This document governs the Business relationships between SOLIDIUS GEAR PTE TECHNOLOGY PTE LTD acting under the trade name TheWallet.Cloud (hereinafter — TheWallet.Cloud) and a customer (hereinafter — Customer), TheWallet.Cloud and the Customer, hereinafter jointly referred to as the Parties and individually as the Party. Access to and use of TheWallet.Cloud services by the Customer are subject to compliance with all terms and conditions set forth hereinafter together with annexes if any. The headings and subheadings in these Conditions are for reference only and do not limit the scope of each clause.
In the present Terms and Conditions, the following terms shall, unless the context otherwise requires, have the following meanings and may be used in the singular or plural as appropriate:
1.1 “Account” shall mean Customer’s Electronic money account opened with TheWallet.Cloud, which holds electronic money.
1.2 “Alternative Payment Method” or “APM” means a payment method (other than Card) which TheWallet.Cloud is able and has agreed to process, including without limitations: e-wallets, payments from the phone account, other.
1.3 “Wallet” shall mean sub-account opened in Customer’s Account with chosen by the Customer Base currency.
1.4 “Base Currency” shall be the reference currency chosen by the Customer before opening a particular Wallet in the Account.
1.5 “Business Day” shall mean a day when TheWallet.Cloud is for servicing of its Customers and is any day, except national holidays and days of rest in Singapore, as well as TheWallet.Cloud’ non-business days previously announced to the Customer.
1.6 “Business Relationships” shall mean relations between TheWallet.Cloud and Customer during the time of providing of Services by TheWallet.Cloud.
1.7 “Card” shall mean payment card branded as, but not limited to Visa, Visa Electron, MasterCard or Maestro that shall be used as a means of payment when conducting the Transaction.
1.8 “Customer” shall mean the Account-holder or an applicant for Account opening with TheWallet.Cloud, i.e. a natural person or entity’s sole proprietor, merchant or self-employed or another person with legal commercial or other activity, which has Business relationships with TheWallet.Cloud.
1.9 “Communication” shall mean any instructions, orders, documents, logs, transactions and any other information intended to be addressed to a Party by the other Party and is described under “Relationships and Communications between TheWallet.Cloud and Customer” section (3).
1.10 “Conditions” shall mean the present Terms and Conditions of TheWallet.Cloud and annexes if any, related to the Services of TheWallet.Cloud, the use and access of the TheWallet.Cloud E-Money System and any other website and/or interface provided by TheWallet.Cloud in the current edition of which is published on TheWallet.Cloud website.
1.11 “Digital Currency” shall mean such digital currency, including, but not limited to Bitcoin and Ethereum and any other digital currency that may be available for purchase within TheWallet.Cloud E-Money System.
1.12 “TheWallet.Cloud Group” shall mean a group of companies and/or affiliates that directly or indirectly are owned, acquired and/or controlled by TheWallet.Cloud.
1.13 “TheWallet.Cloud E-Money System” shall refer to the software/hardware complex, which includes a funds transfer system with formal and standardized arrangements and common rules for the processing, clearing and/or settlement of payment transactions, accessible through the website or/and mobile application of TheWallet.Cloud, including all programs and access points enabling the Customer to perform access to the Services, such as, but not limited to the TheWallet.Cloud E-Money System.
1.14 “Deposit” shall mean the crediting of funds to Customer’s Account by purchasing Electronic money by using one of the designated Deposit options available.
1.15 “Withdrawal” shall mean funds transferring from the Customer’s account via selected by the Customer method in the withdrawal section of the Account by redeeming Electronic money.
1.16 “Electronic Money” or “E-Money” shall mean electronically, including magnetically, stored monetary value as represented by a claim of the Customer on the TheWallet.Cloud E-Money System, which is issued by TheWallet.Cloud on receipt of funds from the Customer for the purpose of making payment transactions on the TheWallet.Cloud E-Money System and which is accepted by the Customer.
1.17 “Fees” shall mean any fees, rates, and charges levied by TheWallet.Cloud for provision of Services and which can be amended by TheWallet.Cloud from time to time in accordance with these Conditions. Fees are applicable to the Customer and are an integral part of these Conditions. In case that in relation to the Customer exist some special Fees and additional agreements, it should prevail over these Conditions and general Fees in the frame and in relation to certain services, provided by TheWallet.Cloud.
1.18 “Services” shall mean any services, subject to the Conditions, offered by TheWallet.Cloud, including without limitation Account maintenance, issuance of E-money upon receipt of funds, issuance of payment instruments and execution of payment transactions with issued E-Money using payment instruments via TheWallet.Cloud mobile application or designated website of TheWallet.Cloud and any and all products available to the Customer and at the Conditions set forth at any time on TheWallet.Cloud website and/or the TheWallet.Cloud E-Money System.
1.19 “Transaction” shall mean an act, initiated by the Customer of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the Customer and TheWallet.Cloud, and in any case less any applicable Fees. Notwithstanding the foregoing a Transaction may be one of the following:
1.20 “Login Authorization” data shall include all authorization/verification information that is provided to the Customer by TheWallet.Cloud for identification and login into the Account purposes, such as unique account number, password, login code and/or any verification messages, sent via email or mobile phone.
1.21 “Conditions” defined herein shall have the same meaning in any other documents related to the opening of the Customer’s and or Customer’s Account with TheWallet.Cloud and deemed to be part of these Conditions, unless it is specified in the relevant document.
1.22 References to persons shall include individuals, corporate bodies, unincorporated associations, partnerships and any other entities. Words denoting gender shall include all other genders. References to a Section or Sections shall be deemed references to the respective section(s) of these Conditions. Headings and notes herein are for reference only and shall not affect the construction and interpretation of the Conditions.
2.1 TheWallet.Cloud is a Multi-Purpose Stored Value Facility as defined by the Payment Systems (Oversight) Act, also known as an electronic money institution, which is entitled to issue electronic money and to provide payment services referred. Since the service of TheWallet.Cloud is limited to E-Money, which does not qualify as a deposit or an investment service in the meaning of the Investor Protection Law and/or the Deposit Guarantee Law, the Customer is not protected by the Deposit Guarantee Fund and a system of protection for investors provided by the TheWallet.Cloud.
2.2 Additionally, to legal facts described in section 2.1 above, the Customer acknowledges that:
2.3 TheWallet.Cloud provides access to TheWallet.Cloud E-Money System to authorized Customers only and enables them to purchase electronic money or request redemption of electronic money, make payments to and accept payments from third parties. TheWallet.Cloud is an independent service provider for all purposes.
3.1 TheWallet.Cloud provides the Services only to authorized Customers that have been duly authorized by TheWallet.Cloud after full inspections were carried out by TheWallet.Cloud.
3.2 As an authorization precondition the Customer must accept these Conditions and any specific conditions published from time to time on TheWallet.Cloud website.
3.3 During the acceptance and authorization process TheWallet.Cloud has a right to request information and the Customer is obliged to provide such information to the TheWallet.Cloud team, including, but not limited to, identification of the Customer within 3 (Three) Business Days. TheWallet.Cloud may further request any information that is necessary in accordance with anti-money laundering laws and regulations and Customer understands and acknowledges and accepts the requirement to provide TheWallet.Cloud with any requested information within 3 (Three) Business Days, otherwise TheWallet.Cloud may suspend and/or close Account, in accordance with these Conditions.
3.4 In any case, the Customer hereby expressly authorizes TheWallet.Cloud to request and receive the Customer’s information from other member companies of TheWallet.Cloud Group where the Customer might hold an account or have any other relationships with TheWallet.Cloud Group.
3.5 TheWallet.Cloud is under no obligation to accept and/or authorize any Customer. TheWallet.Cloud, upon its full discretion, shall determine the scope of information which may be requested from the Customer and to decide on which terms and conditions the Customer is accepted and authorized.
3.6 It is the obligation of Customer to provide (and TheWallet.Cloud has rights to request accordingly from time to time) up-to-date information on all Customers and TheWallet.Cloud, therefore, has the right to request any additional information from time to time which the Customer shall be obliged to provide. If the information is not provided, TheWallet.Cloud reserves the right to unilaterally terminate the relationships with Customer with immediate effect.
3.7 In case if the Customer fails to submit the requested documents and/or information upon TheWallet.Cloud request, TheWallet.Cloud reserves the right to deactivate Customer’s Account and further decide upon the continuation of relationships with the Customer.
3.8 The Customer shall immediately (within 3 (Three) Business Days) notify TheWallet.Cloud in case of any changes in circumstances or facts to any information and/or documents provided during Customer’s authorization procedure.
3.9 Once the Customer is accepted and authorized by TheWallet.Cloud, the Customer will be provided with the Account with TheWallet.Cloud. The Account is personal and only the Customer has a right to access and use TheWallet.Cloud Services within it and only in the frame of stated and declared activity and purposes in the application for the Account (in case planned activity and purpose changed — new application for the Account shall be submitted for the review to TheWallet.Cloud). The Customer shall take all the measures necessary to protect the Login authorization data (such as: password, Login Code user ID and any other strictly personal security features) of the Account and only use the Account in accordance with these Conditions.
3.10 Each Customer is only allowed to have one approved Account with TheWallet.Cloud. All additional information, applications or documents submitted at any time will be attached to the only approved Account of the Customer. In case if more than one Account were opened for the Customer, the Customer expressly instructs and authorizes TheWallet.Cloud to close one of the Accounts at its full discretion and transfer all the funds to the other Account so to keep only one Account at any time.
3.11 The Customer isn't allowed (and shall not attempt to) tamper, hack, modify or otherwise corrupt the security or functionality of TheWallet.Cloud E-Money System. In case TheWallet.Cloud suspects that any of these activities are taking place on Customer’s Account, TheWallet.Cloud reserves the right to immediately freeze the Account and all transactions on it until these suspicions are either confirmed or discredited.
3.12 All information may be received in English only and English shall be the language used for purposes of these Conditions and for further communication between the Customer and TheWallet.Cloud.
3.13 The Customer and TheWallet.Cloud are entitled to use means of communication, such as telephone, email, mobile communication application, and other similar technological solutions for Communications purposes either provided by TheWallet.Cloud or not. By sending and receiving Communications to and from TheWallet.Cloud through any of these communication means, the Customer acknowledges and agrees that he may be exposed to inherent risks such as, without limitation, the failure of hardware, software and communications infrastructure (including the Internet). The content of Communications may be altered, not reach their intended recipient or do so much later than intended due to reasons outside the control of the parties, or may be duplicated, disseminated or intercepted by unauthorized parties, and/or reach other than the intended recipients. Telecommunication operators may restrict certain services and/or not accept or restrict the transfer of certain data. As a result of any system unavailability, failure or other disruption, orders may either be not executed according to the Customer’s instructions or not be executed at all or may not be placed or amended. Errors, disruptions, unavailability of the means of communication or delays in the transmission may affect transactions accordingly. The Customer acknowledges all risks described above and all similar risks (“Telecommunications Risks”) and agrees to use the means of telecommunication at his own risk and of his own volition, assuming full responsibility. The Customer confirms that he understands and assumes the risks inherent to the use of the TheWallet.Cloud E-Money System, programming tools and other electronic communication tools.
3.14 The Customer discharges TheWallet.Cloud from any liability in contract or in tort, with regards to any disruption of Communications arising from the materialization of Telecommunications Risks and other risks and circumstances envisaged in section 3.13 above. TheWallet.Cloud shall not be liable for any direct, indirect, incidental or implied consequences for the Customer or any third party attributable to Telecommunications Risks. TheWallet.Cloud does not warrant that it will be able to maintain a continuous, uninterrupted link with the Internet, and may not be held liable therefor.
3.15 TheWallet.Cloud reserves the right and may record and/or protocol all telephone conversations, Internet exchanges (including chats during the registration process), emails and meetings between the Customer and TheWallet.Cloud at its discretion, and use such recordings or transcripts of such recordings as evidence vis-à-vis any party (including but not limited to regulatory authorities and courts of law) to whom TheWallet.Cloud deems it desirable or necessary to disclose such information in the course of any dispute or anticipated dispute involving TheWallet.Cloud and/or the Customer. The Customer may nonetheless not rely on the availability of such recordings.
3.16 The Customer agrees that TheWallet.Cloud may provide notice or other information to the Customer by posting it on the TheWallet.Cloud website, including the posting of information which is only accessed by the Customer by logging into Customers Account, emailing it to the verified email address registered with Customers Account, calling Customer by phone, or sending an SMS message. The Customer must have internet access and an email account to receive communications and information relating to the Services. Above mentioned access is completely under Merchants own responsibility.
3.17 With the exception of amendments to these Conditions in clause 3.13 above-mentioned notice shall be considered to be received by the Customer within 24 (twenty-four) hours of the time it is posted to the TheWallet.Cloud website or emailed to the Customer. If the notice is sent by mail, TheWallet.Cloud will consider it to have been received by the Customer 3 (Three) Business Days after it is sent.
3.18 The Customer may request a copy of any legally required disclosures, including these Conditions, from TheWallet.Cloud and TheWallet.Cloud will provide it to the Customer in durable medium form, e.g. by email.
3.19 The Customer may terminate its consent to receive required disclosures through electronic communication by requesting it from TheWallet.Cloud. TheWallet.Cloud may charge the Customer a document request fee to provide a paper copy. TheWallet.Cloud reserves the right to close Customer’s Account, if the Customer withdraws Customers consent to receive electronic communications.
3.20 Notices to TheWallet.Cloud made in connection with these Conditions must be sent by email to: [email protected]
In order to make a Transaction, the Customer will firstly need to fund his Account by purchasing electronic money to be credited to his Account or by receiving electronic money transferred via TheWallet.Cloud E-Money System from other Customers.5.1 Deposits
Are subject to Fees and currency conversion fees depending on the method used according to the Fee Schedule which was sent to the Customer, which the Customer agrees to constantly observe. Furthermore, Deposits and Withdrawals may be subject to the imposition of limits that correspond to the level of information provided by the Customer, potential risk presented by the Customer and may also be imposed at the sole discretion of TheWallet.Cloud.5.4 Payments with the TheWallet.Cloud E-Money system:
All the history of Transactions including charges, fees, and margins, shall be recorded in the History section of the Account and shall be available to the Customer at any time. The Customer shall also be able, for an additional fee described to the Costumer, to request TheWallet.Cloud to confirm to the Customer any Transaction made and TheWallet.Cloud will be obliged to confirm any Transaction made on the Customer’s Account. History also indicates statutes of the Transactions as completed, canceled or pending.5.7 Digital Currency
6.1 The Customer expressly agrees to duly pay for any Services provided, e.g. for international payment transfers and currency conversions, withdrawals or amendments of payment transactions, searching and preparing printouts and documents, for performing any outstanding services for the Customer by TheWallet.Cloud and sending reminders. Customer expressly agrees to pay all the applicable Fees.
6.2 The Customer acknowledges and understands that he is obliged to read and acknowledge Fees prior to instructing TheWallet.Cloud to make any Transactions. The Fees document contains all applicable interest rates, commissions and fees for Services provided by TheWallet.Cloud, thus the Customer shall observe these at all times.
6.3 In case the Transaction initiated by the Customer requires a currency exchange, the current spot rate provided by the liquidity provider will be applied.
6.4 The Customer agrees that any Fees that are due by the Customer to TheWallet.Cloud shall be withdrawn by TheWallet.Cloud directly from the Customer’s Account at any time.
6.5 TheWallet.Cloud reserves the right to introduce new services and, therefore, introduce new charges which the Customer obliges to pay in these Conditions with 30 (Thirty) calendar days prior notice. New charges that are favorable to the Customer may be introduced without prior notice.
6.6 TheWallet.Cloud is entitled to unilaterally amend the Fees. TheWallet.Cloud shall notify the Customer of these changes 30 (Thirty) calendar days prior before the new Fees take effect.
6.7 TheWallet.Cloud reserves the right to deduct all the losses resulting Customer’s unauthorized actions.
6.8 The Customer remunerates the TheWallet.Cloud for opening, maintenance, and closing of Accounts, execution of the Transactions and other services in accordance with the Fees. The Customer is obligated to get himself/herself acquainted with the Fees and/or exchange rates.
7.1 The Customer must observe the condition of electronic money purchase. If the Customer chose a payment instrument for electronic money purchase that is subject to a chargeback right, the Customer agrees that it will not exercise the chargeback right and will not chargeback any electronic money purchase the Customer made by using that payment instrument and that was credited to Customer’s account other than on occasions where TheWallet.Cloud did not fulfill obligations under these Conditions, which would result in Customer having the right to a refund of electronic money purchased.
7.2 Without limiting TheWallet.Cloud’s rights or remedies under these Conditions or any applicable law, if Customer cancels, chargebacks or reverses an electronic money purchase, the Customer is responsible for paying TheWallet.Cloud funds equal to the par value of the electronic money purchased, plus applicable fees. TheWallet.Cloud may, at its discretion, recover the amount of a canceled purchase or chargeback of electronic money by reducing the balance on Customer’s account or otherwise collecting the amount from Customer. TheWallet.Cloud may charge Customer the fees and expenses TheWallet.Cloud incur in connection with a chargeback and action undertaken to challenge the same.
8.1 Certain electronic money purchase options may entitle Customer to have electronic money credited to his Account before payment for electronic money purchase and applicable fees are cleared by Customer’s designated financial institution or association or other payment service provider. In that case, TheWallet.Cloud may periodically present these uncleared payments to Customer’s financial institution or association or other payment service provider, as applicable. In addition, TheWallet.Cloud may debit insufficient funds and uncleared payments from Customer’s account, obtain them from Customer’s designated financial institution or association or other payment service provider, as applicable, or collect them from Customer in other ways. TheWallet.Cloud will tell the Customer before TheWallet.Cloud does this unless telling Customers would compromise reasonable security measures or otherwise be unlawful, in which case TheWallet.Cloud will tell Customer when TheWallet.Cloud is permitted to do so.
8.2 Further, a negative balance on the Customer’s account is a situation when there is insufficient electronic money in the Customer’s Account. A negative balance on Customer’s Account may occur for various reasons described in these Conditions (for example, if Customer uses a chargeback right despite not being permitted to do so under these Conditions or TheWallet.Cloud claim repayment of an ungrounded refund of electronic money Customer received from TheWallet.Cloud). Any negative balance on the Customer’s account is Customer’s debt to TheWallet.Cloud with an immediate payment term. TheWallet.Cloud may require and collect payment from Customer to cover an outstanding negative balance on Customer’s account at any time. Failure by Customer to make payment is a breach of these Conditions. TheWallet.Cloud may at any time send Customer reminders or take other debt collection measures, including, but not limited to, mandating a debt collection agency or solicitors or pursuing a court claim. TheWallet.Cloud may also charge Customer fees and expenses TheWallet.Cloud reasonably incurs in connection with debt collection or enforcement efforts.
9.1 TheWallet.Cloud does not accept payments from or to sanctioned countries and territories in accordance with the laws, regulations and internal policies;
9.2 TheWallet.Cloud does not provide services to Customers, who are engaged in restricted activities. For the purposes of these Conditions the restricted activities are a breach of these Conditions; breach of the law, statute, contract or regulation; breaches of TheWallet.Cloud copyrights, patents, trademarks or any other intellectual property rights; provision of false, inaccurate or misleading information; failure to provide information as requested by TheWallet.Cloud; send or submit to TheWallet.Cloud documents that TheWallet.Cloud reasonably believes to be fraudulent; attempt any action that might lead to unjust enrichment during the dispute; usage of anonymous proxy; use services provided by TheWallet.Cloud that may result in dispute, claim, fines, etc.; disclose information of other Customers to third parties; facilitate any viruses, Trojan horses, worms or other computer programming tools that may make damage to TheWallet.Cloud E-Money system.
10.1 It is the Customer’s sole responsibility to ensure that the Customer does not use TheWallet.Cloud services for a transaction that may be considered illegal.
10.2 Customer must not engage in any of the following:
11.1 Customer acknowledges that certain transactions or options for receipt, purchase, transfer or redemption of electronic money: Require different types of identity and security validation and verification checks, including use of third-party validation and verification systems, and Customer agrees to submit to these checks if Customer chooses an option to which these checks apply.
11.2 If applicable, impose certain minimum or maximum limits.
11.3 TheWallet.Cloud may validate and verify any information or data the Customer provides to TheWallet.Cloud.
12.1 Customer warrants and represents that:
12.1.1 Where it is a registered entity (in any form, e.g. LTD), the Customer will have and maintain at least 1 (One) director who is domiciled in the place of the Customers incorporation or operational address.
12.1.2 It will deliver the Customer Products/Services to its customers without undue delay.
12.1.3 The Customer Products/Services that are made available to customers comply with applicable law in any jurisdiction in or to which the Customer is making its goods and services available.
12.1.4 The Customer has at all times all requisite licenses and permits in place to engage in the advertising and provision of its goods and services.
12.1.5 It is not receiving funds in connection with any illegal, fraudulent, deceptive or manipulative act or practice and that the Customer is not sending or receiving funds to or from an illegal source.
12.2 The Customer warrants to indemnify TheWallet.Cloud against any losses, costs, liabilities, expenses, including attorneys’ fees arising out of Customer’s failure to fully comply with these Conditions.
12.3 The Customer agrees that TheWallet.Cloud may deduct at its own discretion all the losses and expenses specified in 12.2
13.1 TheWallet.Cloud shall be entitled to amend these Conditions at any time by giving a notice of minimum 30 (Thirty) calendar days, including but not limited to a notice given by email to the Customer or posted on TheWallet.Cloud Payment’s website or presented when the Customer accesses his Account. Such changes and/or amendments shall become effective on the date specified in the notice unless expressly disapproved by the Customer within 30 (Thirty) calendar days as from the date of notification, in which case the parties may exercise their right to terminate the relationship in accordance with these Conditions.
13.2 TheWallet.Cloud expressly reserves the right to use its website to inform the Customer about any changes in these Conditions and the posting of a notice on TheWallet.Cloud Payment’s website shall be deemed a valid notification of such changes to the Customer. The Customer undertakes to regularly review TheWallet.Cloud Payment’s website and/or to regularly access his online reporting where relevant information may be published.
14.1 Customer may close Customer’s account upon a 1 (one) month prior notice to TheWallet.Cloud. To do so, the Customer must notify the TheWallet.Cloud of Customer’s decision to close Customer’s account. At Customer’s request, TheWallet.Cloud may agree to close the Customer’s account immediately. The Customer’s account is closed immediately if TheWallet.Cloud receives notice from Customer that Customer does not agree with changes to these Conditions. If Customer closes Customer’s account, Customer is responsible for canceling pending transactions from Customer’s account and any pending electronic money transfers to Customer’s account.
14.3 TheWallet.Cloud may close Customer’s account or any payment service associated with it by giving Customer a 10 (Ten) Business Days prior notice.
14.4 TheWallet.Cloud may at its discretion suspend or otherwise restrict the functionality of Customer’s account and Customer’s right to request transactions and receive electronic money transfers or close Customer’s account at any time without any prior notice, including, but not limited to, for any of the following reasons:
14.5 Unless informing Customers would compromise reasonable security measures or otherwise be unlawful, TheWallet.Cloud will where practicable notify Customer in advance or immediately afterward of the closing of Customer’s account or suspension or restriction of the functionality of Customer’s account and Customer’s right to request Transactions and receive electronic money transfers. If the reason for the suspension of the Customer’s account can be reasonably cured or remedied, TheWallet.Cloud will notify Customer of action to be taken to eliminate the reason and to restore the functionality of Customer’s account.
14.6 If TheWallet.Cloud close Customer’s accounts, TheWallet.Cloud will redeem any unrestricted or undisputed amount of electronic money in Customer’s account according to these Conditions.
14.8 If the Customer does not access Customer’s account for 9 (nine) months, TheWallet.Cloud will close it. After closure TheWallet.Cloud will attempt to notify Customer using the last contact details Customer gave TheWallet.Cloud to try to send Customer any funds for redemption in the Customer’s account. If that information is not correct and TheWallet.Cloud are unable to complete the payment to Customer, then the available balance will be held Customer’s account.
15.1 Neither party shall disclose to any person (unless required to do so by any applicable law or by any regulatory or supervisory authority or by any other person entitled by law to require such disclosure) any information relating to the business, transactions, finances or other matters of confidential nature of the other party which it may in the course of its duties or otherwise become aware, and each party shall use all reasonable endeavors to prevent any such disclosure.
15.2 By adhering to these Conditions the Customer acknowledges, understands and accepts that its data such as, including but not limited to, email and/or phone number may be processed by TheWallet.Cloud and may be demonstrated to another TheWallet.Cloud Customer in the frame of using TheWallet.Cloud E-Money System, as a result of TheWallet.Cloud recommendations to the Customer in relation to different Transaction methods within the TheWallet.Cloud E-Money System.
15.3 By adhering to these Conditions, the Customer authorizes TheWallet.Cloud to disclose such information relating to the Customer as may be required by any law, rule, counterparties or regulatory authority without prior notice to the Customer.
16.2 Customer acknowledges and agrees that TheWallet.Cloud and Customer are independently acting as data controllers with respect to any personal information processed when providing or using TheWallet.Cloud services, respectively. It is explicitly stated that TheWallet.Cloud and Customer are not joint data controllers. TheWallet.Cloud is a data controller with respect to personal information received from Customer or third parties. Customer is a data controller with respect to personal information received from TheWallet.Cloud or third parties.
16.3 TheWallet.Cloud is fully responsible for TheWallet.Cloud compliance with the applicable data and privacy laws. Customer is fully responsible for Customer’s compliance with the applicable data and privacy laws, including obtaining all consents that may be necessary to provide personal information to TheWallet.Cloud or third parties.
16.5 Customer acknowledges and accepts that:
16.6 Customer further acknowledges and undertakes to maintain the confidentiality of information, including the confidentiality of technical and financial information, Customer receives while using or receiving TheWallet.Cloud Services about other business entities, users or TheWallet.Cloud, or TheWallet.Cloud’s technology and Customer undertakes to use this information only in connection with TheWallet.Cloud services.
The rights and remedies contained in these Conditions shall be cumulative and not exclusive of any rights or remedies provided by law. No delay or omission of TheWallet.Cloud in exercising any right, power or remedy provided by law or under these Conditions, or partial or defective exercise thereof, shall: impair or prevent any further or other exercises of such right, power or remedy; or operate as a waiver of such right, power or remedy; or No waiver of a breach of all or part of these Conditions shall (unless expressly agreed in writing by the waiving party) be construed as a waiver of any future breach of the same or as authorizing a continuation of a particular breach.
The Customer shall indemnify TheWallet.Cloud and keep TheWallet.Cloud indemnified against all losses, taxes, expenses, costs, and liabilities whatsoever (present, future, contingent or otherwise, and including reasonable legal fees) which may be suffered or incurred by TheWallet.Cloud as a result of or in connection with: (i) Any breach of these Conditions by the Customer; or (ii) As a result of illegal actions performed by the Customer using TheWallet.Cloud services.
19.1 The Customer and TheWallet.Cloud shall make every endeavor to amicably resolve any dispute, in good faith and in a constructive manner. The Customer acknowledges and agrees that threats and blackmailing towards TheWallet.Cloud are prohibited and constitute a valid ground for interrupting negotiations and for immediate termination of any Business relationships.
19.2 In carrying out any activities under this Agreement, the Parties shall observe the laws of Singapore. In the first instance, the Customer shall raise any complaint relating to the services provided under these Conditions with TheWallet.Cloud. If TheWallet.Cloud is unable to resolve such complaint to the satisfaction of the Customer, the Customer may be able to refer that complaint to The Monetary Authority of Singapore (“MAS”) who offers a complaints resolution service to individuals, micro-enterprises, small charities and trustees of small trusts. The MAS can be contacted by telephone on 06225-5577 (from inside Singapore) or (65)-6225-5577 from other countries; or By post at 10 Shenton Way, MAS Building, Singapore 079117. The Parties shall endeavor to settle all disputes and discrepancies arising from these Conditions and relating to execution, validity, and abrogation of these Conditions via negotiations. If such negotiations last for more than 22 (Twenty-two) Business Days and if the matter is not one that can be referred to the MAS, this dispute and discrepancy shall be submitted, at the discretion of any Party to the Courts of Singapore. TheWallet.Cloud may also sue the Customer in connection with the Conditions in the jurisdiction in which that respective Party has its registered office (if different).
These Conditions are governed by the laws of Singapore; In carrying out any activities under this Agreement, the Parties shall observe applicable laws and regulations and rules of the international payment system (such as but not limited to Visa Europe, MasterCard Worldwide).
No term of these Conditions is intended to confer a benefit on or to be enforceable by, any person who is not a part of these Conditions.
None of the Parties shall assign or transfer these Conditions or any or all of their rights and/or obligations under these Conditions nor any part of it, nor any benefit nor interest in or under it, to any third party without the prior written consent of the other Party which shall not be unreasonably withheld; provided, however, that TheWallet.Cloud may assign these Conditions without the consent or approval of Customer to TheWallet.Cloud parent or subsidiary or associated companies, in connection with a merger, reorganization, recapitalization or sale of all of or substantially all of TheWallet.Cloud stock, business or assets. Any attempt to assign these Conditions other than as permitted herein shall be null and void. Subject to the foregoing, these Conditions will be fully binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.
No failure or omission by any Party to carry out its obligations or observe any of the stipulations or conditions of these Conditions shall give rise to any claims against the party in question or be deemed a breach of this Conditions, if such failure or omission arises from a cause of force majeure, such as acts of God, war or warlike hostilities, civil commotion, riots, blockades, embargos, sabotage, strikes, lockout, shortage of labor, delay in deliveries of whatsoever from sub-contractors or machine failure caused by force majeure, or any other event beyond the control of the party in question.
Any notice to be given by either of the Parties hereto to the other in connection with this Conditions shall be in writing and shall be delivered to the address stated in this Conditions or Customer application or to such other address as either party may notify to the other for such purpose.