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Updated Feb’24

The Terms & Conditions and any terms and conditions incorporated herein by reference (collectively, the “Terms & Conditions”) govern user’s use of www.transfi.com website (the “Website”), any mobile device applications made available to user by Trans-Fi UAB (the “Company,” “we,” or “TransFi”), and any other services made available to user by us, including any software interface that enables user to (a) purchase or sell Digital Assets (“Digital Assets” or “DA”) which includes but not limited to Digital Assets, Digital tokens, NFTs etc., for user self through the company or any one of our third-party service providers, either using fiat denominated funds or other forms of Digital Assets and (b) online storage or transfer of Digital Assets owned by the Users. By accessing, browsing or otherwise using the Services, by becoming a User with us or by clicking “Agree” when prompted to do so on the website, the user agrees that the user has read, understood and accepted all of the Terms and our Privacy Policy (the “Privacy Policy”), which is incorporated by reference into the Terms & Conditions.

We may change, amend, or revise the Terms & Conditions from time to time and at any time, in our sole discretion. When we make changes, we will make the updated Terms & Conditions available on the website and update the “Last Updated” date at the beginning of the Terms & Conditions accordingly. Any changes to the Terms & Conditions will apply on the date that they are made, and user continued access to or use of our Services after the Terms & Conditions have been updated will constitute user binding acceptance of the updates. If user does not agree to any revised Terms & Conditions, then the user should not continue to access or use our Services.

NOTICE: Please read the Terms & Conditions and the Privacy Policy carefully as they govern user use of the Services. The Terms contain important information, including a binding arbitration provision and a class action waiver, both of which impact user rights as to how disputes are resolved. The Services are only available to the user—and user should only access the Services—if the user agrees completely with the Terms. BY USING OUR SERVICES OR BY CLICKING “I ACCEPT” BELOW OR CLICKING A BOX INDICATING USER ACCEPTANCE, THE USER CONFIRS THAT THE USER UNDERSTANDS AND AGREES TO BE BOUND BY ALL OF THE TERMS AND ALL TERMS AND AGREEMENTS INCORPORATED HEREIN.

If the user accepts the Terms on behalf of a legal entity, by accessing or using the Services or by clicking “Agree” below or clicking a box indicating user acceptance, the user represents that the user has the legal authority to accept the Terms on that entity’s behalf, in which case “user” (except as used in this paragraph) will mean that entity. If user does not have such authority, or if the user does not accept all of the Terms, then we are unwilling to make our Services available to the user. If the user does not agree to the Terms, neither the user nor the entity on behalf of which the user is acting should access or use our SERVICES.

INTRODUCTION

Please read this document carefully, as it sets out the terms and conditions on which Trans-Fi UAB (referred to as “TransFi”) will provide Services to the user through our websites, APIs, or mobile applications.

1.1 Trans-Fi UAB is a company registered and existing under the laws of Lithuania and having its registered and contact address at Taikos Av.111-74, Klaipeda, Lithuania. It is registered with Registrar of Companies under number 306117433

1.2 In this document, references to “we/our/us” are to TransFi. Any references to “User” are references to a user who is using TransFi services. Any references to “Customer” are references to third parties who offer TransFi services on their websites, apps or other applications.. Any references to the “Service” includes websites, APIs, or mobile applications

1.3 By signing up to use an account through www.Transfi.com or any of our Customer and associated websites, APIs or mobile applications (collectively the “Site”), user agree that user have read, understood, and accept all of the terms and conditions contained in this Agreement, as well as our Privacy Policy.

1.4 This Agreement will govern the use of the Services provided by TransFi. By using the Services user agree to be bound by the terms and conditions set out on this Site (the “Agreement”). This Agreement will come into effect when user confirm electronically that user agree to it. We recommend that user retain a copy of this Agreement and transaction records.

1.5 Use of Digital Assets may be illegal in some jurisdictions. It is user responsibility to know the regulatory requirements concerning transactions with Digital Assets in user jurisdiction before using the Services.

1.6 For the purposes of this Agreement a “Business Day” is any day which is not a Saturday, Sunday or public holiday in Lithuania and which the banks are open for business in Lithuania.

1.7 Trans-Fi Inc is the parent company and sole shareholder of Trans-Fi UAB. Trans-Fi UAB will provide Services to end-users and customers. This is clearly denoted in our Terms and Conditions.

1.8 All users have to agree to our terms and conditions when using our Services. Therein the Terms and Conditions, the merchant (Trans-Fi UAB) is displayed.

DISCLAIMER: The risk of loss in trading or holding Bitcoin or any other Digital Assets can be substantial. User should therefore carefully consider whether trading or holding Bitcoin or any other Digital Assets is suitable for user in light of user financial condition. In considering whether to trade or hold bitcoin, user should be aware that the price or value of Bitcoin or any other Digital Assets can change rapidly, decrease, and potentially even fall to zero.

1. SERVICES PROVIDED TO USER

1.1 TransFi will act as user’s commercial agent and by agreeing with these Terms & Conditions, the user is explicitly giving TransFi permission to act on user’s behalf and fulfil user’s order for Digital Assets as instructed.

1.1.1 As the user’s Commercial Agent, TransFi will purchase & sell Digital Assets on user’s behalf subject to the conditions of these Terms & Conditions.

1.1.2 At no point during the purchase, or sale will TransFi be in possession or in control of user’s assets.

1.2 Purchases & sales through TransFi are one-offs and executed individually, one by one.

1.3 Together, the Services set out in clause 1 are referred to in this Agreement as the “Services.

TransFi DOES NOT facilitate or provide trading or investment or brokerage accounts or facilities, nor does TransFi provide investment or any other financial advice

2. USER CREATION

2.1 One must create oneself as User with us to use TransFi’s Services (a “User”). To create yourself as a first time User, we will require that the user submit certain personal information such as name, email address, contact no, street address, zip code etc. We may also seek additional documents to validate date of birth, social security number, country of residence/nationality as part of customer due diligence requirements. If the user as a User cannot be authenticated, then user may not have access to our Services. By creating user self as a User, user agrees to provide accurate, current and complete information about user self, and to maintain and promptly update as necessary user’s User information.

2.2 By creating user self as a User, the user represents and warrants that user (a) is at least 18 years of age or of legal age to form a binding contract under applicable law; (b) is an individual, legal person or other organization with full legal capacity and authority to enter into the Terms & Conditions; and (c) has not previously been suspended or removed from using our Services.

2.3 User hereby authorizes us, directly or through third parties, to make any inquiries we consider necessary to validate information about the user as a User. This may include asking user for further information and/or documentation about user’s usage or identity, requiring user to take steps to confirm ownership of user’s email address, mobile phone number or financial instruments, or verifying user’s information against third party databases or through other sources.

2.4 We may reject user’s application to create the user as a User, or cancel an existing status as a User, for any reason, in our sole discretion, but the user will continue to have all rights related to the Digital Assets custodied with the Custodian or user self-custody wallet.

2.5 User must not impersonate any other person or entity to access our Services as a User or access as any other User without that person’s prior permission. User must not create any Users by automated means or under false or fraudulent pretense.

2.6 User agrees that the user will use the Services only in a manner that complies with all applicable laws, and that the user is solely responsible for any improper or unlawful activity in connection with the registration of or use of user Services, including any misrepresentations made in connection with the creation of the user as a User.

2.7 We will share user information and desired transaction information with third-party service providers who fulfill transaction requests in accordance with our Privacy Policy.

2.8 User shall be responsible for the security of the user’s account. In the event, the user become aware of any unauthorized use of user’s user ID on our services, the user shall immediately notify us at compliance@transfi.com

3. TRANSACTIONS LIMITS AND ENHANCED DUE DILIGENCE.

3.1 The use of all TransFi Services is subject to a limit on the volume, stated in USD, GBP, EUR or other fiat currency that the user may transact or transfer in a given period (e.g., daily). To view user limits, login to user’s TransFi account. User transaction limits may vary depending on user payment method, verification steps user has completed, and other factors. We reserve the right to change applicable limits as we deem necessary. If the user wishes to raise user limits beyond the posted amounts, the user may submit a request at compliance@transfi.com

3.2 We may require the user to submit additional information about userself and provide additional records if the user wishes to raise user limits (“Enhanced Due Diligence”). In our discretion, we may refuse to raise user limits, or we may lower user limits at a subsequent time, even if the user has completed Enhanced Due Diligence

4. PURCHASE, SALE, AND TRANSFER OF DIGITAL ASSETS (TOKENS, NFTS ETC.)

4.1 For each transaction using our Company Services or third party providers  (e.g. purchase, sale or transfer of Digital Assets), the user will be required to do the following: (a) provide all relevant information about the transaction including fiat currency, digital asset, value of transaction, sender information, recipient information etc.; (b) provide fiat account information, which may be bank account, credit card, debit card or other payment methods information including Identification numbers and associated details (c) select whether user will make a one-time transaction and (d) provide digital wallet address(s).

4.2 For use of our Services, we charge a percentage of the purchase price of Digital Assets or a fixed fee (the “Fee”).

4.3 Although we provide information that indicates a price for the Digital Asset being purchased, we do not control the entire process. It may result in a different price than the implied price displayed when using our Service (could be due to multiple reasons like network fee, forex conversion etc.)

5. CANCELLATIONS AND REFUNDS

5.1 Once an order / purchase or sale of Digital Assets has been made, it cannot be cancelled or recalled.

5.2 All orders are final and cannot be refunded.

5.3 Once the order is executed it cannot be recalled or retrieved under any circumstances.

5.4 User hereby agrees that upon delivery, the user will not be entitled to any credit or refund and all purchases are final. TransFi’s obligation towards the user will be absolutely discharged upon delivery of the product to the user and shall have no claim or right against TransFi upon such delivery.

5.5 Once a user’s deposit is not used for an order purchase or sale, the user is eligible for a refund within 14 days after the transfer of funds / Digital Assets to TransFi.

6. OUR RIGHTS

We reserve the following rights, which do not constitute obligations of ours: (a) with or without notice to the user, to modify, substitute, eliminate or add to any of our Services; (b) to suspend or terminate the Account of anyone who violates the Terms; (c) to review, modify, filter, disable, delete and remove any and all content and information from the Site; (d) to update and download automatically any software provided on or through the Site; (e) to cooperate with any law enforcement, court or government investigation or order or third party requesting or directing that we disclose information or content or information that the user provides; (f) to display advertising and promotions, which may be targeted to certain users or portions of the Site based upon queries made or preferences indicated and may not be identified as paid advertisements or promotions.

7. CONDUCT

7.1 By way of example, and not as a limitation, the user shall not allow any third party to:

(a) breach the Terms & Conditions or any agreement incorporated by referenced into the Terms & Conditions;

(b) breach any law, statute, ordinance, or regulation;

(c) infringe any Company IP or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights or rights of publicity or privacy;

(d) create or control more access other than as one User for self without our express authorization, among other methods, using a name that is not yours, using a temporary email address or phone number, or providing any other falsified personal information;

(e) act in any way that is unlawful, libelous, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable (including, without limitation, display any content on our website, or using our Services to transmit content, that contains any hate-related or violent content);

(f) provide false, inaccurate or misleading information;

(g) send or receive what could reasonably be believed to be (by us or by others) potentially fraudulently acquired Digital Assets

(h) use our Services or the services of our partners and / or customers in a manner that results in or may result in complaints; disputes, claims, reversals, or chargebacks; or fees, fines, penalties or losses to us or any of our partners;

(i) distribute or facilitate the distribution of viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature or otherwise interfere with, circumvent, disable or attempt to interfere with, circumvent or disable the website or our Services, the proper working of the website or our Services, security features of the Site or our Services, or the equipment connected to the Site or our Services;

(j) take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers or service providers;

(k) transmit or otherwise make available through our Services any unsolicited commercial messages (i.e., spam), junk mail, pyramid schemes, chain letters or similar materials or information;

(l) interfere with other users’ enjoyment of our Services;

(m) exploit our Services for any unauthorized commercial purpose;

(n) reformat or frame any portion of the website;

(o) use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of our website or content on other of our Services, or to collect information about our users for any unauthorized purpose;

(p) use any metatags or any other “hidden text” using any of our marks;

(q) access or use our Services for the purpose of creating a product or service that is competitive with any of our products or services, including, without limitation, our Services; or

7.2 If the user engages in any of the activities prohibited by Section 5.1, then we may, at our sole and absolute discretion, without notice to the user and without limiting any of our other rights or remedies at law or in equity, immediately suspend or terminate the user as a User and/or prevent the user from accessing our Services. If we prevent the user from accessing our Services, then the use shall be responsible for all losses that result from that suspension or termination. The user is further prohibited from using the Services in any manner that is not expressly and unambiguously authorized by the Terms & Conditions

8. TERMINATION

Subject to the user’s compliance with the Terms & Conditions and all applicable laws, the user may terminate the Terms & Conditions at any time by ceasing to be a User with us and discontinuing access to and use of our Services by sending us an email at compliance@transfi.com. We, in our sole discretion and for any or no reason, may terminate the Terms & Conditions and suspend and/or terminate the user as a User with us and on all our Services. Any suspension or termination of the user’s access as a User and/or our Services may be without prior notice, and that we will not be liable to the user or to any third party for any such suspension or termination. If we terminate the Terms & Conditions or suspend or terminate the user’s access to or use of our Services due to user breach of the Terms & Conditions or any suspected fraudulent, abusive, or illegal activity, then termination of the Terms & Conditions will be in addition to any other remedies we may have at law or in equity. Upon any termination or expiration of the Terms & Conditions, whether by the user or us, the user may no longer have access to information that the user may have posted in connection with our Services or that is related to the user as a User, and the user acknowledges that we will have no obligation to maintain any such information in our databases or to forward any such information to user or to any third party

9. INTELLECTUAL PROPERTY OWNERSHIP

9.1 We retain all right, title, and interest in all of our intellectual property, including, without limitation, inventions, ideas, concepts, code, discoveries, processes, marks, methods, software, visual interfaces, graphics, designs, systems, services, “look and feel,” organization, compositions, formulae, techniques, information and data (collectively, the “Company IP”). The Company IP is protected by copyright, trade dress, patent, and trademark laws, international conventions, or other relevant intellectual property and proprietary rights and applicable laws. The user may not use any of the Company IP for any reason without the Company’s prior written consent. We reserve all rights in and to the Company IP not expressly granted to user in the Terms.

9.2 We hereby grant the user a limited, revocable, non-exclusive, non-sublicensable and non-transferable license to access the material on the website for non-commercial use only, subject to and conditioned on user’s continued compliance with the Terms & Conditions. This license is granted solely to allow the user to visit the website and to use our Services as permitted by the Terms & Conditions, and the user agrees not to remove, alter or obscure any proprietary notices provided in or with the material on the website or any other Company IP. User will not modify, alter, convert, adapt, clone, replicate, duplicate, copy, translate, reverse engineer or otherwise manipulate any portion of our Services or the Company IP. All rights not expressly granted in the Terms are reserved.

9.3 User may choose to submit comments, bug reports, ideas, or other feedback about our Services, including without limitation about how to improve our Services (collectively, “Feedback”). By submitting any Feedback, the user agrees that we are free to use such Feedback at our discretion and without additional compensation to user, and to disclose such Feedback to third parties (whether on a non-confidential basis, or otherwise). If necessary, under applicable law, the user hereby grants us a perpetual, irrevocable, non-exclusive, transferable, worldwide license under all rights necessary for us to incorporate and use User Feedback for any purpose.

10. THIRD-PARTY SERVICE PROVIDERS

10.1 Our Services operate through third-party service providers, which may require the user to agree to separate agreements with them. The user agrees to comply with all applicable third-party terms of agreement when using our Services. We are not a party to those agreements, and we have no responsibility for the products and services provided by the third parties. Nothing in the Terms & Conditions creates a contractual relationship between user and our service providers. The user acknowledges and agrees that we are solely responsible for our Services and for providing maintenance and support services for our Services.

10.2 Our third-party service providers have no warranty obligations whatsoever with respect to our Services and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure of our Services to conform to any warranty provided by us, if any, will be our sole responsibility.

10.3 Our third-party service providers are responsible for addressing any claims relating to the services they provide to user in connection with our Services, including, but not limited to (a) product liability claims; (b) any claim that the Services fail to conform to any applicable legal or regulatory requirement; (c) claims arising under consumer protection, privacy, or similar legislation; and (d) intellectual property claims.

11. TAXES

The user alone is responsible for complying with all applicable laws in every jurisdiction related to use of the Services, including, without limitation, any reporting obligations and payment of all applicable taxes. In addition, the user is responsible for determining, remitting, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your use of the Services.

12. PROMOTIONS AND REFERRALS

We may, from time to time, operate contests, promotions or other activities or offer referral programs (“Promotions and Referrals”) that require the user to submit material or information concerning userself. Any Promotions and Referrals may be governed by separate rules that may contain certain eligibility requirements, such as restrictions as to age or geographic location. The user is responsible for reading all rules relating to the Promotions and Referrals to determine whether or not the user is eligible to participate. If the user enters or participates in any Promotions and Referrals, then the user agrees to abide by and to comply with all rules of the Promotions and Referrals; all Promotions and Referrals will be optional so the user should not enter or participate in such Promotions and Referrals if the user does not agree to abide by and to comply with all such rules.

13. USER REPRESENTATIONS AND WARRANTIES

By using our Services, the user represents and warrants to each of the Company Parties (as defined below) that:

13.1 Authority. The user has all requisite power and authority to execute and deliver the Terms & Conditions, to purchase and use our Services, and to carry out and perform its obligations under the Terms & Conditions. If an individual, then user is at least eighteen (18) years old and of sufficient legal age and capacity to purchase and use our Services. If an entity, then the user is duly organized, validly existing and in good standing under the laws of its domiciliary jurisdiction and each jurisdiction where it conducts business.

13.2 No Conflict. The execution, delivery and performance of the Terms & Conditions will not result in any violation of, be in conflict with, or constitute a material default under, with or without the passage of time or the giving of notice: (a) any provision of user governing documents, if applicable; (b) any provision of any judgment, decree or order to which user is a party, by which it is bound, or to which any of its material assets are subject; (c) any material agreement, obligation, duty or commitment to which the user is a party or by which it is bound; or (d) any laws, regulations or rules applicable to user.

13.3 No Consents or Approvals. The execution and delivery of, and performance under, the Terms require no approval or other action from any governmental authority or person other than the user.

14. SANCTIONS

Your use of the TransFi Services and the Site is subject to international export controls and economic sanctions requirements. By sending, buying, selling, Digital Assets through the Site or TransFi Services, you agree that you will comply with those requirements. You are not permitted to acquire Digital Assets or use any of the TransFi Services through the Site if:

14.1 you are in, under the control of, or a national or resident of Afghanistan, Belarus, Central African Republic, Congo, Cuba, Democratic Republic of Congo, Iran, Iraq, Lebanon, Libya, Mali, Myanmar, North Korea, Russia, Somalia, South Sudan, Sudan, Syria, Ukraine (including Region of Crimea), Venezuela, Yemen, Zimbabwe

14.2 you intend to supply any acquired or stored Digital Currency or TransFi Services to a Sanctioned Country (or a national or resident of a Sanctioned Country) or Sanctioned Person.

Note: In light of the recent Financial Promotion Regime by the FCA UK in Oct 2023, we have included UK in the Prohibited country list until we comply with the FPR

15. RECOVERY OF LOSSES

TransFi reserves the right to pursue any financial losses suffered due to user filing a chargeback procedure with the user’s bank, financial institution or any other party. These can include administration fees levied by the card acquirer and card schemes as well as the monetary value of the Digital Assets ordered / purchased.

16. DISCLAIMERS

16.1 “AS IS” AND “AS AVAILABLE”. THE USER EXPRESSLY UNDERSTANDS AND AGREES THAT USER’S ACCESS TO AND USE OF OUR SERVICES IS AT USER’S SOLE RISK, AND THAT OUR SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE COMPANY AND ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, ADVISORS, REPRESENTATIVES, AFFILIATES AND AGENTS (THE “COMPANY PARTIES”) MAKE NO EXPRESS WARRANTIES AND HEREBY DISCLAIM ALL IMPLIED WARRANTIES REGARDING OUR SERVICES AND ANY PART OF ANY OF THEM (INCLUDING, WITHOUT LIMITATION, OUR SERVICES OR ANY EXTERNAL WEBSITES), INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, CORRECTNESS, ACCURACY, OR RELIABILITY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY PARTIES DO NOT REPRESENT OR WARRANT TO THE USER THAT (A) USER’S ACCESS TO OR USE OF OUR SERVICES WILL MEET USER REQUIREMENTS, (B) USER’S ACCESS TO OR USE OF OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, (C) USAGE DATA PROVIDED THROUGH OUR SERVICES WILL BE ACCURATE, (D) OUR SERVICES OR ANY CONTENT, SERVICES, OR FEATURES MADE AVAILABLE ON OR THROUGH OUR SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (E) THAT ANY DATA THAT THE USER DISCLOSES WHEN THE USER USES OUR SERVICES WILL BE SECURE..

16.2 PERSONAL RISKS. THE USER ACCEPTS THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND AGREES THAT WE HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO THE COMPANY’S GROSS NEGLIGENCE. THE USER WILL IMPLEMENT REASONABLE AND APPROPRIATE MEASURES DESIGNED TO SECURE ACCESS TO (A) ANY DEVICE ASSOCIATED WITH THE USER AND UTILIZED IN CONNECTION WITH USER’S PURCHASE OR USE OF OUR SERVICES; AND (B) ANY OTHER USERNAME, PASSWORDS OR OTHER LOGIN OR IDENTIFYING CREDENTIALS.

17. LIMITATION OF LIABILITY

17.1 THE USER UNDERSTANDS AND AGREES THAT NONE OF THE COMPANY PARTIES WILL BE LIABLE TO THE USER OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES THAT THE USER MAY INCUR, HOWSOEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), LOSS OF GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER INTANGIBLE LOSS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17.2 THE USER UNDERSTANDS AND AGREES THAT THE COMPANY SHALL NOT BE LIABLE AND DISCLAIMS ALL LIABILITY TO THE USER IN CONNECTION WITH ANY FORCE MAJEURE EVENT, INCLUDING ACTS OF GOD; LABOR DISPUTES OR OTHER INDUSTRIAL DISTURBANCES; ELECTRICAL, TELECOMMUNICATIONS, HARDWARE, SOFTWARE OR OTHER UTILITY FAILURES; SOFTWARE OR SMART CONTRACT BUGS OR WEAKNESSES; EARTHQUAKES, STORMS, OR OTHER NATURE-RELATED EVENTS; PANDEMICS; BLOCKAGES; EMBARGOES; RIOTS; ACTS OR ORDERS OF GOVERNMENT; ACTS OF TERRORISM OR WAR; TECHNOLOGICAL CHANGE; AND CHANGES IN INTEREST RATES OR OTHER MONETARY CONDITIONS.

17.3 THE USER AGREES THAT OUR TOTAL, AGGREGATE LIABILITY TO THE USER FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE TERMS & CONDITITIONS, OR USER’S ACCESS TO OR USE OF (OR USER INABILITY TO ACCESS OR USE) ANY PORTION OF OUR SERVICES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES USER ACTUALLY PAID TO US UNDER THE TERMS IN THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, OR (B) ONE HUNDRED DOLLARS ($100), WHICHEVER IS LOWER.

17.4 THE USER ACKNOWLEDGES AND AGREES THAT WE HAVE MADE OUR SERVICES AVAILABLE TO THE USER AND ENTERED INTO THE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, WHICH REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN THE PARTIES AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE COMPANY AND USER.

18. NO RESPONSIBILITY FOR TRANSACTIONS WITH THIRD PARTY PARTNERS

We are not responsible for any transaction that occurs between the user and third-party providers that we partner with. If the third-party provider fails to complete a purchase on the user’s behalf on time or in the correct amount or any loss occurs with respect to any transaction done through a third-party provider, then we will not be liable for user losses or damages

19. INDEMNIFICATION

To the fullest extent permitted by applicable law, the user will indemnify, defend and hold harmless and reimburse the Company Parties from and against any and all actions, proceedings, claims, damages, demands and actions (including without limitation fees and expenses of counsel), incurred by a Company Party arising from or relating to:

(a) user’s use of the Site or our Services;

(b) user’s responsibilities or obligations under the Terms & Conditions;

(c) user’s breach of or violation of the Terms & Conditions;

(d) any inaccuracy in any of user’s representations or warranties;

(e) user’s violation of any rights of any other person or entity, including any proprietary or privacy rights;

(f) user’s violation of any law or regulation; and/or

(g) any of user’s acts or omissions that are negligent, unlawful or constitutewillful misconduct.

The Company reserves the right to exercise sole control over the defense, at user’s expense, of any claim subject to indemnification under this Section 16. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between the user and the Company.

20. DISPUTE RESOLUTION

20.1 The user and the Company agree to resolve any controversy, claim or dispute arising out of or relating to the subject matter of the Terms & Conditions or to the Services through confidential, final and binding arbitration.

20.2 This Agreement will be governed by, and construed in accordance with, the laws of Lithuania and, subject to any overriding legal requirements, the parties irrevocably submit to the exclusive jurisdiction of the Lithuania Courts. This Agreement and any information or notifications that you or we are to provide should be in English.

21. EXTERNAL SITES

The website or our other Services may include hyperlinks or redirect the user to other websites or resources (collectively, “External Sites”) that are provided solely as a convenience to the user. We have no control over any External Sites. The user acknowledges and agrees that we are not responsible for the availability of any External Sites and that we do not endorse any advertising, products, services or other materials on or made available from any External Sites. Furthermore, the user acknowledges and agrees that we are not liable for any loss or damage which may be incurred as a result of the availability or unavailability of the External Sites, or as a result of any reliance placed by the user upon the completeness, accuracy or existence of any advertising, products, services or other materials on, or made available from, any External Sites.

22. ENTIRE AGREEMENT

The Terms & Conditions, including the Privacy Policy, constitute the entire agreement between the user and us with respect to the subject matter hereof, including the Services. The Terms & Conditions, including the Privacy Policy supersede all prior or contemporaneous written and oral agreements, communications and other understandings relating to the subject matter of the Terms & Conditions. The Terms & Conditions do not alter any agreement the user may have with any of our third party service providers but shall supersede any such agreements in the event of a conflict between these Terms & Conditions and any agreement with third party services providers.

23. PRIVACY POLICY

The Privacy Policy describes the ways we collect, use, store and disclose user personal information. The user agrees to the collection, use, storage, and disclosure of user data in accordance with the Privacy Policy.

If you have any feedback, questions, or complaints, you may contact us via our help-center webpage or at compliance@transfi.com