End User Terms of Service: Payment Services

Introduction

These terms of service govern your use and access to our services, including our website(s), our application programming interfaces (APIs), the Finverse Link user interface, and any information or content appearing therein (collectively our “Platform”).

Payment Services: Our Platform enables you to easily set-up one-time or recurring payments from an account you hold at a financial institution (your “Financial Institution”) to a party you have designated (the “Payment Counterparty”), or to receive payments from the Payment Counterparty. This can help you to send money to the Payment Counterparty, for example to purchase goods or services, transfer money to others, top-up accounts or wallets, or repay loans or credit cards. It can also help you to receive money from the Payment Counterparty, for example to receive invoice payments, loan disbursements or payroll. The Payment Counterparty uses Finverse to authenticate and initiate payments from, or to, your financial account, which helps it deliver its own services to you.

These terms

These terms of service are an agreement between you and Finverse Technologies Limited (“Finverse”, “we, “our” or “us”). By using our Platform to access Finverse’s services, you agree to these terms.

If you are using our Platform as a representative of an entity, you are agreeing to these terms on behalf of that entity, and represent that you have the necessary authority to do so.

Please note that these terms do not apply to the services we provide to developers who use Finverse’s APIs. Those services are covered by our Developer Terms of Use and other terms.

How we use your data

You should also read our End User Privacy Policy, which sets out how we collect and use your personal information.

Our payment services

Our payments services operate solely to facilitate payments from an account you hold at your Financial Institution (your “Payment Method”) to the Payment Counterparty, or from the Payment Counterparty to you. We are not and do not represent ourselves to be a bank, remittance agent, payment system or stored value facility as defined by the applicable laws in the jurisdictions where we are duly incorporated or operating.

By providing us (or the Payment Counterparty) with the details of your Payment Method and registering this Payment Method for payments to (or from) the Payment Counterparty, you consent and authorize us, in a voluntary and informed manner, to debit funds from (or send funds to) your Payment Method, on behalf of the Payment Counterparty.

Our platform supports several payment methods, including:

• Bank direct debit from (or to) your bank account (initiated by us, or the Payment Counterparty)

• Bank transfers from your bank account (initiated by you, e.g. FPS or PayNow payments)

• Card payments

Payments can be one-time or recurring (fixed or variable amounts and timing), depending on the authorization you provided when providing the details of the Payment Method.

For any payment, we will determine which payment method to use based on (i) the payment methods supported by your Financial Institution, (ii) the instructions received from the Payment Counterparty, and (iii) the Payment Method(s) you have registered and authorized with us.

Stored payment methods (bank direct debit and card payments)

For bank direct debit payments and some card payments, we will store your Payment Method details and set-up an electronic pre-authorization (the “Payment Authorization”) with your Financial Institution, allowing us to withdraw funds, on demand, from your Payment Method.

We will set-up a Payment Authorization only if we reasonably believe we have received your consent directly, through your Financial Institution, through a third-party payment gateway, or if the Payment Counterparty has represented to us that they have received your consent. We are not responsible for any misrepresentation by such third parties, including by the Payment Counterparty, regarding your consent.

When directed by the Payment Counterparty, we will initiate a debit from your Payment Method to pay the amount indicated by the Payment Counterparty. The timing, number and amount of these payments will be determined by the Payment Counterparty’s instructions to us, and may vary over time, and from payment to payment.

If we are unable to successfully collect a payment from your Payment Method, or if we are notified that your Payment Method has insufficient funds to complete the payment, we may re-attempt to collect a payment from your Payment Method multiple times. You agree that we will have no liability if we cannot successfully collect a payment from your Payment Method, or if your Payment Method has insufficient funds when we attempt (or re-attempt) to collect a payment from your Payment Method.

Fees

We will not directly charge you any fee for the provision of our payment services to you.

We will charge a fee to the Payment Counterparty for each payment debited from your Payment Method through our Platform, and for each Payment Authorization. These fees are negotiated contractually with the Payment Counterparty and may not be disclosed to you.

Your Financial Institution and the Payment Counterparty may each assess fees for payments made through our Platform. We are not responsible for these fees, or their disclosure to you. These fees may include surcharges for using certain payment methods or using our payment services, returned payment fees related to any insufficient funds transaction, and late payment fees or penalties if the Payment Counterparty does not receive a payment on time.

Changes to Payment Authorizations

If you wish to cancel or modify the Payment Authorization (e.g. direct debit authorizations), please contact your Financial Institution. Some institutions may allow you to manage your Payment Authorization through their online portal; others may require you to submit paper forms or use other channels. Neither we nor the Payment Counterparty will be automatically notified should you submit any changes to your Financial Institution regarding the Payment Authorization, and you acknowledge that we are not responsible for any such changes or their consequences.

In certain cases, the Payment Counterparty may also enable you to cancel or modify your Payment Authorization, or to change your Payment Method, through our Platform. The availability of this option may vary depending on the capabilities of the Payment Counterparty and your Financial Institution.

General payment terms

We are not responsible for any fees or losses you suffer that result from erroneous Payment Method information you provide to us.

You acknowledge that the Payment Counterparty is responsible for providing notice to you of the amounts to be debited from your Payment Method, and that we may not give you notice of any payments. The exact time that the Payment Method will be debited for a payment may vary depending on the processing capabilities of your Financial Institution.

We may process your payments directly from your Payment Method to an account held by the Payment Counterparty, or to an account held by us for subsequent settlement to the Payment Counterparty.

If we or your Financial Institution are unable to successfully debit your Payment Method for any reason, we may suspend your ability to make any further payments, at our sole discretion.

Third parties

Finverse is not responsible for any services provided by third parties or the acts or omissions of any third-party providers, including but not limited to any Payment Counterparty, Financial Institution or any other third party involved in executing payments between your Financial Institution and the Payment Counterparty.

We do not guarantee that the services provided by the Payment Counterparty will be free of interruption, data loss, security failures or any other errors, and will not be responsible for any such errors by the Payment Counterparty. The decision to use any of the services provided by the Payment Counterparty, and to pay the Payment Counterparty from your Payment Method (or get paid by the Payment Counterparty to your Payment Method) remains yours.

Your use of any of the services provided by the Payment Counterparty or by your Financial Institution, and these providers’ handling of your payments, is governed by separate terms between you and the applicable providers. We assume no responsibility and bear no liability for any consequences resulting from your interactions with the Payment Counterparty or your Financial Institution, and any associated disputes which may arise between you and the Payment Counterparty or your Financial Institution. In particular:

• The Payment Counterparty is solely responsible for determining the amounts and timing of any payments made from your Payment Method. In addition, the Payment Counterparty may represent to us that it has received your consent to set-up a Payment Authorization. We assume no responsibility and bear no liability for any payments from your Payment Method made through our Platform in accordance with the Payment Counterparty’s instructions or representations to us.

• Your Financial Institution is responsible for ensuring that any payments from your Payment Method are properly authenticated and authorized, including by verifying the authenticity and validity of the Payment Authorization. We assume no responsibility and bear no liability for any misuse of your Payment Method by any parties, including through our Platform. You should immediately notify your Financial Institution if you believe your Payment Method has been misused, including if you believe there has been any unauthorized transaction from your Payment Method.

We do not guarantee that your Payment Method or services provided by the Payment Counterparty will remain available or compatible with our Platform.

Use of the platform

You represent and warrant that you have all necessary rights to use your Payment Method to pay the Payment Counterparty through our Platform.

When using or accessing our Platform, you agree to comply with all applicable laws and regulations, including privacy laws, as well as any rules and guidelines that we post.

You agree not to misuse our Platform or help anyone else to do so. In particular, you agree not to do any of the following in connection with our Platform:

• Use or access anyone else’s Payment Method or related data without their explicit consent;

• Submit information about anyone else’s identity or Payment Method or that violates any third-party rights;

• Use our Platform for any unlawful, fraudulent or misleading purpose;

• Modify, reverse engineer or seek to gain unauthorized access to our Platform or related systems, data or source code;

• Bypass or circumvent measures designed to prevent or limit access to any part of our Platform, including by circumventing any security or authentication measures or service use limits;

• Rent, lease, provide access to or sublicense any elements of our Platform to a third party, or use our Platform on behalf of or to provide services to third parties;

• Re-sell or distribute for commercial benefit any data, content or information available on our Platform;

• Access our Platform for competitive purposes or publish any benchmark or performance information about our Platform, or

Use our Platform in any manner that could damage, disable, overburden, or impair the functioning of our Platform or interfere with, disrupt or negatively affect other users.

We reserve the right to limit your use of our Platform and the services we provide, including the right to restrict, suspend or terminate your access if we believe you are in breach of these terms or are misusing our Platform or any services we provide. In such cases, we also reserve the right to hold, return or reclaim your payments; to contact your Financial Institution, the Payment Counterparty, law enforcement or relevant regulators about your actions; and to take legal action against you in the jurisdiction(s) in which we operate.

We give you a personal, worldwide, royalty-free, non-assignable, non-transferrable, non-sublicensable, non-exclusive and revocable license to access and use our Platform, including any software or application as part of the services we offer. This license is for the sole purpose of enabling you to use and enjoy the benefit of our Platform as provided by us and in the manner as permitted by these terms.

This license to use our Platform will terminate if you do not comply with these terms or other additional terms or conditions imposed by us from time to time.

Tax implications of using our services

You are responsible for all, if any, applicable taxes arising from your use of our services. It is your sole responsibility and liability to determine what, if any, taxes apply to the payments you make, and to assess, collect, report and remit the correct taxes to the appropriate authority, including any relevant fines, penalties and liabilities associated thereof. We are not responsible for determining whether any taxes apply to your payments, or for calculating, collecting, reporting or remitting taxes associated with your use of our services.

Availability of our services

We are constantly changing and improving our Platform and the products or services we provide. We may from time to time change or discontinue any of the products or services we offer, or add or remove functionalities or features, and we may suspend or stop certain products, services, functionalities or features altogether.

We may release products, services, functionalities or features that we are still testing and evaluating. We may label such services as “beta”, “preview”, “early access” or “trial” or any words or phrases with similar meanings. You understand that these beta services are not as reliable as other products or services we offer.

We try our best to ensure that our Platform is always available, but we do not guarantee that the operation of or access to our Platform will be uninterrupted or continuous. Our Platform may be interrupted for maintenance, repairs, upgrades, network or equipment failures.

Our intellectual property rights

All intellectual property rights subsisting in our Platform or the products or services we provide belong to us or have been lawfully licensed to us. All rights under applicable laws are hereby reserved.

You must not copy, modify or create derivative works of our Platform, or remove any of our proprietary notices.

Our name “Finverse” and our marks and logos are our trademarks (be it registered or unregistered) and may not be used without our express prior written consent.

Feedback

We value and welcome feedback on our Platform. You agree that we are free to use, disclose, adopt and/or modify any feedback and any information (including any ideas, concepts, proposals, suggestions or comments) provided by you to use in connection with our Platform or any products or services we offer, without any payment to you.

You hereby waive and agree to waive any rights to claim for any fees, royalties, charges or other payments in relation to our use, disclosure, adoption and/or modification of any of your feedback.

Limitation of liabilities

Some countries or jurisdictions may not allow the following disclaimers, in which case these disclaimers will not apply to you.

To the fullest extent permitted by law, we (including our directors, employees or partners) expressly limit our liabilities in connection with or arising out of the provision of the Platform as follows:

• We provide the Platform and any products or services we offer on an “as is” and “as available” basis, and your use of our Platform is at your own risk;

• We give no assurance, representation or warranty of any kind (whether express or implied) about the Platform and any products or services we provide;

• We expressly disclaim all warranties and representations (for example, warranties of merchantability, fitness for a particular purpose, and non-infringement);

• We do not guarantee that use of the Platform will be uninterrupted or error-free, that any of the information you find on the Platform will be accurate, complete or up-to-date, or that we will maintain any data without loss; and

• We are not responsible for any delay or disruption in our Platform or any defect, viruses, bugs or errors.

To the fullest extent permitted by law, we (including our directors, employees or partners) are not liable to you or others for:

• Any indirect, incidental, special, exemplary, consequential or punitive damages of any kind; or

• Any lost profits, loss of use, lost or inaccurate data, failure of security mechanisms, financial losses, or loss of reputation,

relating to the use of our Platform or any products or services we offer.

We do not exclude or limit our liability to you where it would be illegal to do so. This includes any of our liability for fraud or making fraudulent misrepresentation in operating the Platform or providing the products or services we offer.

If you are using the Platform as a consumer, in some countries or jurisdictions you may have certain legal rights as a consumer. In such cases, nothing in these terms limit your legal rights as a consumer that may not be waived by contract.

Other than the types of liabilities that we cannot limit by law, our liabilities (including those of our directors, employees or partners) to you are limited, in aggregate, to the greater of (i) the amount you have paid us (if any) for the use of our Platform, and (ii) US$50.

Indemnity

You agree to indemnify and hold us (including our directors, employees or partners) harmless from and against all liabilities, damages, claims, costs (including legal fees and costs), and expenses in connection with or arising from (i) your breach of these terms, (ii) your use of our Platform and/or (iii) any misrepresentation made by you.

You also agree to fully cooperate with us in the defense or settlement of any claim in relation to or arising out of our Platform or these terms.

Governing law and dispute resolution

These terms are governed by and shall be construed in accordance with the laws of the Hong Kong Special Administrative Region.

Any dispute or claim arising out of or in connection with this Agreement or its subject matter (including non-contractual disputes or claims) shall first be referred to mediation at the Hong Kong International Arbitration Centre (HKIAC) in accordance with its then current mediation rules. If the mediation is abandoned by the mediator or is otherwise concluded without the dispute or difference being resolved, then such dispute or difference shall be referred to and determined by arbitration at HKIAC in accordance with its domestic arbitration rules.

Termination

These terms will continue to apply until terminated by either you or us as follows.

You may stop using the Platform any time by canceling the Payment Authorization through your Financial Institution, or through the Payment Counterparty (if available).

We reserve the right to suspend or terminate your access to our Platform at any time in our discretion, with or without notice and for any or no reason, including if we believe you have violated these terms. We will have no liability to you for any termination or suspension, nor will such action limit any other rights or remedies we may have. Except for your right to use the Platform, these terms will survive any termination.

Where we consider necessary or appropriate, we will report any breach of these terms to law enforcement authorities and we will cooperate with such authorities by disclosing your identity and providing any information about you within our systems to them.

Other important terms

Any delay we make in enforcing these terms does not waive our rights to enforce them later.

We may transfer our rights and obligations under these terms to another organization, including in connection with a merger, sale or other change of control.

You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.

If a court of competent jurisdiction finds part of these terms to be unenforceable for any reason, the remaining provisions will remain in full force.

These terms constitute the entire agreement between any user and us in relation to the use of the Platform. These terms supersede and extinguish all other agreements, promises, assurances, warranties, representations and understandings between any user and us, whether written or oral, in relation to the use of the Platform.

No one other than you or us have any right to enforce these terms under any applicable law.

You acknowledge that you will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these terms.

Changes of terms

We may modify these terms from time to time by posting the updated terms on our Platform. By continuing to use our Platform and our services after the changes come into effect, you agree to be bound by the revised policy. If you do not agree to the changes, your sole remedy is to cease using the Platform.

Languages

In case of discrepancies between the English and other language versions of this policy, the English version shall prevail.

Contact us

If you have any questions or problems relating to our Platform, please contact us at support@finverse.com.

If you have any questions about these terms, please contact us at legal@finverse.com or by mail at:

Finverse Technologies Limited

Attn: Legal

Rm 2004-06, Strand 50

50 Bonham Strand, Sheung Wan

Hong Kong