Terms and Conditions – Corporate Entities

1. INTRODUCTION AND GENERAL TERMS

1.1. These Terms and Conditions as may be amended from time to time, together with the Fee Schedule
Fee Schedule and the Privacy Policy constitute a legal binding agreement (hereafter, the “Terms” or
the “Agreement”) between you, as the client (hereinafter the “Client”) and us, Moneygate Solutions
Limited (hereinafter the “Company” or “Moneygate”).

1.2. These Terms are available on Moneygate Dashboard (as this is defined below) at any time.

1.3. Both the Client and the Company may hereinafter be referred collectively as “Parties” or individually
as “Party”, where deemed required.
1.4. The Terms in the Agreement are binding between you as the Client and the Company. Your
relationship with the Company constitutes the acceptance of these Terms and any other related
documents, such the Company’s Marketing Guidelines referred herein in Clause 2.11 and any other
policy relevant to the e-money and payment services to be offered.
1.5. The Agreement is applicable on the entire contractual relationship between the Company and the
Client.
1.6. Headings are for ease of reference only and shall not affect the interpretation of the Agreement.
1.7. These Terms do not apply to personal clients’ accounts, but only to corporate clients’ accounts.
1.8. The terms outlined below shall have the following meaning:

2. DEFINITIONS
2.1. “Applicable Legal Framework”: The legislative requirements that govern the operations of
Electronic Money Institutions and Payment Institutions have been set by the Central Bank of Cyprus
and are determined by the following Laws and Directives:

a. Electronic Money Law of 2012 and 2018 (the “EMI Law”);

b. Electronic Money Institutions Directive of 2012 (the “EMI Directive”);
c. Payment Services and Access to Payment Systems Laws of 2018 and 2019 (the “PI Law”);
d. Payment Institutions and Access to Payment Systems Directive of 2009 (the “PI Directive”);
e. Directive to Credit Institutions in accordance with Article 59(4) of The Prevention and
Suppression of Money Laundering Laws of 2007 to 2018;
f. Payment Services Directive (EU) 2015/2366 (“PSD II”);
g. European Banking Authority (“EBA”) Guidelines.
2.2. “Business Day”: a day other than Saturday or Sunday or a public holiday in the Republic of Cyprus;
2.3. “Client”: the legal person / corporate entity to whom the Company offers e-money and payment
related services and has been approved by the Company to open a Corporate Client Account;
2.4. “Client Application Process”: the procedure required following the submission of the Client’s
request to open a Corporate Client Account;
2.5. “Corporate Client Account”: the virtual account opened by the client and approved by the Company,
for holding Client’s e-money for the provision of e-money and payment related transactions, in
different currencies.
 Terms and Conditions – Corporate Entities

2.6. “Confidential Information”: any data or information of the Company and/or any of their clients,
including oral, written or electronic data or information including past, present or future research,
development or business activities, and including without limitation, any information relating to
developments, inventions, processes, plans, trading information and financial information. The
Confidential Information shall not include information that can be shown by written evidence that:
✓ is available in the public domain, not as a result of the actions of the receiving party;
✓ was known to and/or developed by the receiving party prior to its receipt from the disclosing
party, or;
✓ was lawfully received by the receiving party from a third party without obligation of confidence.
2.7. “Fraudulent activity”: shall include, without limitation, any fraud or suspected fraud relating to
Client’s account and any other instance where the Client. has abused the Company’s Terms and uses
its account for illegal and other purposes restricted hereby.
2.8. “GDPR”: Regulation (EU) 2016/679 on the protection of natural persons with regard to the
processing of personal data and on the free movement of such data;
2.9. “Intellectual Property Rights”: without limitation patents, the names, trade names, websites and
trademarks owned and operated by the Company, copyright and related rights, lists and information
on any clients, information on business or trading practices and remuneration, commission or other
similar incentive schemes for Clients, rights in get-up, goodwill and the right to sue for passing off,
rights in designs, database rights, and all other intellectual property rights, in each case whether
registered or unregistered and including all applications and rights to apply for and be granted,
renewals or extensions of, and rights to claim priority from such rights and all similar or equivalent
rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
2.10. “Law”: the Electronic Money Law of 2012 and 2018 (the “EMI Law”), as subsequently amended or
replaced;
2.11. “Marketing Guidelines”: means the marketing guidelines of the Company;
2.12. “Prohibited Jurisdictions”: includes all countries which the Company does not offer its services,
2.13. “Moneygate Dashboard”: The Client can manage its account through the Moneygate Dashboard,
accessible only to the Client and the appropriate authorized persons.
2.14. “Open API”: Open API is an application which allows to the Client to carry out certain activities
such as setting up automatic payments out of its account and displaying its account balance. If Client’s
plan allows it, Moneygate will give to the Client an API key which will allow to the latter to use the
Open API. More details at the API Information.
2.15. “Services”: relate to the following services to be offered by the Company;
“Electronic Money Services” include the following:
a. Maintain a readily available electronic device, in which monetary value may be stored, for the
purpose of placing electronic money in circulation;
b. maintain a readily available instrument for the distribution of electronic money for the purpose of
placing electronic money in circulation;
c. receive monetary value in exchange for the distribution of electronic money;

d. distribute electronic money;

e. place electronic money in circulation;
f. sell or resell electronic money products;
 Terms and Conditions – Corporate Entities

g. renew the value of an electronic money product already in the hands of an electronic money
holder;
h. when not acting in their capacity as payers, to distribute electronic money to a person holding or
purporting to hold electronic money;
i. redeem electronic money held by a holder of electronic money;

j. acting in the capacity of an employee or other capacity on behalf of a third party, approach persons
who are holders or potential holders of electronic money
and
“Payment Services” include the following:
a. execution of payment transaction, including transfers of funds on a payment account with the
user’s payment service provider or with another payment service provider:
✓ execution of direct debits, including one-off direct debits;
✓ execution of payment transactions through a payment card or a similar device;
✓ execution of credit transfers, including standing orders
b. issuing of payment transactions; and
c. payment initiation services.
3. ESTABLISHMENT OF A BUSINESS RELATIONSHIP
3.1. Following submission of the required information for the opening of a Corporate Client Account, the
Company will conduct a review of Client’s documents as per its internal procedures. If you, the
legal/corporate entity qualify to act as a Client, you shall be informed accordingly via email or SMS.
Prior the final acceptance of the Client, the Company may ask for additional information.
3.2. The Client and/ or the appointed authorized person(s) (more details as to who can be appointed as an
authorized person you can find below) of the Client, is/ are obliged to provide the Company with
evidence of the following documentation among others:
3.2.1. A proof of identity and proof of residence which are updated and dated within the last six (6)
months for any authorized person(s) in charge;
3.2.2. All statutory documents of the Client, such as certificate of incorporation, certificate of
registered office address, certificate of directors, license certificate (if applicable).
3.3. The Client must ensure that all and any documents and information provided to the Company during
the opening account procedure or afterwards are true, sufficient, accurate and not misleading,
otherwise the Company reserves the right to reject the Client’s request for the opening of an account.
3.4. Following the Company’s assessment, the Client will be informed as to the approval or rejection of
its request to open an account with Moneygate.
3.5. The Client is responsible to notify the Company in writing of any changes to the information
submitted during the Client Application Process or to any document(s) requested afterwards in
addition to the information outlined in Section 3.2.1 and 3.2.2. of the Agreement.

4. CLIENT’S SERVICES AND OBLIGATIONS

4.1. The Client can submit its application for the opening of a Moneygate account, through the Company’s
website or through the Moneygate Dashboard.
 Terms and Conditions – Corporate Entities

4.2. The Client must submit to the Company all required due diligence documents and other information
that may be required until the Client’s account is approved.
4.3. The Client hereby undertakes to:
✓ Comply in all respects with the Law and the Marketing Guidelines of the Company and;
✓ Comply with and act in accordance to these Agreement and the Applicable Legal Framework, as
may be amended from time to time, and other policies of the Company relating to the operation of
a Corporate Client Account.
4.4. Without derogating from the above, the Client is aware that the Company operates under local
authorizations and specific regulations and restrictions and acknowledges that is responsible to
comply with such authorizations, regulations and restrictions when performing its activities with
respect to the Company. Therefore, the Client shall comply with all applicable legal framework, rules,
regulations and directives under this Agreement and pursuant to the Law, including without limitation
those relating to GDPR.

5. RELATIONSHIPS WITH CLIENTS

5.1. The Client will not attempt to bind the Company in any manner and not to use any trademarks or
signs of the Company.
5.2. The Client shall adhere to the Company restrictions and policies. Such terms may be adjusted by the
Company from time to time.
6. TYPES OF ACCOUNT
6.1. Your account is a ‘virtual’ account that holds e-money and it may hold e-money in different currencies
at the same time.
6.2. Moneygate accounts shall be divided in the following categories:
6.2.1. Standard Account:
✓ IBAN account;
✓ Exchange in different fiat currencies (subject to availability);
✓ Moneygate Debit card (excl. delivery).

7. OPENING AN ACCOUNT WITH MONEYGATE

7.1. A Client must be over eighteen (18) years old to open an account with Moneygate and the following
requirements should be meet, in order to open an account with the Company:

✓ the Client must have full authority to enter into the agreement and meet the obligations under it; and
✓ the Client must provide Moneygate, or its representatives, with certain information. Moreover,
Moneygate, might ask the Client for information regarding its source of wealth, its authorised
person(s), as well as any directors, partners, people with significant control over its business or any
beneficial owners. Moneygate might also ask the Client to confirm that any authorised person has
the authority to act on Client’s behalf and that they have agreed to be bound by these Terms.
7.2. A Client will only be able to access its Moneygate account and the Moneygate Dashboard, once all the
information required have been collected and the account becomes operational.
7.3. Each Client is entitled to open one (1) Moneygate account. If a Client had an account with Moneygate
and the account was previously closed by us, then the Client is not entitled to open a new account.
 Terms and Conditions – Corporate Entities

7.4. Moneygate sets in place different models of Corporate Client Accounts, as an effort to meet the needs
of all of its customers.
7.5. Political, religious or charity organisations cannot apply for a Moneygate account as well as
businesses which are dealing with the following activities (or related to them):
• pornography, dating and escort services;
• weapons, chemicals and related products;
In certain circumstances Moneygate may approve the conditional acceptance of clients dealing with such
type of activities but several restrictions will apply.

8. USING THE ACCOUNT

8.1 Once the Client deposits money in its account will be able to use Moneygate Services and particularly
to:
✓ Send money to and receive money from other Moneygate accounts and non-Moneygate accounts;
✓ Change money from one currency to another;
✓ Make payments and withdraw cash using the Moneygate card; and
✓ View information about and manage its account.

8.2. Authorized Representatives

The Client can authorise other people as its authorized representatives to carry out certain activities on its
behalf.
8.2.1. Account Administrator: This is usually the person who initially enters into the agreement on behalf
of the Client. This person has access to the account, the Moneygate Dashboard and the Open API.
This person can also make payments using Client’s Moneygate cards and appoint other authorised
users or authorised cardholders. He/her can also place limits on authorised cardholders and authorised
users. The account administrator cannot appoint other account administrators.
8.2.2. Authorised user: This is anyone you or an account administrator has authorised to make payments
into or out of your account (including by using your Moneygate cards), make currency exchanges or
use the Open API. They can appoint new authorised users.
8.2.3. Authorised cardholder:
This is anyone authorised only to use your Moneygate cards. You or an account administrator can
place limits on the amount of any:
✓ currency exchange that an account administrator or authorised user can carry out; and
✓ payment that an account administrator, authorised user or authorised cardholder can make
with a Moneygate Card or through the Moneygate Dashboard.
8.3. Responsibility for authorised persons
Moneygate will treat all instructions and actions by authorised persons acting within the limits of their
authority as if you had given that instruction or carried out that action yourself.

9. INFORMATION ON PAYMENTS INTO AND OUT OF THE CLIENT’S ACCOUNT

9.1. The Client can check its balance and all payments into and out of its account through the Moneygate
Application (the “Application”). Moneygate shall not make any changes to its account information. It
will be available only to the Client through the Application while the latter is a customer. It will also
 Terms and Conditions – Corporate Entities

remain available through the Application for 6 years after the closing of the account. If the Client needs
to keep a copy of the information after then, or if the Client need to keep a copy of it outside of the
Application, the Client will be able to download it from the Application at any time.

9.2. Moneygate will send a notification to Client’s mobile device each time a payment goes into or out of
its account. The Client can turn off these notifications, through the Application or in Client’s device’s
settings at any time. If the Client chooses to turn off notifications, should regularly check its payments
on the Application. It is highly recommended to do not turn off the notifications since it is important
to be aware of the payments into and out from your account.
9.3. Making payments and accessing accounts using “open banking”
9.3.1. You can use “open banking” to access the account(s) you have with other providers via the Moneygate
Application and to allow other providers to have access to your Moneygate account.
9.3.2. You can allow other providers to have access to your Moneygate account information or make
payments from your Moneygate account on your behalf. These providers are often referred to as
“open banking providers” or “third-party providers”. These providers need to be authorised by a
regulator to provide these services to you.
9.3.3. When you access your Moneygate account via an open banking provider or third-party provider, our
terms and conditions still apply to your use of your Moneygate account. Sometimes we might have
to block an open banking provider’s or third-party provider’s access to your account (for example, if
we're concerned about fraud, if they don’t have the authorisation they need or if there are legal or
regulatory reasons for doing so). If we do this, we'll try to let you know beforehand or as soon as
possible afterwards. We'll do this through the Moneygate Application or by email unless it would be
unlawful to do so or there are valid security reasons why we can’t. We’ll also unblock the third-party
provider as soon as the reasons for denying them access no longer exist.
9.3.4. You also have the right to block an open banking provider’s or third-party provider’s access to your
Moneygate account. You should contact us if you think one is acting without your consent.
9.3.5. When you use an open banking provider or a third-party provider, you authorise them and give
consent to them to have access to your Moneygate account information or make payments from your
Moneygate account on your behalf. How we share your information for these and other purposes is
set out in our Privacy Policy.
9.3.6. You can also access your accounts with other providers, and initiate payments from those accounts,
via the Moneygate Application. We call these our “Open Banking Services”. Moneygate is authorised
to provide these services (where available).
9.3.7. When you use our Open Banking Services to view information about an account you hold with
another provider, you must authorise us to access that account. We won’t store any of the sensitive
data you provide to give that authorisation. Once you’ve authorised us to access the account:
✓ We will access your account information on your behalf (meaning information like your account
details, transaction history, and the features of your account);
✓ We will analyse this information to provide spending insights to you (like suggesting how you might
be able to save money);
✓ You can revoke your consent at any time via the Moneygate Application.
How we use your information for these and other purposes is set out in our Privacy Policy.
9.3.8. When you use our Open Banking Services to initiate a payment from an account you hold with
another provider, you must authorise us to make that payment as well. We won’t store any of the
sensitive data you provide to give that authorisation.
 Terms and Conditions – Corporate Entities

10. CLOSING YOUR CORPORATE ACCOUNT

10.1. The Client can choose to close its account and cancel its card(s) at any time, with prior notification to
the Company. The Client may inform the Company through the Moneygate Dashboard, or
alternatively by writing to Moneygate, at its head office or by emailing the Company at
support@moneygate.com.
10.2. Irrespective of the closing of the account, the Client shall be responsible at all times for the following
payments:
10.2.1. Any charges the Client has run up (for example in case where a Client had asked for additional card
(s). Moneygate may also charge for any cancellation fees that apply to other agreements the Client
has entered into with Moneygate.
10.2.2. The Client is entitled to withdraw its money prior the closing of the account. If the Client wishes to
receive its money in a different currency Moneygate holding for the Client, we will convert the
currency using the rate that applies at the time, and take our usual fee, before sending the money
back to the Client.

11. CONSEQUENCES OF CLOSING A CORPORATE CLIENT ACCOUNT

11.1. Moneygate will be entitled to withhold funds of the Client if Moneygate is required to do so by law,
a rule or at the direction of responsible regulatory or approved government body. Funds held with
Moneygate, except any fees and/or payments approved by the Client before the closing of its account,
will be returned to the Client following a three-month period once the account is closed. If on
termination any sum is, or may become, due from the Client to Moneygate, the Client shall pay such
sum to the Company.
11.2. Once the account is closed, the Client can only withdraw its money in the currency of the particular
account.

12. SAFEGUARDING OF CLIENTS’ FUNDS

12.1. Any funds received from third parties or added to the Client’s Corporate Account by the Client, will
be safeguarded by Moneygate in a separate clients’ account (segregation method). In this regard,
every time Moneygate receives a payment for your account, or you add money to your account,
Moneygate place the equivalent value of e-money in your account. Safeguarding protect you if we
were to become insolvent. For example, safeguarding regulations make sure that once we have paid
any costs related to a liquidator, we must repay you from our ring-fenced accounts prior we repay any
other we might owe money to.

More details in relation to safeguarding of clients’ funds can be found at our Safeguarding Policy. In
such a case, Moneygate will either:

✓ place the money into its ring-fenced accounts, hold with well-known global banks (ring-
fenced accounts are separate from Moneygate money(segregation);

However, the Applicable Legal Framework does not allow to Moneygate to pay to its Clients’ any
interest, thus, the money in the Corporate Account isn't covered by the Investor Compensation Fund.

12.2. Corporate Opt-Out

 Terms and Conditions – Corporate Entities

Pursuant to these Terms, large enterprises agree that the following regulations of the PSD II shall not
apply to them:

✓ 40 to 62 (both inclusive);
✓ 66 (I), 67 (3) and 67 (4);
✓ 75, 77 and 79;
✓ 80 and 83;
✓ 91, 92 and 94.

13. HOW TO KEEP YOUR ACCOUNT SAFE

13.1. The Client should not keep any security details near your Moneygate card and should disguise or
protect such information either by stored them or write them down.

13.2. Moneygate suggests avoiding sharing any security details with anyone other than an open-banking
provider or third-party provider who is acting in line with the relevant regulatory requirements.

13.3. The Client and particularly its authorized representative(s), should always make sure that they have
closed down the Application when they not using it and should keep their mobile phone and email
account secure by don’t letting other people use them.

13.4. Moneygate allows to the Client to freeze and unfreeze its account through the Application. If the
Client realises at a later stage that there is no risk to its card, the Client can unfreeze its account at any
time.

14. RESTRICTIONS ON USING THE MONEYGATE APPLICATION OR MONEYGATE CARD

It is strictly prohibited to use the Moneygate Application or Moneygate card in any of the following manners
(directly or indirectly):

✓ for illegal purposes (fraudulent purposes);

✓ in a way that you might harm our ability to provide our services;
✓ only to send money to and receive money from a credit card account;
✓ for any transactions to receive cash other than making a withdrawal from an ATM (cash
machine);
✓ to control or use a Moneygate account that’s not yours;
✓ to give Moneygate Cards to any other person;
✓ to allow anyone else to have access to or use your account or the Moneygate Application
(excluding the authorized persons);
✓ to abuse, exploit or get around any usage restrictions set by a service provider your Moneygate
Card is registered with. For example, you must only use one Moneygate Card for any
particular service provider that offers a free subscription or trial period; or
✓ to trade in foreign currencies for speculative purposes (that is, to take advantage of any
expected rise or fall in the value of a currency) or to take advantage of discrepancies in the
foreign exchange market or
✓ avoid any disrespectful behavior towards our staff

15. MOVING MONEY IN AND OUT

 Terms and Conditions – Corporate Entities

15.1. You can add money to your account using a debit card or credit card registered with us (we call this
your stored card) or by bank transfer. Your stored card must be in your name.

15.2. When you add money by bank transfer, you must use the account details stated in the Moneygate
Application. When we receive the money, Moneygate will add the equivalent amount of e-money to
your account.

15.3. The account details you must use to add money to your account will depend on the currency of the
money you are adding. For example, if you want to add money to your account in Euro (€), you must
use the “Euro account” details stated in the Moneygate Application.

15.4. If you use a stored card or a bank account that is in one currency to add money to your account in
another currency, your bank or card provider may charge a fee.

16. TOP-UP OF MONEYGATE ACCOUNT – AUTO – ADD SERVICES

You may authorise Moneygate to add money to your account from your stored card whenever the value of
money in your account drops below a certain amount (the “Auto-add”). You can cancel an auto-add at any
time through the Moneygate Application or by contacting your card provider.

17. PAYMENT LIMITS

Sometimes Moneygate might limit how much you can receive into or pay from your account, or how much
you can withdraw or spend using your Moneygate card. We might also limit the value of currency exchange
you can carry out at any one time or over a period of time. These limits can change from time to time, and
can be seen in the Clients log in portal.

18. KEEP YOUR CURRENCY CONSISTENT

It's important that any payment to your account is made in the currency of your account. Otherwise, the
payment will be converted to the currency of your account. This means that your account might be credited
with more or less than you expected. We won't be responsible for any losses if this happens.

19. TRANSFERRING MONEY BETWEEN MONEYGATE ACCOUNTS – INSTANT

TRANSFERS

19.1. Corporate Client Account holders can send and receive money from other Moneygate accounts and;

19.2. Make instant transfers to other Moneygate user’s account by choosing them from the contacts list in
the Moneygate Application. The other person will receive the transfer immediately.

20. OTHER TYPES OF PAYMENTS

20.1. As Moneygate Client you can make one-off payments or set up a recurring payment, by entering the
sort code and account number (or, for international payments, the BIC and IBAN) of the account you
are sending money to in the Moneygate Application and follow the prompts. We may need to ask for
other information as well.

21. USING YOUR MONEYGATE CARD

 Terms and Conditions – Corporate Entities

As Moneygate Client you can make payments or withdraw cash using your Moneygate Card. When a Client
uses its Moneygate Card to make a withdrawal from an ATM or make a payment the Company will consider
that the payment is authorised by the Client unless:

✓ you inform the Company that the money has been stolen from your account; or
✓ you believe that the Company did not carry out Client instructions correctly.

22. RESPONSIBILITY FOR LOSSES

In certain circumstances, when a client asks us to transfer money to someone, and the transactions gets
rejected by the receiver bank and is returned to the original source on the original currency. If we had to
carry out a currency exchange when we sent the payment, and can show that we did everything right, when
we return the money to you, we'll convert it back to the original currency. This means that the amount you
receive back into your account might be less than the payment you made (or more). We would not be
responsible for any losses that this causes you.

23. DEFAULTS ON PAYMENTS

23.1. We'll always try to process your payments properly and on time, but sometimes things go wrong and
a payment might be delayed or not received by the person you wanted to pay.

If something has gone wrong and:

✓ the person paying you;

✓ the bank account you wanted to make the payment into; or
✓ the retailer you were paying;

is in the EEA, please inform the Company through the Moneygate Application. You need to inform us as
soon as possible, and no later than 10 days after the amount was taken from your account.

24.2. If the money is not received into the account you sent it to, we'll refund the payment back into your
account.

24.3. If we received a payment on your behalf, but the money was not paid into your account on time, we'll
immediately credit your account with the amount of the payment. (Subject to AML checks in place
from time to time).

The above do not apply to currency exchanges.

25. EXCHANGE RATE

25.1. If you tell us to make a currency exchange, or we need to convert the currency of a payment into or
out of your account or a cash withdrawal made using your Moneygate Card, we'll use an exchange rate
based on our market rate, which is based on foreign-exchange markets. This means we use is a variable
exchange rate which is changing constantly. We add a percentage mark-up if:
 Terms and Conditions – Corporate Entities

• the currency isn’t always easily available; or

• you tell us to make a conversion outside foreign-exchange-market hours. A conversion will be
outside foreign-exchange-market hours if it’s between midnight on a Friday and midnight on a
Sunday (CY time).

25.2. You can see our current exchange rates in the Moneygate Application. Once we have converted the
currency, your transaction history in the app will show the exchange rate we used. We use the rate
that applies at the time we carry out the conversion.

Moneygate is not responsible for:

✓ any loss of money as a result of converting currency; or

✓ any charges, fees or lose of money because of the use of the Moneygate card in another country
and you ask the retailer (or the retailer's bank) to make the conversion.

26. CANCEL OF PAYMENTS OR OF CURRENCY EXCHANGE

26.1. You can cancel a payment at any time before the payment is due to be paid from your account.

26.2. You can't cancel a payment on the same day it's due to be paid from your account. This means that
you cannot cancel transfers between Moneygate accounts. You also can't cancel a currency exchange
once we've received your request to carry it out.

26.3. You can cancel a bank transfer through the Moneygate Application.

27. TIMEFRAME OF PAYMENTS

27.1. We understand that when you make a payment, one of the most important things is that the person
the payment is for receives it on time. When their bank will receive the money depends on what time
you tell us to make the payment, and the currency you want us to make it in.

The list below indicates the time of payments:

Type of payment:

a. Instant transfer to a Moneygate account: Immediately, at any time;

b. Payment to someone else’s bank account: Immediately, before 13:00 p.m. on a business day;

c. Payment to someone else’s bank account: The next business day, after 13:00 p.m. on a business day;

d. Payment to a bank account at a future date (standing order): The same business day (if the payment is
due to come out of your account on a business day) or the next business day (if the payment is due to come
out of your account on a non-business day).

Payment in different currencies:

a. EUR (€) payment shall be made the next business day once we have taken the payment from your
account, the day it will reach the account of the person you are paying;
 Terms and Conditions – Corporate Entities

b. Any currency other than EUR (€), in a bank account in the EEA, payment shall be made up to four (4)
working days later;

c. Any currency other than EUR (€) to a bank account outside the EEA, payment shall be made as soon as
possible, as the payment depends on where the bank of the person you wish to make the payment is.

However, currency exchanges can be made immediately by Moneygate.

28. WHEN WE WILL REFUSE OR DELAY A PAYMENT

We must refuse to make a payment, or delay a payment, in the following circumstances:

✓ if legal or regulatory requirements prevent us from making the payment or mean that we need to
carry out further checks;

✓ if you have broken these terms and conditions in a way that we reasonably believe justifies us
refusing or delaying your payment;

✓ if we believe that processing your instruction would break these terms and conditions or that your
instruction doesn't contain all the information we need to make the payment properly;

✓ if the amount is over, or would take you over, any limit that applies to your account.
✓ if there is not enough money available in your account to make the payment and cover any charge;

✓ if you've been declared bankrupt or insolvent, are being wound up, or a similar event is taking

✓ place; if, even after doing everything reasonably possible, we won't be able to make the payment on
time;

✓ if a third party prevents us from making the payment (for example, if Mastercard or Visa do not
allow a payment or cash withdrawal using your Moneygate card);

✓ if you owe us money or we intend to exercise our right of set-off (as explained below);

✓ if we have asked you for important information we reasonably need and you have not given us that
information; or

✓ if we have suspended your account.

29. REFUSING A PAYMENT

Moneygate will inform the Client that a payment has been refused. If you'd like to find out why we refused
the payment, and what you can do to solve any problem, please contact us on support@moneygate.com.
Moneygate shall not be responsible for any losses you suffer as a result of us refusing or delaying a payment.

30. WHAT HAPPENS IF SOMETHING GOES WRONG

30.1. If the Client noticed that any amount has been stolen from its account, Moneygate must be informed
as soon as possible through the Moneygate Dashboard (and no later than 2 days from the date the
money was taken from it account). Moneygate undertakes to try to trace the route of the funds to
outgoing banks, notwithstanding the other banks involved can assist in the matter.
 Terms and Conditions – Corporate Entities

30.2. Moneygate shall not refund any money if the Client have acted fraudulently, or in circumstances
where the Client intentionally or carelessly failed to keep its security details or Moneygate Card safe
(unless the Client informed Moneygate about this, before the payment was taken from its account).

31. BLOCKING OF MONEYGATE ACCOUNT OR MONEYGATE CARD

31.1. Moneygate might prevent its Clients from making payments from their account or with their
Moneygate Card if Moneygate is reasonably concerned about its security or that it might be used
fraudulently or without Client’s permission.

31.2. Moneygate might also have to block the Moneygate account or Moneygate card of a Client in order
to be in compliance with its legal obligations.

31.3. However, Moneygate, undertakes to inform you before, or as soon as possible after, it blocks a
Moneygate card or API Key. Moneygate shall also inform its Client for the reasons of such blocking
(unless it would reduce Client’s or Moneygate security or it would be unlawful).

31.4. We may also refuse to issue a new Moneygate card if you do not have enough money in your account
to pay us to issue or deliver the card.

32. SUSPENSION AND CLOSING OF ACCOUNT

32.1. Moneygate may close or suspend a Client’s account immediately, and end its access to Moneygate
website, in exceptional circumstances. Exceptional circumstances will occur if:

✓ the Company has evidence to suspect that a Client is behaving fraudulently;

✓ the Client has not given to the Company (or someone acting on Company’s behalf) any
information required, or the Company has good reason to believe that information provided is
incorrect or not true;
✓ the Client has breached these terms and conditions in a serious or persistent way and it has not
put the matter right within 30 days since the breach was identified;
✓ the Company has good reason to believe that your use of the Moneygate Dashboard and the
Moneygate account is harmful for the Company or to the software, systems or hardware;
✓ the Company has good reason to believe that the Client could damage Company’s reputation
or goodwill;
✓ the Company asked the Client to repay money owed the Company and the Client has not done
so within a reasonable period of time;
✓ there's been a change in the beneficial ownership of more than fifty percent (50%) of the issued
share capital of the Client’s business or a change in a person who holds legal power to manage
your business;
✓ we have good reason to believe that you've disposed of significant business assets;
✓ there's been an important change in the type of business activities you carry out;
✓ you've been declared bankrupt or insolvent, are being wound up, or a similar event is taking
✓ place;you are a sole trader and you die or you are a partner in a business and the partnership
ends; or
✓ the Company has to do so under any law, regulation, court order or ombudsman’s instructions.

32.2. We may also close your account for other reasons. If you are a micro-enterprise, i.e. a business whose
annual turnover or balance sheet total is no more than €2 million and employ less than ten (10) people
(“Micro-Enterprise) we will give you a reasonable amount of time to transfer the money in your account.
If you're a large corporation we can end this agreement by giving you (thirty) 30 days' notice, or
immediately if you violate these Terms and failed to remedy such breach.
 Terms and Conditions – Corporate Entities

32.3. Closing a Moneygate account and ending the agreement may also end any other agreements the Client
may have with Moneygate or through Moneygate. Clients can get more information through the Moneygate
Application or by contacting Moneygate at support@moneygate.com.

33. CHANGE OF TERMS

33.1. Moneygate shall only change these Terms for the following reasons:

✓ to reflect the way Moneygate business is run, particularly if the change is needed because of a
change in the way any financial system or technology is provided;
✓ to reflect legal or regulatory requirements that apply to Moneygate;
✓ to reflect changes in the cost of running Moneygate business; or
✓ because Moneygate wishes to change or introduce new services or products that affect the existing
services or products covered by these terms and conditions.

33.2. If Moneygate adds a new product or service that doesn't change the terms and conditions of a Client’s
account, the Company may add the product or service immediately and inform the Client before it
use it.

The Client is obliged to routinely check the terms and conditions posted on Moneygate’s website from
time to time for any changes. Any client who does not agree to any new changes may close their
account before the change are implemented or right after.

34. WHAT HAPPENS IF SOMETHING GOES WRONG

34.1. Moneygate shall do as much as reasonably possible to make sure that its services are not interrupted
and are accessible at a reasonable speed. However, we cannot promise that this will always be the
case or that the services will be free from faults. We also rely on some third parties to provide services
to you, which can sometimes disrupt our services. We shall always do our best to solve any problems
with our services, no matter what the cause.

34.2. If you have a Moneygate card, we will let you know about any changes to our system that will affect
your ability to use the card.

34.3. We shall not be responsible to you for any of the following, whether direct or indirect, that arises in
connection with these terms and conditions:

✓ loss of income or profit;

✓ loss of goodwill or damage to your reputation;
✓ loss of business contracts or opportunities;
✓ loss of anticipated savings; or
✓ consequential loss.

Except when the law states otherwise, we also won't be liable for any loss you suffer as a direct or indirect
result of the following:

✓ the actions of any authorised person acting in line with these terms and conditions and within any
restrictions you have set;
✓ you giving us incorrect or incomplete information;
✓ any delays in or disruptions to our services unless such delay is unreasonable;
✓ any faults, mistakes or inaccuracies of any kind in our services which are not the fault of
Moneygate;
✓ information or services provided by third parties; or
 Terms and Conditions – Corporate Entities

✓ anything a third party does or fails to do.

34.4. Nothing in these terms and conditions removes or limits:

✓ our liability for death or personal injury resulting from our negligence, or from fraud or fraudulent
claims or statements; or
✓ any other liability which, by law, cannot be removed or limited.

34.5. Losses arising as a result of legal or regulatory requirements, or unusual or unexpected events

We will not be responsible for any losses you suffer or costs you have to pay because of a legal or regulatory
requirement, or because there were unusual or unexpected events outside our control, unless those losses
or costs result from willful misconduct, gross negligence and from us failing to meet our obligations to
make payments into or out of your account. However, we will not be responsible for losses or costs relating
to us failing to make payments into or out of your account if this was because of events beyond our control
which we could not have avoided, even if we had taken all reasonable steps to prevent them.

This section 37 does not apply to our responsibility to refund any amount under section 36.

35. RESPONSIBILITY FOR FORESEEABLE LOSSES

If we break the agreement, we will only be responsible for any loss that we could have foreseen at the time
we entered into the agreement. Nothing in these Terms removes or limits our liability for death or personal
injury resulting from our negligence or from fraud or fraudulent claims and statements.

36. HOW YOU MIGHT OWE MONEY TO MONEYGATE

36.1. You cannot borrow money on your account (for example, make payments of more than the value of
the money in it), although you may be able to benefit from one of our credit products. If your balance
becomes negative (for example, because you do not have enough e-money to cover fees you owe us),
you must top up your account immediately. If you owe us money, we can take the amount you owe
us from any amount we are due to pay to you. We call this our right of set-off.

36.2. Paying fees or other amounts you owe us (other than third-party fees for making or receiving
payments):

36.3. If you owe us fees (other than third-party fees for making or receiving a payment) or any other amount,
we'll take the amount you owe us from your account, in the currency of the country you live in (your
base currency).

36.4 If not enough money in your account is held in your base currency, we'll take the equivalent value
from money you hold in another currency. If you don't have enough money in your account to pay the
fees or other amounts you owe us, we might recover the amount in another way, as explained below.

If you owe us money and you don't top up your account or repay us within seven days, we can recover
the amount by:

✓ taking the amount you owe us from your stored card;

✓ exercising our right of set-off; or
✓ taking other legal steps to recover the money you owe us, such as instructing lawyers or debt
collectors.
 Terms and Conditions – Corporate Entities

If we take any (or all) of these steps, we might charge you our reasonable costs.

37. WHEN YOU MIGHT BE RESPONSIBLE FOR OUR LOSSES

You may be responsible to us for certain losses

If you have broken these Terms and this has caused us to suffer a loss, the following will apply:

✓ you will be responsible for any losses we suffer as a result of your action (we will keep the losses
to a minimum);
✓ you will also be responsible for any reasonable legal costs that arise as a result of our losses.

38. TERM AND TERMINATION

38.1. The duration of this Agreement will begin on the Effective Date and will continue in perpetuity unless
it is terminated earlier in accordance with the provisions hereof.
38.2. Either Party may terminate this Agreement for convenience following 30 days’ written notice period
or immediately in case of serious breach of the terms specified in the Agreement.
38.3. The Company may, by notice in writing to Client, terminate this Agreement forthwith if any of
Client’s representations ceases to be true, or if Client is in breach of any term, condition or provision
of this Agreement and either the breach cannot be remedied or Client fails to take actions within 10
business days of receipt of a Notice and/or warning requiring it to do so.
38.4. Termination shall be without prejudice to any rights which accrued before termination. The Client
shall be entitled to receive any funds from their accounts, which have accrued and are due payable to
it as at the termination.

39. COMPLAINTS
The Client can make its complaint through the Moneygate Dashboard. Alternatively, you can email us
at support@moneygate.com. However, the fastest way to make a complaint is through the Moneygate
Application.
You will be required to tell us:
✓ Your name;
✓ The phone number and email address associated with your account;
✓ When the problem arise; and
✓ How you would like us to put the matter right.

We will look into your complaint and respond to you by email. We will communicate with you in English,
unless we tell you otherwise.

40. REPRESENTATIONS AND WARRANTIES

40.1. The Client represents and warrants that its authorized person(s), has/have been and will continue to
be duly autorized to participate in the transactions contemplated hereby, if required.
 Terms and Conditions – Corporate Entities

40.2. The Client warrants that it is not bankrupt or subject to any administrative, insolvency order, tax or
other proceedings.
40.3. The Client confirms that it has not been convicted for any criminal activity or been subject to any
sanctions, regulatory or other investigations, for unlawful or unethical conduct or breach of any law,
regulation or professional conduct other than minor traffic offenses.
40.4. The Client acknowledges that he is aware of the contents and understands the Company’s Compliance
and Anti Money Laundering Policies, which may be modified from time to time, and agrees to operate
in accordance with the policies and procedures contained therein.

41. INTELLECTUAL PROPERTY RIGHTS

41.1. All of Company’s intellectual property, including without limitation the content in our website,
Moneygate Dashboard, our logo and the designs of our cards and any other related products.
41.2. The Client is not allowed to reverse-engineer any of the Moneygate products or reproduced them after
a detailed examination of their construction or composition.

42. LITIGATION
Each Party represents that there is no claim, action, suit or proceeding pending or, to the Party’s knowledge,
threatened, against the Party at law, in equity, by way of arbitration or before any governmental department,
commission, board or agency that might have a material adverse effect on the other Party, nor is the Party
aware of any reasonable basis thereof.

43. LIMITATION OF LIABILITY

Except as stipulated above, in no event the Company will be liable to the Client and/or any third party
engaging directly or indirectly with Company’s trading services and no party will be entitled to recover
from the Company any incidental, consequential, indirect, special or punitive damages (including, without
limitation, damages for loss of business, loss of profits or loss of use), whether based on contract, tort
(including, without limitation, negligence) or any other cause of action relating to company’s trading
services or otherwise relating to this agreement, even if either party has been informed or should have
known of the possibility of such damages and even if such damages are foreseeable. In all cases, the
Company’s maximum aggregate liability to Client and all traders relating to Company’s trading services or
this agreement, for any reason, will be limited to the amount actually paid to Client by Company during 1
month period immediately preceding the first event giving rise to a claim for damages.

44. INDEMNITY
44.1. The Client shall indemnify the Company for any damage or expense incurred because of the Client’s
failure to abide by the obligations of any terms of this Agreement.
44.2. Any failure on Client’s part or that of the Client to comply with an applicable law, rule or regulation;
44.3. Any failure on the part of Client to perform any obligation set out in this Agreement or any other
agreement between the parties and;
44.4. The un-authenticity or unenforceability of any contract entered into with the Client.

45. CONFIDENTIALITY
 Terms and Conditions – Corporate Entities

45.1. The Client shall keep confidential and not disclose except for the benefit of the Company at any time
during this agreement or subsequent any trade secrets, techniques, ideas, know how, plans, concepts,
data, and subject matter pertaining to the Company, its clients, or Clients which Client may use or
otherwise acquire during its relationship with the Company (the “Confidential Information”).
45.2. Upon termination of this Agreement, the Client shall return to the Company any materials or data
received by Client from the Company.
45.3. At any time during the term of this Agreement the Company can demand that Client return any
materials or data it received from the Company.
45.4. The provisions of this Section 48 shall not prohibit the use or disclosure of information:
45.4.1. Which is or becomes public domain without breach of this Agreement by the party receiving
Confidential Information; or
45.4.2. Which after execution of this Agreement is lawfully acquired from any third party who did not
directly or indirectly acquire the same subject to any obligations of confidentiality.
46. NOTICES AND AMENDMENTS TO THE AGREEMENT
46.1. Any notice required or permitted to be given under this Agreement shall be in writing and shall be
sent by email to the following emails:
a) For the Company: support@moneygate.com
b) For the Client:. Notice under this Agreement shall be deemed to be effectively given or made on
delivery to a party, if delivered personally or when sent by e-mail as provided in the Company
application form.
46.2. Notwithstanding, the terms specified in the Agreement, the Company retains the right at any time to
amend the provisions of the Agreement with notice to the Client given by e-mail or by posting the
relevant announcement on the Company’s website.
46.3. The Client must immediately notify the Company if it does not accept any change that may be
introduced. Where the Client continues to trade with the Company after the effective date of the
changes to the Agreement, as indicated in the notice, it will be deemed to have accepted the
amendment by conduct. Where the Client does not accept such change, the Company may terminate
this Agreement.
47. MEANS OF COMMUNICATION AND EXCHANGE OF INFORMATION
47.1. The Company will communicate with the Client via e-mail.
47.2. For the purposes of exchanging information, the Parties shall use the English language.

47.3. The Client shall be obliged to ensure that it is always possible for the Company to contact the Client
via means of communication indicated by the Client. The Company shall not be liable for the Client’s
losses when the Company has attempted to contact the Client via means of communication indicated
by the Client, but the latter could not be reached.

48. MISCELLANEOUS
48.1. This Agreement and any amendments to this, along with our Fee Schedule and Cookies Policy
constitute the entire agreement between the Parties and 50.2. Failure by the Company to require strict
compliance with any provision of this Agreement shall not constitute a waiver of the Company’s
rights upon that or any other occasion.
48.2. The invalidity or unenforceability of any part of this Agreement shall not prejudice the validity or
enforceability of any other part.
48.3 Variations to this Agreement shall be made in writing and Communicated to the Client.
 Terms and Conditions – Corporate Entities

48.4. This Agreement shall take effect, as soon as the Corporate Account is open.

49. OUR RIGHT TO ENFORCE THE AGREEMENT

If you have broken the agreement between you and us and we don’t enforce our rights, or we delay in
enforcing them, this will not prevent us from enforcing those or any other rights at a later stage.

50. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the Republic of Cyprus
without regard to conflict of laws. Exclusive jurisdiction in any action or proceeding arising out of or
relating to this Agreement will be placed in the relevant courts residing in the Republic of Cyprus
(“Jurisdiction Courts”), and each party waives any objection to proceedings in the Jurisdiction Courts.

Date:

Name:

Signature: