Vision Pay Comoros Ltd
Terms & Conditions of Service

TERMS OF USE
DISCLAIMER
OUR SERVICES
FEES
YOUR ACCOUNT
PAYMENT SERVICES
DIGITAL ASSET SERVICES
TRANSACTION LIMITS & ENHANCED DUE DILIGENCE
- Transactions Limits
- Enhanced Due Diligence
SUSPENSION, TERMINATION, AND CANCELLATION
- Suspension, Termination, and Cancellation
- Consequences of Termination or Suspension
LIABILITY
CUSTOMER FEEDBACK, QUERIES, COMPLAINTS
- Contact VPCL
- Complaints
CONFIDENTIALITY AND DATA PROTECTION
- Confidential Information
- Personal Data
SECURITY
GENERAL
APPENDIXES

1. TERMS OF USE

We are delighted that you have elected to open an account with Vision Pay Comoros Ltd (VPCL, the Firm or the Company) of your own volition and understand the risks of our tradable product.

You hereby agree and understand that by signing up to use an account with VPCL (licensed by MISA - MWALI International Services Authority, Comoros Union as VISION PAY COMOROS LTD ("VPCL") through www.baynpay.com or any of our Apps and APIs (collectively the "VPCL-Portal"), you are agreeing to enter into this user agreement (the "Agreement"). The Agreement is between you and VPCL (which include VPCL, its holding company and other affiliates that are part of VPCL Group), hereinafter, referred to as "we", "us", "our" and "VPCL". VPCL is located at P.B. 1257 Bonovo Road, Fomboni, Comoros, KM, East Africa.

We refer to the Deposit Orders and Digital Asset Services (all defined below) collectively as the "Services".

These terms and conditions ("Terms") apply to your ("user", "you", "your") use of the Services by way of baynpay.com [or any of our associated websites], APIs, or mobile applications (collectively, the VPCL-Portal).

By clicking "I Agree", and signing up to use an account, or otherwise using the website, you acknowledge that you have read, understood, and agree to be bound by the Terms, including the risks and disclosures as well as our AML, Risk Warning, Best Execution, Whistleblowing, Conflicts of Interest and Privacy Policy. If you do not agree with any of the Terms, your sole recourse is not to use or stop using the website or the Services.

VPCL reserves the right to amend the Terms from time to time based on discretion, at any time by posting an updated version on our website and App. We encourage you to check the Terms regularly for any amendments to them. If you have signed up to use an account, we will send an email notification of any amendments to the Terms to your registered email address. Your continued use of the VPCL-Portal or the Services will constitute your consent to the amended Terms.

2. DISCLAIMER

VPCL, under any condition, does not and cannot guarantee the value of any Digital Asset. You acknowledge and agree that the value of any Digital Asset is subject to high levels of volatility and that purchasing, selling, and holding Digital Assets involves high risk. You should be aware that the value of a Digital Asset can change rapidly, decrease, and potentially fall to zero. You should carefully consider whether to purchase, sell, and hold Digital Assets. Please do not use the Services if you are not able to bear the financial risk involved.

See clause 10 below for an explanation of how our liability is limited to the extent permitted by law.

3. OUR SERVICES

3.1. Eligibility

To be eligible to create an account with VPCL and use any of the services ("Services"), you must meet and continue to meet the following criteria and must not be a United States citizen:

If you are an individual, you are at least 18 (eighteen) years old;
If you are using the Services on behalf of a legal entity, you must be duly authorized to act on behalf of the legal entity, and the legal entity must be correctly formed or incorporated;
You reside in a country where the Services are available;
You have the legal power to consent to these Terms;
You will not use any of the Services if the laws of your country prohibit you from doing so;
You will provide all information (including identity, address, and financial information) required by us to open your Account or at any time afterward that we need to meet our obligations under applicable laws.

If at any time you do not meet any of these criteria, you must stop using the VPCL-Portal and the Services. We can close or suspend your Account at any time when you do not meet these criteria.

3.2. Accounts Deposit orders

VPCL provides a service (Deposit Orders) that enables you to make a money deposit to your VPCL account ("Account Wallet") to exchange into electronic credits issued by VPCL ("Accounts")

3.3. Digital Asset Transfers

By the nature of our business, the VPCL account ("Account Wallet") and hosted digital wallet ("Digital Asset Wallet") is able to house (via your own self custody storage) digital assets that are traded via our services. You at your own volition, may transfer digital assets you have procured outside of our service offering to your account. Any and all digital assets that are transferred to your account ("Account Wallet") will be subject to thorough Travel Rule Screening by us to ensure that digital assets such transferred are free and unencumbered; are not the proceeds of illicit finance; and are not derived from sanctioned entities or persons.

3.4. Digital Asset Services

The following services ("Digital Asset Services") may be provided to you by VPCL:

A hosted digital wallet ("Digital Asset Wallet") enabling you to store, transfer and manage your balances of accepted Digital Assets; and
Accepted Digital Assets - These are the Digital Assets that VPCL shall support, and they are listed on VPCL's website. The list of these assets shall be revised upon addition of new digital assets or in case of delisting of an asset.
VPCL shall notify the clients when in any situation where VPCL has a reasonable belief that a VA under custody has been compromised or is subject to a security risk.
A Digital Asset Brokerage service ("Digital Asset Brokerage") enables you to buy and sell Digital Assets and carry out such purchases or sales through VPCL-Portal. Among these, the following services are offered and here are the mechanics of how each product or service operates:
1. Trading: Our trading platform allows users to buy and sell cryptocurrencies. Users can place limit orders, market orders, and stop-loss orders. Our trading platform is based on a Bid /Offer system which matches buyers and sellers based on the price and quantity of the order.
2. Wallets: We provide digital wallets for our users to store their cryptocurrencies. Each wallet has a unique public address and private key. Users can deposit and withdraw cryptocurrencies from their wallets as per clause 3.3 of this Agreement.
3. Fiat on-ramp/off-ramp: We offer a fiat on-ramp/off-ramp service, which allows users to buy or sell cryptocurrencies using fiat currency. Users can deposit funds through various payment methods, such as bank transfers, credit/debit cards, or e-wallets. Similarly, users can withdraw their funds to their bank accounts or e-wallets.
4. OTC trading: We offer OTC trading services for selective accounts. and specific volume trades. Relevant Users can negotiate and agree directly with our OTC desk to execute relevant orders.
VPCL shall provide these services through its liquidity providers and related parties to ensure swift and appropriate execution and settlement of client instructions.

4. FEES

A full list of fees for Services can be found on the 'Fee Schedule' page of the VPCL website. You agree that VPCL may amend its Fee Schedule at any time and can inform you of any alterations made in any manner determined as appropriate, including posting the updated list of fees in the 'Fee Schedule' page of the website. In the absence of an objection being raised by you within thirty (30) days, the alterations are deemed to have been approved by you.

5. YOUR ACCOUNT

5.1. Opening of an Account

To use the Services, you will need to register for a verified account ("VPCL Account") by providing your full name, address, email address, date of birth, government issued identity and/or passport number, Address, password, telephone number, and accepting the terms of this Agreement, and other policies listed at point of account opening. You are fully responsible for all activity that occurs under your VPCL Account. We may, at our sole discretion, refuse to open a VPCL Account or provide a service for you.

5.2. Identity Verification

You agree to provide us with the information we request for the purpose of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime, as set out in Appendix 2 (Verification Procedures and Limits) and grant us the right to keep a record of the information. You will need to complete certain verification procedures before you are permitted to start using the Services and to access specific Services, and the limits that apply to your use of the Services may be altered because of information collected on an ongoing basis.

The information we request may include certain personal information including, but not limited to, your full name, your residence address, your registered mobile number, valid email address, your date of birth, your passport and national ID numbers and expiry dates, and information regarding your bank account (bank name, bank address, bank account holder name, the SWIFT/BIC code, the IBAN number, and the account number), in addition to verifying the source of funds (bank statements, salary certificate).

You confirm that any information pertaining to verification provided by you is accurate. Additionally, you consent to keep us updated if any of the information you provided changes. All of the information provided to us will be treated according to our Privacy Policy.

You provide us with the authority to make inquiries, directly or through third parties, that we deem necessary to confirm your identity and to protect you and/or us from financial crime and subsequently, act where necessary. When carrying out these inquiries, your information may be disclosed to the relevant financial crime and monetary agencies. Additionally, we may require you to wait for 1-3 working days after completion of a transaction (but in any event no longer than 4 working days) before permitting you to use further Services and/or before allowing you to transact a certain volume limit.

5.3. Third-party access

If you grant express permission to a third-party to access or connect to your VPCL Account, you acknowledge that granting permission to a third-party to take specific actions on your behalf does not relieve you of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third-party with access to your VPCL Account and any action of such third-party shall considered to be an action authorized by you. Further, you acknowledge and agree that you will not hold VPCL responsible for and will indemnify VPCL from any liability arising out of or related to any act or omission of any third-party with access to your VPCL Account.

6. PAYMENT SERVICES

6.1. Accounts Deposit Order

To undertake an “Deposit Order” transaction, several funding channels are available to you through the VPCL-Portal, which are debit cards, credit cards, bank transfers and digital asset in transfers. Crediting funds may be done manually. When your Account Deposit Order is confirmed, the funds are credited to your Account Wallet.

The Account Wallet is not a deposit or investment account. VPCL will only hold funds received from users in a designated safekeeping account. Fiat money held in Account Wallet will not earn any interest.

6.2. Purchase and Sell Digital Assets

You may purchase accepted Digital Assets by using Accounts credited to your Account Wallet. To carry out a Digital Asset Transaction using Accounts, you must follow the relevant instructions available on the VPCL-Portal. You authorize us to debit your Accounts in your Account Wallet before delivering and settling Digital Assets to your Digital Asset Wallet.

You may sell Digital Assets in exchange for Fiat money. You authorize us to debit your Digital Asset Wallet and credit your Account Wallet with the relevant amount of funds.

6.3. Revocation

When you give us instructions to purchase or sell Digital Assets, you cannot withdraw your consent to that Digital Asset transaction, once execution instructions are initiated. Upon receipt of instructions, we will execute and settle transaction resulting from said transactions.

6.4. Unauthorized and Incorrect Transactions

Where a purchase or sale of a Digital Asset is initiated from your Account Wallet using your credentials, we will assume that you authorized such a transaction, unless you notify us otherwise.

If you believe that such a transaction using your Account Wallet has been carried out without your authorization, or if you have reason to believe that a transaction using your Account Wallet has been incorrectly carried out or is incomplete, you must contact us within 48 hours.

It is important that you regularly check your Account Wallet balance and your transaction history to ensure that any unauthorized or incorrect transactions are identified and notified to us at the earliest opportunity.

Except as provided by clause 6.7 of these Terms or applicable law, we are not responsible for any claim for unauthorized or incorrect transactions.

During any investigation of any actual or potential unauthorized or incorrect transaction, we reserve the right to suspend your Account to avoid further losses.

6.5. Redeeming Fiat Deposit Orders

You may redeem all or part of your funds held in your Account Wallet at any time by selecting the relevant option on the website, App and API’s and following the instructions. Your funds will be transferred to the bank account associated with your VPCL account unless expressly agreed otherwise in writing by VPCL. If the Services are terminated, we will redeem any funds remaining in your Account Wallet and transfer the funds to the personal bank account you have registered with us. Prior to redeeming your funds from your Account Wallet, we may conduct checks for the purposes of preventing fraud, money laundering, terrorist financing, and other financial crimes. This may mean you are prevented or delayed from withdrawing funds until those checks are completed to our reasonable satisfaction in order to comply with our regulatory requirements.

6.6. Account Information

You will be able to see the balances of Account Wallet and Digital Asset Wallet and your transaction history using the VPCL-Portal, including the amount and currency of each Digital Asset purchase, any fees charged (including the breakdown of fees), where there has been a currency exchange, the rate of exchange and the amount in the new currency, and the credit or debit date of each Digital Asset purchase or sale.

6.7. Refund Rights

Unauthorized Transactions

If an Unauthorized Transaction occurs as a result of our failure, we will refund you the amount of that transaction by no later than the end of the next business day after becoming aware of the Unauthorized Transaction and restore your Account Wallet to the state it would have been in had the Unauthorized Transaction not taken place. Generally, you will be liable for losses incurred where:

The Unauthorized Transaction arises from the use of lost or stolen credentials when you have failed to keep the login details of your Account Wallet account secure), and
If you are fraudulent, or you intentionally or negligently fail to carry out your obligations under this Agreement, and this results in the Unauthorized Transactions (for example you deliberately share your email and password with a third party, or are grossly negligent in keeping your email and password secure), you will be liable for all resultant losses as a result of any such Unauthorized Transactions.

Where there is a dispute between us and you regarding whether or not a transaction is an Unauthorised Transaction, we may temporarily credit your Account Wallet whilst we settle the dispute. Where we determine that the transaction was authorized, we may reverse that credit and correct errors made in any statement of your Account Wallet without prior notice to you, although please note that during this period your Account Wallet may be temporarily locked to avoid further Unauthorized Transactions. You will also be liable to us (as a debt) for any funds you have transferred that were temporarily credited to your Account Wallet.

You agree to inform VPCL within 30 days from the date of the transaction that has taken place on your VPCL account, where your Account wallet is credited with crypto or money that does not pertain to you or was credited erroneously to your account. Should you fail to report it within 30 days, VPCL reserves the right to take suitable legal action against you to recover any such proceeds that you have received whether in the form of crypto or money transaction. You agree that by accepting these terms you irrevocably waive all defences to your obligation to return the funds (crypto or money) credited to your Account wallet due to a system error.

Incorrect Transactions

Should an error or action emanating from VPCL result in an Incorrect Transaction, we will refund your VPCL wallet with the amount of the transaction without undue delay and endeavour to provide you with sufficient notice. Should an Incorrect Transaction result in you incurring charges and/or interest, we will pay for those charges and/or interest. Should you initiate any Incorrect Transaction, we shall on your request try to trace such a transaction.

7. DIGITAL ASSET SERVICES

7.1. In General

Your Digital Asset Wallet enables you to send, store, and receive Digital Assets from third parties by giving instructions through the VPCL-Portal (each transaction is a “Digital Asset Transaction”). The Digital Asset Service enables you to: (1) buy Digital Assets using Accounts deposited into your Account; or (2) sell Digital Assets stored in your Digital Asset Wallet and receive funds in your Account wallet.

7.2. Deposit Order Transactions

You may purchase accepted Digital Assets by linking valid payment methods to your VPCL account. You will have to initiate a payment from your personal bank account to VPCL’s bank account after which we will deposit the funds into your VPCL account. Conversely, you can initiate a payment using a credit or debit card through our platform after which the funds will be deposited into your VPCL account.

You may sell a Digital Asset in exchange for funds in a currency supported by VPCL. In such transactions, you authorize us to debit Digital Assets from your VPCL account. Should you wish to withdraw funds from your VPCL account to your personal bank account, you can place a Money Withdrawal Order on the “Withdrawal” page, and your order will be processed within our standard processing times.

In adherence to the regulations of MISA, Services are only available in connection with the accepted Digital Assets. Under no circumstances should you attempt to use your VPCL account to store, send, or receive Digital Assets in any form that we do not support. We assume no responsibility or liability in connection with any attempt to use your VPCL account for Digital Assets that we do not support.

VPCL will make reasonable efforts to fulfill all purchases of Digital Assets, but under some circumstances, we may not be able to do so. Should this be the case, we will notify you and seek your approval to reattempt the purchase at the prevailing Exchange Rate (Section 7.6).

VPCL will charge a fee ("Conversion Fee") for each Digital Asset purchase or sale transaction. The applicable Conversion Fee will be displayed to you on the website prior to each transaction and is stated in each confirmation that we issue to you. Should the aggregate of the Conversion Fee and any other fees related to the transaction exceed the value of the transaction itself, we will not process the transaction. You can find a full list of VPCL's fees on our "Fee Schedule" Page on VPCL website.

Each purchase or sale of a Digital Asset is also subject to the Exchange Rate for the given transaction. The Exchange Range means the price of a given accepted Digital Asset in fiat money as quoted on the website. The Exchange rate is stated as a "Buy Price" or "Sell Price", which is the price that you may purchase or sell a Digital Asset respectively.

VPCL will be authorized to initiate a Digital Asset Transaction at the quoted "Buy Price" or "Sell Price" and the associated Conversion and/or Exchange Fees when you click the "Buy" or "Sell" button on the website. Any transaction that is marked as complete or pending cannot be cancelled or reversed. In the case where you have insufficient Accounts in your E-Money Wallet, your transaction will be immediately rejected.

7.3. Supported Digital Assets

7.4. Digital Asset transaction fulfillment

7.5. Conversion Fees

7.6. Exchange Rates

7.7. Authorizations; Reversals; Cancellations

8. TRANSACTION LIMITS & ENHANCED DUE DILIGENCE

8.1. Transactions Limits

The use of all Services is subject to a weekly transaction limit where you may transact or transfer within that limit. For further details, please see Appendix 2 (Verification Procedures and Limits). To view your limits, log in to your VPCL account.

Your transaction limits may vary depending on the verification tiers you have completed. We reserve the right to change applicable weekly limits as we deem necessary. If you wish to raise your limits beyond the posted amounts, you may submit a request through your VPCL account.

8.2. Enhanced Due Diligence

If you wish to raise your weekly transaction limits, we may require you to submit additional information about yourself and/or, your source of funds, and may request a meeting with VPCL staff ("Enhanced Due Diligence"). Completing the Enhanced Due Diligence does not guarantee that your limits will be raised. Based on our discretion, we may also lower your limits at a subsequent time.

9. SUSPENSION, TERMINATION, AND CANCELLATION

9.1. Suspension, Termination, and Cancellation

VPCL may: (a) refuse to complete, block, cancel or reverse a transaction authorized by you even after funds have been debited from your VPCL account; or (b) restrict, suspend, or terminate your access to any Services; or (c) deactivate or cancel your VPCL account with immediate effect for any reason, including but not limited to:

We need to do so to protect our reputation and goodwill;
We are required to do so by applicable law and regulation or any other legal authority to which we are subject in any jurisdiction including a court order;
We reasonably suspect you of acting in breach of the Terms;
We reasonably suspect you have breached our Policies (as set out in Appendix 1);
We have concerns that a transaction is erroneous or about the security of your VPCL Account or we suspect the Services are being used in a fraudulent or unauthorized manner;
We suspect money laundering, terrorist financing, fraud, or any other financial crime is being committed;
Use of your VPCL account is subject to any pending litigation, investigation, or government proceeding, and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your VPCL Account activity; and/or
You take any action that may circumvent our controls such as opening multiple VPCL accounts or abusing promotions that we may offer from time to time.

We may also refuse to complete or block, cancel or reverse a transaction you have authorized where there are insufficient Accounts in your Account Wallet or Digital Assets in your Digital Asset Wallet to cover the transaction and (where applicable) associated fees at the time that we receive notification of the transaction or if your credit or debit card or any other valid payment method linked to your VPCL account is declined.

In the case where we refuse to complete a transaction and/or suspend, restrict or close your VPCL account, and/or terminate your use of Services, we will notify you and explain the reasons behind the refusal, suspension, restriction, or closure. If appropriate, we will provide you with the necessary information to rectify the errors which led to the refusal, suspension, restriction, or closure. In the event that we refuse to complete a transaction and/or suspend your VPCL Account, we will lift the suspension or complete the transaction as soon as reasonably practicable should the reasons that led to the refusal or suspension cease to exist. In the case where a transaction has been suspended, reversed, or cancelled, VPCL is not obliged to reinstate the transaction at the same price or terms.

We may suspend, restrict, or terminate your access to any or all of the Services and/or deactivate or cancel your VPCL Account, without reason by giving you one week's notice. You acknowledge that based on confidential information and our risk management and security protocols, we may take certain actions, including limiting access to, suspending, or closing your VPCL Account. You agree that we are not obliged to disclose details of our risk management and security protocols to you.

9.2. Consequences of Termination or Suspension

Upon termination of the Services and our relationship under these Terms for any reason, unless prohibited by applicable law or by any court or other order to which VPCL is subject in any jurisdiction, you are permitted to access your VPCL Account for seven (7) days thereafter for the purposes of transferring Accounts and/or Digital Assets.

You are not permitted to use the Services or your VPCL Account for any other purposes during these periods and we may, at our discretion, limit the functionality of the VPCL-Portal for you accordingly.

If we suspend or close your account or terminate your use of Services for any reason, we reserve the right to require you to re-complete the procedures outlined in Section 5.2 (Identity Verification) before permitting you to transfer or withdraw Digital Assets or Accounts. You may cancel your VPCL Account at any time by withdrawing all balances. You will not be charged for cancelling your VPCL Account, although you will be required to pay any outstanding amounts owed to us. Should you cancel your VPCL Account, VPCL will be authorized by you to suspend or cancel any pending transactions.

10. LIABILITY

10.1. Release of VPCL

If you have a dispute with one or more users of Services (other than VPCL), you agree that neither we nor our affiliates or service providers, nor any of our directors, employees, and representatives, will be liable for any direct or indirect damages, demands or claims of any kind or nature that arises from or is connected to such disputes.

10.2. Indemnification

You agree to indemnify VPCL, our affiliates and service providers, and each of our or their respective officers, directors, agents, employees, and representatives, in respect of any liabilities, losses, and costs (including legal fees and any fines or fees imposed by any regulatory authority) that have been reasonably incurred in connection with any claims, demands or damages arising out of or related to your breach and/or our enforcement of these Terms or any of our Policies, or your violation of any law, rule or regulation, or the rights of any third-party.

10.3. Limitations of Liability

VPCL will only be liable to you for loss or damage caused directly and reasonably foreseeable by our breach of this Agreement and our total aggregate liability to you for any individual claim or series of connected claims shall be limited to a maximum aggregate value of the combined value of the Accounts and Digital Assets in your VPCL account at the time of the relevant claim. When a specific claim relating to a specific Digital Asset Transaction is being considered, the claim value shall be limited to the purchase/sale of the Digital asset Transaction in dispute.

10.4. Limitation of Loss

In addition to the Limitations of Liability in Section 10.3 above, in no event under this Agreement or in connection with this Agreement or otherwise shall VPCL, our affiliates or service providers, or any of our or their respective directors, employees, or representatives be liable for any of the following types of loss or damage:

Any loss of expected or actual revenue or profits, whether directly or indirectly even if we knew or should have known or were advised of the possibility of the same.
Any loss of business and/or customers and/or revenue, and/or damage to reputation or goodwill whether directly or indirectly, even if we were advised or have been made aware of such a possibility;
Any loss due to the use of data (including corrupted data), hardware or software, including but not limited to any losses related to Digital Asset price data errors, interruptions, or delays in transmission of such data; and
Any loss or damage whatsoever which does not arise directly because of our breach of this Agreement (whether or not you are able to prove such loss or damage).

10.5. Limitation of liability as permitted by law

The limitation of liability by VPCL in this Section is only to the extent permitted by the laws and regulations of the Moheli, Comoros Union. In the case of gross negligence, deliberate misconduct, fraud, personal injury, or death resulting from either our or any of our subcontractors' negligence, nothing in this Agreement shall limit our liability.

10.6. No warranties

To the extent permitted by law the Services are provided on an "as is" and "as available" basis, with no further promises made by us around the availability of the Services, its suitability for a particular purpose, and/or non-infringement. We do not make any promises that access to the website, any of the Services, or any of the materials contained therein, will be continuous, uninterrupted, timely, or error-free.

We make no representations about the accuracy, order, timeliness, or completeness of historical Digital Asset price data available on the website. We make no representations about the accuracy, order, timeliness, or completeness of historical Digital Asset price data available on the website. We will make reasonable efforts to ensure that requests for credits and debits involving bank accounts, credit, and debit cards are processed in a timely manner, but VPCL cannot guarantee the processing completion duration which is dependent on factors outside of our control.

With respect to your use and access to Services and website, you hereby acknowledge and agree that you have not relied on any statement or understanding (written or oral) except those set forth in this Agreement.

10.7. No Liability for Circumstances Beyond Our Control

VPCL is not liable for any breach of the Agreement, including interruption of service or delays, where they arise directly or indirectly from abnormal and unforeseeable and unavoidable circumstances beyond our control ("Force Majeure"); nor are we liable where the application of any mandatory legal rules have resulting in the breach.

11. CUSTOMER FEEDBACK, QUERIES, COMPLAINTS

If you have any feedback, questions, or complaints, contact us via our 'Support' page. When you contact us, please provide us with your full name, email address, phone number, and any other information we may need to identify you, your VPCL Account, and the transaction in question.

In the event of a complaint about the Services of VPCL, complaints can be submitted by letter, telephone, fax, email, or in-person to:

E-mail: hello@baynpay.com

Postal Address: Attention: Customer Support Desk, Vision Pay Comoros Ltd, P.B. 1257 Bonovo Road, Fomboni, Comoros, KM, East Africa

Alternatively, you can contact us via our "Support" webpage. Customers may approach the "support desk" of the company using links displayed on the company's website. The desk shall tend to each complaint, including but not limited to, those raised concerning operations under a business continuity plan (BCP), if triggered by unavoidable extrinsic circumstances.

VPCL shall aim to acknowledge and/or answer the complaint within five (5) working days of receipt of the complaint. VPCL shall aim to respond to the complaint within four (4) weeks of receiving the complaint, explaining our position and how we propose to deal with the complaint.

If you are not satisfied with the final written reply from VPCL, you can forward the complaint to MISA within thirty (30) calendar days from the date of receiving the final written reply from VPCL.

12. CONFIDENTIALITY AND DATA PROTECTION

12.1. Confidential Information

Any information pertaining to your private affairs is considered "Confidential information". We may disclose any Confidential Information that is available in our records:

With your prior consent,
In compliance with the provisions of any law or international agreements to which the Comoros Union is a signatory;
In the process of executing an order issued by a court in Fomboni-Island of Moheli- Comoros Union;
And/or for the purpose of implementing an instruction given by a competent regulatory or supervisory authority.

Further, in order to comply with our legal and regulatory obligations, to satisfy requirements from national and international regulators and other authorities, in particular in relation to money laundering, terrorism, and fraud prevention, to conduct system management, supervision, compliance, litigation, regulatory and internal investigations or other risk management related tasks, we may disclose to and share Client Data (defined in clause 12.2 below) with other affiliates of VPCL and their personnel, sub-contractors, agents, professional advisers and the other third parties described in clause 12.2 below. You acknowledge and agree that, for these purposes, the Client Data may be transferred to other jurisdictions.

12.2. Personal Data

You acknowledge that any personal data relating to you and/or any other associated individuals, in connection with this Agreement or Services, may be processed by us. Accordingly, you represent and warrant that:

Disclosure of personal data of individuals other than yourself provided to us must be accurate, up to date, relevant, and in accordance with the applicable data privacy laws.
Before providing any such personal data to us, you have read and understood our Privacy Policy which is also available at VPCL website. In the case of you providing personal data of an individual other than yourself, you have provided that individual with a copy of that Privacy Policy; and
If we amend our Privacy Policy, you will promptly read that notice and provide a copy to any other individual whose personal data has been provided.

You acknowledge and authorize us to collect, use, transfer and exchange any and all documents, data, and information (including sensitive personal information and 'Confidential Information', as defined in relevant data privacy laws of Moheli, Comoros Union in relation to your VPCL account and your relationship with us ("Client Data"), and permits us, our affiliates and any other third-party to store and process such Client Data by mail, phone or electronic means (including the use of our own or third-party networks).

VPCL's operations are supported by a network of computers, servers, and other information technology infrastructure, which includes infrastructure third-party service providers (including cloud service providers). You acknowledge and agree that, for the purposes described above, the Client Data may be transferred to other jurisdictions.

You understand that the data protection laws outside the Moheli, Comoros Union may not give you as much protection as the data protection legislation inside the Moheli, Comoros Union. For purposes involving information warehousing within a single jurisdiction, such disclosure may involve the transfer of data in order to coordinate the Services.

You release us from our duty to maintain bank client confidentiality insofar as this is required to protect VPCL's justified interests, specifically if you (or a third party for you) takes legal action against us, to protect VPCL's claims and to collect claims against you held by us as well as in the event of allegations made by you (or by third parties for you) against VPCL whether in public or to authorities or self-regulatory bodies (whether in the Moheli, Comoros Union or not).

We reserve the right to monitor, log, or intercept any communications between you and us, as permitted by law, for internal training, regulatory or other purposes.

13. SECURITY

13.1. Password Security

In order to access Services, you will be required to create or will be given security details, including a username and password. You are responsible for keeping the electronic device through which you access Services safe and maintaining adequate security and control of any and all security details that you use to access Services. This includes taking all reasonable steps to avoid the loss, theft, or misuse of such electronic devices and ensuring that such an electronic device is both encrypted and password protected.

Any loss or compromise of your electronic device or your security details may result in unauthorized access to your VPCL Account by third parties and the loss or theft of any funds, Digital Assets, and/or funds held in your VPCL Account and any associated accounts, including your linked bank account(s) and credit card(s). You should keep your VPCL Account security details safe at all times.

You should never allow remote access or share your computer screen with someone else when you are logged on to your VPCL Account. VPCL will never under any circumstances ask you for your IDs, passwords, or two-factor authentication codes or to screen share or otherwise seek to access your computer or account. You should not provide your details to any third party for the purposes of remotely accessing your VPCL account. unless specifically authorized in accordance with the Third-Party Access Sections and Appointment of Regulated Third Parties Section. Always log into your VPCL Account through the website to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.

VPCL assumes no responsibility for your VPCL Account login details being compromised due to no fault of VPCL and/or failure to follow the requirements set out in this Section or acting on any notices sent to you.

13.2. Authentication and Verification

In order to access Services users are required to provide an email address and create a password. VPCL offers two-factor authentication via a user's mobile device (Short Message Service or a supported Time-based One Time Password application). A verified mobile number is required to enable two-factor authentication via SMS. Users are responsible for keeping electronic devices through which Services are accessed safe and maintaining adequate security and control of any and all security details that are used to access Services, including password protection and steps to avoid the loss of said electronic devices. Any loss or compromise of personal electronic devices or security details may result in unauthorized access of a user's VPCL Account by third parties and the loss or theft of any funds, Digital Assets, and/or funds held in your VPCL Account, and the misuse of any associated accounts, including linked bank account(s) and credit/debit card(s).

13.3. Security Breach

If you suspect that your VPCL Account or any of your security details have been compromised or if you become aware of any fraud or attempted fraud or any other security incident (including a cyber-security attack) affecting you and/or VPCL (together with a "Security Breach"), you must notify VPCL as soon as possible by contacting our Support Team and ensuring that you continue providing us with up to date and accurate information throughout the duration of the Security Breach. You must take any steps that we may require to manage, reduce, or report any Security Breach. If you fail to provide VPCL with prompt notification of any Security Breach, we will take this into consideration when determining how to appropriately resolve the matter.

13.4. Safety and Security of Your Computer and Devices

VPCL is not liable for any damage or interruptions caused by any computer viruses or other malicious code that may affect your computer or other equipment, or any phishing, spoofing, or other attacks. We strongly advise you to use a reputable antivirus program and take extra caution when reviewing any SMS purporting to originate from VPCL.

14. GENERAL

14.1. Disclosure and Risks

Conflict of Interest Policy
1. There may be circumstances where a conflict of interest between VPCL and you may arise. VPCL has established procedures to identify such situations. Subject to clause 14.1(a)(ii) below, where a conflict of interest is identified, VPCL believes that the interests of its clients, including your interests, can be properly safeguarded through the implementation of and adherence to adequate and appropriate policies and procedures.
2. VPCL and other members of the VPCL may have an interest, relationship, or arrangement ("Interest") in any Services offered by VPCL. Such an Interest may not be separately disclosed to you before or at the time you enter into any Service, a transaction, or any other arrangement relating to the Service upon the advice or recommendation of VPCL.
Risk Disclosures
The following are material risks associated with the Services but are not limited to:
1. a digital asset is not a legal tender and is not backed by the government of Moheli, Comoros Union;
2. the value, transfer, exchange, or use of Digital Assets may be affected by regulatory and/or legislative changes at both a national and international level;
3. any transaction in Digital Assets may be irreversible and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable;
4. some Digital Assets transactions may be deemed to be made when recorded on a public ledger, which is not necessarily the date or time that you initiate the transaction;
5. the value of Digital Assets may be derived from the continued willingness of market participants to exchange fiat currency for Digital Asset, which could result in a total loss of value of a particular Digital Asset should the market for it disappear;
6. significant losses may be incurred over a short period due to the volatility and unpredictability of the price of Digital Assets relative to fiat currency;
7. the nature of Digital Assets may lead to an increased risk of fraud or cyber-attacks;
8. the nature of Digital Assets means that any technological difficulties experienced by the licensee may prevent the access or use of your Digital Assets; and
9. Client's Virtual Assets and Fiat Assets are not accorded any deposit protection mechanism from VPCL.

14.2. Confirmations

Upon completion of any transaction, VPCL shall provide you a confirmation note containing the following information: (a) the type, value, date, and the precise time of the transaction; (b) the fee charged; (c) the exchange rate, if applicable; (d) the name and contact information of VPCL, including a telephone number established by VPCL to answer questions and register complaints.

14.3. Your Compliance with Applicable Law

You must comply with all applicable laws, regulations, licensing requirements, third-party rights, and without limitation, data privacy laws in your use of Services.

14.4. Limited License

Subject to the terms of this Agreement, to access and use the website, App and API's and related content, materials, and information (collectively, the "Content"), we grant you a limited, non-transferable, and non-exclusive license solely for purposes approved and permitted by us. Any other use of the website or Content is expressly prohibited and all other rights, title, and interest in the website or Content is exclusively the property of VPCL and its licensors. You agree that the Content, in whole or in part, shall not be copied, modified, exploited, published, or transferred.

14.5. Export Controls & Sanctions

Your use of Services and the website, App and API's is subject to international export controls and economic sanctions requirements. By executing a Fiat Deposit Order, or by sending, receiving, buying, selling, or storing Digital Assets through the VPCL-Portal or Services, you agree that you will comply with those requirements.

You are not permitted to use any of the Services through the VPCL-Portal if:

You are a national or resident of Cuba, Iran, North Korea or any other country subject to international sanctions (a "Sanctioned Country"); or
You intend to supply any acquired or stored Digital Assets or Services to a Sanctioned Country (or a national or resident of a Sanctioned Country). Services will not be provided to any of the OFAC (sanctioned) countries in accordance with the laws of the Moheli, Comoros Union. If you are making any such prohibited payments or wallet transactions, we may lower your transaction limits and suspend or terminate your account.

14.6. Amendments

We will notify of you of any change to the Agreement relating to Services by email in advance. In such circumstances, you will be deemed to have accepted the change if you do not notify us within one (1) month of the date of the issuance of the notification, otherwise, prior to the date the change takes effect and continue to use the Services. Your continued use of the VPCL-Portal following any change constitutes your acceptance of the change and you will be legally bound by the updated Terms of Use. You are encouraged to visit this section frequently to be aware of the latest updates to this Agreement. Modifications will be effective.

If you do not accept the changes to the Agreement, you should let us know, and the Agreement will terminate immediately with effect at any time before the date changes take into effect.

We may make all other amendments to the Agreement (including in relation to any other Services) by posting the revised Agreement on the VPCL-Portal or by emailing it to you, indicating when the revised Agreement becomes effective. Where lawful, we will notify you that the revised Agreement shall be effective immediately, although we will endeavour to provide you with advance notice if possible. If you do not agree with any such amendments, you should close your VPCL Account and cease using Services.

Copies of the most up-to-date version of the Agreement will be made available on the VPCL-Portal at all times and will be provided to you by email at your request. Clause 12.2 may only be amended with your express written consent of you.

14.7. Relationship of the Parties

Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause, either you or VPCL to be treated as partners or joint ventures, or either you or VPCL to be treated as the agent of the other. This Agreement cannot be assigned by you without our prior written consent. No third party shall have any rights hereunder.

14.8. Privacy of Others

If you receive information about another user through Services, you must keep the information confidential and only use it in connection with Services. Unless you receive a user's express consent to share their data, you may not disclose or distribute that user's information to any third party or use that information, except where necessary to complete a transaction or other necessary functions. You may not send unsolicited communications to another user through Services.

14.9. Contact Information

You are responsible for keeping your email address and mobile number up to date in your VPCL Account profile in order to receive any notices or alerts (including suspected Security Breaches) that we may send you. For more details related to how we will communicate with you, please see Appendix 3.

14.10. Taxes

The responsibility to determine, report, and remit any taxes applicable to the appropriate tax authorities in relation to any transaction you conduct through Services is solely your responsibility. Your transaction history is available through your VPCL Account.

14.11. Unclaimed Property

If we hold funds or Digital Assets for you, and we are unable to contact you and have no record of your use of Services for several years, we may be required by law to report your funds or Digital Assets as unclaimed property in certain jurisdictions. We will endeavour to locate you at the address provided in our records, but if we are unable to do so, the Digital Assets may have to be delivered as unclaimed property to authorities in certain jurisdictions. As permitted by applicable law, VPCL reserves the right to deduct an administrative and performance fee.

14.12. Entire Agreement

This Agreement (including the documents incorporated by reference herein) comprises the entire understanding and agreement between you and VPCL as to the subject matter hereof, and it supersedes any and all prior discussions, agreements, and understandings of any kind (including without limitation any prior versions of this Agreement), and every nature between and among you and VPCL.

14.13. Interpretation

The meaning or interpretation of any provision of this Agreement shall not be governed by any Section headings which are intended for convenience only.

14.14. Transfer and Assignment

This Agreement is personal to you and cannot be transferred or assigned (rights, licenses, obligations) to anyone else. We may transfer or assign our rights licenses, interests, and/or our obligations at any time, including as part of a merger, acquisition, or other corporate reorganization involving VPCL provided that this transfer or assignment does not materially impact the quality of Services you receive. This Agreement, subject to the foregoing, will be binding and inuring to the benefit of the parties, their successors, and permitted assigns.

14.15. Security Interests

Unless expressly agreed in writing by VPCL, you agree not to create security or otherwise encumber your funds or Digital Assets.

14.16. Enforcement of Our Rights

Our rights under this Agreement may not always be strictly enforced, which is a temporary measure, and we may strictly enforce our rights again at any time.

14.17. Language

This Agreement and any information or notifications that you or we are to provide should be in English and Arabic. In the event of any inconsistency, the Arabic language version of this Agreement or other documents shall prevail.

14.18. Survival

All provisions of this Agreement extend beyond the expiration or termination of this Agreement including and without limitation, the Sections relating to VPCL Account termination, suspension or cancellation, debts owed to VPCL, the general use of the VPCL-Portal, disputes with VPCL, and general provisions will continue to be binding and operate after the termination or expiration of this Agreement.

14.19. Governing Law and Jurisdiction

VPCL's services are governed by the regulations of MISA - MWALI International Services Authority, Comoros Union and the laws of Moheli, Comoros Union. You hereby agree that any purchase, dispute, or claim arising out of or in connection with any financial transaction performed on this site shall be governed and construed in accordance with the laws of Moheli, Comoros Union, and all credit or debit cards used to execute an E-Money Deposit Order must be clearly stated with Visa or Mastercard logos. You further acknowledge and agree that, in accordance with the laws of Moheli, Comoros Union, VPCL will not provide any financial services to any of the Office of Foreign Assets Control ("OFAC") sanctioned countries in accordance with the laws of Moheli, Comoros Union.

This Agreement will be governed by the laws of Moheli, Comoros Union and the exclusive jurisdiction of the courts of Moheli, Comoros Union.

14.20. Record Retention

VPCL's services are governed by the regulations of MISA - MWALI International Services Authority, Comoros Union and the laws of Moheli, Comoros Union. You hereby agree that any purchase, dispute, or claim arising out of or in connection with any financial transaction performed. In addition, VPCL shall ensure to maintain records of all historic versions of client related agreements including but not limited to the "Terms and Conditions" related to the services being availed by the client. Each new version must highlight the changes made from the previous version.

The minimum tenure for record retention shall be 8 years, unless otherwise required by a relevant regulatory directive.

15. APPENDIXES

15.1. Appendix 1 - PROHIBITED AND CONDITIONAL USE, PROHIBITED BUSINESSES, AND RESTRICTIONS AND RESPONSIBILITIES

Prohibited Use
You may not use your VPCL Account to engage in the following categories of activity ("Prohibited Uses"). The below mentioned and listed specific types of use are representative and non-exhaustive. If you are uncertain as to whether or not your use of Services involves a Prohibited Use or have questions about how these requirements apply to you, please get in touch with our support team through VPCL website. By opening an account with VPCL, you confirm that you will not use your VPCL account and/or any Services to do any of the following:
1. Unlawful Activity: Activity that would result in the violation or assistance in violation of any law, regulation, and/or sanctions programs administered in the countries where VPCL operates, or which involves proceeds from unlawful activity; publish or disseminate any information which is unlawful.
2. Abusive Activity: Actions that will impose a large and unreasonable load on our infrastructure, or interfere with, intercept, or expropriate any information, data, or system; upload or transmit any material to the VPCL site that contains viruses, trojan horses, worms, or any other harmful or deleterious programs; attempt to gain unauthorized access to the VPCL site, other VPCL accounts, computer systems or networks connected to the VPCL site, through password mining or any other means; use VPCL Account information of another party to access or use the VPCL site, except in the case of specific Merchants and/or applications which are specifically authorized by a user to access such user's VPCL account and information; or transfer your account access or rights to your account to a third-party, unless by operation of law or with the express permission of VPCL.
3. Abuse Other Users: Any interference in another individual's or entity's access to and/or use of any Services; abusing, defaming, harassing, threatening, or otherwise infringing or violating the legal rights (including but not limited to publicity, privacy, and intellectual property) of others; inciting or promoting hate, racial intolerance or violent acts against others; harvesting or collecting information from the VPCL-Portal about others, including without limitation email addresses, without proper consent.
4. Fraud: Activity that operates to defraud VPCL, users, or any other person; provide any false, inaccurate, or misleading information to VPCL.
5. Gambling: Odds making; lotteries; internet gaming, fantasy sports leagues with cash prizes; sweepstakes; games of chance.
6. Intellectual Property Infringement: Engage in transactions involving things that violate or infringe any copyright, trademark, right of privacy or publicity, or another proprietary right underneath the law, including but not limited to sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder; use of VPCL intellectual property, name, or logo, including use of VPCL trade or service marks, without express consent from VPCL or in a manner that otherwise harms VPCL or the VPCL brand; any action that implies an untrue endorsement by or affiliation with VPCL.
Prohibited Businesses
In addition to the above-mentioned Prohibited Uses, the following categories of businesses, business practices, and sale items are barred from Services ("Prohibited Businesses"). Card network rules or requirements of our banking providers or processors impose most Prohibited Business categories. The below mentioned and listed specific types of use are representative and non-exhaustive If you are uncertain as to whether or not your use of Services involves a Prohibited Business or have questions about how these requirements apply to you, please contact us at the support desk through VPCL website. By opening a VPCL account, you confirm that you will not use Services in connection with any of the following businesses, activities, practices, or items:
1. Investment and Credit Services: Securities brokers; mortgage or debt reduction services; credit services; real estate; investment schemes;
2. Restricted Financial Services: Bail bonds; collections agencies; check to cash;
3. Intellectual Property or Proprietary Rights Infringement: Access, sale, or distribution of counterfeit software, movies, music, or any other licensed materials without the rights holder providing appropriate authorization;
4. Counterfeit or Unauthorised Goods: Unauthorised sale or resale of branded products or services; sale of stolen or illegally imported or exported goods or services;
5. Regulated Products and Services: Sale of alcohol or tobacco; online prescription or pharmaceutical services; age-restricted goods or services; weapons, explosives, and munitions; fireworks and associated goods; toxic, flammable, and radioactive materials;
6. Drugs and Drug Paraphernalia: Sale of any narcotics or controlled substances, and any equipment designed for making or using narcotics or controlled substances;
7. Pseudo-Pharmaceuticals: Pharmaceuticals and other products that are not approved or verified by the applicable national and/or local regulatory bodies;
8. Substances designed to mimic illegal drugs: Sale of any legal substance that has the same effect as an illegal drug;
9. Adult Content and Services: Pornography and other related materials; sites offering sexually related services such as prostitution;
10. Multi-level Marketing: Network and referral marketing programs, pyramid schemes;
11. Unfair or deceptive practices: Investment opportunities promising high returns; Services sold without any added benefit to the buyer; resale of government offerings without any authorization or added value; sites that are deceptive or unfair to customers as determined solely by us;
12. High-risk businesses: Businesses that we deem pose a high financial risk, legal liability, or violate any policy related to the bank or card network.
Restrictions and Responsibilities
Using Services to make the following types of transactions is prohibited; VPCL reserves the right to monitor for payments or wallet transactions that relate to:
1. Any restricted persons, sanctioned or restricted countries;
2. Weapons, explosives, and munitions;
3. Constitute money laundering or terrorist financing;
4. Network and referral marketing programs and pyramid schemes;
5. Any goods or services that are counterfeit and violate any copyright, trademark, or proprietary rights laws under any jurisdiction;
6. Debt settlement, refinance, or credit repair services;
7. Court-ordered settlements and payments (including tax settlements and payments);
8. Any unlicensed sale or cashier's checks, money orders, or money transmission activity;
9. Lottery contracts, layaway systems, or annuities;
10. Counterfeit goods;
11. Darknet Markets;
12. Digital asset tumbling (or 'mixer') services or sites;
13. Decentralized Digital Asset exchanges such as LocalBitcoins; or
14. Any other matters that we communicate to you that are unacceptable.
Digital Assets that are stored or transferred to/from individuals or exchanges based in Cuba, Iran, North Korea or any other country that is subject to international sanctions are also prohibited.
In the event that VPCL learns that you are making any such prohibited payments or wallet transactions, VPCL may lower your weekly transaction limits, and suspend or terminate your account.

15.2. Appendix 2 - VERIFICATION PROCEDURES AND LIMITS

VPCL uses multi-level systems and procedures to collect and verify information about you in order to protect VPCL and the community from fraudulent users and to keep appropriate records of VPCL's customers. Your access to one or more Services, and limits including daily or weekly conversion limits, VPCL deposit, withdrawal, and trading limits, instant buy limits, Digital Asset wallet transfer limits, and limits on transactions from a linked payment method may be based on the identifying information and/or proof of identity you provide to VPCL.

VPCL may require you to provide or verify additional information, or to wait some amount of time after completion of a transaction, before permitting you to use any Services and/or before permitting you to transact beyond certain volume limits. You may determine the volume limits associated with your level of identity verification by visiting your account's 'Portfolio' page on the platform.

You may submit an advanced request for higher limits. VPCL will require you to submit to Enhanced Due Diligence. Additional fees and costs may apply, and VPCL does not guarantee that we will raise your limits.

15.3. Appendix 3 - ELECTRONIC DELIVERY OF COMMUNICATIONS

Electronic Delivery of Communications
In connection with your VPCL account and your use of Services, you agree and consent to receive all communications, documents, agreements, notices, and disclosures electronically (collectively, "Communications"). Communications include:
1. Terms of use and policies that you agreed to (including but not limited to VPCL Agreement and Privacy Policy), and updates to these agreements or policies;
2. Account or transaction information including account details, transaction receipts, confirmations, history, and any other related information;
3. Regulatory, legal, tax disclosures, or other statements that we may be required to provide to you; and
4. Responses to claims or customer support inquiries filed in connection with your VPCL Account.
We will provide these communications to you by posting them on the VPCL-Portal, emailing them to you at the primary email address listed in your VPCL profile, communicating to you via instant chat, and/or through alternative electronic communication such as mobile push notification or text message.
How to Withdraw Your Consent
You may withdraw your consent to receive Communications electronically by contacting us through the VPCL website. If you fail to provide or if you withdraw your consent to receive communications electronically, VPCL reserves the right to immediately close your VPCL account or charge you additional fees for paper copies.
Updating your Information
You are responsible for providing us with your email address and contact information and ensuring that they are accurate and up to date. You understand and agree that if VPCL sends you an electronic communication, but you do not receive it because your primary email address on file is incorrect, out-of-date, blocked by your service provider, or you are otherwise unable to receive electronic communications, VPCL will be deemed to have provided the communication to you.
You may update your information by contacting our Support team.

15.4. Appendix 4 - Referral Program

The Company shall from time to time launch a referral program campaign that shall reward applicants and customers upon satisfactory completion of the stipulated condition. These rewards shall be in form of a credit of crypto asset or fiat money in value equivalent to the amount defined in a relevant referral program.
The rewards earned shall remain valid and available for a period of time at the discretion of the company upon which they may be forfeited from a client's account on the expiry of the said period.
Clients whose accounts have been restricted due to the unavailability of suitable due diligence documents shall have no claim on the rewards earned during a referral program.
The Company reserves its right to launch, amend, and limit the period of a referral program and the value of the rewards granted thereof and by participating in the referral program, each participating client irrevocably consents to these terms and conditions.

Termination

The Company may, in its sole and absolute discretion, cancel, change, suspend, or modify any aspect of the Referral Program and/or any Reward at any time, including the availability of any Reward. The Company may, in its sole and absolute discretion, terminate or suspend any Member's participation in the Program for breach of these Rewards Terms and Conditions, or for taking any actions that are inconsistent with the intent of these Terms and Conditions.

The Company reserves the right at its sole discretion to prohibit any Member from participating in any aspect of the Program if The Company deems or suspects that such Member has engaged in or has attempted to engage in any of the following:

acting in violation of these Rewards Terms and Conditions; or
damaging, tampering with, or corrupting the operation of the Program or VPCL-Portal; or
acting with intent to annoy, harass or abuse any other client or employee of the company; or
any inappropriate, uncooperative, disruptive, fraudulent, potentially fraudulent, or unusual behaviour or activity; or
activity deemed in the sole discretion of The Company to be generally inconsistent with the intended operation of the Program.

Any decision The Company makes relating to termination or suspension of any Client's participation in the Program shall be final and binding in all respects. The Company shall be the sole determiner in cases of suspected abuse, fraud, or breach of these Rewards Terms and Conditions or intent of these Rewards Terms and Conditions.

Release

Except for wilful misconduct or gross negligence on the part of the Company, by participating in the Referral Program, Clients release the Company, its parent company, subsidiaries, affiliates, suppliers, advertising and promotions agencies, and their respective directors, officers, employees, and agents (collectively, "Released Parties") from any and all liability for any loss, harm, damages, cost or expense, including, without limitation, property damages, personal injury and/or death, arising out of or in any way connected to the Referral Program and/or the use of any Rewards.

Indemnification

The Client agrees to indemnify, defend and hold the Company and its representatives and agents harmless from and against any and all third-party claims, demands, liabilities, costs, or expenses, including attorney's fees and costs, arising from, or related to any breach by the Company of any of these Rewards Terms and Conditions or any violation by Member of applicable law.

Vision Pay Comoros LtdTerms & Conditions of Service