not be
      excluded or limited by any applicable law.
COMPLAINTS

If you would like to make a complaint relating to this Agreement or feel that we have not met
your expectations, in the first instance contact Paywiser using the contact email address for
complaints given by Paywiser. If Paywiser does not deal with your complaint adequately, please
contact us via email to [email protected] so that we can resolve the issue. We
will promptly send you a complaint acknowledgement. You agree to cooperate with us and provide
the necessary information for us to investigate and resolve the complaint as quickly as
possible.

GENERAL
    1. Ensuring this Agreement is legally enforceable. In order to ensure that this Agreement is
      legally binding, upon you becoming a client, you promise to pay us the sum of Singapore
      Dollars One (SGD1) only, upon demand from us, as consideration.
    2. Even if we delay in enforcing under this Agreement, we can still enforce it later. If we do
      not insist immediately that you do anything you are required to do under this Agreement, or
      if we delay in taking steps against you in respect of your breach of this Agreement, that
      will not mean that you do not have to do those things and it will not prevent us taking
      steps against you at a later date. For example, if you do not pay us on time and we do not
      chase you but we continue to provide the services, we can still require you to make the
      payment at a later date.
    3. What if something unexpected happens? We shall have no liability to you under this Agreement
      or in any other way if we are prevented from or delayed in performing our obligations under
      this Agreement, or from carrying on our business, by acts, events, omissions or accidents
      beyond our reasonable control, including, without limitation, strikes, lock-outs or other
      industrial disputes (whether involving us or any other party), failure of a utility service
      or transport or telecommunications network, act of God, war, riot, civil commotion,
      malicious damage, compliance with any law or governmental order, rule, regulation or
      direction, accident, breakdown of plant or machinery, fire, flood, storm or our default of
      sub-contractors, provided that you are notified of such an event and its expected duration.
    4. If a court finds part of this Agreement illegal, the rest will continue in force. Each of
      the subclauses, clauses and paragraphs of this Agreement (including any of the Sections)
      operates separately. If any court or relevant authority decides that any of them are
      unlawful, the remaining sub-clauses, clauses and paragraphs will remain in full force and
      effect.
    5. We are not partners and neither of us may act as the other’s agent. Nothing in this
      Agreement is intended to or shall operate to create a partnership or joint venture between
      you and us, or authorise either party to act as agent for the other, and neither party shall
      have the authority to act in the name or on behalf of or otherwise to bind the other in any
      way (including, but not limited to, the making of any representation or warranty, the
      assumption of any obligation or liability and the exercise of any right or power).
    6. We can make change these terms. We reserve the right to amend this Agreement for any reason,
      including to comply with any Applicable Laws. Such amendments may be made at any time upon
      as much notice as possible to you and shall take effect following such notice, if any. If
      you object to the proposed amendments, you have the right to terminate this Agreement
      without charge before the date proposed by us for the entry into force of the changes. You
      will be deemed to have accepted the changes if you raise no objection prior to the expiry of
      the period set out in the notice. Any changes that come into effect does not affect any
      rights or obligations that have already arisen and will not be retrospective.
    7. What happens if you are jointly a client of ours with another person? Where you comprise two
      or more people, each person will be jointly and severally liable to us in respect of all
      obligations contained in this Agreement.
    8. Can you obtain a copy of this Agreement or additional information? You may request and we
      shall provide a copy of this Agreement at any time prior to termination of this Agreement.
    9. We may transfer this agreement to someone else. We may transfer our rights and obligations
      under this Agreement to another organisation without your consent. We will always tell you
      in writing if this happens and we will ensure that the transfer will not affect your rights
      under this Agreement.
    10. You need our consent to transfer your rights to someone else (except that you can always
      transfer our guarantee). You may only transfer your rights or your obligations under this
      Agreement to another person if we agree to this in writing.
    11. Nobody else has any rights under this Agreement. This contract is between you and us. No
      other person shall have any rights to enforce any of its terms.
    12. Which laws apply and where you may bring legal proceedings. This Agreement governed by the
      laws of Singapore and you can bring legal proceedings in respect of this Agreement in the
      Singapore courts.

SECTION A: E-MONEY SERVICE TERMS

These terms and conditions govern our issuing of e-money to you and storing it in our stored value
facility, the following terms shall apply:

  1. Our e-money services comprises the following activities that we will perform: (a) we will issue you
    with e-money upon receipt of money from you or a third party on your behalf; (b) we will store your
    e-money and redeem it both on your express instruction, as well as in accordance with this Agreement
    and the agreement of Paywiser.
  2. Where we receive money from you or on your behalf, this money will be held by us in the relevant
    Safeguarded Account in exchange for the issuance by us to you of e-money. Your funds will not be
    used by us for any other purpose and, in the unlikely event that we become insolvent, will be
    protected in our safeguarding bank in Singapore. Your funds may be commingled with those received
    from our other customers. You may not get all your money back if the Safeguarded Account does not
    contain enough funds to meet any payouts or our safeguarding bank becomes insolvent.
  3. When we issue you with e-money, us holding the funds corresponding to the e-money is not the same as
    a bank holding your money in that: (i) we cannot and will not use the funds to invest or lend to
    other persons or entities; (ii) the e-money will not accrue interest; and (iii) the emoney is not a
    deposit and is therefore not covered by the Singapore Deposit Insurance Scheme.
  4. You may hold e-money and we may hold funds corresponding to your e-money indefinitely. However, if
    we hold e-money for you for more than two years without any activity on your emoney account, we
    shall use reasonable endeavours to contact you to redeem the e-money, return the corresponding funds
    to you and close your account. If we are unable to contact you, we may redeem the e-money and send
    the corresponding funds, less any of our costs incurred, to the last known bank account we have on
    file for you.
  5. We accept no responsibility in the event that you send money to the incorrect account.
  6. We do not accept cash or cheques. We accept monies via a variety of methods of electronic funds
    transfer to our bank account, the details of which Paywiser will have provided to you.
  7. We are obliged to report any reasonable suspicions about activities on your e-accounts to the
    regulatory authorities. This may affect our relationship with you so far as confidentiality is
    concerned. If we are required under Applicable Laws to refrain from communicating with you and/or
    proceeding with your instructions, we can accept no liability for the consequences of being
    prevented from doing so.
  8. Upon termination of this Agreement, you will no longer be able to avail yourself of the e-money
    services described in paragraph 1 above. In addition, we shall redeem any e-money we hold for you
    and send the equivalent funds to a bank account in your name, unless agreed by both parties, less
    any monies which are due and owing to us.

SECTION B: CARD TERMS

These terms and conditions (“Terms”) govern the use of the personal, non-transferable, card schemebranded
prepaid or debit card (the “Card”) which you have been or will be issued with:

  1. CARD PROGRAMME MANAGER
    1. We are the sole issuer of the Card, which shall remain our property. It will be delivered by
      us or Paywiser as the card distributor and card programme manager (“Programme Manager”) on
      our behalf. We may also provide you with the e-money account (the “Account”) where the
      funds, which can be spent using the Card, are held. In such a case, the services provided by
      us for the Account are governed by the terms and conditions in Section A above.
    2. The services provided by the Programme Manager may be governed by the Programme Manager’s
      separate set of terms and conditions. It will be your first point of contact, for example if
      you (i) wish to cancel the Card or complain about the service you have been provided with
      pursuant to these terms in this Section B, (ii) let us know that the Card has been or
      potentially has been lost, stolen or misappropriated or (iii) report an unauthorised
      Transactions (as defined in paragraph 7.1 below) relating to your Card. You can also contact
      us, via, the Programme Manager, by using any of the communication methods made available by
      the Programme Manager:

      1. on the secure area of the Programme Manager’s website (“Website”), found at
        www.Paywiser.com.
      2. on the Programme Manager’s mobile application (“User App”).

      In particular, any changes to your telephone number, email address or postal address or
      other contact details must be notified by you immediately and in accordance with these
      communication methods.

  2. The terms in Section B, excluding paragraph 9.3 below, will terminate on the expiry date printed on
    the Card (“Expiry Date”) unless the Card is auto-renewed, in which case you will be issued with a
    new Card before the existing one expires. In this instance these terms will remain valid until the
    existing Card expires or is otherwise as set out in these terms.
  3. Issuance and activation of the Card
    1. You may be issued with:
      1. a ‘physical’ Card, which will have the details of the card account number, the
        Expiry Date of the Card and the CVV code printed on it (the “Physical Card”); and/or
      2. a ‘virtual’ Card, in which case you will not receive a Physical Card but will
        receive details of the card account number, the Expiry Date and the CVV2 code (the
        “Virtual Card”).
    2. 6.2 In order to start using the Card, you may be required to activate it in accordance with
      instructions given to you by the Programme Manager. You must keep your Physical Card and the
      details of the Virtual Card (as applicable) in a safe place and protect it against
      unauthorised access or use by third parties.
    3. 6.3 If you are issued with a Physical Card:
      1. you must sign the Physical Card as soon as you receive it.
      2. you may also receive a secret personal identification number (“PIN”) separately by
        post or you may be able to retrieve it electronically via the Website or the User
        App.
    4. You should memorise your PIN when you receive it. If you need to keep the written version of
      the PIN or separately write the PIN down for future reference, you must never keep it with
      the Card. You must never disclose your PIN to any other person, not even us. If you have not
      protected your PIN and your Card is used without your knowledge using the correct PIN, this
      may be classed as negligence for the purposes of paragraph 10 below.
    5. You can manage the Card on your secure area of the Website and on the User App.
    6. The Card shall remain valid until the Expiry Date. If you require a replacement Card, please
      contact the Programme Manager. Please note that an additional fee may be charged for a
      replacement Card (please see the fees section for more information).
    7. The Card is part of an e-money product and as such it is not covered by the Deposit
      Insurance Scheme administered by the Singapore Deposit Insurance Corporation pursuant to the
      Deposit Insurance and Policy Owners’ Protection Schemes Act (Cap 77B). You may only use the
      Card for lawful Transactions.
  4. Transactions
    1. Should the relevant card scheme and/or programme allow, you may use your Card to enter into
      the following transactions (each being a “Transaction”):

      1. purchasing goods and/or services from merchants affiliated with the card scheme on
        your Card.
      2. withdrawing cash from authorised banks worldwide.
      3. receiving cash back or rebates from merchants (merchant dependent).
      4. making cash withdrawals from automatic teller machines (“ATMs”).
    2. You can authorise a Transaction by:
      1. allowing a merchant to swipe the magnetic strip of the Card and the corresponding
        sales slip being signed.
      2. inserting the Card into a chip & PIN device and the correct PIN being entered.
      3. providing relevant information to the merchant that allows the merchant to process
        the Transaction, for example, providing the merchant with the PAN, the Expiry Date
        and the CVV2 in the case of an internet or other non-face-to-face Transaction.
      4. relevant information being provided to the payment initiation service provider that
        allows the payment initiation service provider to process the Transaction.
      5. the Card is tapped against a “contactless” enabled reader and accepted by such
        reader.
    3. If any of the methods of authorisation set out in paragraph 7.2 are used, we shall be
      entitled to assume that you have authorised a Transaction unless we were informed that the
      relevant details of the Card have been lost, stolen or misappropriated prior the Transaction
      taking place.
    4. You acknowledge the correctness of the amount of each Transaction which you authorise.
    5. Once you have authorised a Transaction, the Transaction cannot be stopped or revoked. You
      may in certain circumstances be entitled to a refund in accordance with these Terms.
    6. On receipt of notification of your authorisation of a Transaction and the Transaction
      payment order from the merchant and/or authorised bank, normally we will deduct the value of
      the Transaction, plus any applicable fees and charges, from the available funds in the
      Account. We will execute the Transaction by crediting the account of the merchant’s or ATM
      operator’s or bank’s (as applicable) payment service provider by the end of the next
      business day following the notification. If the notification is received on a non-business
      day or after 4:30 pm on a business day, it will be deemed received on the next business day.
    7. We are not liable if, for any reason, the affiliated merchants or authorised banks do not
      accept the Card, or accept it only partly, nor are we liable in the case of late delivery
      of, or failure to deliver, goods or services. In the event of disputes or complaints of any
      kind concerning goods or services, or the exercise of any right in this connection, you
      should contact the affiliated merchant and/or authorised ban and/or ATM operator.
    8. It is your responsibility to ensure that there are available funds in your Account to cover
      any spend, allowing for any foreign exchange fees and other applicable fees under these
      Terms. A Transaction will be automatically declined if there are insufficient funds in your
      Account.
    9. For Card usage conducted in other currencies (other than the currency of the Card), you
      shall accept the exchange rate used by [Visa, which can be found
      https://www.visa.com.sg/travelwith- visa/exchange-rate-calculator.html]. Any changes in
      exchange rates may be applied immediately and without notice. The exchange rate, where
      applicable to a Transaction, will be shown in the e-statement. Please be careful when opting
      to use a merchant’s, bank or ATM operators’ exchange rates as they are often less
      competitive that the card scheme’s exchange rate.
    10. The maximum amount you may withdraw in cash shall be subject to a daily limit, irrespective
      of the available funds in the Account. As prescribed by law, there is a maximum amount of
      funds that we will allow you to hold in your Account and the total value of Transactions in
      a calendar year is also subject to a threshold. Please contact the Programme Manager to
      learn more regarding these maximum thresholds that apply to your use of the Card. We may
      charge a fee for withdrawal of cash. Some ATMs may charge an additional fee, which is not
      included in the Table but will apply on top of the fees set out in the Table.
    11. We and the Programme Manager have the right to review and change the spending limits on the
      Card at any time. You will be notified of any such changes via the Website and/or the User
      App.
  5. Non-execution of a Transaction
    1. In certain circumstances we may refuse to execute a Transaction that you have authorised.
      These circumstances include:

      1. if we have reasonable concerns about the security of the Card or suspect the Card is
        being used in a fraudulent or unauthorised manner.
      2. if there are insufficient funds available to cover the Transaction and all
        associated fees at the time that we receive notification of the Transaction or if
        there is an outstanding shortfall on the balance of the Account.
      3. if we have reasonable grounds to believe you are acting in breach of these Terms.
      4. if there are errors, failures (mechanical or otherwise) or refusals by merchants,
        payment processors or payment schemes processing Transactions.
      5. if we are required to do so by law.
    2. Unless it would be unlawful for us to do so, where we refuse to complete a Transaction, we
      will notify you as soon as reasonably practicable that it has been refused and the reasons
      for the refusal, together, where relevant, with the procedure for correcting any factual
      errors that led to the refusal. Where the refusal is reasonably justified, we may charge you
      a fee when we notify you that your payment request has been refused.
    3. You may also claim a refund for a Transaction that you authorised provided that your
      authorisation did not specify the exact amount when you consented to the Transaction, and
      the amount of the Transaction exceeded the amount that you could reasonably have expected it
      to be taking into account your previous spending pattern on the Card, these Terms and the
      relevant circumstances.
    4. Such a refund must be requested from us within 8 weeks of the amount being deducted from the
      Card. We may require you to provide us with evidence to substantiate your claim. Any refund
      or justification for refusing a refund will be provided within 10 business days of receiving
      your refund request or, where applicable, within 10 business days of receiving any further
      evidence requested by us. Any refund shall be equal to the amount of the Transaction. Any
      such refund will not be subject to any fee.
  6. Access to information on Transactions and available funds in the Account
    1. The Programme Manager has set up a secure area on the Website and on the User App where you
      can view the available balance in your Account and view the details of any Transactions you
      have entered into. You can gain access to this by following the instructions on the Website
      or the User App. You must keep the credentials to obtain access to the secure areas safe and
      not disclose them to anyone.
    2. We can, upon request, send you monthly information (“e-statement”) by email setting out:
      1. a reference enabling you to identify each Transaction.
      2. the amount of each Transaction.
      3. the currency in which the Card is debited.
      4. the amount of any Transaction charges including their break down, where applicable.
      5. the exchange rate used in the Transaction by us and the amount of the Transaction
        after the currency conversion, where applicable.
      6. the Transaction debit value date.

      If you would like us to provide you with the e-statement more often than monthly or not
      by email (or if agreed differently under this paragraph 9, more often than agreed or in
      a different manner than agreed) then we may charge you a reasonable administration fee
      to cover our costs of providing the information more often or in a different manner.

    3. If for any reason you have some available funds left in your Account following the
      termination of these Terms, we reserve the right to charge you additional fees for
      maintaining your Account following the termination in the event these funds are not redeemed
      by you or cannot be returned to you otherwise despite our attempt to do so.
  7. Loss of the Card / Transaction refunds
    1. As soon as you become aware of any loss, theft, misappropriation or unauthorised use of the
      Card, PIN or other security details, you must immediately notify us using the contact
      details set out on the Website or the User App.
    2. In the event of theft, you must report the theft to the police.
    3. If we believe you did not authorise a particular Transaction or that a Transaction was
      incorrectly carried out, in order to get a refund you must contact us as soon as you notice
      the problem using the contact details in accordance with paragraph 1.2 above, and in any
      case no later than 13 months after the amount of the Transaction has been deducted from your
      Account.
    4. We will refund any unauthorised Transaction and any associated Transaction fees and charges
      payable under these Terms subject to the rest of this paragraph 10.
    5. This refund shall be made as soon as practicable and in any event no later than the end of
      the business day following the day on which we become aware of the unauthorised Transaction,
      unless we have reasonable grounds to suspect fraudulent behaviour and notify the appropriate
      authorities. If we become aware of the unauthorised Transaction on a non-business day or
      after 4:30 pm on a business day, we will be deemed to have only become aware of the
      unauthorised Transaction at the beginning of the next business day.
    6. If we are liable for an incorrectly executed Transaction, we will immediately refund you the
      amount of the incorrectly executed Transaction together with and any associated Transaction
      fees and charges payable under these Terms. Depending on the circumstances, we may require
      you to complete a dispute declaration form relating to the incorrectly executed Transaction.
      We may conduct an investigation either before or after any refund has been determined or
      made. We will let you know as soon as possible the outcome of any such investigation.
    7. If a Transaction initiated by a merchant (for example, this happens when you use the Card in
      a shop) has been incorrectly executed and we receive proof from the merchant’s payment
      service provider that we are liable for the incorrectly executed Transaction, we will refund
      as appropriate and immediately the Transaction and any associated Transaction fees and
      charges payable under these Terms.
    8. We are not liable for any incorrectly executed Transactions if we can show that the payment
      was actually received by the merchant’s payment service provider, in which case they will be
      liable.
    9. If you receive a late payment from another payment service provider (e.g. a refund from a
      retailer’s bank) via us, we will credit the Account with the relevant amount of any
      associated fees and charges so that you will not be at a loss.
    10. We will use practical and reasonable efforts to limit your liability for any losses incurred
      in respect of unauthorised Transactions but we make no guarantees. You will be liable for
      all losses incurred in respect of an unauthorised Transaction if you have acted
      fraudulently, or have intentionally or with gross negligence failed to: (a) look after and
      use the Card in accordance with these Terms; or (b) notify us of the problem in accordance
      with this paragraph 10.
    11. If our investigations show that any disputed Transaction was authorised by you or you may
      have acted fraudulently or with gross negligence, we may reverse any refund made and you
      will be liable for all losses we suffer in connection with the Transaction including but not
      limited to the cost of any investigation carried out by us in relation to the Transaction.
      We will give you reasonable notice of any reverse refund.
  8. Blocking of the Card

    We may block the Card, in which case you will not be able to execute any further Transactions, if
    we have reasonable concerns about the security of the Card or suspect the Card is being used in
    a fraudulent or unauthorised manner. We will notify you of any such blocking in advance, or
    immediately after if this is not possible, and of the reasons for the suspension unless to do so
    would compromise reasonable security measures or otherwise be unlawful. We will unblock the Card
    and, where appropriate, issue a new Card, PIN and other security features free of charge as soon
    as practicable once the reasons for the suspension cease to exist.

  9. Fees and spending limits
    1. You are liable for paying all fees arising from your use of the Card and subject to all
      spending limits placed on the Card by us. The fees and spending limits on the Card are set
      on the secure area of the Website and/or the User App.

Annex A – Fees Table
Please contact Paywiser for Pricing Quotation

Terms & Conditions of

Corporate End-User

BACKGROUND

This Agreement: These are the terms and conditions (“Agreement”) which govern the use of
certain products offered by PAYRNET PTE LTD (UEN 201913150C), a company incorporated in Singapore and
having its registered address at 160 Robinson Road, #14-04, Singapore, 068914 (hereinafter referred to
as “Payrnet”, “we” and “us”). We are part of the
Railsbank group of companies, and carry out account issuance, domestic money transfer, and e-money
issuance services in Singapore. We are currently exempted by the Monetary Authority of Singapore
pursuant to the Payment Services (Exemption for Specified Period) Regulations 2019.

Our relationship with Paywiser Pte Ltd: We work with Paywiser, with its registered
office of business at 88 South Bridge Road, #02-00, Singapore 058716, to ensure you receive associated
payments-related services alongside our regulated products and services. For example, if you have
applied for or received a prepaid or debit card that we have issued, it means we have worked with
Paywiser as the authorised card distributor and programme manager (“Programme Manager”). You can find
out more information about Paywiser from its website: www.Paywiser.com.

AGREED TERMS

INFORMATION ABOUT US AND HOW TO CONTACT US
    1. Communications between us are to be in English. This Agreement is concluded in Singapore and
      all communications between you and us shall be in English only.
    2. How to contact us. All queries should be directed towards Paywiser. You can contact Paywiser
      using at https://paywiser.com/contact/ and/or email to
      [email protected] and it will route through your queries and messages to us.
    3. How we may contact you. If we have to contact you, we will do so as follows: in the first
      instance via Customer] except in urgent cases. If we have not been able to contact you
      through [Customer] or if the matter is urgent, we will contact you by writing to you at the
      email address(es) you provided when agreeing to this Agreement or by using any other contact
      details you have provided to us or have used in communications with us or Paywiser. Any
      changes to your telephone number, email address or postal address or other personal
      information we hold about you must be notified by you immediately and in writing in
      accordance with clause 1.2 above.
INTERPRETATION
    1. The following definitions apply in this Agreement:
      • “Applicable Laws” means any applicable laws, ordinances, statutes,
        codes, rules, regulations, directives or guidelines enacted, implemented or issued
        in Singapore, including applicable knowyour- client-rules and anti-money laundering
        regulations.
      • “e-money” has the meaning stated in the Payment Services Act 2019.
      • “Loss” means any loss, liability, damages, cost or expense.
      • “Safeguarded Account” means the bank account(s) belonging to us,
        which are separate to our own office bank accounts, into which we will receive money
        from you, or on your behalf, in return for the issuance of e-money.
      • “Writing” includes emails. When we use the words “writing” or
        “written” in this Agreement, this includes emails.
    2. Clause headings shall not affect the interpretation of this Agreement and references to
      clauses are to the clauses of this Agreement.
    3. Any words following the terms including, include, in particular, for example or any similar
      expression shall be construed as illustrative and shall not limit the sense of the words,
      description, definition, phrase or term preceding those terms.
    4. Unless the context otherwise requires, words in the singular shall include the plural and
      vice versa.
    5. A reference to a statute or statutory provision is a reference to it as amended, extended or
      reenacted from time to time and reference to a statute or statutory provision shall include
      all subordinate legislation made from time to time.
BECOMING OUR CLIENT

You can agree to this Agreement by electronically clicking through your acceptance of this
Agreement, and checking the box online confirming that you agree to same, availing yourself to
or using the product(s) to which this Agreement applies. Doing so means you have agreed to and
will be bound by this Agreement, which remains in force until terminated in accordance with
these terms.

OUR PRODUCTS AND SERVICES
    1. Our regulated products and services may have one or more of the following components, and
      different or concurrent terms may apply depending on the nature of the product or service
      itself. If the product or service offered to you or that you’re using involves us:

      1. issuing e-money to and storing it for you, please refer to the terms set out in
        Section A below.
      2. issuing you a prepaid or debit card, please refer to the terms set out Section B
        below.
    2. Our products and services do not include the provision of advice. We do not offer advice
      under this Agreement on any matter including (without limit) the merits or otherwise of any
      currency transactions, on taxation, or markets.
PERFORMING ‘KNOW YOUR BUSINESS’ CHECKS ON YOU

To comply with the requirements of Applicable Laws, it may be necessary for us, Paywiser and/or
each of our banking providers and any other business partner to:

    1. obtain from you, and retain, evidence of your personal identity in our records from time to
      time. If satisfactory evidence is not promptly provided to us, we cannot accept your
      application or instructions.
    2. keep records of the contents and results of any searches that we carry out on you.
    3. carry out all necessary verifications of your identity. We may use a recognised agency or
      bureau for this verification purposes (details of the agency used will be provided to you on
      request). Such verifications will not affect your credit score but may leave a ‘soft
      footprint’ on your credit history.
HOW WE MAY USE YOUR PERSONAL INFORMATION
    1. You agree that we can use your personal information as set out in our privacy policy which
      can be found at https://railsbank.com/payrnet. This privacy policy includes
      details of the personal information that we collect, how it will be used, and who we pass it
      to. You can tell us if you do not want to receive any marketing materials from us.
    2. We may record telephone conversations with or without use of a warning tone and we may use
      these recordings as evidence for a particular purpose or in relation to disputes as well as
      for our ongoing quality control and training programme. We may also maintain a record of all
      emails sent by or to us. All those recordings and records will be maintained at our absolute
      discretion and are our property and can be used by us in the case of a dispute. We do not
      guarantee that we will maintain such recordings or records or be able to make them available
      to you. You consent to the use and admissibility of any such recording as evidence in any
      dispute or anticipated dispute between us.
TERMINATION
    1. When you may terminate this Agreement. You can terminate this Agreement at any time with one
      month’s notice and for any reason by cancelling your agreement with the Paywiser. We may
      contact you to confirm your request.
    2. When we may terminate or suspend this Agreement. Without prejudice to any other termination
      rights that we may have elsewhere in this Agreement, we are entitled to:

      1. terminate this Agreement with one month’s notice, with or without reason.
      2. terminate this Agreement with immediate effect if: (i) Paywiser notifies us that its
        agreement with you has terminated; (ii) you terminate your agreement with Paywiser;
        or (iii) we suspect that you are using the product or service for any illegal
        purposes.
      3. suspend or terminate your access to or use of our product or service if you are
        found to be in breach of this Agreement, or where we have reasonable grounds for a
        concern relating to: (i) the security of your account(s), whether or not you have
        informed us of a security breach; and/or (ii) the suspected unauthorised or
        fraudulent use of your account(s).
LIMITATION OF LIABILITY
    1. Where we are liable to you in respect of the same matter or item, you agree that our
      liability to you will not be increased by any limitation of liability you have agreed with
      that other person or because of your inability to recover from that other person beyond what
      our liability would have been had no such limitation been agreed and/or if that other person
      had paid his or its share.
    2. Where a Loss is suffered by you for which we would otherwise be jointly and severally or
      jointly liable with any third party or third parties, the extent to which such Loss shall be
      recoverable by you from us (as opposed to any third parties) shall be limited so as to be in
      proportion to the aggregate of our contribution to the overall fault for such Loss, as
      agreed between all of the relevant parties or, in the absence of agreement, as determined by
      a court of competent jurisdiction. For the purposes of assessing the contribution to the
      Loss in question of any third party for the purposes of this clause, no account shall be
      taken of any limit imposed or agreed on the amount of liability of such third party by any
      agreement (including any settlement agreement) made before or after such Loss occurred or
      was otherwise incurred.
    3. Nothing in this Agreement limits or excludes our liability for death or personal injury
      caused by our negligence or for any damage or liability incurred by you as a result of fraud
      or fraudulent misrepresentation by us or to the extent that the liability may not be
      excluded or limited by any applicable law.
COMPLAINTS

If you would like to make a complaint relating to this Agreement or feel that we have not met
your expectations, in the first instance contact Paywiser using the contact email address for
complaints given by Paywiser. If Paywiser does not deal with your complaint adequately, please
contact us via email to [email protected] so that we can resolve the issue. We
will promptly send you a complaint acknowledgement. You agree to cooperate with us and provide
the necessary information for us to investigate and resolve the complaint as quickly as
possible.

ANTI-BRIBERY AND CORRUPTION
    1. You shall:
      1. comply with all applicable laws, statutes, regulations, codes and guidance relating
        to antibribery and anti-corruption (“Anti-Bribery Laws”), including without
        limitation the Singapore Prevention of Corruption Act.
      2. maintain throughout the term of this Agreement, your own anti-bribery policies and
        procedures to ensure compliance with the Anti-Bribery Laws, and enforce such
        policies and procedures where appropriate.
    2. You further warrant that neither you nor any of your officers, employees and other
      personnel:

      1. have been convicted of any offence involving bribery, corruption, fraud or
        dishonesty.
      2. have been or is the subject of any investigation, inquiry or enforcement proceedings
        by any governmental, administrative or regulatory body regarding any offence or
        alleged offence under the Anti-Bribery Laws.
    3. Breach of this clause 10 shall be deemed to be a material breach of this Agreement.
  1. GENERAL
    1. Ensuring this Agreement is legally enforceable. In order to ensure that
      this Agreement is legally binding, upon you becoming a client, you promise to pay us the sum
      of Singapore Dollars One (SGD1) only, upon demand from us, as consideration.
    2. Even if we delay in enforcing under this Agreement, we can still enforce it
      later.
      If we do not insist immediately that you do anything you are required to
      do under this Agreement, or if we delay in taking steps against you in respect of your
      breach of this Agreement, that will not mean that you do not have to do those things and it
      will not prevent us taking steps against you at a later date. For example, if you do not pay
      us on time and we do not chase you but we continue to provide the services, we can still
      require you to make the payment at a later date.
    3. What if something unexpected happens? We shall have no liability to you
      under this Agreement or in any other way if we are prevented from or delayed in performing
      our obligations under this Agreement, or from carrying on our business, by acts, events,
      omissions or accidents beyond our reasonable control, including, without limitation,
      strikes, lockouts or other industrial disputes (whether involving us or any other party),
      failure of a utility service or transport or telecommunications network, act of God, war,
      riot, civil commotion, malicious damage, compliance with any law or governmental order,
      rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm
      or our default of subcontractors, provided that you are notified of such an event and its
      expected duration.
    4. If a court finds part of this Agreement illegal, the rest will continue in
      force.
      Each of the subclauses, clauses and paragraphs of this Agreement
      (including any of the Sections) operates separately. If any court or relevant authority
      decides that any of them are unlawful, the remaining subclauses, clauses and paragraphs will
      remain in full force and effect.
    5. We are not partners and neither of us may act as the other’s agent. Nothing
      in this Agreement is intended to or shall operate to create a partnership or joint venture
      between you and us, or authorise either party to act as agent for the other, and neither
      party shall have the authority to act in the name or on behalf of or otherwise to bind the
      other in any way (including, but not limited to, the making of any representation or
      warranty, the assumption of any obligation or liability and the exercise of any right or
      power).
    6. We can make change these terms. We reserve the right to amend this
      Agreement for any reason, including to comply with any Applicable Laws. Such amendments may
      be made at any time upon as much notice as possible to you and shall take effect following
      such notice, if any. If you object to the proposed amendments, you have the right to
      terminate this Agreement without charge before the date proposed by us for the entry into
      force of the changes. You will be deemed to have accepted the changes if you raise no
      objection prior to the expiry of the period set out in the notice. Any changes that come
      into effect does not affect any rights or obligations that have already arisen and will not
      be retrospective.
    7. What happens if you are jointly a client of ours with another person? Where
      you comprise two or more people, each person will be jointly and severally liable to us in
      respect of all obligations contained in this Agreement.
    8. Can you obtain a copy of this Agreement or additional information? You may
      request and we shall provide a copy of this Agreement at any time prior to termination of
      this Agreement.
    9. We may transfer this agreement to someone else. We may transfer our rights
      and obligations under this Agreement to another organisation without your consent. We will
      always tell you in writing if this happens and we will ensure that the transfer will not
      affect your rights under this Agreement.
    10. You need our consent to transfer your rights to someone else (except that you can
      always transfer our guarantee).
      You may only transfer your rights or your
      obligations under this Agreement to another person if we agree to this in writing.
    11. Nobody else has any rights under this Agreement. This contract is between
      you and us. No other person shall have any rights to enforce any of its terms.
    12. Which laws apply and where you may bring legal proceedings. This Agreement
      governed by the laws of Singapore and you can bring legal proceedings in respect of this
      Agreement in the Singapore courts.

SECTION A: E-MONEY SERVICE TERMS

The following terms and conditions govern our issuing of e-money to you and storing it in our stored
value facility or e-money account:

  1. Our e-money services comprises the following activities that we will perform: (a) we will issue you
    with e-money upon receipt of money from you or a third party on your behalf; (b) we will store your
    e-money and redeem it both on your express instruction, as well as in accordance with this Agreement
    and the agreement of Paywiser.
  2. Where we receive money from you or on your behalf, this money will be held by us in the relevant
    Safeguarded Account in exchange for the issuance by us to you of e-money. Your funds will not be
    used by us for any other purpose and, in the unlikely event that we become insolvent, will be
    protected in our safeguarding bank in Singapore. Your funds may be commingled with those received
    from our other customers. You may not get all your money back if the Safeguarded Account does not
    contain enough funds to meet any payouts or our safeguarding bank becomes insolvent.
  3. When we issue you with e-money, us holding the funds corresponding to the e-money is not the same as
    a bank holding your money in that: (i) we cannot and will not use the funds to invest or lend to
    other persons or entities; (ii) the e-money will not accrue interest; and (iii) the e-money is not a
    deposit and is therefore not covered by the Singapore Deposit Insurance Scheme.
  4. You may hold e-money and we may hold funds corresponding to your e-money indefinitely. However, if
    we hold e-money for you for more than two years without any activity on your emoney account, we
    shall use reasonable endeavours to contact you to redeem the e-money, return the corresponding funds
    to you and close your account. If we are unable to contact you, we may redeem the e-money and send
    the corresponding funds, less any of our costs incurred, to the last known bank account we have on
    file for you.
  5. We accept no responsibility in the event that you send money to the incorrect account.
  6. We do not accept cash or cheques. We accept monies via a variety of methods of electronic funds
    transfer to our bank account, the details of which [Customer] will have provided to you.
  7. We are obliged to report any reasonable suspicions about activities on your e-accounts to the
    regulatory authorities. This may affect our relationship with you so far as confidentiality is
    concerned. If we are required under Applicable Laws to refrain from communicating with you and/or
    proceeding with your instructions, we can accept no liability for the consequences of being
    prevented from doing so.
  8. Upon termination of this Agreement, you will no longer be able to avail yourself of the e-money
    services described in paragraph 1 above. In addition, we shall redeem any e-money we hold for you
    and send the equivalent funds to a bank account in your name, unless agreed by both parties, less
    any monies which are due and owing to us.

SECTION B: CARD TERMS

These terms and conditions (“Terms”) apply to your Card and govern the relationship between you and us
for the provision of one or more Cards by us to the Cardholder, regardless of or in addition to any
other agreements that might apply between you and Paywiser separately. You accept these terms and
conditions by activating your Card or allowing it so. “You” means your business and/or the named prepaid
cardholder authorised by your business to use the Card.

Definitions

The following words and expressions as used in these Terms have the following meanings:

    • “Account” means the e-money account associated with the Card.
    • “Authorised” and “Authorisation” mean the act of
      authorising a payment transfer by using the Card together with (i) the PIN code; (ii) the
      CVV code and Expiry Date; (iii) the use of contactless technology; or (iv) the signature of
      the Cardholder.
    • “Available Balance” means the value of unspent funds in the Account which
      are available for a Cardholder to spend.
    • “Business” means the party authorised to fund the Account and to whom the
      e-money is issued.
    • “Business Day” means a day other than a public holiday, Saturday or Sunday
      in Singapore.
    • “Card” means a card scheme-branded prepaid card issued by us to you whereby
      the Cardholder can spend the Available Balance, and includes any such replacement or renewed
      card.
    • “Programme Manager” means Paywiser whose contact details are set out in
      clause 2.
    • “Cardholder” means the person authorised by your Business to use the Card
      to spend Available Balance in the person’s capacity as a representative of the Business and
      not in his/her own personal capacity. For the avoidance of doubt a Cardholder is not acting
      as a consumer for the purposes of these Terms.
    • “Expiry Date” means the expiry date of the Card, which will usually be
      printed on the Card.
    • “Fee” means any fee assessed against a Card, as referenced in the Fees
      Schedule.
    • “Fees Schedule” means the fees schedule published on the Website or User
      App, and which may be updated from time to time.
    • “KYB” is an acronym for ‘know your business’ and means the requirements for
      knowledge of and information on customers of regulated entities, such as your Business, in
      order to comply with anti-money laundering and counter-terrorist financing laws.
    • “PIN” means the personal identification number associated with a Card which
      can be used as one method of Authorisation.
    • “Transaction” means: (i) paying a merchant for goods and/or services
      through an attempt to Authorise the Card; or (ii) obtaining cash from an automatic teller
      machine (“ATM”) or a deposit-taking financial institution by attempting to Authorise the
      Card.
    • “User App” means the Programme Manager’s mobile application software,
      including the data, media and other content contained therein, relating to the Account and
      the Card.
    • “Virtual Card” means, where applicable, a non-physical Card.
    • “Website” means www.paywiser.com being the website
      belonging to or used by the Programme Manager for its business.
Contact Details
    1. The Card can be activated and managed online via the Website and/or via the User App.
    2. The Programme Manager should be your first point of contract if you have any issues with the
      Card or these Terms. The Programme Manager and its contact details are as follows:
      Name: Card Support Team
      Email address: [email protected]
These Terms

These Terms This Agreement also contains important warnings and information that may affect your
rights. By activating or using your Card, you will be deemed to have accepted and fully
understood the terms and conditions set out in this Agreement and you agree to comply with these
by your use of the Card and/or by indicating your acceptance. We are the issuer of the Card and
it remains our property. The Card is not transferable.

The Card
    1. The Card is a prepaid card; it is not a credit, charge or debit card. Your Business will not
      earn any interest on any funds sent to the Account.
    2. You must ensure that there is sufficient Available Balance to enter into each Transaction
      that you enter into using the Card (including value added tax and any other taxes, charges
      and Fees that are applicable).
    3. Depending on your program, you may receive a Virtual Card. In such cases we will provide you
      with the number of the Virtual Card, its Expiry Date and the CVV2 code.
    4. If for any reason a Transaction is processed and the Transaction amount exceeds the
      Available Balance, the Transaction will be declined and we will also be entitled to stop any
      subsequent Transactions from proceeding.
KYB
    1. We require evidence of who you are and your address for our KYB procedures. We may ask your
      Cardholder or your Business to provide documentary evidence to prove this and/or we may
      carry out checks on you electronically.
    2. The files of credit reference agencies may be searched to assist in the identity
      verification process. This is not a credit search and does not have a detrimental effect on
      an individual’s credit score/rating or influence an individual’s ability to obtain or raise
      credit. The credit reference agency will keep a record of any search and this will show as a
      ‘soft footprint’ on your credit record to alert you that a search was conducted.
Funds in the Account
    1. Only your Business can add money to the Account. Your Cardholder will not be able to add
      money to the Account.
    2. We reserve the right to suspend or terminate the right to add money to the Account at any
      time without notice.
    3. Your Business solely owns the funds representing the Available Balance and is the beneficial
      owner of these funds.
    4. The Account Balance will not earn you interest. We may also limit the amount of the Account
      Balance in accordance with our security, legal and regulatory requirements or obligations.
Service limits

Transactions may be restricted by Card type, individual usage patterns and payment risk profiles.
For antimoney laundering, sanctions, counter-terrorist financing and anti-fraud reasons, we
reserve our right to change particular payment restrictions (including from those published or
included herein) without notice and to the extent required to meet our regulatory obligations.

Use of the Card
    1. To activate the Card, you will need to log onto the User App or Website and use the
      ‘activate card’ function.
    2. We will be entitled to assume that a Transaction has been Authorised by you where (i) the
      magnetic strip on the Card was swiped by the merchant; (ii) the Card was inserted into a
      chip & PIN device and the PIN was entered; (iii) relevant information was supplied to
      the merchant that allows them to process the Transaction, for example, providing the
      merchant with the 3-digit security code on the back of the Card in the case of an internet
      or other non-face-to-face Transaction; or (iv) the Card is tapped against a
      contactless-enabled reader and accepted by such reader.
    3. Your Cardholder should only use the Card as permitted by the Business. If your Cardholder
      uses the Card, we are entitled to presume that the Cardholder has your Business’ permission
      to spend the Available Balance until notified to the contrary by your Business. Your
      Cardholder can use the Card up to the amount of the Available Balance for Transactions (i)
      via the Internet, (ii) at merchants, or (iii) to make cash withdrawals from ATMs, provided
      that such application is included in the card program.
    4. We will deduct the value of the Transactions from the Available Balance in the Account. We
      will also deduct any applicable Fees as soon as they become payable by the Business based
      upon the Fees Schedule.
    5. ATM withdrawals may also be subject to fees, foreign exchange rates, maximum withdrawal
      limits, rules and regulations of the relevant ATM operator or bank. It is your
      responsibility to check whether any such additional fees apply, as they cannot be refunded
      once the cash has been withdrawn.
    6. Like other card issuers, we cannot guarantee a merchant, an ATM operator or a bank will
      accept the Card.
    7. We may at any time suspend, restrict or terminate the Card and/or the Account, refuse to
      issue or replace a Card or refuse to authorise a Transaction for reasons relating to the
      following:

      1. if we have reasonable grounds to believe that the Card is being used in a way which
        is not approved by the Business.
      2. if we have reasonable grounds to believe that the security of the Card has been
        compromised or suspect that the Card is being used in an unauthorised or fraudulent
        manner.
      3. if there is insufficient Available Balance in the Account at the time of a
        Transaction to cover the amount of the Transaction and any applicable Fees.
      4. if we have reasonable grounds to believe that you are acting in breach of these
        Terms.
      5. if we have reasonable grounds to believe that a Transaction is potentially
        suspicious or illegal (for example, if we believe that a Transaction is being made
        fraudulently) or because of errors, failures (whether mechanical or otherwise) or
        refusals by merchants, payment processors or payment schemes processing
        Transactions.
      6. if we need to do so in order to comply with the law.
    8. If we do this, we will inform you of the action taken and its reasons in advance or, if that
      is not possible, immediately after, unless to do so would compromise reasonable security
      measures or be otherwise unlawful. We will reactivate the Account and where appropriate
      issue you with a replacement Card if after further investigations we reasonably believe that
      the reasons for the action no longer apply.
    9. Your Business will remain responsible to us for the use of the Card. Your ability to use or
      access the Card may occasionally be interrupted, for example, if we need to carry out
      maintenance on our systems. Please contact us via the Programme Manager to notify us of any
      problems you are experiencing using the Card or Account and we will endeavour to resolve any
      problem.
    10. You can manage the Card and view your e-statements by accessing the Account online via the
      Website or User App. You may at any time view the details of the Transactions in the Account
      using the relevant credentials. You must keep your credentials safe and not disclose them to
      anyone. The Account will include all Transactions notified to us up to the evening of the
      previous Business Day.
    11. Your transaction information (“e-statement”) will contain: (i) a reference
      enabling you to identify each Transaction; (ii) the amount of each Transaction; (iii) the
      currency in which the Card is debited; (iv) the amount of any Transaction charges including
      their break down, where applicable; the exchange rate used in the Transaction and the amount
      of the Transaction after the currency conversion, where applicable; and (v) the Transaction
      debit value date.
Conditions of use
    1. You shall always have an Available Balance in excess of the Transaction amount.
    2. Some merchants may not accept payment using the Card. It is your responsibility to check the
      policy with each merchant. We accept no liability if a merchant refuses to accept payment
      using the Card.
Keeping the Card secure and liability
    1. You are responsible for the Card, Account and PIN. Do not share the Card or Account security
      details with anyone.
    2. You must take all reasonable steps to keep the PIN safe and separate from the Card or any
      record of the Card number and not disclose it to anyone else. This includes:

      1. not keeping your PIN with the Card.
      2. not storing the PIN on a device which is not password protected.
      3. never sharing your PIN with anyone.
      4. when entering your PIN, taking all reasonable steps to ensure it cannot be observed
        by others.
      5. not entering your PIN into any terminal that appears to be modified or suspicious.
      6. if you believe that anyone has gained unauthorised access to your PIN, notifying us
        without undue delay following the procedures in clause 16.
    3. You will need a PIN in order to make payments at a merchant or cash withdrawals (from an ATM
      or a bank) with the Card. If you forget your PIN, you may retrieve the PIN or request a
      replacement PIN by using the contact details set out in clause 2.
    4. We recommend that you check your Available Balance in your Account regularly on the Website
      or User App. You will be provided with your Available Balance and a statement of recent
      Transactions on the Account either by electronic means or on the Website or on the User App
      at any time. We also recommend and instruct you to go thoroughly over all the Transactions
      on a regular basis on the Website or User App.
    5. The Business will be liable for all losses, including any related fees and charges, for any
      unauthorised Transaction if we can show that you have (i) acted fraudulently or (ii) failed
      with intent or gross negligence to use and keep safe the Card, Account or PIN in accordance
      with these Terms.
    6. The Business will also be liable for all losses, including any related fees and charges, for
      any unauthorised or incorrectly executed Transaction if you fail to notify us without undue
      delay on becoming aware of the Transaction, and in any event within 30 days of the
      Transaction debit date.
    7. If you believe that someone else knows the Account or Card security details, you should
      contact us without undue delay.
    8. Once any Card on the Account has expired or if it is found after you have reported it as
      lost or stolen, you agree to destroy it by cutting it in two through the magnetic strip.
    9. The Business agrees to indemnify and hold us harmless from and against all reasonable costs
      of any legal action taken to successfully enforce these Terms arising out of a breach of any
      of these Terms by you or by your fraudulent conduct.
Authorising and executing Transactions

Any use of the Card, Account constitutes your Authorisation and consent to a Transaction. Once a
Transaction is Authorised, it cannot be withdrawn or revoked.

Communications regarding the Account

You can check the Available Balance and Transaction history at any time by logging onto the
Website or User App.

Cancelling the Card
    1. If you wish to terminate the Card at any time, you must request cancellation or termination
      by contacting and informing us of your wish to terminate. The Agreement also terminates upon
      Card expiry subject to clause 14.
    2. Once we have received all the necessary information from you and we have completed and are
      satisfied with the outcome of applicable anti-money laundering, fraud and other illegal
      activity checks (including KYB), and once all Transactions and applicable fees and charges
      have been processed, we will send any Available Balance to the Business’ designated payment
      or bank account less any fees and charges payable to us, provided that no law, regulation,
      law enforcement agency, court or regulatory authority requires us to withhold the Available
      Balance. A fee will be charged during this period until either the Available Balance is sent
      to the Business or it is exhausted. The Available Balance will be sent as soon as it is
      possible to do so.
    3. A Fee may be charged for cancellation (see clause 19 below) unless you have arranged to
      transfer any unused funds to another Card managed by us for the Business.
    4. If, following return of the Available Balance to the Business, any further Transactions are
      found to have been made or charges or fees incurred using the Card or we receive a reversal
      of any prior Transaction, we will notify the Business of the amount and the Business must
      immediately repay us such amount on demand as a debt.
Expiry & redemption
    1. The funds on the Account will no longer be usable following the Expiry Date of the most
      recent Card that was issued under the Account until a replacement Card is issued.
    2. The Card and these Terms will terminate on the Expiry Date unless you are issued a renewal
      Card prior to the Expiry Date. You may not use the expired Card after the Expiry Date. If a
      Card expires before the Available Balance is exhausted, the Available Balance on the Expiry
      Date will be returned to the Business as set out in and subject to clause 13.
    3. We will have the right to set-off, transfer, or apply part or all of the Available Balance
      to satisfy all or any liabilities and fees owed to us by the Business that have not been
      paid or satisfied when due.
    4. We reserve the right to take all steps necessary, including legal action, to recover any
      monies outstanding from you, and the Business shall pay on our demand all outstanding
      monies, Fees, charges or liabilities owed to us.
Termination and suspension of Card and Account
    1. We may terminate this Agreement without prior notice if:
      1. you breach an important part of this Agreement, or repeatedly breach the Agreement
        and fail to resolve the matter in a timely manner.
      2. we so agree with your Business.
      3. the Business fails to pay fees or charges that have been incurred.
      4. we are required to do so by law or by the card scheme organisation (for example,
        where the provision of the Card to you becomes unlawful).
    2. We may also terminate this Agreement or suspend the Card or Account without prior notice if:
      1. we believe the Card is deliberately being used to commit fraud or for other illegal
        purposes.
      2. we discover that any of the information you provided us with when you applied for
        the Card was incorrect or has since changed and you did not update us of such a
        change.
    3. If we terminate the Agreement without prior notice, we will tell you as soon as practicable
      afterwards unless we are prohibited by law from doing so.
Lost and stolen Card and the right to a refund for unauthorised Transactions
    1. If you know or suspect that the Card is lost or stolen, or that the PIN code is known to an
      unauthorised person, or if you think a Transaction has not been Authorised, you must tell us
      without undue delay by calling us using the number set out in clause 2.
    2. A Transaction will not be considered to be Authorised if you have not given your consent for
      the Transaction to be made by Authorising it. In order for any non-Authorised Transaction
      amount to be refunded to the Account, you must report the Transaction without undue delay
      upon becoming aware of it. A refund cannot be made for any non-Authorised Transaction
      reported after 30 days have passed following the debit date of the Transaction.
    3. Despite the possible 30-day refund period, a refund cannot be made for a non-Authorised
      Transaction if the Transaction was correctly displayed in the Account activity online and
      you failed to inform us about the Transaction being not Authorised without undue delay upon
      seeing the Transaction in the Account activity online. In this respect we urge you to check
      the Account activity online on a regular basis and review the Transactions carefully.
    4. When you call using the contact details set out in clause 2, you will be asked to provide us
      with the Card’s number where possible and some other identifying details. If there is an
      Available Balance remaining in the Account, we will replace the Card for the Account.
      Alternatively, the Available Balance can be redeemed to the Business. If we replace the
      Card, the Card will be delivered to the registered address subject to additional Fees.
    5. We will refund as soon as possible, the full amount of any non-Authorised Transaction
      reported by you, including any associated Fees and charges, provided you notify us of the
      Transaction in accordance with this Agreement except that:

      1. if there is evidence that you acted fraudulently or have with intent or gross
        negligence failed to comply with the Agreement in relation to the use of the Card
        and safety of the Card’s security details, we will first carry out a prompt
        investigation to determine whether the Transaction was Authorised by you and will
        only refund if the investigation shows that the Transaction was not Authorised by
        you.
      2. if the Card was lost or stolen or you have failed to keep your PIN or other security
        details safe from misappropriation, the Business will be liable for losses in
        connection with such theft, loss or misappropriation.
    6. The Business will be liable for all losses incurred in respect of a non-Authorised
      Transaction where you have acted fraudulently or have with intent or gross negligence failed
      to comply with the Agreement in relation to the use of the Card and safety of its security
      features.
    7. Except where you have acted fraudulently or when you have breached the terms of this
      Agreement, the Business will not be liable for any losses incurred in respect of a
      non-Authorised Transaction arising after you notify us of the Transaction in accordance with
      the Agreement.
    8. If there is evidence that you checked the online Account and did not notify us of the
      unauthorised Transaction without undue delay, we may not refund the Account.
    9. We reserve the right to investigate any disputed Transaction or misuse of the Card before
      and after a refund. In order to do so we may need more information and assistance from you
      and you are required to fully cooperate with any investigation by us or any law enforcement
      agency or other competent authority. If we make a refund following the claim and
      subsequently establish that the conditions for the refund have not been met, we may deduct
      it from the Available Balance after notifying you. If there is no sufficient Available
      Balance, the Business must repay us the amount immediately on demand.
Our liability
    1. We will not be liable for any loss arising from:
      1. your inability to use the Card as set out or for any reason stated in this
        Agreement.
      2. any cause which results from abnormal or unforeseen circumstances beyond our
        control, consequences of which would have been unavoidable despite all our efforts
        to the contrary, including but not limited to fault in or failure of data processing
        systems, lack of funds, maximum withdrawal limits set by ATM operators.
      3. a merchant refusing to accept the Card.
      4. any loss, damage or issue with the goods or services that are purchased with the
        Card.
      5. any non-Authorised Transaction, loss or theft that is reported later than 30 days
        following the debit date of the Transaction in question.
      6. our compliance with legal and regulatory requirements.
      7. our suspending, restricting or cancelling the Card or refusing to issue or replace
        it in accordance with clause 8 above.
      8. loss or corruption of data unless caused by our wilful default.
    2. From time to time, your ability to use the Card may be interrupted, e.g. when we carry out
      maintenance to improve and keep the service running for our customers. If this happens, the
      Business may be unable to add funds to your Account, and/or you may be unable to:

      1. use the Card to enter into a Transaction.
      2. obtain information about the funds available in your Account and/or about the recent
        Transactions.
    3. We will not be liable for any loss arising from such interruptions as well as interruptions
      in connection with the Website or User App.
    4. We are also not liable for:
      1. business interruption, loss of revenue, goodwill, opportunity or anticipated
        savings.
      2. any indirect or consequential loss arising from your total or partial use or
        inability to use the Card, or the use of the Card by any third party.
    5. To the fullest extent permitted by relevant law, and subject to clauses 16 and 18, our total
      liability under or arising from this Agreement will be limited as follows:

      1. where the Card is faulty due to our default, our liability will be limited to
        replacement of the Card.
      2. where sums are incorrectly deducted from the Available Balance due to our fault, our
        liability will be limited to payment to the Business of an equivalent amount.
      3. in all other circumstances of our default, our liability will be limited to
        repayment of the amount of the Available Balance.
    6. No party will be liable for, or be considered in breach of this Agreement on account of, any
      delay or failure to perform as required by this Agreement as a result of any causes or
      conditions which are beyond such party’s reasonable control and which such party is unable
      to overcome by the exercise of reasonable diligence.
    7. The above exclusions and limitations set out in this clause 17 will apply to any liability
      of our affiliates and business partners, such as the card scheme, other suppliers,
      contractors, agents or distributors and any of their respective affiliates (if any), to you,
      which may arise in connection with this Agreement or otherwise.
  1. The right to a refund for Authorised and incorrectly executed Transactions
    1. A refund may be made for an Authorised Transaction if (i) your Authorisation of the
      Transaction did not specify the exact amount at the time of the Authorisation, and (ii) the
      amount exceeded what you would have reasonably expected taking into consideration your
      previous spending patterns and other relevant circumstances. A claim for a refund of such a
      Transaction must be made within 30 days from the date on which the funds were deducted from
      the Available Balance. We may require you to provide us with such information as is
      reasonably necessary to ascertain whether the conditions for the refund are met. Within ten
      (10) Business Days of receiving (i) the claim for a refund or (ii) where applicable, any
      further information we requested from you, we will either refund the full amount of the
      Transaction to the Account or provide you with justification for refusing the refund.
    2. In order to receive a refund to the Account for an incorrectly executed Transaction
      (including nonexecuted or defectively executed Transaction), you must report the Transaction
      without undue delay upon becoming aware of it. A refund will not be made for any incorrectly
      executed Transaction reported after 30 days have passed following the debit date of the
      Transaction.
    3. Despite the possible 30-day refund period, a refund will not be made for an incorrectly
      executed Transaction if the Transaction was correctly displayed in the Account activity
      online and you failed to inform us about the Transaction being incorrectly executed without
      undue delay upon seeing the Transaction in the Account activity online. In this respect we
      urge you to check the Account activity online on a regular basis and review the Transactions
      carefully.
    4. As soon as practicable after you have notified us of a disputed Transaction in accordance
      with this Agreement, you must confirm the disputed Transaction in writing by email or by
      post, setting out full details of the Transaction and your reason for disputing it. You must
      provide us with all receipts and information that are relevant to the claim.
    5. Where we are liable for an incorrectly executed Transaction, we will without undue delay
      refund the amount of the Transaction to the Account, restore the Account to the state it
      would have been had the defective Transaction not taken place and refund any charges and
      interest that have arisen as a consequence of the non-execution or defective execution of
      the Transaction provided you notify us of the Transaction in accordance with this clause 18.
    6. If we make a refund following a claim and subsequently establish that the conditions for the
      refund have not been met, we may deduct it from the Available Balance after notifying you.
      If there is no sufficient Available Balance, the Business must repay us the amount
      immediately on demand.
    7. If you are not satisfied with the justification provided for refusing the refund or with the
      outcome of the refund claim, you may submit a complaint via the contact details stated in
      clause 24.
Fees and limits
    1. We may charge Fees in connection with any of our services and facilities that you have made
      use of or requested based on our Fees Schedule. The Fees Schedule is subject to changes. The
      most updated Fees Schedule will be available on the Website or User App; if none is
      published, please contact your Programme Manager.
    2. We may charge you an administration charge in the following circumstances:
      1. in the event that you make any payment to us that is subsequently reversed after
        sixty (60) days due to inadequate account information or inadequate KYB
        documentation.
      2. to cover our reasonable costs and expenses in providing you with manual support on
        the Account not otherwise required under the Agreement (e.g. a request for legal,
        police, court or other judicial support).
    3. We may charge you a Fee for chargebacks as set out in the Fees Schedule where a receiving
      financial institution declines receipt of a payment following a request to transfer the
      funds from the Card.
    4. We have the right to review and change the amount of Available Balance you are able to have
      in the Account and the spending limits on the Card at any time and will notify you
      accordingly.
    5. We may make immediate changes to the exchange rate used to convert money from one currency
      to another as part of a Transaction.
Cardholder and Business details

You must let us know as soon as possible if you change your business name, registered address,
principal place of business, corporate phone number or e-mail address. If we contact you in
relation to the Card or the Account, for example, to notify you that we have cancelled the Card,
we will use the most recent contact details you have provided to us. We will not be liable to
you if your contact details have changed and you have not informed us.

  1. Data protection
    1. The Business represents and warrants that it has obtained, on our behalf, the consent of the
      Cardholder for the purposes of our collection, use and disclosure of his/her personal data.
      You agree that we can use and disclose personal information of the Cardholder as well as any
      of your personnel, officer or representative whom we communicate or engage with in
      accordance with our privacy policy which is set out at
      https://www.railsbank.com/privacypolicy. The Programme Manager may also use your personal
      information in accordance with its privacy policy which is set out on the Website or the
      User App. Please note that we and the Programme Manager are each independent data
      controllers. Each privacy policy includes details of the personal information collected, how
      it will be used, and who it is passed onto. You can tell us if you do not want to receive
      any marketing materials from us.
    2. To comply with applicable KYC and anti-money laundering rules and regulations, we, our bank,
      the Programme Manager, and/or any other business partner shall be entitled to carry out all
      necessary verifications regarding the Cardholder’s identity. Verifications may be performed
      on our behalf by a recognised agency (details of the agency used will be provided to you on
      request). In this respect, the Cardholder’s personal data will be transferred to the
      Programme Manager and us, and may also be processed outside Singapore.
Payment disputes with merchants

In relation to any dispute between you and a merchant, provided you are able to satisfy us that
you have already made all efforts to resolve the dispute with the relevant merchant, we will
attempt to assist you so far as is reasonably practicable. We may charge you a Fee as referenced
in the Fees Schedule for any such assistance we may give you with any such dispute. If there is
an irresolvable dispute with a merchant in circumstances where the Card has been used for a
Transaction, you will be liable for the Transaction and will have to resolve this directly with
the relevant merchant.

Safeguarded Account

We ensure that once we have received the funds they are deposited in a secure account,
specifically for the purpose of redeeming Transactions made by the Card. In the event that we
become insolvent, funds against which we have already issued e-money are protected against the
claims made by our creditors.

Our contact

We can be contacted by email ([email protected]).

Terms and Conditions of

UPI Card Terms & Conditions

The following terms and conditions (the “Terms”) govern your application and use of the Paywiser Prepaid and
Debit Card. Please read these Terms carefully and retain a copy of them for your record. By applying and
activating, receiving and/or using the Paywiser Prepaid and Debit Card, you are agreeing to these Terms. We
may change these Terms from time to time, with or without cause, as provided in these Terms and in
accordance with applicable law. In the event of any inconsistency between the English and Chinese language
versions of these Terms, the English version prevails.

DEFINITIONS

The term “Card” refers to the Paywiser Prepaid and Debit Card. The value of the funds that are loaded onto
the Card and are available for spending is referred to herein as the “Balance”. “Cardholder” means an
individual who activates, receives and/or uses the Card. “Transaction Amount” means the amount that
is debited from the Balance in connection with your use of the Card, which amount includes both the amount
of the Balance to be transferred and the fees imposed to complete the transaction. Paywiser Limited is the
issuer of the Card. “Paywiser” means Paywiser Limited and its successors and assigns. “We,” “Us,” “Our” and
“Ours” mean Paywiser Limited, and all the associated and affiliated third parties duly appointed or
authorized by Paywiser to fulfil and manage your Card. “You”, “Your” and “Yours” each means the Cardholder.
“Business Day” means any day other than a Saturday, a Sunday or a public or bank holiday in the place of
issuance of the Card. “UnionPay Logo” means any logo or brand mark used by UnionPay International from time
to time and which is used for all Cards. “Our Website” means the website at https://www.paywiser.com .

THE CARD

Your Card is a general purpose reloadable prepaid card / debit card and is not a (an gift card or a credit
card, and it can be used in any countries and at any location that displays the UnionPay Logo, including
point of sale retail merchants, restaurants, online or on the telephone. (Please note: use of the Card in
certain countries may incur additional fees and charges such as those in connection with currency exchange
rate and handling fees.) Before using the Card, you need to make sure that it has been activated and that
the Balance available is sufficient for your purchase. You will not be able to use Your Card after its
expiry date. Your Card is attached to an account (the “Card Account”) that we have created to record the
Balance available and transactions of your Card. In order to protect your interests, the amount of funds you
load to your Card or load through our co-branders will be deposited into an independent segregated account
at an institution duly authorised by the competent authority of the relevant jurisdiction registered in the
name of, and operated by, an independent Custodian (the
“Trust Account”).

Your funds will be kept in the Trust Account until they are, at the request and/or demand of you or any
applicable regulatory party, returned to you or transferred to others. As far as your funds is concerned, we
agree that :

  1. We will not create (or cause to be created) any Lien, Charge, Pledge, Encumbrances, Equity or any
    type of third party right on your fund; and
  2. We will keep the account details and records associated with the Trust Account. You acknowledge and
    agree that you will only be able to access the information about your remaining funds in your Card
    Account, and you will not be able to access any other information or receive any interest from the
    Trust Account. The Card Account is operated and maintained by our management system and does not
    link up with any of your bank accounts. There is no minimum Balance requirement in your Card
    Account, but we are entitled and have the discretion to cancel your Card if you have zero or a
    negative Balance. Your Card Account is not a deposit account and no interest will be paid on the
    Balance.

The UnionPay logo is featured on your Card and will be imprinted along with the issuer’s name

APPLICATION AND ACTIVATION OF THE CARD

You must be at least eighteen (18) years of age to apply for a Card. We will require evidence of your
identity, such as an identity card bearing your photograph, a valid international passport or other
travel document, a valid driving license incorporating photographic evidence of your identity, issued by
a competent governmental department or authority.

We will also require evidence of your address, such as: utility bill, bank statement issued by a bank in
a competent jurisdiction, correspondence from a government department or agency, mobile phone or pay TV
statement, a lawyer’s confirmation of property purchase, legal document recognizing title to property,
government-issued photographic driving license containing the current residential address or national
identity card containing the current residential address. We will require additional supporting
documents to demonstrate the soundness of your financial background if necessary. The approved forms of
identification and verification of residential address cannot be more than 3 months old. When you apply
for the Card, we will run checks to verify your identity and financial background. If we are unable to
verify your identity and/or your financial background, or where you fail to provide satisfactory
information which we request, or the verification check results are unsatisfactory, your application for
the Card will be rejected.

Upon receipt of the Card, you must sign the “Signature Strip” on the back of the Card for it to be valid.
You must activate your Card via the related website(s) and/or the mobile app(s) notified to you upon or
after our acceptance of your application for the Card. You must enter your personal details and set up a
password for your Card Account by following all the instructions on the relevant website(s) and/or
mobile app(s). You should choose a password which would be difficult for another person to predict and
also change your password regularly for security purpose. If You have any problems activating your Card
or changing your password, please call our customer service centre accordingly

OWNERSHIP AND USE OF THE CARD

The Card is and will remain our property at all times. However, you will be solely and exclusively
responsible for the possession, use and control of the Card. You must surrender the Card to us
immediately upon request. You must not use the Card for any illegal transactions or purposes. If you
authorize another person to use the Card, you agree, to the extent permitted by law, that you will be
liable for all transactions arising from the use of the Card by such person. To use the Card, simply
present the Card at the time of payment, and Key-In the password set by you, some merchants may require
you to sign the transaction invoice or receipt with the same signature on the Card. You may wish to
retain the receipt as a record of the transaction. After using your Card to make payment, the Card’s
Balance will be reduced accordingly by the full amount of each purchase including taxes, charges and
other fees(if any). The Card can be used to pay the full amount of the purchase and applicable taxes, so
long as the Balance remaining on the Card is sufficient. You may not make a purchase in an amount which
exceeds the remaining Balance on the Card. If you want to make a purchase in an amount that exceeds the
Maximum Limit, You must notify us before completing the transaction.

USAGE OF YOUR CARD

A. Point of Sale You agree that we are not required to verify the signature on any sales draft or invoice
prepared in connection with a transaction carried out on your Card and we may authorize and process a
transaction even if the signature on the sales draft or invoice is different from the signature on Your
Card. You do not have any right to stop the payment of any transaction which you have executed with the
Card. You may not make pre-authorized regular payments through the use of your Card. We are not liable
to You for declined or rejected authorization for any particular transaction, regardless of our reason.
Online transactions must be authorized by you by entering your Card details as requested by the
retailer. This usually means providing your Card number and PIN, the name on the Card, the expiration
date of the Card and in many cases the CVC2 number printed on the back of the Card. You cannot withdraw
Your authorization after having completed Your transaction.

B. Limitations The amount You can spend with your Card will be limited by the amount of your Balance. The
Card cannot be used for recurring billing charges (such as monthly utilities or subscriptions). We do
not recommend using the Card to make reservations or deposits (for example, car rental or hotel
reservations). These companies often estimate the bill and hold the authorization amount for up to 30
days, meaning you cannot access or spend those funds during the period. You can, however, use the Card
to settle your final bill. Use of your Card may be restricted in some countries due to security risks.
Be aware that some merchants (for example, restaurants, car rental agencies, salons, hotels, cruise
lines and pay-at-the-pump gas stations) temporarily require that your Card has an available Balance
greater than the purchase amount to ensure sufficient funds for tips or incidental expenses. The reason
for this temporary difference is that the final amount of your purchase is not known at the time your
Card is swiped for authorization. Authorization tells the merchant whether Your Card has enough funds to
cover Your final purchase amount. Only the actual amount spent will be deducted from Your Balance.

C. Overseas Transactions An overseas transaction fee will be imposed on the amount transacted outside the
United Kingdom. This fee is additional to any transaction fee levied by UnionPay (for further details on
this please see section on “Fees” below) and will be automatically deducted from your Balance.

For all transactions involving currency conversion, the exchange rate refers to the rate applied by
UnionPay on the date of conversion. However, if the proceeds of a foreign transaction are refunded to
your Card, the UnionPay conversion rate used to convert your refund to the USD for your Card is the rate
that we pay to UnionPay minus our overseas transaction fee for the refund (for further details on this
please see section on “Fees” below). Further, the rate that we pay to UnionPay may not be the same rate
as that of the date the transaction was refunded. For these reasons, the amount that is credited to your
Card for a refund of a foreign currency transaction will, in most cases, be less than the amount that
was originally charged to your Card for that transaction.

Customers may sometimes be offered the option to settle foreign currency transactions in the currency
denomination of the merchant at the sales overseas. Such option is a direct arrangement offered by the
overseas merchants and not by us. In such cases, you are reminded to ask the merchant for the currency
exchange rates and the percentage of handling fees to be applied before the transaction is entered
because settling foreign currency transactions in this way may involve a cost higher than the overseas
transaction fees.

D. Loading the Card There are several methods to load the Card and please be aware of the different fees
associate with different loading channels. The Card can be loaded via the channels provided by our
partners, and the monies will only be loaded onto the Card once the funds have been cleared. Please note
that this may take up to several Business Days depending on different loading methods. We reserve the
right to alter or provide more top up facilities over time, and we reserve the right to suspend or
terminate your right to top up your Card at any time without notice.

A partner is any distributor contracted by us to issue Card for its clients.

CARDHOLDER DETAILS

You are required to inform us if you change your name, address, telephone number, mobile number or e-mail
address within 14 days after the change, and You may be liable for any unauthorized transactions caused
by your failure to keep Your details accurate and up to date. You shall be responsible if such an
incident occurs and We are not liable for any consequences or losses arising from such event. We will
send information to the latest updated registered address or contact we have of you.

FEES

For details of the fees associated with your Card, please refer to the fee table of your Card program.
Different fees will be applied to different Card programs. Fees will be deducted from your Card Account
Balance. If the Balance on your Card is negative due to fees or merchant posting, you shall remain fully
responsible for the amount that exceeds the Balance available on your Card. You agree that we may
automatically deduct (offset) the amount of any such negative balance from current or future transfers
of funds to Your Card Account. If you use the Card and account in a currency other than the currency in
which they are denominated, the currency conversion rate used to convert the transaction amount to be
deducted from your Balance will be the rate set by UnionPay on the date the transaction is processed,
which rate may be applied without notice to You. Please refer to the UnionPay website for more
information.

“VALID THRU” DATE

Please note that the Card has a “valid thru” date imprinted on the face of the Card, which is the date
after which You may not use that Card for any purpose. If You attempt to use Your Card after the “valid
thru” date, the transactions may not be processed because the Balance remaining on the Card will not be
available for any such transactions after the “valid thru” date. However, You will be able to retrieve /
redeem the Balance after that date. Therefore, We recommend that You make use of the funds in that Card
before the “valid thru” date; or to contact us a month prior to the “valid thru” date (i) to make a
request for a redemption of the Balance, or (ii) so that We can reissue a new replacement Card to You as
soon as practicably possible at Your convenience. Cardholders may contact our Customer Support Centre on
Tel +44 2381 680299 and/or email [email protected] anytime to request for a replacement.

CANCELLATION OR TERMINATION OF YOUR CARD

You may terminate/cancel your Card and Card Account at any time online at the relevant website(s) and/or
mobile app(s) as notified to you upon or after our acceptance of your application for the Card or by
calling us +44 2381 680299 and/or email [email protected] Termination/cancellation of your Card
requested by you gives you a right to a refund once the request is accepted by Us. We will cancel the
Card after receiving your request and reimburse the amount of available Balance to you once all fees
have been deducted (including the redemption fee). In normal circumstances, we expect to reimburse the
Balance to you by cheque no later than 10 Business Days after we have received the
termination/cancellation request. However, you should note that the processing time for reimbursement
may take longer than 10 Business Days by reason 7 of matters beyond Our reasonable control. Redemption
fee for termination/cancellation of Your Card is set out in the existing Fee Table. We reserve the right
to amend the existing Fee Table at our absolute discretion.

We shall have the right to suspend or terminate Your Card and/or Your Card Account at any time at Our
discretion without prior notice and without assigning any reason. Without prejudice to the generality of
the foregoing, we shall be entitled to terminate your Card or your Card Account immediately without
notice if You shall commit any breach of or omit to observe any obligation under these Terms, which in
Our opinion, amounts to a material default on Your part or if we suspect any actual or potential fraud
or illegal activity through Your Card and/or Your Card Account.

If Your Card has a zero or negative Balance, We may, without prejudice to the generality of the
foregoing, suspend Your Card and/or Your Card Account without notice. Furthermore, if We have no record
of Card activity for a certain period, the Balance on Your Card may be treated as unclaimed property.
You can claim the remaining Balance on Your card but We reserve the right to charge You a fee based on
the amount of the remaining Balance and refund the rest back to You.

PROTECTION AGAINST LOSS, THEFT, OR UNAUTHORIZED USE

You agree to protect Your Card against loss, theft or unauthorized use by taking all reasonable
precautions. If Your Card has been lost or stolen or if You have reasons to believe that someone has
made an unauthorized transaction with Your Card or may attempt to use Your card without your permission,
You must notify Us IMMEDIATELY +44 2381 680299 and/or email [email protected]. You will
be liable to the losses up to the amount of your Balance (in any equivalent currency denomination) as at
the time of the loss or theft of your Card arising from any unauthorized transactions that take place
prior to you notification to us of the suspicious activity. You will not be held liable for any losses
once You have notified Us of loss or theft unless We reasonably determine that You have acted with
negligence. You will be asked to provide Us with Your name, the Card number, the expiration date, and
the original Card value and transaction history. We cannot re-issue a Card if You do not have Your Card
number. If Our records show that a Balance still remains on the Card, We will cancel the Card and make
such Balance amounts available to You on a re-issued Card. If You subsequently retrieve the reported
lost card, please destroy the lost card immediately by cutting it in half or send the card back to Us.
We recommend that You check the Balance on Your Card Account and Your transaction history regularly
online on via the mobile application available for download from our website. The Card may be
deactivated at any time if fraud is suspected. You agree, to the extent permitted by law, to cooperate
completely with Us in Our attempts to recover from unauthorized users and to assist in their
prosecution.

PURCHASE DISPUTES AND REFUNDS

If there is any dispute regarding purchases you make using the Card, you agree to and shall settle such
disputes directly with the merchant with whom the purchase was made. We will not be held responsible for
any problems which you may have with any goods or services that you purchase with your Card, whether
with regard to quality, safety, legality, or any other aspect of Your purchase. If you are entitled to a
refund for any reason for goods or services obtained or purchased with the Card, you agree to accept
credits to the Balance on your Card in place of cash or bank deposit.

CHARGEBACKS

You acknowledge that you may have dispute rights pursuant to card association and network rules or
otherwise, and we have the right (but not the obligation) to pass any applicable chargebacks to you. If
you wish to request for a chargeback, you shall provide the relevant proof and information within the
time stipulated by UnionPay International. For the avoidance of doubt, UnionPay also has its own
chargeback procedure against any illegal activities and money laundering. Both UnionPay and we have the
rights and authority to charge you a reasonable handling fee during the investigation and chargeback
process. Please note, UnionPay will only charge the Cardholder through issuer of the Card. You have
rights under law or contract to withhold payments. You have chargeback rights if (i) You question, make
a claim or complaint about the amount that You agreed to pay when using the Card to purchase goods or
services; (ii) You deny making or authorizing the amount that You agreed to pay when using the Card to
purchase goods or services; (iii) You believe that the payment transactions is invalid, involves
misconduct or fraud (such as fraudulent use of a payment instrument), or otherwise violates any
applicable law or these Terms; or (iv) as provided elsewhere in these Terms. We will do everything
possible to defend chargeback requests that we receive on your behalf. However, specific time limits and
rules shall apply to each chargeback and UnionPay internal chargeback procedure.

OUR LIABILITY

We cannot guarantee a merchant will accept your Card, or that we will authorize any particular
transaction. This may be because of a systems problem, something outside our reasonable control, or
because we are concerned that your Card is being misused. Accordingly, we shall not be liable in any
event that a retailer refuses to accept your Card, or if we do not authorize a transaction, or if we
cancel or suspend the use of your Card, to the extent permitted under these Terms and the relevant law.
Unless otherwise required by applicable law, we shall not be liable for any direct or indirect loss or
damage You may suffer as a result of your total or partial use or inability to use your Card, or the use
of your Card by any third party. We will also not be liable for any losses or expenses incurred by You
arising from our compliance with legal and regulatory requirements and We will not be liable to You for
(1) any loss of goodwill, reputation or opportunity, (2) any loss or corruption of data, (3) any loss of
anticipated savings in connection with Your failure to use Your Card due to whatever cause, whether
direct or indirect, and (4) any indirect or consequential loss. In the event that You do not use Your
Card in accordance with these Terms or if We find that You are using the Card fraudulently, We reserve
the right to charge You for any reasonable costs that We incur in taking action to stop You from using
Your Card and to recover any monies owed as a result of Your activities.

PERSONAL INFORMATION COLLECTION STATEMENT RELATING TO YOU (THIS “NOTICE”) IN ACCORDANCE WITH THE DATA
PROTECTION LEGISLATION

The data protection legislation governs the collection, holding, processing and use of Your personal data
and other information that we may collect from you from time to time (the “Data”). The legislation
covers transactional records arising from your use of your Card to the extent that those transactional
records are “personal data” under the legislation. to the legislation enable us to provide the services
contemplated under these Terms and other related services to you.

Purpose: You agree that the Data provided by you may be used for the following purposes of:

  1. processing the application for the Card, including the issue of any new or replacement Card to you;
  2. collecting money due from you;
  3. verifying any information and records relating you;
  4. management, operation and maintenance of the Card, including audit and exercising our rights and
    your rights under these Terms;
  5. designing new or improving existing services provided by us;
  6. communication between you and us;
  7. investigation of complaints, suspected suspicious transactions and research for service improvement;
  8. prevention or detection of crime; and
  9. disclosure as required by law, rules, regulations, codes or guidelines
Transfer:

The Data will be kept confidential by us, but you agree that for the purpose(s) set out above, We may
transfer or disclose such Data to the following parties: (i) any agent, contractor or third party
service provider who provides administrative, telecommunications, electronic fund transfer service,
computer, payment debt collection, settlement or clearing or other services to us in connection with the
operation of Our business; (ii) any branch, subsidiary, holding company, associated company or affiliate
of us; (iii) any counterparty to a cheque which we may issue or receive in connection with your Card or
Card Account; (iv) credit reference agencies, and, in the event of default, to debt collection agencies;
(v) any party giving or proposing to give a guarantee or third party security to guarantee or secure
Your obligations; and (vi) any actual or proposed assignee of us or participants or sub-participant or
transferee of our rights in respect of you as our customer.

Access:

You have the right to: (a) check whether we hold Data and to have access to that Data; (b) require us to
correct any Data which is inaccurate; and (c) ascertain our policies and practices in relation to Data
and to be informed of the kind of Data held by us. Please also note that where you have given your
consent and have not subsequently opted out, your name, contact details, products and services,
transaction pattern and behavior, financial background and demographic data held by us from time to time
may be used by us in direct marketing. We reserve the right to charge you a reasonable fee for complying
with any request for access to your Data.

OTHER TERMS

  1. Assignment
    These Terms and Conditions are personal to you. You may not assign or otherwise transfer your rights
    and obligations under them. We may assign, transfer or subcontract our rights and obligations under
    these Terms to another company at any time on giving you at least two (2) months’ prior notice of
    this. If we do this, your rights will not be affected.
  2. Communication
    If you have an enquiry relating to your Card, you can use the “Contact Us” section on our website.
    We will deal with your enquiry promptly. If you do not wish to enquire in this way, you can call our
    customer service centre on +44 2381680299 and/or email [email protected] Any notifications and
    communications relating to your Card should be made in the same way unless specified otherwise in
    these Terms. You will require a valid email address and access to the internet in order to
    communicate with us through our Website.
  3. Complaints
    If You are unhappy in any way with your Card or the way it is managed or have any other complaints
    in connection with your Card, please contact us by e-mailing [email protected] or on +44 2381680299.
    We will endeavour to deal with any complaints You may have quickly and fairly and will notify you of
    the outcome of our investigation.
  4. Governing Law and Jurisdiction
    These Terms shall be governed by and construed in accordance with the laws of England. Where there
    is any dispute, controversy or claim arising out of or relating to these Terms, you may elect to
    resolve such dispute, controversy or claim by mediation and/or arbitration accordingly
    Subject to the above, both you and us irrevocably submit to the non-exclusive jurisdiction of the
    courts in England.
  5. Severability
    If any provision of these Terms is held by any court or by other competent authority to be invalid
    or unenforceable in whole or in part, these Terms shall continue to be valid as to its other
    provisions and the remainder of the affected provision.
  6. Telephone Calls and Collection
    You understand and agree that, subject to applicable law, if You are in default under these Terms or
    if You have a negative balance, We or any agent of Ours may make collection calls to your home or
    cell phone and we may use pre-recorded messages with respect to such calls. We or our agents may
    monitor and/or record your phone calls, including any messages that may be left on an answering
    machine.
  7. Rights of Third Parties These Terms shall not create or give rise to, nor shall it be intended to
    create or give rise to, any third party rights. No third party shall have any right to enforce or
    rely on any provision of these Terms of which confers or may confer any right or benefit on any
    third party, directly or indirectly, expressly or impliedly. The application of any legislation
    giving rise to or conferring on third parties contractual or other rights (including, but not
    limited to, the Contracts (Rights of Third Parties) Act 1999 in connection with these Terms is
    hereby expressly excluded.
CHANGE OF TERMS

Subject to the applicable laws, we may at any time change or remove any of the terms and conditions of,
or add new terms or conditions to, these Terms. We will post such changes on our website at
https://www.paywiser.com. As of the effective date included in any notice, the changed or new terms will
apply to the Card, including, without limitation, all transactions made using the Card after such
effective date. Notwithstanding the foregoing, advance notice of any change may not be given if it is
necessary to make any such change immediately in order to maintain or restore the security of the Card
or any related payment system or comply with applicable law. We may, in Our sole discretion, cancel or
suspend these Terms or any features or services of the Card at any time, with or without cause, and
without prior notice to You.

Changes to the spending limits of your Card that are necessary in order for us to comply with legal
requirements are not considered to be changes of these Terms and therefore do not require prior notice
to be given. You can always check Your spending limits by logging into your Account.

ENTIRE TERMS

These Terms set forth the entire understanding and agreement between you and us, whether written or oral,
with respect to the subject matter hereof and supersedes any prior or contemporaneous understandings or
agreements with respect to such subject matter.

Section headings in these Terms are for convenience of reference only, and shall not govern the
interpretation of any provision of these Terms.

Terms and Conditions of

Card Conditions Consumer

  1. These terms
    1. What these terms cover. These are the terms and conditions (the
      “Terms”) which govern the use of the personal, non-transferable card scheme
      branded debit card (the “Card”) which you have been issued with or will be
      issued with.
    2. Why you should read them. Please read these Terms carefully before you use
      your Card. These Terms tell you who we are, who we work with, how you can use your Card and
      the steps you need to take to protect yourself from unauthorised use of the Card and how you
      and we may change or end the contract, what to do if there is a problem and other important
      information. If you think that there is a mistake in these Terms, please contact us to
      discuss.
  2. Information about us and how to contact us
    1. Who we are. We are Payrnet Limited, being the issuer of the Card
      (“we”, “us”, “our”) and a company
      incorporated in England & Wales with company number 09883437 and  having its registered
      address at Kemp House, 152 City Road, London, UK EC1V 2NX. We are the issuer of
      your Card.
    2. We are authorised by the Financial Conduct Authority under the Electronic Money Regulations
      2011 (registration number 900594) for the issuing of electronic money
      (“e-money”).
    3. PayrNet is a wholly owned subsidiary of Railsbank Technology Limited and provides
      regulated financial services to Railsbank customers. Payrnet outsources all IT and
      Operations processes to Railsbank, and therefore falls under the Railsbank Privacy
      Policy for the purposes of clause 10 (Data Protection)
      .
    4. Who we work with when providing you with services relating to the Card.
      Although we are the sole issuer of the Card, we work with PayWiser Limited, 36-38
      Westbourne Grove Newton Road, London, United Kingdom, W2 5SH (the
      “Distributor”). You can find out more information on the Distributor on the
      Distributor’s website (being www.paywiser.com  (the
      “Distributor’s Website”).
    5. The Distributor will be your first point of contact in relation to these Terms, for example
      if you:

      1. wish to cancel the Card or complain about the service you have been provided with
        pursuant to these Terms;
      2. let us know that the Card has been or potentially has been lost, stolen or
        misappropriated; and
      3. report an unauthorised Transactions relating to your Card.
    6. The services provided by the Distributor are governed by a separate set of terms and
      conditions which are set out in the following weblink
      https://banking.paywiser.com/CustomerCardTerms&Conditions.html.
    7. We also provide you with the e-money account (the “Account”) where the
      funds, which can be spent using the Card, are held. Our company details are set out in
      section 2.1. The services provided by us for the Account are governed by a separate set of
      terms and conditions between you and us which are set out at
      https://banking.paywiser.com/CustomerBankingTerms&Conditions.html Please
      note that the funds in the Account will not earn any interest.
    8. How to contact us. You can contact us, via the Distributor, by:
      1. telephoning the Distributor at +44 2381680299; or
      2. using any of the communication methods available:
        1. on the secure area of the Distributor’s Website;
        2. on the Distributor’s mobile application (hereinafter referred to as the
          “Distributor’s App”).
    9. How we may contact you. If we have to contact you we will do so by
      telephone or by writing to you at the telephone number, email address or postal address you
      provided to us or the Distributor. Any changes to your telephone number, email address or
      postal address or other personal data we hold about you must be notified by you immediately
      and in writing in accordance with section 2.7.
  3. Commencement and expiry of these Terms
    1. You shall be deemed to accept these Terms by using the Card. The Card shall remain our
      property and will be delivered by us, or on our behalf, by the Distributor.
    2. The Terms, excluding Section 7.3, will terminate on the expiry date printed on the Card
      (“Expiry Date”) unless the Card is auto-renewed, in which case you will be
      issued with a new Card before the existing one expires. In this instance these Terms will
      remain valid until the existing Card expires or is otherwise as set out in these Terms.
  4. Issuance and activation of the Card
    1. You may be issued with:
      1. “physical” Card, which will have the details of the PAN, the Expiry
        Date of the Card and the CVV code printed on it (the “Physical
        Card
        ”); or
      2. “virtual” Card, in which case you will not receive a Physical Card
        but will receive details of the PAN, the Expiry Date and the CVV2 code (the
        “Virtual Card”).
    2. In order to start using the Card, you may be required to activate it in accordance with.
      instructions given to you by the Distributor. You must keep your Physical Card and the
      details of the Virtual Card (as applicable) in a safe place and protect it against
      unauthorised access or use by third parties.
    3. If you are issued with a Physical Card:
      1. you must sign the Physical Card as soon as you receive it;
      2. you may also receive a secret personal identification number
        (“PIN”) separately by post or you may be able to retrieve it
        electronically via the Distributor’s Website or the Distributor’s App.
    4. You should memorise your PIN when you receive it. If you need to keep the written version of
      the PIN or separately write the PIN down for future reference, you must never keep it with
      the Card. You must never disclose your PIN to any other person, not even us. If you have not
      protected your PIN and your Card is used without your knowledge using the correct PIN, this
      may be classed as negligence for the purposes of Section 8.
    5. You can manage the Card on your secure area of the Distributor’s Website and on the
      Distributor’s App.
    6. The Card shall remain valid until the Expiry Date. If you require a replacement Card, please
      contact the Distributor using the contact details set out in section 2.7. Please note that
      an additional fee may be charged for a replacement Card – please see the fees section for
      more information.
    7. The Card is an e-money product and as such it is not covered by the Financial Services
      Compensation Scheme. You may only use the Card for lawful Transactions.
  5. Transactions
    1. Should the relevant card scheme and/or programme allow, you may use your Card to enter into
      the following transactions (hereinafter referred to as “Transactions”):

      1. purchasing goods and/or services from merchants affiliated with the card scheme on
        your Card;
      2. withdrawing cash from authorised banks worldwide;
      3. receiving cash back from merchants (merchant dependent);
      4. making cash withdrawals from automatic teller machines (“ATMs”).
    2. You can authorise a Transaction by:
      1. allowing a merchant to swipe the magnetic strip of the Card and the corresponding
        sales slip being signed; or
      2. inserting the Card into a chip & PIN device and the correct PIN being entered;
      3. providing relevant information to the merchant that allows the merchant to process
        the Transaction, for example, providing the merchant with the PAN, the Expiry Date
        and the CVV2 in the case of an internet or other non-face-to-face Transaction;
      4. relevant information being provided to the payment initiation service provider that
        allows the payment initiation service provider to process the Transaction;
      5. the Card is tapped against a “contactless” enabled reader and accepted by such
        reader.
    3. If any of the methods of authorisation set out in section 5.2  are used, we shall be
      entitled to assume that you have authorised a Transaction unless we were informed that the
      relevant details of the Card have been lost, stolen or misappropriated prior the Transaction
      taking place.
    4. You acknowledge the correctness of the amount of each Transaction which you authorise.
    5.  Once you have authorised a Transaction, the Transaction cannot be stopped or revoked.
      You may in certain circumstances be entitled to a refund in accordance with these Terms.
    6. On receipt of notification of your authorisation of a Transaction and the Transaction
      payment order from the merchant and/or authorised bank, normally we will deduct the value of
      the Transaction, plus any applicable fees and charges, from the available funds in the
      Account. We will execute the Transaction by crediting the account of the merchant’s or ATM
      operator’s or bank’s (as applicable) payment service provider by the end of the next
      business day following the notification. If the notification is received on a non-business
      day or after 4:30 pm on a business day, it will be deemed received on the next business day.
    7. We are not liable if, for any reason, the affiliated merchants or authorised banks do not
      accept the Card, or accept it only partly, nor are we liable in the case of late delivery
      of, or failure to deliver, goods or services. In the event of disputes or complaints of any
      kind concerning goods or services, or the exercise of any right in this connection, you
      should contact the affiliated merchant and/or authorised ban and/or ATM operator.
    8. It is your responsibility to ensure that there are available funds in your Account to cover
      any spend, allowing for any foreign exchange fees and other applicable fees under these
      Terms. Should the Account at any time and for any reason have a negative balance, you shall
      repay the excess amount immediately and in full.
    9. For Card usage conducted in other currencies (other than the currency of the Card), you
      shall accept the exchange rate used by Visa, which can be found
      https://www.visa.co.uk/support/consumer/travel-support/exchange-rate-calculator.html. Any
      changes in exchange rates may be applied immediately and without notice. The exchange rate,
      where applicable to a Transaction, will be shown in the e-statement. Please be careful when
      opting to use a merchant’s, bank’s or ATM operators exchange rates as they are often less
      competitive that the card scheme’s exchange rate.
    10. The maximum amount you may withdraw in cash shall be subject to a daily limit, irrespective
      of the available funds in the Account. We may charge a fee for withdrawal of cash. Some ATMs
      may charge an additional fee, which is not included in the Table, however, will apply on top
      of the fees set out in the Table.
    11. We and the Distributor have the right to review and change the spending limits on the Card
      at any time. You will be notified of any such changes via the Distributor’s Website and/or
      the Distributor’s App.
  6. Non-execution of a Transaction
    1. In certain circumstances we may refuse to execute a Transaction that you have authorised.
      These circumstances include:

      1. if we have reasonable concerns about the security of the Card or suspect the Card is
        being used in a fraudulent or unauthorised manner;
      2. if there are insufficient funds available to cover the Transaction and all
        associated fees at the time that we receive notification of the Transaction or if
        there is an outstanding shortfall on the balance of the Account;
      3. if we have reasonable grounds to believe you are acting in breach of these Terms;
      4. if there are errors, failures (mechanical or otherwise) or refusals by merchants,
        payment processors or payment schemes processing Transactions, or
      5. if we are required to do so by law.
    2. Unless it would be unlawful for us to do so, where we refuse to complete a Transaction, we
      will notify you as soon as reasonably practicable that it has been refused and the reasons
      for the refusal, together, where relevant, with the procedure for correcting any factual
      errors that led to the refusal. Where the refusal is reasonably justified, we may charge you
      fee when we notify you that your payment request has been refused.
    3. You may also claim a refund for a Transaction that you authorised provided that your
      authorisation did not specify the exact amount when you consented to the Transaction, and
      the amount of the Transaction exceeded the amount that you could reasonably have expected it
      to be taking into account your previous spending pattern on the Card, these Terms and the
      relevant circumstances.
    4. Such a refund must be requested from us within 8 weeks of the amount being deducted from the
      Card. We may require you to provide us with evidence to substantiate your claim. Any refund
      or justification for refusing a refund will be provided within 10 business days of receiving
      your refund request or, where applicable, within 10 business days of receiving any further
      evidence requested by us. Any refund shall be equal to the amount of the Transaction. Any
      such refund will not be subject to any fee.
  7. Access to information on Transactions and available funds in the Account
    1. The Distributor has set up a secure area on the Distributor’s Website and on the
      Distributor’s App where you can view the available balance in your Account and view the
      details of any Transactions you have entered into. You can gain access to this by following
      the instructions on the Distributor’s Website or the Distributor’s App. You must keep the
      credentials to obtain access to the secure areas safe and not disclose them to anyone.
    2. We can, upon request, send you monthly information (“e-statement”) by email setting out:
      1. a reference enabling you to identify each Transaction;
      2. the amount of each Transaction;
      3. the currency in which the Card is debited;
      4. the amount of any Transaction charges including their break down, where applicable;
      5. the exchange rate used in the Transaction by us and the amount of the Transaction
        after the currency conversion, where applicable; and
      6. the Transaction debit value date.

      If you would like us to provide you with the e-statement more often than monthly or not
      by email (or if agreed differently under this section 7, more often than agreed or in a
      different manner than agreed) then we may charge you a reasonable administration fee to
      cover our costs of providing the information more often or in a different manner.

    3. If for any reason you have some available funds left in your Account following the
      termination of these Terms, you may redeem them in full up to 6 years following the
      termination.
  8. Loss of the Card / Transaction refunds
    1. As soon as you become aware of any loss, theft, misappropriation or unauthorised use of the
      Card, PIN or other security details, you must immediately notify us using the contact
      details set out in section 2.7.
    2. In the event of theft, you should consider reporting the theft to the police.
    3. If we believe you did not authorise a particular Transaction or that a Transaction was
      incorrectly carried out, in order to get a refund you must contact us as soon as you notice
      the problem using the contact details set out in section 2.7, and in any case no later than
      13 months after the amount of the Transaction has been deducted from your Account.
    4. We will refund any unauthorised Transaction and any associated Transaction fees and charges
      payable under these Terms subject to the rest of this section 8.
    5. This refund shall be made as soon as practicable and in any event no later than the end of
      the business day following the day on which we become aware of the unauthorised Transaction,
      unless we have reasonable grounds to suspect fraudulent behaviour and notify the appropriate
      authorities. If we become aware of the unauthorised Transaction on a non-business day or
      after 4:30 pm on a business day, we will be deemed to have only become aware of the
      unauthorised Transaction at the beginning of the next business day.
    6. If we are liable for an incorrectly executed Transaction, we will immediately refund you the
      amount of the incorrectly executed Transaction together with and any associated Transaction
      fees and charges payable under these Terms. Depending on the circumstances, we may require
      you to complete a dispute declaration form relating to the incorrectly executed Transaction.
      We may conduct an investigation either before or after any refund has been determined or
      made. We will let you know as soon as possible the outcome of any such investigation.
    7. If a Transaction initiated by a merchant (for example, this happens when you use the Card in
      a shop) has been incorrectly executed and we receive proof from the merchant’s payment
      service provider that we are liable for the incorrectly executed Transaction, we will refund
      as appropriate and immediately the Transaction and any associated Transaction fees and
      charges payable under these Terms.
    8. We are not liable for any incorrectly executed Transactions if we can show that the payment
      was actually received by the merchant’s payment service provider, in which case they will be
      liable.
    9. If you receive a late payment from another payment service provider (e.g. a refund from a
      retailer’s bank) via us, we will credit the Account with the relevant amount of any
      associated fees and charges so that you will not be at a loss.
    10. We will limit your liability to £35 for any losses incurred in respect of unauthorised
      Transactions subject to the following:

      1. you will be liable for all losses incurred in respect of an unauthorised Transaction
        if you have acted fraudulently, or have intentionally or with gross negligence
        failed to: (a) look after and use the Card in accordance with these Terms; or (b)
        notify us of the problem in accordance with this section 8;
      2. except where you have acted fraudulently, you will not be liable for any losses:
        1. incurred in respect of an unauthorised Transaction which arises after your
          notification to us of the loss, theft or misappropriation of the Card;
        2. arising where you have used the Card in a distance contract, for example,
          for an online purchase;
        3. arising where the loss, theft or misappropriation of the Card was not
          detectable by you before the unauthorised Transaction took place;
        4. where we have failed to provide you with the appropriate means of
          notification;
        5. arising where we are required by law (anticipated to apply from 14 September
          2019) to apply Strong Customer Authentication (as defined in section 8.11)
          but fail to do so;
        6. the losses were caused by an act or omission of any employee, agent or
          branch of ours or any entity which carries out activities on our behalf.
    11. “Strong Customer Authentication” means authentication based on the use of two or more
      elements that are independent, in that the breach of one element does not compromise the
      reliability of any other element, and designed in such a way as to protect the
      confidentiality of the authentication data, with the elements falling into two or more of
      the following categories: (a) something known only by you (“knowledge”), (b) something held
      only by you (“possession”); (c) something inherent to you (“inherence”). Strong Customer
      Authentication it is used to make Transactions more secure.
    12. We are required to provide Strong Customer Authentication when:
      1. you view the available balance on your Account either through the Distributor’s
        Website or the Distributor’s App and/or through an account information service
        provider (“AISP”);
      2. when you initiate an electronic Transaction, directly [or when you initiate a remote
        electronic Transaction through a payment initiation service provider (“PISP”)]; or
      3. when you carry out any action through a remote channel which may imply a risk of
        payment fraud or other abuses.
    13. If our investigations show that any disputed Transaction was authorised by you or you may
      have acted fraudulently or with gross negligence, we may reverse any refund made and you
      will be liable for all losses we suffer in connection with the Transaction including but not
      limited to the cost of any investigation carried out by us in relation to the Transaction.
      We will give you reasonable notice of any reverse refund.
  9. Blocking of the Card
    We may block the Card, in which case you will not be able to execute any further
    Transactions, if we have reasonable concerns about the security of the Card or suspect the Card is
    being used in a fraudulent or unauthorised manner. We will notify you of any such blocking in
    advance, or immediately after if this is not possible, and of the reasons for the suspension unless
    to do so would compromise reasonable security measures or otherwise be unlawful. We will unblock the
    Card and, where appropriate, issue a new Card, PIN and other security features free of charge as
    soon as practicable once the reasons for the suspension cease to exist.
  10. Data Protection
    1. You agree that we can use your personal data in accordance with these Terms and our privacy
      policy, which is set out on www.railsbank.com/payrnet. This privacy policy includes details
      of the personal information that we collect, how it will be used, and who we pass it to. You
      can tell us if you do not want to receive any marketing materials from us. For the avoidance
      of doubt, we will share your personal data with the Distributor.
    2. To comply with applicable know-your-client-rules and anti-money laundering regulations (such
      as the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the
      Payer) Regulations 2017 and the Proceeds of Crime Act 2002, we and/or the Distributor and/or
      each of our banking providers and any other business partner (the
      “Partner”) shall be entitled to carry out all necessary verifications of
      your identity. The above mentioned Partner and the Distributor may use a recognised agency
      for this verification purposes (details of the agency used will be provided to you on
      request). Such verifications will not affect your credit score but may leave a ‘soft
      footprint’ on your credit history.
  11. Fees and spending limits
    1. You are liable for paying all fees arising from your use of the Card and subject to all
      spending limits placed on the Card by us.
    2. The fees and spending limits on the Card are set out:
      1. in the table set out in Annex A attached hereto;
      2. on the secure area of the Distributor’s Website; and/or
      3. on the Distributor’s App.
  12. Complaints
    1. If you would like to make a complaint relating to these Terms, please contact us using the
      contact details in section 2.7 so we can resolve the issue. We will promptly send you a
      complaint acknowledgement and a copy of our complaints procedure.
    2. Please note that you may request a copy of our complaints procedure at any time. Details of
      our complaints procedure can also be found on our website. You agree to cooperate with us
      and provide the necessary information for us to investigate and resolve the complaint as
      quickly as possible.
    3. We will endeavour to handle your complaint fairly and quickly, however, if you are not
      satisfied with the outcome, you may contact the Financial Ombudsman Service at Exchange
      Tower, London E14 9SR; telephone: 0800 023 4567 or 0300 123 9 123; website:
      http://www.financial-ombudsman.org.uk; and e-mail:
      [email protected]
    4. We are a “trader” and “online trader” for the purposes of the Alternative Dispute Resolution
      for Consumer Disputes (Competent Authorities and Information) Regulations 2015 (“ADR Law”).
      The Financial Ombudsman Service is the only “ADR entity” we are legally obliged and
      committed to use in order to resolve disputes with consumers for the purposes of the ADR
      Law. We do not agree to resolve disputes with consumers using any other ADR entity or
      similar entity.
    5. The European Commission’s online dispute resolution (“ODR”) platform can be found at
      https://ec.europa.eu/consumers/odr/main/?event=main.adr.show. The ODR
      platform can be used to resolve disputes between us and consumers.
  13. Third Party Payment Service Providers
    1. This section 13 applies when you use the services of an AISP or a PISP.
    2. We may deny an AISP or PISP access to the Account for reasonably justified and duly
      evidenced reasons relating to unauthorised or fraudulent access to the Account by that AISP
      or PISP, including the unauthorised or fraudulent initiation of a Transaction. If we do deny
      access in this way, we will notify you of the denial and the reason for the denial in
      advance if possible, or immediately after the denial of access, unless to do so would
      compromise reasonably justified security reasons or is unlawful. We will allow AISP or PISP
      access to the Account once the reasons for denying access no longer apply.
  14. Cooling off period
    1. If you purchased the Card online or by some other remote means, for example via telephone,
      you are entitled to a 14-day “cooling off” period from the date your received your original
      Card during which you may cancel the Card. Should you wish to cancel the Card and these
      Terms during the “cooling off” period, please return the Card to PayWiser Limited, 36-38
      Westbourne Grove Newton Road, London, United Kingdom, W2 5SH and unused within 14 days of
      issue and a full refund of any fees paid to date will be made to you. If you have used the
      Card, you will not be entitled to a refund of any funds that have been spent, including any
      associated fees, but we will refund any unspent available funds free of charge.
  15. Other important terms
    1. The Terms and all communications will be in English. You may request a copy of these Terms
      free of charge at any time during the contractual relationship. If we need to contact you in
      the event of suspected or actual fraud or security threats, we will first send you an SMS or
      email prompting you to contact our customer services team using the contact information we
      have been supplied with.
    2. We may transfer this agreement to someone else. We may transfer our rights
      and obligations under these Terms to another organisation. We will always tell you in
      writing if this happens and we will ensure that the transfer will not affect your rights
      under the contract.
    3. You need our consent to transfer your rights to someone else. You may only
      transfer your rights or your obligations under these Terms to another person if we agree to
      this in writing.
    4. Nobody else has any rights under this contract. This contract is between
      you and us. No other person shall have any rights to enforce any of its terms.
    5. Changes to these Terms / Termination. We reserve the right to amend these
      Terms for any reason by giving you two-months’ notice by e-mail. You will be deemed to have
      accepted the changes if you raise no objection prior to the expiry of the period set out in
      the notice. If you do not wish to accept the changes, you may terminate these Terms
      immediately and without charge by proving us with notice at any time prior to the expiry of
      the notice period. At all other times you may terminate these Terms at any time by giving us
      one months’ notice in accordance with section 2.7 and we may terminate these Terms by giving
      you two months’ notice in accordance with section 2.8.
    6. If a court finds part of this contract illegal, the rest will continue in
      force
      . Each of the sections and sub-sections of these Terms operate separately.
      If any court or relevant authority decides that any of them are unlawful, the remaining
      paragraphs will remain in full force and effect.
    7. Even if we delay in enforcing this contract, we can still enforce it later.
      If we do not insist immediately that you do anything you are required to do under these
      Terms, or if we delay in taking steps against you in respect of your breaking this contract,
      that will not mean that you do not have to do those things and it will not prevent us taking
      steps against you at a later date. For example, if you do not pay us on time and we do not
      chase you but we continue to provide the services, we can still require you to make the
      payment at a later date.
    8. Which laws apply to this contract and where you may bring legal
      proceedings
      . These Terms are governed by English law and you can bring legal
      proceedings in respect of these Terms in the English courts. If you live in Scotland you can
      bring legal proceedings in respect of the these Terms in either the Scottish or the English
      courts. If you live in Northern Ireland you can bring legal proceedings in respect of these
      Terms in either the Northern Irish or the English courts.

Annex A – Fees Table
Please contact Paywiser for pricing quotation.

Terms
and Conditions of

Card Conditions Corporate

Corporate Terms and Conditions for Business Visa Debit Cards issued by Payrnet Limited.

These terms and conditions apply to your business debit card. You accept these terms and conditions
by activating your debit card. You should read them carefully before activating your debit card. In
these terms and conditions “you” means the Business and/or the named debit Cardholder
authorised by the Business to use the Card. “We”, “us” or “our” means Payrnet Limited.

  1. Definitions
    In these terms and conditions the following words and expressions have the following meanings:

    • “Account” means the electronic money account associated with the Card;
    • “Agreement” means this Agreement of open-ended duration between you and us
      incorporating these terms and conditions, as amended from time to time;
    • “Authorised” and “Authorisation” mean the act of authorising a payment
      transfer by using the Card together with (i) the PIN code; or (ii) the CVV code and Expiry
      Date; or (iii) the use of contactless technology; or (iv) the signature of the Cardholder or
    • “Available Balance” means the value of unspent funds in the Account which
      are available for a Cardholder to spend;
    • “Business” means the party authorised to fund the Account and to whom the
      electronic money is issued, which for the avoidance of doubt is not a Micro-Enterprise;
    • “Business Day” means a day other than a Saturday or Sunday on which banks
      are open for business in London;
    • “Card” means a Card, which is a Visa debit card, provided by us to a
      Cardholder whereby the Cardholder can spend Available Balance;
    • “Card Distributor” means [insert name], being your first point of contact
      if you have an issue with the Card or this Agreement, the contact details of which are set
      out in clause 2.
    • “Card Distributor’s App” Means the Card Distributor’s mobile application
      relating to the Account and the Card.
    • “Card Distributor’s Contact Details” Means the email address
      [email protected] and/or the Card Distributor’s Website
    • “Card Distributor’s Website” Means www.paywiser.com, being
      the website belonging to the Card Distributor.
    • “Cardholder” means the person authorised by the Business to use the Card to
      spend Available Balance in the person’s capacity as a representative of the Business and not
      in its own personal capacity. For the avoidance of doubt a Cardholder is not acting as a
      consumer for the purposes of this Agreement;
    • “Expiry Date” means the expiry date of the Card, which will usually be
      printed on the Card.
    • “Fee” means any fee assessed against a Card, as referenced in the Fees
      Schedule;
    • “Fees Schedule” means the fee schedule which may be updated from time to
      time. The current version is available on the Card Distributor’s Website or Card
      Distributor’s App;
    • “Issuer” means Payrnet Limited, further details of which are set out in
      clause 30.
    • “KYC” means ‘know your customer’ which means the requirements for knowledge
      of and information on customers of regulated entities in order to comply with anti-money
      laundering and counter-terrorist financing law;
    • “Merchant” means a retailer or any other person that accepts Cards;
    • “Micro-Enterprise” means an entity which is engaged in an economic activity
      of any form which employs fewer than 10 people and whose annual turnover and/or balance
      sheet total that does not does not exceed €2 million;
    • “PIN” means the personal identification number associated with a Card which
      can be used as one method of Authorising Transactions;
    • “Shortfall” means when the balance of Available Balance is negative for
      whatever reason, including when a Transaction has been Authorised when there was not a
      sufficient Available Balance;
    • “Transaction” means: (i) paying a Merchant for goods and/or services
      through Authorising the Card; and (ii) obtaining cash from an ATM or bank by Authorising the
      Card;
    • “Virtual Card” means where applicable a non-physical Card.
    • “You” means the Business and/or the Cardholder, as the context may require.
  2. Contact Details

    1. The Card can be activated and managed online via the Card Distributor’s Website and/or via
      the Card Distributor’s App.
    2. The Card Distributor should be your first point of contract if you have any issues with the
      Card or this Agreement. The Card Distributor’s contact details are as follows:
  3. This Agreement
    1. This Agreement governs the relationship between you and us for the provision of the Card by
      us to the Cardholder. This Agreement also contains important warnings and information that
      may affect your rights. By using your Card, you will be deemed to have accepted and fully
      understood the terms and conditions set out in this Agreement and you agree to comply with
      these by your use of the Card and/or by indicating your acceptance. The Card remains our
      property. The Card is not transferable.
  4. The Card
    1. The Card is a debit card; it is not a credit, charge or pre-paid card. The Business will not
      earn any interest on any funds sent to the Account.
    2. You must ensure that there is sufficient Available Balance to enter into each Transaction
      that you enter into using the Card (including value added tax and any other taxes, charges
      and Fees that are applicable).
    3. Depending on your program you may receive a Virtual Card. In such cases we will provide You
      with the number of the Virtual Card, the Expiry Date of the Virtual Card and the CVV2 code.
    4. If for any reason a Transaction is processed and the Transaction amount exceeds the
      Available Balance, the Business must repay us the amount of such excess immediately and we
      will be entitled to stop any existing or subsequent Transactions from proceeding.
  5. KYC

    1. We require evidence of who you are and your address for our KYC procedures. We may ask the
      Cardholder or the Business to provide some documentary evidence to prove this and/or we may
      carry out checks on you electronically.
    2. The files of credit reference agencies may be searched to assist in the identity
      verification process. This is not a credit search and does not have a detrimental effect on
      an individual’s credit score/rating or influence an individual’s ability to obtain or raise
      credit. The credit reference agency will keep a record of any search and this will show as a
      ‘soft footprint’ on your credit record to alert you that a search was conducted.
  6. Funds in the Account
    1. Only the Business can add money to the Account. The Cardholder will not be able to add money
      to the Account.
    2. We reserve the right to suspend or terminate the right add money to the Account at any time
      without notice.
    3. The Business solely owns the funds representing the Available Balance and is the beneficial
      owner of these funds.
  7. Service limits

    1. Transactions may be restricted by Card type, individual usage patterns and payment risk
      profiles. For anti-money laundering and anti-fraud reasons, we reserve our right to change
      particular payment restrictions (including from those published or included herein) without
      notice and to the extent required to meet our regulatory obligations.
  8. Use of the Card

    1. To activate the Card you will need to log onto the Card Distributor App or Card
      Distributor’s Website and use the activate card function.
    2. We will be entitled to assume that a Transaction has been Authorised by You where (i) the
      magnetic strip on the Card was swiped by the Merchant; (ii) the Card was inserted into a
      chip & PIN device and the PIN was entered; (iii) relevant information was supplied to
      the Merchant that allows them to process the Transaction, for example, providing the
      Merchant with the 3-digit security code on the back of the Card in the case of an internet
      or other non-face-to-face Transaction; or (iv) the Card is tapped against a
      contactless-enabled reader and accepted by such reader.
    3. The Cardholder should only use the Card as permitted by the Business. If the Cardholder uses
      the Card, we are entitled to presume that the Cardholder has the Business’ permission to
      spend the Available Balance until notified to the contrary by the Business. The Cardholder
      can use the Card up to the amount of the Available Balance for Transactions (i) via the
      Internet, (ii) at Merchants and (iii) to make cash withdrawals from ATMs, provided that such
      application is included in the card program.
    4. We will deduct the value of the Transactions from the Available Balance in the Account. We
      will also deduct any applicable Fees as soon as they become payable by the Business based
      upon the Fees Schedule.
    5. ATM withdrawals may also be subject to fees, foreign exchange rates, maximum withdrawal
      limits, rules and regulations of the relevant ATM operator or bank. It is your
      responsibility to check whether any such additional fees apply, as they cannot be refunded
      once the cash has been withdrawn.
    6. Like other card issuers, we cannot guarantee a Merchant, an ATM operator or a bank will
      accept the Card.
    7. We may at any time suspend, restrict or terminate the Card and/or the Account, refuse to
      issue or replace a Card or refuse to authorise a Transaction for reasons relating to the
      following:

      1. if we have reasonable grounds to believe that the Card is being in a way which is
        not approved by the Business;
      2. if we have reasonable grounds to believe that the security of the Card has been
        compromised or suspect that the Card is being used in an unauthorised or fraudulent
        manner;
      3. if there is insufficient Available Balance in the Account at the time of a
        Transaction to cover the amount of the Transaction and any applicable Fees;
      4. if there is an outstanding Shortfall in the Account;
      5. if we have reasonable grounds to believe that you are acting in breach of this
        Agreement;
      6. if we have reasonable grounds to believe that a Transaction is potentially
        suspicious or illegal (for example, if we believe that a Transaction is being made
        fraudulently) or because of errors, failures (whether mechanical or otherwise) or
        refusals by Merchants, payment processors or payment schemes processing
        Transactions, or
      7. if we need to do so in order to comply with the law.
    8. If we do this, we will inform you of the action taken and its reasons in advance or, if that
      is not possible, immediately after, unless to do so would compromise reasonable security
      measures or be otherwise unlawful. We will reactivate the Account and where appropriate
      issue you with a replacement Card if after further investigations we reasonably believe that
      the reasons for the action no longer apply.
    9. The Business will remain responsible to the Issuer for the use of the Card. Your ability to
      use or access the Card may occasionally be interrupted, for example, if we need to carry out
      maintenance on our systems. Please contact us using the contact details set out in clause 2
      to notify us of any problems you are experiencing using the Card or Account and we will
      endeavour to resolve any problem.
    10. You can manage the Card and view your e-statements by accessing the Account online via the
      Card Distributor’s Website or Card Distributor App. You may at any time view the details of
      the Transactions in the Account using the relevant credentials. You must keep your
      credentials safe and not disclose them to anyone. The Account will include all Transactions
      notified to us up to the evening of the previous Business Day.
    11. Your transaction information (“e-statement”) will contain: (i) a reference
      enabling you to identify each Transaction; (ii) the amount of each Transaction; (iii) the
      currency in which the Card is debited; (iv) the amount of any Transaction charges including
      their break down, where applicable; the exchange rate used in the Transaction and the amount
      of the Transaction after the currency conversion, where applicable; and (v) the Transaction
      debit value date.
  9. Conditions of use at certain Merchants

    1. In some circumstances we or Merchants may require you to have an Available Balance in excess
      of the Transaction amount.
    2. Some Merchants may not accept payment using the Card. It is your responsibility to check the
      policy with each Merchant. We accept no liability if a Merchant refuses to accept payment
      using the Card.
  10. Keeping the Card secure and liability

    1. You are responsible for the Card, Account and PIN. Do not share the Card or Account security
      details with anyone.
    2. You must take all reasonable steps to keep the PIN safe and separate from the Card or any
      record of the Card number and not disclose it to anyone else. This includes:

      1. not keeping your PIN with the Card;
      2. not storing the PIN on a device which is not password protected;
      3. never sharing your PIN with anyone;
      4. when entering your PIN, taking all reasonable steps to ensure it cannot be observed
        by others;
      5. not entering your PIN into any terminal that appears to be modified or suspicious,
        and
      6. if you believe that anyone has gained unauthorised access to your PIN, notifying us
        without undue delay following the procedures in clause 16.
    3. You will need a PIN in order to make payments at a Merchant or cash withdrawals (from an ATM
      or a bank) with the Card. If you forget your PIN, you may retrieve the PIN or request a
      replacement PIN by using the contact details set out in clause 2.
    4. We recommend that you check your Available Balance in your Account regularly on the Card
      Distributor’s Website or Card Distributor’s App. You will be provided with your Available
      Balance and a statement of recent Transactions on the Account either by electronic means or
      on the Card Distributor’s Website  or on the Card Distributor App at any time. We also
      recommend and instruct you to go thoroughly over all the Transactions on a regular basis on
      the Card Distributor’s Website or Card Distributor’s App.
    5. The Business will be liable for all losses, including any related fees and charges, for any
      unauthorised Transaction if we can show that you have (i) acted fraudulently or (ii) failed
      with intent or gross negligence to use and keep safe the Card, Account or PIN in accordance
      with this Agreement.
    6. The Business will also be liable for all losses, including any related fees and charges, for
      any unauthorised or incorrectly executed Transaction if you fail to notify us without undue
      delay on becoming aware of the Transaction, and in any event within 30 days of the
      Transaction debit date.
    7. In all other circumstances, the maximum liability will be as set out in this clause 10 and
      in clauses 16 and 18.
    8. If you believe that someone else knows the Account or Card security details, you should
      contact us without undue delay.
    9. Once any Card on the Account has expired or if it is found after you have reported it as
      lost or stolen, you agree to destroy it by cutting it in two through the magnetic strip.
    10. The Business agrees to indemnify and hold us harmless from and against all reasonable costs
      of any legal action taken to successfully enforce this Agreement arising out of a material
      breach of any of the terms and conditions of this Agreement by you or by your fraudulent
      conduct.
  11. Authorising and executing Transactions

    1. Once a Transaction is Authorised, it cannot be withdrawn or revoked.
    2. Within the European Economic Area (EU countries plus Iceland, Liechtenstein and Norway) we
      will usually execute the Transaction by transferring the amount of the Transaction to the
      payment service provider of the Merchant by the end of the next Business Day following the
      receipt of the instructions to transfer the amount. If we receive the instructions after
      4:30 pm, they will be deemed received by us on the following Business Day. If the payment
      service provider of the Merchant is located outside the EEA, we will execute the Transaction
      as soon as possible.
  12. Communications regarding the Account
    1. You can check the Available Balance and Transaction history at any time by logging onto the
      Card Distributor’s Website or Card Distributor’s App.
  13. Cancelling the Card and terminating the Agreement
    1. If you wish to terminate this Agreement at any time, you must request cancellation or
      termination by contacting us using the contact details set out in clause 2 informing us of
      your wish to terminate. The Agreement also terminates upon Card expiry subject to clause 14.
    2. Once we have received all the necessary information from you and we have completed and are
      satisfied with the outcome of applicable anti-money laundering, fraud and other illegal
      activity checks (including KYC), and once all Transactions and applicable fees and charges
      have been processed, we will send any Available Balance to the Business’s designated payment
      or bank account less any fees and charges payable to us, provided that no law, regulation,
      law enforcement agency, court or regulatory authority requires us to withhold the Available
      Balance. If we are not able to send the Available Balance for whatever reason, it will be
      safeguarded pursuant to clause 30 for a maximum period of twenty (20) years, after which
      time it will become our property. A fee will be charged during this period until either the
      Available Balance is sent to the Business or it is exhausted. The Available Balance will be
      sent as soon as it is possible to do so.
    3. A Fee may be charged for cancellation (see clause 20 below) unless you have arranged to
      transfer any unused funds to another Card managed by us for the Business.
    4. If, following distribution of the Available Balance to the Business, any further
      Transactions are found to have been made or charges or fees incurred using the Card or we
      receive a reversal of any prior Transaction, we will notify the Business of the amount and
      the Business must immediately repay us such amount on demand as a debt.
  14. Expiry & redemption

    1. The funds on the Account will no longer be usable following the Expiry Date of the most
      recent Card that was issued under the Account until a replacement Card is issued.
    2. The Card and this Agreement will terminate on the Expiry Date unless you are issued a
      renewal Card prior to the Expiry Date. You may not use the expired Card after the Expiry
      Date. If a Card expires before the Available Balance is exhausted, the Available Balance on
      the Expiry Date will be returned to the Business as set out in and subject to clause 13.
    3. We will have the right to set-off, transfer, or apply part or all of the Available Balance
      to satisfy all or any liabilities and fees owed to us by the Business that have not been
      paid or satisfied when due.
    4. Authorisation will be requested for a Transaction at the time of the Transaction. In the
      unlikely event, for any reason whatsoever, a Transaction is completed when there are
      insufficient funds on the Account for that Transaction which results in a Shortfall, the
      Shortfall will be repaid by the Business unless it is due to:

      1. an error on the part of the Merchant to which the Card was provided by you as the
        means of payment, or
      2. an error on the part of the Issuer.
    5. Should the Business not repay this amount immediately after receiving an invoice or
      notification from us or the Card Distributor, we reserve the right to take all steps
      necessary, including legal action, to recover any monies outstanding.
  15. Termination and suspension of Card and Account
    1. We may terminate the Agreement for any reason by giving you at least 30 days’ notice.
    2. We may terminate the Agreement without prior notice if:
      1. you breach an important part of this Agreement, or repeatedly breach the Agreement
        and fail to resolve the matter in a timely manner;
      2. we so agree with the Business;
      3. the Business fails to pay fees or charges that you have incurred or fail to cure any
        Shortfall, or
      4. we are required to do so by law or by the card scheme (for example, where the
        provision of the Card to you becomes unlawful).
    3. We may also terminate this Agreement or suspend the Card or Account without prior notice if:
      1. we reasonably believe the Card is deliberately being used by you to commit fraud or
        for other illegal purposes, or
      2. we discover that any of the information you provided us with when you applied for
        the Card was incorrect.
    4. If we terminate the Agreement without prior notice, we will tell you as soon as practicable
      afterwards unless we are prohibited by law from doing so.
  16. Lost and stolen Card and the right to a refund for unauthorised Transactions

    1. If you know or suspect that the Card is lost or stolen, or that the PIN code is known to an
      unauthorised person, or if you think a Transaction has been unauthorised, you must tell us
      without undue delay by calling us using the number set out in clause 2 of this Agreement.
    2. A Transaction will be considered to be unauthorised if you have not given your consent for
      the Transaction to be made by Authorising it. In order for any unauthorised Transaction
      amount to be refunded to the Account, you must report the Transaction without undue delay
      upon becoming aware of it. A refund cannot be made for any unauthorised Transaction reported
      after 30 days have passed following the debit date of the Transaction.
    3. Despite the possible 30 day’s refund period, a refund cannot be made for an unauthorised
      Transaction if the Transaction was correctly displayed in the Account activity online and
      you failed to inform us about the Transaction being unauthorised without undue delay upon
      seeing the Transaction in the Account activity online. In this respect we urge you to check
      the Account activity online on a regular basis and review the Transactions carefully.
    4. When you call using the contact details set out in clause 2, you will be asked to provide us
      with the Card’s number where possible and some other identifying details. If there is an
      Available Balance remaining in the Account, we will replace the Card for the Account.
      Alternatively, the Available Balance can be redeemed to the Business. If we replace the
      Card, the Card will be delivered to the registered address subject to possible Fees.
    5. We will refund as soon as possible, and no later than by the end of the day on which the
      unauthorised Transaction is reported by you, the full amount of any unauthorised Transaction
      reported by you, including any associated Fees and charges, provided you notify us of the
      Transaction in accordance with this Agreement except that:

      1. we will refund at the beginning of the next Business Day any unauthorised
        Transactions reported on a day that is not a Business Day or reported after 4:30 pm
        on a Business Day;
      2. if there is evidence that you acted fraudulently or have with intent or gross
        negligence failed to comply with the Agreement in relation to the use of the Card
        and safety of the Card’s security details, we will first carry out a prompt
        investigation to determine whether the Transaction was Authorised by you and will
        only refund if the investigation shows that the Transaction was not Authorised by
        you, and
      3. if the Card was lost or stolen or you have failed to keep your PIN or other security
        details safe from misappropriation, the Business will be liable for losses up to a
        maximum of 35 GBP (or equivalent in another currency) per instance of loss, theft or
        misappropriation.
    6. The Business will be liable for all losses incurred in respect of an unauthorised
      Transaction where you have acted fraudulently or have with intent or gross negligence failed
      to comply with the Agreement in relation to the use of the Card and safety of its security
      features.
    7. Except where you have acted fraudulently the Business will not be liable for any losses
      incurred in respect of an unauthorised Transaction arising after you notify us of the
      Transaction in accordance with the Agreement. The Business is not liable for any losses that
      occur where the Card has been used in a ‘card not present’ environment except where you have
      acted fraudulently or with intent or gross negligence.
    8. If there is evidence that you checked the online Account and did not notify us of the
      unauthorised Transaction without undue delay, we may not refund the Account.
    9. We reserve the right to investigate any disputed Transaction or misuse of the Card before
      and after a refund. In order to do so we may need more information and assistance from you
      and you are required to reasonably cooperate with any investigation by us or any law
      enforcement agency or other competent authority. If we make a refund following the claim and
      subsequently establish that the conditions for the refund have not been met, we may deduct
      it from the Available Balance after notifying you. If there is no sufficient Available
      Balance, the Business must repay us the amount immediately on demand.
  17. Our liability

    1. We will not be liable for any loss arising from:
      1. your inability to use the Card as set out or for any reason stated in clauses 10 and
        13;
      2. any cause which results from abnormal or unforeseen circumstances beyond our
        control, consequences of which would have been unavoidable despite all our efforts
        to the contrary, including but not limited to fault in or failure of data processing
        systems, lack of funds, maximum withdrawal limits set by ATM operators;
      3. a Merchant refusing to accept the Card;
      4. any issue with the goods or services that are purchased with the Card;
      5. any loss or theft that is reported later than 30 days following the debit date of
        the Transaction in question;
      6. our compliance with legal and regulatory requirements;
      7. our suspending, restricting or cancelling the Card or refusing to issue or replace
        it in accordance with clause 8 above, or
      8. loss or corruption of data unless caused by our wilful default.
    2. From time to time, your ability to use the Card may be interrupted, e.g. when we carry out
      maintenance to improve and keep the service running for our customers. If this happens, the
      Business may be unable to add funds to your Account, and/or you may be unable to:

      1. use the Card to enter into a Transaction, and/or
      2. obtain information about the funds available in your Account and/or about the recent
        Transactions.
    3. We will not be liable for any loss arising from such interruptions.
    4. We are also not liable for:
      1. business interruption, loss of revenue, goodwill, opportunity or anticipated
        savings, or
      2. any indirect or consequential loss arising from your total or partial use or
        inability to use the Card, or the use of the Card by any third party.
    5. To the fullest extent permitted by relevant law, and subject to clauses 16 and 18, our total
      liability under or arising from this Agreement will be limited as follows:

      1. where the Card is faulty due to our default, our liability will be limited to
        replacement of the Card; and
      2. where sums are incorrectly deducted from the Available Balance due to our fault, our
        liability will be limited to payment to the Business of an equivalent amount, and
      3. in all other circumstances of our default, our liability will be limited to
        repayment of the amount of the Available Balance.
    6. No party will be liable for, or be considered in breach of this Agreement on account of, any
      delay or failure to perform as required by this Agreement as a result of any causes or
      conditions which are beyond such party’s reasonable control and which such party is unable
      to overcome by the exercise of reasonable diligence.
    7. The above exclusions and limitations set out in this clause 17 will apply to any liability
      of our affiliates, such as Visa or other suppliers, contractors, agents or distributors and
      any of their respective affiliates (if any), to you, which may arise in connection with this
      Agreement.
  18. The right to a refund for Authorised and incorrectly executed Transactions
    1. A refund may be made for an Authorised Transaction if (i) your Authorisation of the
      Transaction did not specify the exact amount at the time of the Authorisation, and (ii) the
      amount exceeded what you would have reasonably expected taking into consideration your
      previous spending patterns and other relevant circumstances. A claim for a refund of such a
      Transaction must be made within 30 days from the date on which the funds were deducted from
      the Available Balance. We may require you to provide us with such information as is
      reasonably necessary to ascertain whether the conditions for the refund are met. Within ten
      (10) Business Days of receiving (i) the claim for a refund or (ii) where applicable, any
      further information we requested from you, we will either refund the full amount of the
      Transaction to the Account or provide you with justification for refusing the refund.
    2. In order to receive a refund to the Account for an incorrectly executed Transaction
      (including non-executed or defectively executed Transaction), you must report the
      Transaction without undue delay upon becoming aware of it. A refund will not be made for any
      incorrectly executed Transaction reported after 30 days have passed following the debit date
      of the Transaction.
    3. Despite the possible 30 days refund period a refund will not be made for an incorrectly
      executed Transaction if the Transaction was correctly displayed in the Account activity
      online and you failed to inform us about the Transaction being incorrectly executed without
      undue delay upon seeing the Transaction in the Account activity online. In this respect we
      urge you to check the Account activity online on a regular basis and review the Transactions
      carefully.
    4. As soon as practicable after you have notified us of a disputed Transaction in accordance
      with this Agreement, you must confirm the disputed Transaction in writing by email or by
      post, setting out full details of the Transaction and your reason for disputing it. You must
      provide us with all receipts and information that are relevant to the claim.
    5. Where we are liable for an incorrectly executed Transaction, we will without undue delay
      refund the amount of the Transaction to the Account, restore the Account to the state it
      would have been had the defective Transaction not taken place and refund any charges and
      interest that have arisen as a consequence of the non-execution or defective execution of
      the Transaction provided you notify us of the Transaction in accordance with this clause 18.
    6. If we make a refund following a claim and subsequently establish that the conditions for the
      refund have not been met, we may deduct it from the Available Balance after notifying you.
      If there is no sufficient Available Balance, the Business must repay us the amount
      immediately on demand.
    7. If you are not satisfied with the justification provided for refusing the refund or with the
      outcome of the refund claim, you may submit a complaint as described in clause 25.
  19. Changes to this Agreement
    1. We may change the Agreement by notifying you by e-mail or other agreed means 2 weeks before
      the change is due to take effect. You will be deemed to have accepted the notified change
      unless you tell us that you do not agree to the change prior to the change being effective.
      In this case, the Agreement will terminate upon expiry of the notice. You also have a right
      to terminate the Agreement immediately and without charge at any point during the notice. In
      such circumstances we will refund the Available Balance on the Account in accordance with
      clause 13 and you will not be charged a Fee for closing the Account.
    2. We may make immediate changes to the exchange rate used to convert money from one currency
      to another as part of a Transaction.
  20. Fees and limits

    1. We may charge Fees in connection with any of our services and facilities that you have made
      use of or requested based on our Fees Schedule. The Fees Schedule is subject to changes. The
      most recent update of schedule will be available on the Card Distributor’s Website or Card
      Distributor’s App.
    2. We may charge you an administration charge as set out in the Fee Schedule in the following
      circumstances:

      1. in the event that you make any payment to us that is subsequently reversed after
        sixty (60) days due to inadequate account information or inadequate KYC
        documentation, and
      2. to cover our reasonable costs and expenses in providing you with manual support on
        the Account not otherwise required under the Agreement (e.g. a request for legal,
        police, court or other judicial support).
    3. We may charge you a Fee for chargebacks as set out in the Fees Schedule where a receiving
      bank declines receipt of a payment following a request to transfer the funds from the Card.
    4. We have the right to review and change the amount of Available Balance you are able to have
      in the Account and the spending limits on the Card at any time and will notify you
      accordingly.
  21. Cardholder and Business details

    1. You must let us know as soon as possible if you change your name, address, phone number or
      e-mail address. If we contact you in relation to the Card or the Account, for example, to
      notify you that we have cancelled the Card, we will use the most recent contact details you
      have provided to us. We will not be liable to you if your contact details have changed and
      you have not informed us.
  22. Data protection
    1. You agree that we can use your personal information in accordance with our privacy policy
      which is set out at https://www.railsbank.com/privacypolicy. The Card
      Distributor may also use your personal information in accordance with its privacy policy
      which is set out on the
      https://banking.paywiser.com/CustomerPrivacyPolicy.html Please note that us
      and the Card Distributor are each independent data controllers. Each privacy policy includes
      details of the personal information collected, how it will be used, and who it is passed
      onto. You can tell us if you do not want to receive any marketing materials from us.
    2. To comply with applicable KYC-and anti-money laundering rules and regulations our bank, the
      Issuer, the Card Distributor and the relevant programme manager and/or any
      other business partner (all together a “Partner”) who will introduce the Cardholder to the
      Card Distributor and the Issuer, shall be entitled to carry out all necessary verifications
      regarding the Cardholders identity. The abovementioned Partner and the Card Distributor may
      use a recognised agency for this verification purposes (details of the agency used will be
      provided to you on request). In this respect, the Cardholder’s personal data will be
      transferred to the Card Distributor and the Issuer and will processed also outside the
      United Kingdom.
  23. Payment disputes with Merchants
    1. In relation to any dispute between you and a Merchant, provided you are able to satisfy us
      that you have already made all efforts to resolve the dispute with the relevant Merchant, we
      will attempt to assist you so far as is reasonably practicable. We may charge you a Fee as
      referenced in the Fees Schedule for any such assistance we may give you with any such
      dispute. If there is an irresolvable dispute with a Merchant in circumstances where the Card
      has been used for a Transaction, you will be liable for the Transaction and will have to
      resolve this directly with the relevant Merchant.
  24. Communication
    1. Unless required otherwise by other provisions of this Agreement, if you have an enquiry
      relating to the Card, you can call us using the contact details set out in clause 2.
    2. This Agreement is concluded in English. All communications with you will be in English.
    3. We may contact you by e-mail, text message or post unless provided otherwise under the
      Agreement. You must maintain a valid e-mail address, a valid mobile telephone number and a
      valid address registered with us and must notify us of any changes in your registered
      details without delay. You agree to check for incoming messages regularly.
    4. Any e-mail will be deemed received as soon as it is sent unless within 24 hours the sender
      receives a failure notice indicating that the email has not been transmitted. Any e-mail
      will be deemed received by the recipient on the day it is received in his e-mail inbox if
      received before 4.30 pm on a Business Day. If received at any other time, it will be deemed
      received on the next Business Day.
    5. Any communication or notice sent by post will be deemed received three (3) days from the
      date of posting for UK post or within five (5) days of posting for international post. Any
      communication or notice sent by text message will be deemed received the same day.
  25. Complaints

    1. If you are not satisfied with the Card or the way it is managed, tell us by contacting us
      using the contact details set out in clause 2 so that we can investigate the circumstances
      for you. You may also request to be provided with a copy of our complaints procedure at any
      time. Any complaints you have will be dealt with quickly and fairly and you agree to
      cooperate with us and provide the necessary information for us to investigate and resolve
      the complaint.
    2. We will endeavour to handle your complaint fairly and quickly, however, if you are not
      satisfied with the outcome, you may contact the Financial Ombudsman Service at Exchange
      Tower, London E14 9SR; telephone: 0800 023 4567 or 0300 123 9 123; website:
      http://www.financial-ombudsman.org.uk; and e-mail:
      [email protected].
    3. The European Commission’s online dispute resolution (“ODR”) platform is at:
      https://ec.europa.eu/consumers/odr/main/?event=main.adr.show. The ODR
      platform can be used to resolve disputes between the Issuer and consumers.
  26. Assignment
    1. We may assign this Agreement to another company at any time. If we assign the Agreement to
      another company you will be given prior notice of this. Unless you tell us within 2 weeks
      that you do not want to continue with the Agreement after the assignment, you agree that we
      can assign the Agreement in this way. Your rights will not be affected by such assignment
      should it happen. You may not assign the Agreement to a third party. Your right to terminate
      the Agreement under clause 13 is not affected.
  27. Governing law
    1. This Agreement will be governed by English law and the English courts will have exclusive
      jurisdiction regarding any legal proceedings between us.
  28. Protection of funds
    1. We ensure that once we have received the funds they are deposited in a secure account,
      specifically for the purpose of redeeming Transactions made by the Card. In the event that
      we become insolvent, funds against which the Issuer has already issued electronic money are
      protected against the claims made by creditors.
  29. Business opt-out
    1. Pursuant to regulations 40(7) and 63(5) of the Payment Services Regulations 2017
      (“PSR”) the parties agree that: (i) Part 6 PSR does not apply to the
      Agreement; (ii) the obligations set out in regulations 66(1), 67(3), 67(4), 75, 77, 79, 80,
      83, 91, 92 and 94 of Part 7 PSR do not apply to the provision of services under this
      Agreement; and (iii) that a different time period applies for regulation 74(1) of Part 7
      PSR.
  30. The Issuer of the Card

    1. The Card is issued by Payrnet Limited. whose company number is 09883437 and whose registered
      office is Kemp House, 152 City Road, London, United Kingdom, EC1V 2NX. Payrnet Limited is an
      electronic money institution authorised and regulated by the Financial Conduct Authority
      with register number 900594.
    2. Payrnet Limited. can be contacted by email – [email protected] Payrnet Limited’s web address
      is https://www.railsbank.com/payrnet. (This is the web address of
      PayrNet’s parent company, Railsbank Technology Limited, and Payrnet is a wholly owned
      subsidiary of Railsbank and provides regulated financial services to Railsbank
      customers.)
  31. Third Party Payment Service Providers
    1. This section 31 applies when you use the services of an AISP (or PISP). We may deny an AISP
      (or PISP) access to the online account connected to the Card for reasonably, justified and
      duly evidenced reasons relating to unauthorised or fraudulent access to the online account
      by that AISP (or PISP, including the unauthorised or fraudulent initiation of a
      transaction.) If we do deny access in this way, we will notify you of the denial and the
      reason for the denial in advance if possible, or immediately after the denial of access,
      unless to do so would compromise reasonably justified security reasons or is unlawful. We
      will allow AISP (or PISP) access to the online account once the reasons for denying access
      no longer apply.
Annex A – Fees Table

Please contact Paywiser for pricing quotation.

Terms and Conditions of

Cardwiser App

By downloading or using the app, these terms will automatically apply to you – you should make sure
therefore that you read them carefully before using the app. You’re not allowed to copy, or modify the app,
any part of the app, or our trademarks in any way. You’re not allowed to attempt to extract the source code
of the app, and you also shouldn’t try to translate the app into other languages, or make derivative
versions. The app itself, and all the trade marks, copyright, database rights and other intellectual
property rights related to it, still belong to Paywiser. Paywiser is committed to ensuring that the app is
as useful and efficient as possible. For that reason, we reserve the right to make changes to the app or to
charge for its services, at any time and for any reason. We will never charge you for the app or its
services without making it very clear to you exactly what you’re paying for. The Cardwiser app stores and
processes personal data that you have provided to us, in order to provide our Service. It’s your
responsibility to keep your phone and access to the app secure. We therefore recommend that you do not
jailbreak or root your phone, which is the process of removing software restrictions and limitations imposed
by the official operating system of your device. It could make your
phone vulnerable to malware/viruses/malicious programs, compromise your phone’s security features and it
could mean that the Cardwiser app won’t work properly or at all. The app does use third party services that
declare their own Terms and Conditions. Link to Terms and Conditions of third party service
providers used by the app

Google Play Services : https://policies.google.com/terms

You should be aware that there are certain things that Paywiser will not take responsibility for. Certain
functions of the app will require the app to have an active internet connection. The connection can be
Wi-Fi, or provided by your mobile network provider, but Paywiser cannot take responsibility for the app
not working at full functionality if you don’t have access to Wi-Fi, and you don’t have any of your data
allowance left. If you’re using the app outside of an area with Wi-Fi, you should remember that your terms
of the agreement with your mobile network provider will still apply. As a result, you may be charged by your
mobile provider for the cost of data for the duration of the connection while accessing the app, or other
third party charges. In using the app, you’re accepting responsibility for any such charges, including
roaming data charges if you use the app outside of your home territory (i.e. region or
country) without turning off data roaming. If you are not the bill payer for the device on which you’re
using the app, please be aware that we assume that you have received permission from the bill payer for
using the app. Along the same lines, Paywiser cannot always take responsibility for the way you use the app
i.e. You
need to make sure that your device stays charged – if it runs out of battery and you can’t turn it on to
avail the Service, Paywiser cannot accept responsibility. With respect to Paywiser’s responsibility for your
use of the app, when you’re using the app, it’s important to bear in mind that although we
endeavour to ensure that it is updated and correct at all times, we do rely on third parties to provide
information to us so that we can make it available to you. Paywiser accepts no liability for any loss,
direct or indirect, you experience as a result of relying wholly on this functionality of the app. At some
point, we may wish to update the app. The app is currently available on Android & iOS – the equirements
for both systems(and for any additional systems we decide to extend the availability of the
app to) may change, and you’ll need to download the updates if you want to keep using the app. Paywiser does
not promise that it will always update the app so that it is relevant to you and/or works with the Android
& iOS version that you have installed on your device. However, you promise to always accept
updates to the application when offered to you, We may also wish to stop providing the app, and may
terminate use of it at any time without giving notice of termination to you. Unless we tell you otherwise,
upon any termination, (a) the rights and licenses granted to you in these terms will end; (b) you must stop
using the app, and (if needed) delete it from your device.

Changes to This Terms and Conditions

We may update our Terms and Conditions from time to time. Thus, you are advised to review this page
periodically for any changes. We will notify you of any changes by posting the new Terms and Conditions
on this page.
These terms and conditions are effective as of 2020-12-18

Contact Us

If you have any questions or suggestions about our Terms and Conditions, do not hesitate to contact us at
[email protected].

Privacy Policy of

Cardwiser App

Paywiser built the Cardwiser app as a Free app. This SERVICE is provided by Paywiser at no cost and is
intended for use as is. This page is used to inform visitors regarding our policies with the collection,
use, and disclosure of Personal Information if anyone decided to use our Service. If you choose to use
our Service, then you agree to the collection and use of information in relation to this policy. The
Personal Information that we collect is used for providing and improving the Service. We will not use or
share your information with anyone except as described in this Privacy Policy. The terms used in this
Privacy Policy have the same meanings as in our Terms and Conditions, which is accessible at Cardwiser
unless otherwise defined in this Privacy Policy.

Information Collection and Use

For a better experience, while using our Service, we may require you to provide us with certain
personally identifiable information, including but not limited to Picture verification, mobile number,
voice biometrics. The information that we request will be retained by us and used as described in this
privacy policy. The app does use third party services that may collect information used to identify you.
Link to privacy policy of third party service providers used by the app

  • Google Play Services : https://policies.google.com/privacy
  • Apple Privacy Policy : https://www.apple.com/legal/privacy/en-ww/
Log Data

We want to inform you that whenever you use our Service, in a case of an error in the app we collect data
and information (through third party products) on your phone called Log Data. This Log Data may include
information such as your device Internet Protocol (“IP”) address, device name, operating system version,
the configuration of the app when utilizing our Service, the time and date of your use of the Service,
and other statistics.

Cookies

Cookies are files with a small amount of data that are commonly used as anonymous unique identifiers.
These are sent to your browser from the websites that you visit and are stored on your device’s internal
memory. This Service does not use these “cookies” explicitly. However, the app may use third party code
and libraries that use “cookies” to collect information and improve their services. You have the option
to either accept or refuse these cookies and know when a cookie is being sent to your device. If you
choose to refuse our cookies, you may not be able to use some portions of this Service.

Service Providers

We may employ third-party companies and individuals due to the following reasons:

  • To facilitate our Service;
  • To provide the Service on our behalf;
  • To perform Service-related services; or
  • To assist us in analyzing how our Service is used.

We want to inform users of this Service that these third parties have access to your Personal
Information. The reason is to perform the tasks assigned to them on our behalf. However, they are
obligated not to disclose or use the information for any other purpose.

Security

We value your trust in providing us your Personal Information, thus we are striving to use commercially
acceptable means of protecting it. But remember that no method of transmission over the internet, or
method of electronic storage is 100% secure and reliable, and we cannot guarantee its absolute security.

Links to Other Sites

This Service may contain links to other sites. If you click on a third-party link, you will be directed
to that site. Note that these external sites are not operated by us. Therefore, we strongly advise you
to review the Privacy Policy of these websites. We have no control over and assume no responsibility for
the content, privacy policies, or practices of any third-party sites or services.

Children’s Privacy

These Services do not address anyone under the age of 13. We do not knowingly collect personally
identifiable information from children under 13. In the case we discover that a child under 13 has
provided us with personal information, we immediately delete this from our servers. If you are a parent
or guardian and you are aware that your child has provided us with personal information, please contact
us so that we will be able to do necessary actions.

Changes to This Privacy Policy

We may update our Privacy Policy from time to time. Thus, you are advised to review this page
periodically for any changes. We will notify you of any changes by posting the new Privacy Policy on
this page.
This policy is effective as of 2020-12-18

Contact Us

If you have any questions or suggestions about our Privacy Policy, do not hesitate to contact us at
[email protected].