Terms & Conditions

Toprate Mutual Finance Ltd terms and conditions provisions

This document (together with any documents referred to in it) tells you the terms and conditions upon which we sell and supply the money transfer services (the Services) listed on this website (the Website) and Mobile Application (the App) to you. Please note, in these Terms and Conditions our use of the term ‘Services’ includes, without limitation, money transfer services, money remittance services, international money remittance services and Payment Services in accordance with Schedule 1 Part 1 of The Payment Services Regulations 2017.Before confirming your order please:

• Read through these terms and conditions (the Conditions) and in particular our cancellations and returns policy at clause 11 and limitation of our liability and your indemnity at clause 15
• Print a copy for future reference.
• Read our privacy policy regarding your personal information.

By ordering any of the Services listed on this Website/App, you agree to be legally bound by these Conditions. You will be unable to proceed with your purchase if you do not accept these terms and conditions as may be modified or amended and posted on this Website/App from time to time.

We reserve the right to revise and amend the Website/App, our disclaimers and the Conditions at any time without notice to you. Your continued use of the Website/App (or any part thereof) following a change shall be deemed to be your acceptance of such change. It is your responsibility to check regularly to determine whether we have changed these Conditions.

ABOUT US

2.1. This Website/App is owned and operated by Toprate Mutual Finance Ltd Limited/Toprate Mutual Finance Ltd (we/us/our), a private limited company registered in England and Wales under company number: 11770361 having our registered office at 822 High Road, Tottenham, London N17 0EY

2.2. We are a member of, and regulated by, the Financial Conduct Authority (FCA), a regulatory professional body for the purposes of regulating our Payment Services activities in accordance with the Payment Services Regulations 2017. We can be identified on the FCA Register by our registration number: 911336 & 748958. We are regulated by the FCA and HMRC. The professional conduct rules and regulations can be found at http://www.fca.gov.uk.

COMMUNICATIONS

3.1. You agree that email and other electronic communications can be used as a long-distance means of communication and acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.

3.2. We will contact you by email or provide you with information by posting notices on our Website/App.

4. OVERSEAS ORDER

4.1. Our Website/App is intended for use by customers resident in England, Wales, Scotland and Northern Ireland (the United Kingdom).

4.2. We may accept your order if you are resident in United Kingdom, subject to reserving a right to amend the specifications or standards of the Services offered on the Website/App and/or these Conditions or to refuse to accept an order for our Services from you, if it will put an excessive strain on our business or if we have an objective reason for doing so. If we accept your order, you will be liable to pay for all and any additional costs that we incur in order to facilitate your order. You will have an opportunity to cancel your order in case the additional costs are not acceptable.

4.3. If we agree to supply any Services ordered from the Website/App for delivery outside the United Kingdom they may be subject to fees, duties and/or taxes or expenses incurred due to complying with local and foreign regulatory requirements or laws. You will be responsible for payment of any such duties and/or taxes in addition to our price. Please note that we have no control over these charges and cannot always predict their amount. Please contact your local customs office or taxation authority for further information before placing your order.

4.4. You must comply with all applicable laws and regulations of the country for which the Services are destined. We will not be liable for any breach by you of any such laws.

5. REGISTRATION

This Website/App is owned and operated by Toprate Mutual Finance Ltd Limited/Toprate Mutual Finance Ltd (we/us/our), a private limited company registered in England and Wales under company number: 11770361 having our registered office at 822 High Road, Tottenham, London N17 0EY .

5.2. By registering on the Website/App you undertake:

5.2.1. That all the details you provide to us for the purpose of registering on the Website/App and purchasing the Services are true, accurate, current and complete in all respects

5.2.2. To notify us immediately of any changes to the information provided on registration or to your personal information

5.2.3. That you are over 18 or if under 18 you have a parent or guardians permission to register with and purchase the Services from this Website/App in conjunction with and under their supervision

5.2.4. To only use the Website/App using your own username and password

5.2.5. To make every effort to keep your password safe

5.2.6. Not to disclose your password to anyone

5.2.7. To change your password immediately upon discovering that it has been compromised

5.2.8. To neither transfer or sell your username or password to anyone, nor permit, either directly or indirectly, anyone other than you to use them

5.2.9. To provide us with correct, accurate, complete and truthful details concerning

1. the money remittance transaction or transactions you instruct us to remit,
2. the payee or beneficiary’s correct, true, accurate and complete details, including name, address, bank account number and any other information concerning the payee or beneficiary we require from time to time,

• your full name, address, bank account number and any other information we require of you from time to time, and

1. any other information we request of you prior to us completing the Services

5.2.10. Not to use our Services to commit fraud, money laundering, financial crime, financing terrorism or any similar activities. You expressly agree that we have an immediate right to immediately cancel any Services or account provided to you, without notice to you, and to report it to the appropriate policing or regulatory authority, where we suspect or detect that any crime is being committed by you, the payee or beneficiary or any third party on your behalf.

5.3. You authorise us to transmit your name, address and other personal information supplied by you (including updated information) to obtain information from third parties about you, including, but not limited to, credit reports and so that we may authenticate your identity.

5.4. We reserve the right to terminate an agreement formed with you pursuant to clause 9 below and to suspend or terminate your access to the Website/App immediately and without notice to you if:

5.4.1. You fail to make any payment to us when due

5.4.2. You breach these Conditions (repeatedly or otherwise)

5.4.3. You are impersonating any other person or entity

5.4.4. When requested by us to do so, you fail to provide us within a reasonable time with sufficient information to enable us to determine the accuracy and validity of any information supplied by you, or your identity

5.4.5. We suspect you have engaged, or are about to engage, or have in anyway been involved, in fraudulent or illegal activity on the Website/App

6. ELIGIBILITY TO PURCHASE FROM THE WEBSITE/APP

6.1. To be eligible to purchase the Services on this Website/App and lawfully enter into and form contracts with us, you must:

6.1.1. Be 18 years of age or over

6.1.2. Be legally capable of entering into a binding contract

6.1.3. Provide full details of an address in the United Kingdom or your local country address for the performance or delivery of the Services

6.2. If you are under 18, you may only use the Website/App in conjunction with, and under the supervision of, a parent or guardian. If you do not qualify, you must not use our Website/App.

6.3. Identification requirements for Online Payment:

6.3.1. Valid Photo identification (Passport or Driving License) Coloured and Clearly readable scan - Visa scan is required along with it if you have a non-British passport)

6.3.2. Address Verification (any valid utility bill / bank statement or council tax bill (please note that the bills should be at least 90 days valid.)

6.3.3. Your complete contact details

6.4. Please find that Toprate Mutual Finance Ltd Limited is authorized to verify your provided documents for identification purpose with independent online source to confirm the validity/authenticity. If sending over the £5000.00 GBP or equivalent in alternate currency you may be asked for additional information such as proof/source of funds.

6.4.1. Also note the following:

1. This membership is not meant to be operated for business purposes
2. Your requests may require a minimum of 2 working days in order to be verified and processed

7. PRICE

7.1. The prices of the Services are quoted on the Website/App

7.1. Prices quoted are for performance of the Services in the United Kingdom unless otherwise specified.

7.2. Unless otherwise stated, the prices quoted exclude VAT (we are not VAT registered).

7.3. We reserve the right, by giving notice to you at any time before delivery or performance of our obligations to you, to increase the price of the Services to reflect any increase in the cost to us due to any factor beyond our control (such as without limitation, any foreign exchange fluctuation, significant increase in any other costs of third party services). In the unlikely event of this occurring, you shall be entitled to cancel the order at any time before we have commenced providing the Services.

8. PAYMENT

8.1. Payment can be made by any major personal (not commercial) prepay, credit or debit card or through an electronic payment account as explained on the order form.

8.2. By placing an order, you consent to payment being charged to your prepay/debit/credit card account or electronic payment account as provided on the order form.

8.3. Payment will be debited and cleared from your account before the provision of the Service to you.

8.4. When you pay for your order by card, we carry out certain checks which include obtaining authorisation from your card issuer to ensure you have adequate funds and for security reasons. This may involve validating your name, address and other personal information supplied by you during the order process against appropriate third party databases including the card issuer, registered credit reference agencies and fraud prevention agencies.

8.5. By accepting these Conditions you:

8.5.1.   Undertake that all the details you provide to us for the purpose of purchasing the Services are correct and that the payment card you are using is your own and that there are sufficient funds to cover the cost of the Services ordered

8.5.2. Undertake that any and all Services ordered by you are for your own private or domestic use only and not for resale

8.5.3. Authorise us to transmit the payment and delivery information provided by you during the order process (included any updated information) for the purpose of obtaining authorisation from your card issuer to ensure you have adequate funds, to authenticate your identity, to validate your payment card and for other security reasons, such as fraud prevention

8.6. We shall contact you should any problems occur with the authorisation of your card.

8.7. We will take all reasonable care, in so far as it is in our power to do so, to keep the details of your order and payment secure, but in the absence of negligence on our part, we cannot be held liable for any loss you may suffer if a third party procures unauthorised access to any data you provide when accessing or ordering from our Website/App.

9. ORDER PROCESS AND FORMATION OF A CONTRACT

9.1. All orders are subject to acceptance and availability. If any Services ordered are not available, you will be notified by email and you will have the option either to wait until the item is available or to cancel your order. It is your responsibility to provide us with a valid email address so that we can contact you if necessary.

9.2. Any order placed by you constitutes an offer to purchase the Services from us. All such offers received from you are subject to acceptance by us and we reserve the right to refuse any order placed by you at any time prior to acceptance, without providing an explanation.

9.3. You shall be responsible for ensuring the accuracy of the details provided by you during the order process and we will not accept an order unless all details requested from you have been entered correctly.

9.4. You agree that if we contact you to acknowledge receipt of your order such communication shall not amount to our acceptance of your offer to purchase the Services ordered by you from the Website/App.

9.5. A contract between you and us (the Contract) incorporating these Conditions will only subsist after we have debited your payment card and have confirmed that we shall be providing the requested Service or made it available to be downloaded. We will send you an email to confirm this (a Confirmation Notice). The Confirmation Notice will amount to an acceptance of your offer to buy the Services from us. The Contract will only be formed when we send you the Confirmation Notice (whether or not you receive it).

9.6. Where we agree to supply Services to you permanently or on an ongoing (continuous) basis, such as by subscription, they shall be provided for a minimum fixed period of time (the Minimum Duration). The length of the Minimum Duration will depend on which package or product you have selected to purchase and is provided on the Website/App.

9.7. The Contract will relate only to the Services stated in the Confirmation Notice. We will not be obliged to supply any other Services which may have been part of your order until we have sent you a separate Confirmation Notice relating to it.

9.8. You must check that the details contained in the Confirmation Notice are correct and you should print out and keep a copy of it.

9.9. You will be subject to the version of our policies and Conditions in force at the time that you order the Services from us, unless:

9.9.1. Any change to those policies or these Conditions is required to be made by law or governmental authority

9.9.2. We notify you of any change to our policies or these Conditions before we send you the Confirmation Notice, in which case, we are entitled to assume that you have accepted it, unless we receive written notification from you to the contrary within seven working days of receipt of the Confirmation Notice

9.10. In some cases, we accept orders from agents on behalf of customers. The resulting legal contract is between you and us, and is subject to these terms and conditions, which the agent will advise you of directly. You should carefully review these terms and sconditions as they apply to the transaction.

10. DELIVERY

10.1. The Services will be provided to you and delivered to the beneficiary or recipient at the address you provided during the order process which may be an address other than the billing address, but please note that extra documentation may be needed to comply with such orders. We may where appropriate and at our option, deliver all or part of the remittance, to the account number, or account name, or telephone number or email address you supplied on registration or such other account name or account number or telephone number email address that we agree to use for the purposes of remitting the funds to the beneficiary or to communicate with you or the beneficiary.

10.2. Any dates quoted for completing performance of the remittance service are approximate only. If no date is specified then it will take place within 30 days or a reasonable time of the date of the Confirmation Notice, unless there are exceptional circumstances.

10.3. We shall not be liable for any delay in completing performance of the Service, however caused.

10.4. The remittance services may be sent in instalments.

11. CANCELLING YOUR CONTRACT AND RETURNS

11.1. Cancelling before receiving a Confirmation Notice

11.1.1. You may cancel your order for the Services at any time prior to receiving a Confirmation Notice from us so long as you contact us in writing. You can send us a cancellation notice by sending an email to compliance@topratepay.com or a letter to 822 High Road, Tottenham, London N17 0EY . Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.2. Cancellation after receiving a Confirmation Notice

11.2.1. You are entitled to cancel your Contract and obtain a refund before we complete the money remittance Service or within 7 working days from the date of the Confirmation Notice, whichever is applicable. This also applies, where appropriate and subject to clause 11.4, to items that are available to be downloaded. However, you will no longer have a right to cancel if, with your agreement, we have already completed providing the Services to you before this period of time expires. We shall be deemed to have already completed providing the money remittance Services, in circumstances where payment of the funds has already been deposited into your or your beneficiary’s bank account or similar account or you or your beneficiary have already accessed the funds or downloaded products or materials necessary to access the funds, that we made available to you, from the Website/App or other similar shared platform.

11.2.2. You may notify us of your wish to cancel by sending us a cancellation notice to compliance@topratepay.com or a letter to 822 High Road, Tottenham, London N17 0EY . Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.2.3. Upon receiving your cancellation notice, we will contact you providing any necessary instructions which you will be required to follow.

11.2.4. So long as you have complied with your obligations under this clause, we will refund the purchase price to you by crediting the payment card you used to purchase the Services.

11.3. Cancelling ongoing Services

11.3.1. Some of the Services that we provide are available for either a fixed period or unspecified period of time. In this clause these Services are referred to respectively as Ongoing Fixed Term Services and Ongoing Non-Fixed Term Services.

11.3.2. You are entitled to cancel your Contract for any Recurrent Fixed Term Services and Recurrent Non-Fixed Term Services that you have purchased and obtain a refund within 7 working days from the date of the Confirmation Notice. This also applies, where appropriate, and subject to clause 11.4, to items that are available to be downloaded.

11.3.3. You will no longer have a right to cancel any Ongoing Fixed Term Services if, with your agreement, we have already commenced providing this service to you within 7 working days from the date of the Confirmation Notice, unless otherwise expressly agreed by us in writing. We shall be deemed to have already commenced providing the Ongoing Fixed Term Services, in circumstances where you have already downloaded products or materials that we made available to you from the Website/App.

11.3.4. In these circumstances you cannot cancel the Contract for any Ongoing Fixed Term Services until the end of the Minimum Duration (even where the Minimum Duration is more than one year) and you will not be entitled to a refund, unless otherwise expressly agreed by us in writing.

11.3.5. Although you may notify us of your intention to cancel an Ongoing Fixed Term Services at any time, such notice will only take effect after the Minimum Duration has elapsed. You may notify us of your wish to cancel the Ongoing Fixed Term Services by sending us a cancellation notice to compliance@topratepay.com or a letter to 822 High Road, Tottenham, London N17 0EY .Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.3.6. We may, at our sole discretion, agree to temporarily suspend any Ongoing Fixed Term Services if you will be unable to use the service, such as, for example, if you have insufficient funds in your account to effect the money remittance. We will require at least 3 working days advance notice from you for this to be implemented. The maximum period of suspension will be 3 weeks in any calendar year. You may use the same contact details for providing a cancellation notice to request the Ongoing Fixed Term Services to be suspended.

11.3.7. You will still have a right to cancel any Ongoing Non-Fixed Term Services if we have already commenced providing this service to you within 7 working days from the date of the Confirmation Notice, upon giving us 6 weeks advance notice in writing. You may notify us of your wish to cancel by sending us a cancellation notice to compliance@topratepay.com or a letter to822 High Road, Tottenham, London N17 0EY . Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.4. Exception to the right to cancel You will not have a right to cancel an order for services purchased from us, in the following situations:

11.4.1. If you expressly agree to us beginning to provide any services before the end of the cancellation period.

11.4.2. The Contract is for the sale of financial services

11.5. Incorrectly priced or described Services

11.5.1. Whilst we try and ensure that all the information on our Website/App is accurate, errors may occur. In the unlikely event that the price and/or description of an item listed on the Website/App has been incorrectly advertised, we will not be under any obligation to sell or provide those Services to you.

11.5.2. If we discover the error before sending you a Confirmation Notice we will at our discretion, either reject your order and notify you of such rejection, or inform you as soon as possible and give you the option of cancelling your order or reconfirming it at the correct price and/or description. If we give you the option of cancelling your order or reconfirming it at the correct price and/or description but either cannot contact you or do not receive your response within 14 days of sending you notification (whether or not you receive it), we will reject your order.

11.5.3. If we discover the error after sending you a Confirmation Notice we may, at our discretion and without incurring any liability to you, cancel the Contract provided that the error is, in our reasonable opinion, obvious and unmistakable and could have reasonably been recognised by you. We will notify if we cancel the Contract.

11.5.4. If your order is cancelled or rejected and you have already paid for the Services, you will receive a full refund in accordance with clause 11.7

11.6. Delivery by instalments

11.6.1. The Services may be sent to you in instalments. You may cancel the outstanding part of your order and receive a refund, if you have already paid, of the purchase price of the outstanding Services in accordance with clause 11.7

11.7. Processing refunds

11.7.1. We will notify you about your refund via email within a reasonable period of time. We will usually process a refund as soon as possible and, in any case, within 30 days of the day we confirmed to you via email that you are entitled to a refund. Refunds will be made by crediting the payment card or electronic payment account you used to purchase the Services.

12. COMPLAINTS

12.1. If you have a comment, concern or complaint about any Services you have purchased from us, please contact us via email at compliance@topratepay.com or by post at 822 High Road, Tottenham, London N17 0EY .

12.2. If you are not satisfied with how we have handled your complaint, you can also contact The Financial Ombudsman Service, South Quay Plaza, 183 Marsh Wall, London, E14 SR.

13. INTELLECTUAL PROPERTY

13.1. The content of the Website is protected by copyright (including design copyrights), trade marks, patent, database and other intellectual property rights and similar proprietary rights which include, (without limitation), all rights in materials, works, techniques, computer programs, source codes, data, technical information, trading business brand names, goodwill, service marks utility models, semi-conductor topography rights, the style or presentation of the goods or services, creations, inventions or improvements upon or additions to an invention, confidential information, know-how and any research effort relating to Toprate Mutual Finance Ltd LIMITED moral rights and any similar rights in any country (whether registered or unregistered and including applications for and the right to apply for them in any part of the world) and you acknowledge that the intellectual property rights in the material and content supplied as part of the Website shall remain with us or our licensors.

13.2. You may download or copy the content and other downloadable items displayed on the Website subject to the condition that the material may only be used for personal non-commercial purposes. Copying or storing the contents of the Website for other than personal use is expressly prohibited.

13.3. You may retrieve and display the content of the Website on a computer screen, store such content in electronic form on disk (but not any server or other storage device connected to a network) or print one copy of such content for your own personal, non-commercial use, provided you keep intact all and any copyright and proprietary notices. You may not otherwise reproduce, modify, copy or distribute or use for commercial purposes any of the materials or content on the Website.

13.4. You acknowledge that any other use of the material and content of this Website is strictly prohibited and you agree not to (and agree not to assist or facilitate any third party to) copy, reproduce, transmit, publish, display, distribute, commercially exploit or create derivative works from such material and content.

13.5. No licence is granted to you in these Conditions to use any of our trade marks or those of our affiliated companies.

13.6. Services sold by us and Website content may be subject to copyright, trade mark or other intellectual property rights in favour of third parties. We acknowledge those rights.

14. WEBSITE/APP USE

14.1. You are permitted to use the Website/App and the material contained in it only as expressly authorised by us under our terms of use.

15. LIABILITY AND INDEMNITY

15.1. Not with standing any other provision in the Conditions, nothing will affect or limit your statutory rights; or will exclude or limit our liability for:

15.1.1. Death or personal injury resulting from our negligence

15.1.2. Fraud or fraudulent misrepresentation

15.1.3. Action pursuant to section 2(3) of the Consumer Protection Act 1987

15.1.4. Any matter for which it would be unlawful for us to exclude or attempt to exclude our liability

15.2. The Website/App is provided on an as is and as available basis without any representation or endorsement made and we make no warranties or guarantees, whether express or implied, statutory or otherwise (unless otherwise expressly stated in these Conditions or required by law) in relation to the information, materials, content or services found or offered on the Website/App for any particular purpose or any transaction that may be conducted on or through the Website/App including but not limited to, implied warranties of non-infringement, compatibility, timeliness, performance, security, accuracy, condition or completeness, or any implied warranty arising from course of dealing or usage or trade custom.

15.3. We will not be liable if the Website/App is unavailable at any time.

15.4. We make no representation or warranty of any kind express or implied statutory or otherwise regarding the availability of the Website/App or that it will be timely or error-free, that defects will be corrected, or that the Website/App or the server that makes it available are free of viruses or bugs.

15.5. We will not be responsible or liable to you for any loss of content or material uploaded or transmitted through the Website/App and we accept no liability of any kind for any loss or damage resulting from action taken in reliance on material or information contained on the Website/App.

15.6. We cannot guarantee and cannot be responsible for the security or privacy of the Website/App and any information provided by you. You must bear the risk associated with the use of the internet. In particular, we will not be liable for any damage or loss caused by a distributed denial-of-service attack, any viruses trojans, worms, logic bombs, keystroke loggers, spyware, adware or other material which is malicious or technologically harmful that may infect your computer, peripheral computer equipment, computer programs, data or other proprietary material as a result of your use of the Website/App or you downloading any material posted or sold on the Website/App or from any Website/App linked to it.

15.7. We will use all reasonable endeavours to carry out our obligations within a reasonable period of time but will not be liable to you for any loss, costs or expenses arising directly or indirectly from any delays in doing so.

15.8. We will not be liable, in contract or tort (including, without limitation, negligence), or in respect of pre-contract or other representations (other than fraudulent misrepresentations) or otherwise for:

15.8.1. any economic losses (including without limitation loss of revenues, profits, contracts, business or anticipated savings and any other consequential loss); or

15.8.2. any loss of goodwill or reputation; or

15.8.3. any special or indirect losses; or

15.8.4. any loss of data; or

15.8.5. wasted management or office time; or

15.8.6. any other loss or damage of any kind suffered or incurred arising out of or in connection with the provision of any matter under these Conditions and/or the Contract and/or the use of this Website/App or any aspect related to your purchase of the Services even if such losses are foreseeable or result from a deliberate breach of these Conditions by us that would entitle you to terminate the Contract between us or as a result of any action we have taken in response to your breach of these Conditions. Without prejudice to the terms of this clause and in the event that we are unable to rely upon it, our liability for all and any losses you suffer as a result of us breaking the Contract, whether or not deliberate, including those listed in clauses 15.8.1 to 15.8.6, is strictly limited to the purchase price of the Services you purchased.

15.9. If you buy any goods or services from a third party seller through our Website/App, the sellers individual liability will be set out in their own terms and conditions.

15.10. You agree to fully indemnify, defend and hold us, and our officers, directors, employees and suppliers, harmless immediately on demand, from and against all claims, including but not limited to losses (including loss of profit, revenue, goodwill or reputation), costs and expenses, including reasonable administrative and legal costs, arising out of any breach of these Conditions by you, or any other liabilities arising out of your use of this Website/App or any other person accessing the Website/App using your personal information with your authority.

15.11. This clause does not affect your statutory rights as a consumer, nor does it affect your contractual cancellation rights.

16. FORCE MAJEURE

16.1. We shall have no liability for delays or failures in delivery or performance of our obligations to you resulting from any act, events, omissions, failures or accidents that are outside of our control (Force Majeure), which, without limitation, include:

16.1.1. Strikes, lock-outs or other industrial action

16.1.2. Shortages of labour, services, power, supplies/resources.

16.1.3. Late, defective performance or non-performance by suppliers/subcontractors.

16.1.4. Private or public telecommunication, computer network failures or breakdown of equipment

16.1.5. Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.

16.1.6. Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster or extreme weather conditions.

16.1.7. Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport for the delivery of services/product.

16.1.8. Acts, decrees, legislation, regulations or restrictions of any government

16.1.9. Other causes, beyond our reasonable control

16.2. Our performance will be deemed to be suspended for the period that the event of Force Majeure continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to minimise any delay caused by Force Majeure or to find a solution by which our obligations may be performed despite the Force Majeure event. We shall promptly notify you of any Force Majeure event giving details of it and (where possible) the extent and likely duration of any delay.

16.3. Where the period of non-performance or delay in relation to any event of Force Majeure exceeds 30 days from the date of notice to you of the event of Force Majeure, either you or us may, by written notice to the other, terminate the Contract with immediate effect upon service.

17. PRIVACY POLICY

17.1. In order to monitor and improve customer service, we may record telephone calls.

17.2. We shall be entitled to process your data in accordance with the terms of our Privacy Policy. Please view this document for further information. All information provided by you will be treated securely and in accordance with the Data Protection Act 1998 (as amended).

17.3. You can find full details of our Privacy Policy on the Website.

18. THIRD PARTY RIGHTS

18.1. Not to use our Services to commit fraud, money laundering, financial crime, financing terrorism or any similar activities. You expressly agree that we have an immediate right to immediately cancel any Services or account provided to you, without notice to you, and to report it to the appropriate policing or regulatory authority, where we suspect or detect that any crime is being committed by you, the payee or beneficiary or any third party on your behalf.

19. EXTERNAL LINKS

19.1. To provide increased value and convenience to our users, we may provide links to other websites or resources for you to access at your sole discretion and risk. You acknowledge and agree that, as you have chosen to enter the linked website we are not responsible for the availability of such external sites or resources, and do not review or endorse and are not responsible or liable in any way, whether directly or indirectly, for:

19.1.1. The privacy practices of such websites

19.1.2. The content of such websites, including (without limitation) any advertising, content, products, goods or other materials or services on or available from such websites or resources

19.1.3. The use which others make of these websites; or

19.1.4. Any damage, loss or offence caused or alleged to be caused to you, arising from or in connection with the use of or reliance upon any such advertising, content, products, goods, materials or services available on and/or purchased by you from such external websites or resources

20. LINKING TO THE WEBSITE

20.1. You must not create a link to the Website from another website, document or any other source without first obtaining our prior written consent.

20.2. Any agreed link must be:

20.2.1. To the Website's homepage

20.2.2. Established from a website or document that is owned by you and does not contain content that is offensive, controversial, infringes any intellectual property rights or other rights of any other person or does not comply in any way with the law in the UK and the law in any country from which they are hosted

20.2.3. Provided in such a way that is fair and legal and does not damage our reputation or take advantage of it

20.2.4. Established in such a way that does not suggest any form of association, approval or endorsement on our part where none exists

20.3. We have no obligation to inform you if the address of the Website home page changes and it is your responsibility to ensure that any link you provide to our homepage is at all times accurate.

20.4. We reserve the right to withdraw our consent without notice and without providing any reasons for withdrawal. Upon receiving such notice you must immediately remove the link and inform us once this has been done.

21. NOTICES

21.1. All notices given by you to us must be given to us at 822 High Road, Tottenham, London N17 0EY or by using compliance@topratepay.com We may give notice as described in clause 3

21.2. Notice will be deemed received and properly served immediately when posted on our Website, 24 hours after an email is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.

22. ENTIRE AGREEMENT

22.1. The Contract represents the entire agreement between us in relation to the subject matter of the Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

22.2. We each acknowledge that, in entering into a Contract, neither of us has relied on any express or implied representation, undertaking or promise given by the other from anything said or written in any negotiations between us prior to such Contract except as has been expressly incorporated in such Contract.

22.3. Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these Conditions.

23. GENERAL

23.1. We reserve the right to change the domain address of this Website/App and any services, products, product prices, product specifications and availability at any time.

23.2. All prices and descriptions supersede all previous publications. All product descriptions are approximate.

23.3. Every effort is made to keep information regarding services/product availability on the Website/App up to date. However, we do not guarantee that this is the case, or that services/product will always be available.

23.4. If any provision of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Contract and the remainder of the provision in question will not be affected.

23.5. All Contracts are concluded and available in English only.

23.6. If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under it or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with your obligations.

23.7. A waiver by us of any default shall not constitute a waiver of any subsequent default.

23.8. No waiver by us of any of these Conditions or of any other term of a Contract shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 3

23.9. If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under it or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with your obligations.

24. GOVERNING LAW AND JURISDICTION

24.1. The Website/App is controlled and operated in the United Kingdom.

24.2. Every purchase you make shall be deemed performed in England and Wales.

24.3. The Conditions and any Contract brought into being as a result of usage of this Website/App will be governed by the laws of England and Wales and you irrevocably agree to submit to the exclusive jurisdiction of the courts of England and Wales.

Toprate Mutual Finance Ltd terms and conditions provisions

This document (together with any documents referred to in it) tells you the terms and conditions upon which we sell and supply the money transfer services (the Services) listed on this website (the Website) and Mobile Application (the App) to you. Please note, in these Terms and Conditions our use of the term ‘Services’ includes, without limitation, money transfer services, money remittance services, international money remittance services and Payment Services in accordance with Schedule 1 Part 1 of The Payment Services Regulations 2017.Before confirming your order please:

• Read through these terms and conditions (the Conditions) and in particular our cancellations and returns policy at clause 11 and limitation of our liability and your indemnity at clause 15
• Print a copy for future reference.
• Read our privacy policy regarding your personal information.

By ordering any of the Services listed on this Website/App, you agree to be legally bound by these Conditions. You will be unable to proceed with your purchase if you do not accept these terms and conditions as may be modified or amended and posted on this Website/App from time to time.

We reserve the right to revise and amend the Website/App, our disclaimers and the Conditions at any time without notice to you. Your continued use of the Website/App (or any part thereof) following a change shall be deemed to be your acceptance of such change. It is your responsibility to check regularly to determine whether we have changed these Conditions.

ABOUT US

2.1. This Website/App is owned and operated by Toprate Mutual Finance Ltd Limited/Toprate Mutual Finance Ltd (we/us/our), a private limited company registered in England and Wales under company number: 11770361 having our registered office at 822 High Road, Tottenham, London N17 0EY

2.2. We are a member of, and regulated by, the Financial Conduct Authority (FCA), a regulatory professional body for the purposes of regulating our Payment Services activities in accordance with the Payment Services Regulations 2017. We can be identified on the FCA Register by our registration number: 911336 & 748958. We are regulated by the FCA and HMRC. The professional conduct rules and regulations can be found at http://www.fca.gov.uk.

COMMUNICATIONS

3.1. You agree that email and other electronic communications can be used as a long-distance means of communication and acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.

3.2. We will contact you by email or provide you with information by posting notices on our Website/App.

4. OVERSEAS ORDER

4.1. Our Website/App is intended for use by customers resident in England, Wales, Scotland and Northern Ireland (the United Kingdom).

4.2. We may accept your order if you are resident in United Kingdom, subject to reserving a right to amend the specifications or standards of the Services offered on the Website/App and/or these Conditions or to refuse to accept an order for our Services from you, if it will put an excessive strain on our business or if we have an objective reason for doing so. If we accept your order, you will be liable to pay for all and any additional costs that we incur in order to facilitate your order. You will have an opportunity to cancel your order in case the additional costs are not acceptable.

4.3. If we agree to supply any Services ordered from the Website/App for delivery outside the United Kingdom they may be subject to fees, duties and/or taxes or expenses incurred due to complying with local and foreign regulatory requirements or laws. You will be responsible for payment of any such duties and/or taxes in addition to our price. Please note that we have no control over these charges and cannot always predict their amount. Please contact your local customs office or taxation authority for further information before placing your order.

4.4. You must comply with all applicable laws and regulations of the country for which the Services are destined. We will not be liable for any breach by you of any such laws.

5. REGISTRATION

This Website/App is owned and operated by Toprate Mutual Finance Ltd Limited/Toprate Mutual Finance Ltd (we/us/our), a private limited company registered in England and Wales under company number: 11770361 having our registered office at 822 High Road, Tottenham, London N17 0EY .

5.2. By registering on the Website/App you undertake:

5.2.1. That all the details you provide to us for the purpose of registering on the Website/App and purchasing the Services are true, accurate, current and complete in all respects

5.2.2. To notify us immediately of any changes to the information provided on registration or to your personal information

5.2.3. That you are over 18 or if under 18 you have a parent or guardians permission to register with and purchase the Services from this Website/App in conjunction with and under their supervision

5.2.4. To only use the Website/App using your own username and password

5.2.5. To make every effort to keep your password safe

5.2.6. Not to disclose your password to anyone

5.2.7. To change your password immediately upon discovering that it has been compromised

5.2.8. To neither transfer or sell your username or password to anyone, nor permit, either directly or indirectly, anyone other than you to use them

5.2.9. To provide us with correct, accurate, complete and truthful details concerning

1. the money remittance transaction or transactions you instruct us to remit,
2. the payee or beneficiary’s correct, true, accurate and complete details, including name, address, bank account number and any other information concerning the payee or beneficiary we require from time to time,

• your full name, address, bank account number and any other information we require of you from time to time, and

1. any other information we request of you prior to us completing the Services

5.2.10. Not to use our Services to commit fraud, money laundering, financial crime, financing terrorism or any similar activities. You expressly agree that we have an immediate right to immediately cancel any Services or account provided to you, without notice to you, and to report it to the appropriate policing or regulatory authority, where we suspect or detect that any crime is being committed by you, the payee or beneficiary or any third party on your behalf.

5.3. You authorise us to transmit your name, address and other personal information supplied by you (including updated information) to obtain information from third parties about you, including, but not limited to, credit reports and so that we may authenticate your identity.

5.4. We reserve the right to terminate an agreement formed with you pursuant to clause 9 below and to suspend or terminate your access to the Website/App immediately and without notice to you if:

5.4.1. You fail to make any payment to us when due

5.4.2. You breach these Conditions (repeatedly or otherwise)

5.4.3. You are impersonating any other person or entity

5.4.4. When requested by us to do so, you fail to provide us within a reasonable time with sufficient information to enable us to determine the accuracy and validity of any information supplied by you, or your identity

5.4.5. We suspect you have engaged, or are about to engage, or have in anyway been involved, in fraudulent or illegal activity on the Website/App

6. ELIGIBILITY TO PURCHASE FROM THE WEBSITE/APP

6.1. To be eligible to purchase the Services on this Website/App and lawfully enter into and form contracts with us, you must:

6.1.1. Be 18 years of age or over

6.1.2. Be legally capable of entering into a binding contract

6.1.3. Provide full details of an address in the United Kingdom or your local country address for the performance or delivery of the Services

6.2. If you are under 18, you may only use the Website/App in conjunction with, and under the supervision of, a parent or guardian. If you do not qualify, you must not use our Website/App.

6.3. Identification requirements for Online Payment:

6.3.1. Valid Photo identification (Passport or Driving License) Coloured and Clearly readable scan - Visa scan is required along with it if you have a non-British passport)

6.3.2. Address Verification (any valid utility bill / bank statement or council tax bill (please note that the bills should be at least 90 days valid.)

6.3.3. Your complete contact details

6.4. Please find that Toprate Mutual Finance Ltd Limited is authorized to verify your provided documents for identification purpose with independent online source to confirm the validity/authenticity. If sending over the £5000.00 GBP or equivalent in alternate currency you may be asked for additional information such as proof/source of funds.

6.4.1. Also note the following:

1. This membership is not meant to be operated for business purposes
2. Your requests may require a minimum of 2 working days in order to be verified and processed

7. PRICE

7.1. The prices of the Services are quoted on the Website/App

7.1. Prices quoted are for performance of the Services in the United Kingdom unless otherwise specified.

7.2. Unless otherwise stated, the prices quoted exclude VAT (we are not VAT registered).

7.3. We reserve the right, by giving notice to you at any time before delivery or performance of our obligations to you, to increase the price of the Services to reflect any increase in the cost to us due to any factor beyond our control (such as without limitation, any foreign exchange fluctuation, significant increase in any other costs of third party services). In the unlikely event of this occurring, you shall be entitled to cancel the order at any time before we have commenced providing the Services.

8. PAYMENT

8.1. Payment can be made by any major personal (not commercial) prepay, credit or debit card or through an electronic payment account as explained on the order form.

8.2. By placing an order, you consent to payment being charged to your prepay/debit/credit card account or electronic payment account as provided on the order form.

8.3. Payment will be debited and cleared from your account before the provision of the Service to you.

8.4. When you pay for your order by card, we carry out certain checks which include obtaining authorisation from your card issuer to ensure you have adequate funds and for security reasons. This may involve validating your name, address and other personal information supplied by you during the order process against appropriate third party databases including the card issuer, registered credit reference agencies and fraud prevention agencies.

8.5. By accepting these Conditions you:

8.5.1.   Undertake that all the details you provide to us for the purpose of purchasing the Services are correct and that the payment card you are using is your own and that there are sufficient funds to cover the cost of the Services ordered

8.5.2. Undertake that any and all Services ordered by you are for your own private or domestic use only and not for resale

8.5.3. Authorise us to transmit the payment and delivery information provided by you during the order process (included any updated information) for the purpose of obtaining authorisation from your card issuer to ensure you have adequate funds, to authenticate your identity, to validate your payment card and for other security reasons, such as fraud prevention

8.6. We shall contact you should any problems occur with the authorisation of your card.

8.7. We will take all reasonable care, in so far as it is in our power to do so, to keep the details of your order and payment secure, but in the absence of negligence on our part, we cannot be held liable for any loss you may suffer if a third party procures unauthorised access to any data you provide when accessing or ordering from our Website/App.

9. ORDER PROCESS AND FORMATION OF A CONTRACT

9.1. All orders are subject to acceptance and availability. If any Services ordered are not available, you will be notified by email and you will have the option either to wait until the item is available or to cancel your order. It is your responsibility to provide us with a valid email address so that we can contact you if necessary.

9.2. Any order placed by you constitutes an offer to purchase the Services from us. All such offers received from you are subject to acceptance by us and we reserve the right to refuse any order placed by you at any time prior to acceptance, without providing an explanation.

9.3. You shall be responsible for ensuring the accuracy of the details provided by you during the order process and we will not accept an order unless all details requested from you have been entered correctly.

9.4. You agree that if we contact you to acknowledge receipt of your order such communication shall not amount to our acceptance of your offer to purchase the Services ordered by you from the Website/App.

9.5. A contract between you and us (the Contract) incorporating these Conditions will only subsist after we have debited your payment card and have confirmed that we shall be providing the requested Service or made it available to be downloaded. We will send you an email to confirm this (a Confirmation Notice). The Confirmation Notice will amount to an acceptance of your offer to buy the Services from us. The Contract will only be formed when we send you the Confirmation Notice (whether or not you receive it).

9.6. Where we agree to supply Services to you permanently or on an ongoing (continuous) basis, such as by subscription, they shall be provided for a minimum fixed period of time (the Minimum Duration). The length of the Minimum Duration will depend on which package or product you have selected to purchase and is provided on the Website/App.

9.7. The Contract will relate only to the Services stated in the Confirmation Notice. We will not be obliged to supply any other Services which may have been part of your order until we have sent you a separate Confirmation Notice relating to it.

9.8. You must check that the details contained in the Confirmation Notice are correct and you should print out and keep a copy of it.

9.9. You will be subject to the version of our policies and Conditions in force at the time that you order the Services from us, unless:

9.9.1. Any change to those policies or these Conditions is required to be made by law or governmental authority

9.9.2. We notify you of any change to our policies or these Conditions before we send you the Confirmation Notice, in which case, we are entitled to assume that you have accepted it, unless we receive written notification from you to the contrary within seven working days of receipt of the Confirmation Notice

9.10. In some cases, we accept orders from agents on behalf of customers. The resulting legal contract is between you and us, and is subject to these terms and conditions, which the agent will advise you of directly. You should carefully review these terms and sconditions as they apply to the transaction.

10. DELIVERY

10.1. The Services will be provided to you and delivered to the beneficiary or recipient at the address you provided during the order process which may be an address other than the billing address, but please note that extra documentation may be needed to comply with such orders. We may where appropriate and at our option, deliver all or part of the remittance, to the account number, or account name, or telephone number or email address you supplied on registration or such other account name or account number or telephone number email address that we agree to use for the purposes of remitting the funds to the beneficiary or to communicate with you or the beneficiary.

10.2. Any dates quoted for completing performance of the remittance service are approximate only. If no date is specified then it will take place within 30 days or a reasonable time of the date of the Confirmation Notice, unless there are exceptional circumstances.

10.3. We shall not be liable for any delay in completing performance of the Service, however caused.

10.4. The remittance services may be sent in instalments.

11. CANCELLING YOUR CONTRACT AND RETURNS

11.1. Cancelling before receiving a Confirmation Notice

11.1.1. You may cancel your order for the Services at any time prior to receiving a Confirmation Notice from us so long as you contact us in writing. You can send us a cancellation notice by sending an email to compliance@topratepay.com or a letter to 822 High Road, Tottenham, London N17 0EY . Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.2. Cancellation after receiving a Confirmation Notice

11.2.1. You are entitled to cancel your Contract and obtain a refund before we complete the money remittance Service or within 7 working days from the date of the Confirmation Notice, whichever is applicable. This also applies, where appropriate and subject to clause 11.4, to items that are available to be downloaded. However, you will no longer have a right to cancel if, with your agreement, we have already completed providing the Services to you before this period of time expires. We shall be deemed to have already completed providing the money remittance Services, in circumstances where payment of the funds has already been deposited into your or your beneficiary’s bank account or similar account or you or your beneficiary have already accessed the funds or downloaded products or materials necessary to access the funds, that we made available to you, from the Website/App or other similar shared platform.

11.2.2. You may notify us of your wish to cancel by sending us a cancellation notice to compliance@topratepay.com or a letter to 822 High Road, Tottenham, London N17 0EY . Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.2.3. Upon receiving your cancellation notice, we will contact you providing any necessary instructions which you will be required to follow.

11.2.4. So long as you have complied with your obligations under this clause, we will refund the purchase price to you by crediting the payment card you used to purchase the Services.

11.3. Cancelling ongoing Services

11.3.1. Some of the Services that we provide are available for either a fixed period or unspecified period of time. In this clause these Services are referred to respectively as Ongoing Fixed Term Services and Ongoing Non-Fixed Term Services.

11.3.2. You are entitled to cancel your Contract for any Recurrent Fixed Term Services and Recurrent Non-Fixed Term Services that you have purchased and obtain a refund within 7 working days from the date of the Confirmation Notice. This also applies, where appropriate, and subject to clause 11.4, to items that are available to be downloaded.

11.3.3. You will no longer have a right to cancel any Ongoing Fixed Term Services if, with your agreement, we have already commenced providing this service to you within 7 working days from the date of the Confirmation Notice, unless otherwise expressly agreed by us in writing. We shall be deemed to have already commenced providing the Ongoing Fixed Term Services, in circumstances where you have already downloaded products or materials that we made available to you from the Website/App.

11.3.4. In these circumstances you cannot cancel the Contract for any Ongoing Fixed Term Services until the end of the Minimum Duration (even where the Minimum Duration is more than one year) and you will not be entitled to a refund, unless otherwise expressly agreed by us in writing.

11.3.5. Although you may notify us of your intention to cancel an Ongoing Fixed Term Services at any time, such notice will only take effect after the Minimum Duration has elapsed. You may notify us of your wish to cancel the Ongoing Fixed Term Services by sending us a cancellation notice to compliance@topratepay.com or a letter to 822 High Road, Tottenham, London N17 0EY .Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.3.6. We may, at our sole discretion, agree to temporarily suspend any Ongoing Fixed Term Services if you will be unable to use the service, such as, for example, if you have insufficient funds in your account to effect the money remittance. We will require at least 3 working days advance notice from you for this to be implemented. The maximum period of suspension will be 3 weeks in any calendar year. You may use the same contact details for providing a cancellation notice to request the Ongoing Fixed Term Services to be suspended.

11.3.7. You will still have a right to cancel any Ongoing Non-Fixed Term Services if we have already commenced providing this service to you within 7 working days from the date of the Confirmation Notice, upon giving us 6 weeks advance notice in writing. You may notify us of your wish to cancel by sending us a cancellation notice to compliance@topratepay.com or a letter to822 High Road, Tottenham, London N17 0EY . Your cancellation notice must quote your name, address, the name or a description of the Services and your order reference number.

11.4. Exception to the right to cancel You will not have a right to cancel an order for services purchased from us, in the following situations:

11.4.1. If you expressly agree to us beginning to provide any services before the end of the cancellation period.

11.4.2. The Contract is for the sale of financial services

11.5. Incorrectly priced or described Services

11.5.1. Whilst we try and ensure that all the information on our Website/App is accurate, errors may occur. In the unlikely event that the price and/or description of an item listed on the Website/App has been incorrectly advertised, we will not be under any obligation to sell or provide those Services to you.

11.5.2. If we discover the error before sending you a Confirmation Notice we will at our discretion, either reject your order and notify you of such rejection, or inform you as soon as possible and give you the option of cancelling your order or reconfirming it at the correct price and/or description. If we give you the option of cancelling your order or reconfirming it at the correct price and/or description but either cannot contact you or do not receive your response within 14 days of sending you notification (whether or not you receive it), we will reject your order.

11.5.3. If we discover the error after sending you a Confirmation Notice we may, at our discretion and without incurring any liability to you, cancel the Contract provided that the error is, in our reasonable opinion, obvious and unmistakable and could have reasonably been recognised by you. We will notify if we cancel the Contract.

11.5.4. If your order is cancelled or rejected and you have already paid for the Services, you will receive a full refund in accordance with clause 11.7

11.6. Delivery by instalments

11.6.1. The Services may be sent to you in instalments. You may cancel the outstanding part of your order and receive a refund, if you have already paid, of the purchase price of the outstanding Services in accordance with clause 11.7

11.7. Processing refunds

11.7.1. We will notify you about your refund via email within a reasonable period of time. We will usually process a refund as soon as possible and, in any case, within 30 days of the day we confirmed to you via email that you are entitled to a refund. Refunds will be made by crediting the payment card or electronic payment account you used to purchase the Services.

12. COMPLAINTS

12.1. If you have a comment, concern or complaint about any Services you have purchased from us, please contact us via email at compliance@topratepay.com or by post at 822 High Road, Tottenham, London N17 0EY .

12.2. If you are not satisfied with how we have handled your complaint, you can also contact The Financial Ombudsman Service, South Quay Plaza, 183 Marsh Wall, London, E14 SR.

13. INTELLECTUAL PROPERTY

13.1. The content of the Website is protected by copyright (including design copyrights), trade marks, patent, database and other intellectual property rights and similar proprietary rights which include, (without limitation), all rights in materials, works, techniques, computer programs, source codes, data, technical information, trading business brand names, goodwill, service marks utility models, semi-conductor topography rights, the style or presentation of the goods or services, creations, inventions or improvements upon or additions to an invention, confidential information, know-how and any research effort relating to Toprate Mutual Finance Ltd LIMITED moral rights and any similar rights in any country (whether registered or unregistered and including applications for and the right to apply for them in any part of the world) and you acknowledge that the intellectual property rights in the material and content supplied as part of the Website shall remain with us or our licensors.

13.2. You may download or copy the content and other downloadable items displayed on the Website subject to the condition that the material may only be used for personal non-commercial purposes. Copying or storing the contents of the Website for other than personal use is expressly prohibited.

13.3. You may retrieve and display the content of the Website on a computer screen, store such content in electronic form on disk (but not any server or other storage device connected to a network) or print one copy of such content for your own personal, non-commercial use, provided you keep intact all and any copyright and proprietary notices. You may not otherwise reproduce, modify, copy or distribute or use for commercial purposes any of the materials or content on the Website.

13.4. You acknowledge that any other use of the material and content of this Website is strictly prohibited and you agree not to (and agree not to assist or facilitate any third party to) copy, reproduce, transmit, publish, display, distribute, commercially exploit or create derivative works from such material and content.

13.5. No licence is granted to you in these Conditions to use any of our trade marks or those of our affiliated companies.

13.6. Services sold by us and Website content may be subject to copyright, trade mark or other intellectual property rights in favour of third parties. We acknowledge those rights.

14. WEBSITE/APP USE

14.1. You are permitted to use the Website/App and the material contained in it only as expressly authorised by us under our terms of use.

15. LIABILITY AND INDEMNITY

15.1. Not with standing any other provision in the Conditions, nothing will affect or limit your statutory rights; or will exclude or limit our liability for:

15.1.1. Death or personal injury resulting from our negligence

15.1.2. Fraud or fraudulent misrepresentation

15.1.3. Action pursuant to section 2(3) of the Consumer Protection Act 1987

15.1.4. Any matter for which it would be unlawful for us to exclude or attempt to exclude our liability

15.2. The Website/App is provided on an as is and as available basis without any representation or endorsement made and we make no warranties or guarantees, whether express or implied, statutory or otherwise (unless otherwise expressly stated in these Conditions or required by law) in relation to the information, materials, content or services found or offered on the Website/App for any particular purpose or any transaction that may be conducted on or through the Website/App including but not limited to, implied warranties of non-infringement, compatibility, timeliness, performance, security, accuracy, condition or completeness, or any implied warranty arising from course of dealing or usage or trade custom.

15.3. We will not be liable if the Website/App is unavailable at any time.

15.4. We make no representation or warranty of any kind express or implied statutory or otherwise regarding the availability of the Website/App or that it will be timely or error-free, that defects will be corrected, or that the Website/App or the server that makes it available are free of viruses or bugs.

15.5. We will not be responsible or liable to you for any loss of content or material uploaded or transmitted through the Website/App and we accept no liability of any kind for any loss or damage resulting from action taken in reliance on material or information contained on the Website/App.

15.6. We cannot guarantee and cannot be responsible for the security or privacy of the Website/App and any information provided by you. You must bear the risk associated with the use of the internet. In particular, we will not be liable for any damage or loss caused by a distributed denial-of-service attack, any viruses trojans, worms, logic bombs, keystroke loggers, spyware, adware or other material which is malicious or technologically harmful that may infect your computer, peripheral computer equipment, computer programs, data or other proprietary material as a result of your use of the Website/App or you downloading any material posted or sold on the Website/App or from any Website/App linked to it.

15.7. We will use all reasonable endeavours to carry out our obligations within a reasonable period of time but will not be liable to you for any loss, costs or expenses arising directly or indirectly from any delays in doing so.

15.8. We will not be liable, in contract or tort (including, without limitation, negligence), or in respect of pre-contract or other representations (other than fraudulent misrepresentations) or otherwise for:

15.8.1. any economic losses (including without limitation loss of revenues, profits, contracts, business or anticipated savings and any other consequential loss); or

15.8.2. any loss of goodwill or reputation; or

15.8.3. any special or indirect losses; or

15.8.4. any loss of data; or

15.8.5. wasted management or office time; or

15.8.6. any other loss or damage of any kind suffered or incurred arising out of or in connection with the provision of any matter under these Conditions and/or the Contract and/or the use of this Website/App or any aspect related to your purchase of the Services even if such losses are foreseeable or result from a deliberate breach of these Conditions by us that would entitle you to terminate the Contract between us or as a result of any action we have taken in response to your breach of these Conditions. Without prejudice to the terms of this clause and in the event that we are unable to rely upon it, our liability for all and any losses you suffer as a result of us breaking the Contract, whether or not deliberate, including those listed in clauses 15.8.1 to 15.8.6, is strictly limited to the purchase price of the Services you purchased.

15.9. If you buy any goods or services from a third party seller through our Website/App, the sellers individual liability will be set out in their own terms and conditions.

15.10. You agree to fully indemnify, defend and hold us, and our officers, directors, employees and suppliers, harmless immediately on demand, from and against all claims, including but not limited to losses (including loss of profit, revenue, goodwill or reputation), costs and expenses, including reasonable administrative and legal costs, arising out of any breach of these Conditions by you, or any other liabilities arising out of your use of this Website/App or any other person accessing the Website/App using your personal information with your authority.

15.11. This clause does not affect your statutory rights as a consumer, nor does it affect your contractual cancellation rights.

16. FORCE MAJEURE

16.1. We shall have no liability for delays or failures in delivery or performance of our obligations to you resulting from any act, events, omissions, failures or accidents that are outside of our control (Force Majeure), which, without limitation, include:

16.1.1. Strikes, lock-outs or other industrial action

16.1.2. Shortages of labour, services, power, supplies/resources.

16.1.3. Late, defective performance or non-performance by suppliers/subcontractors.

16.1.4. Private or public telecommunication, computer network failures or breakdown of equipment

16.1.5. Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.

16.1.6. Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster or extreme weather conditions.

16.1.7. Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport for the delivery of services/product.

16.1.8. Acts, decrees, legislation, regulations or restrictions of any government

16.1.9. Other causes, beyond our reasonable control

16.2. Our performance will be deemed to be suspended for the period that the event of Force Majeure continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to minimise any delay caused by Force Majeure or to find a solution by which our obligations may be performed despite the Force Majeure event. We shall promptly notify you of any Force Majeure event giving details of it and (where possible) the extent and likely duration of any delay.

16.3. Where the period of non-performance or delay in relation to any event of Force Majeure exceeds 30 days from the date of notice to you of the event of Force Majeure, either you or us may, by written notice to the other, terminate the Contract with immediate effect upon service.

17. PRIVACY POLICY

17.1. In order to monitor and improve customer service, we may record telephone calls.

17.2. We shall be entitled to process your data in accordance with the terms of our Privacy Policy. Please view this document for further information. All information provided by you will be treated securely and in accordance with the Data Protection Act 1998 (as amended).

17.3. You can find full details of our Privacy Policy on the Website.

18. THIRD PARTY RIGHTS

18.1. Not to use our Services to commit fraud, money laundering, financial crime, financing terrorism or any similar activities. You expressly agree that we have an immediate right to immediately cancel any Services or account provided to you, without notice to you, and to report it to the appropriate policing or regulatory authority, where we suspect or detect that any crime is being committed by you, the payee or beneficiary or any third party on your behalf.

19. EXTERNAL LINKS

19.1. To provide increased value and convenience to our users, we may provide links to other websites or resources for you to access at your sole discretion and risk. You acknowledge and agree that, as you have chosen to enter the linked website we are not responsible for the availability of such external sites or resources, and do not review or endorse and are not responsible or liable in any way, whether directly or indirectly, for:

19.1.1. The privacy practices of such websites

19.1.2. The content of such websites, including (without limitation) any advertising, content, products, goods or other materials or services on or available from such websites or resources

19.1.3. The use which others make of these websites; or

19.1.4. Any damage, loss or offence caused or alleged to be caused to you, arising from or in connection with the use of or reliance upon any such advertising, content, products, goods, materials or services available on and/or purchased by you from such external websites or resources

20. LINKING TO THE WEBSITE

20.1. You must not create a link to the Website from another website, document or any other source without first obtaining our prior written consent.

20.2. Any agreed link must be:

20.2.1. To the Website's homepage

20.2.2. Established from a website or document that is owned by you and does not contain content that is offensive, controversial, infringes any intellectual property rights or other rights of any other person or does not comply in any way with the law in the UK and the law in any country from which they are hosted

20.2.3. Provided in such a way that is fair and legal and does not damage our reputation or take advantage of it

20.2.4. Established in such a way that does not suggest any form of association, approval or endorsement on our part where none exists

20.3. We have no obligation to inform you if the address of the Website home page changes and it is your responsibility to ensure that any link you provide to our homepage is at all times accurate.

20.4. We reserve the right to withdraw our consent without notice and without providing any reasons for withdrawal. Upon receiving such notice you must immediately remove the link and inform us once this has been done.

21. NOTICES

21.1. All notices given by you to us must be given to us at 822 High Road, Tottenham, London N17 0EY or by using compliance@topratepay.com We may give notice as described in clause 3

21.2. Notice will be deemed received and properly served immediately when posted on our Website, 24 hours after an email is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.

22. ENTIRE AGREEMENT

22.1. The Contract represents the entire agreement between us in relation to the subject matter of the Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

22.2. We each acknowledge that, in entering into a Contract, neither of us has relied on any express or implied representation, undertaking or promise given by the other from anything said or written in any negotiations between us prior to such Contract except as has been expressly incorporated in such Contract.

22.3. Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these Conditions.

23. GENERAL

23.1. We reserve the right to change the domain address of this Website/App and any services, products, product prices, product specifications and availability at any time.

23.2. All prices and descriptions supersede all previous publications. All product descriptions are approximate.

23.3. Every effort is made to keep information regarding services/product availability on the Website/App up to date. However, we do not guarantee that this is the case, or that services/product will always be available.

23.4. If any provision of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Contract and the remainder of the provision in question will not be affected.

23.5. All Contracts are concluded and available in English only.

23.6. If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under it or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with your obligations.

23.7. A waiver by us of any default shall not constitute a waiver of any subsequent default.

23.8. No waiver by us of any of these Conditions or of any other term of a Contract shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 3

23.9. If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under it or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with your obligations.

24. GOVERNING LAW AND JURISDICTION

24.1. The Website/App is controlled and operated in the United Kingdom.

24.2. Every purchase you make shall be deemed performed in England and Wales.

24.3. The Conditions and any Contract brought into being as a result of usage of this Website/App will be governed by the laws of England and Wales and you irrevocably agree to submit to the exclusive jurisdiction of the courts of England and Wales.

Introduction

1. General provisions
   1. The Terms and Conditions listed below govern the access and use of our Website and mobile phone Application (as hereinafter defined) that enable you to transfer money (“the Service”).
   2. The Parties expressly require that this Agreement and any related and subsequent documents be drafted in the English language. Les Parties exigent expressément que cette Entente et tous les documents reliés et subséquents soient rédigés en Anglais.
   3. In these Terms and Conditions, the terms “Toprate Mutual Finance Ltd”, “RCL”, “we”, “us”, “our” mean Toprate Mutual Finance Ltd Limited. and “you”, “your” mean any person who accesses and/or uses the Service as a Sender.
   4. It is important that you understand that access and use of the Service is conditional on your acceptance of the present Terms and Conditions. If you wish to receive a copy of these Terms and Conditions, via ordinary mail or email, please send an email to compliance@topratepay.com.
2. Definitions

In these Terms and Conditions, the following terms shall have the following meaning(s):

1. “Applicable Laws” means the applicable laws of Canada or of the country from which funds are transferred or where funds are intended to be received which relate to electronic money transfer services including, without limitation, Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) (PCMLTFA) and the Proceeds of Crime (Money Laundering) and Terrorist Financing Regulations (PCMLTFR), and other applicable laws;
2. “Application” means a RCL application which resides on a mobile phone or tablet operated by RCL to provide online money transfer services and the related information;
3. “Compliance Officer” means one or more members of staff at Toprate Mutual Finance Ltd or its group companies who is responsible for compliance with the PCMLTFA and the PCMLTFR and other applicable laws;
4. “Fees” means the charges and fees we charge to you for the Service, as applicable, in accordance with the price list published on the Website and/or the Application, or the prices or rates that we communicate to you before we issue a Confirmation, or as provided in these Terms and Conditions;
5. “Force Majeure Event” means any of the circumstances referred to in clause 9.7;
6. “FX Spread” is applied when you pay for a transaction in one currency and it is paid out in another currency. The FX spread is the difference between the exchange rate at which we buy the currency and the exchange rate we provide to you (as set out in the order confirmation). The FX Spread covers our costs plus a small margin.
7. “Malicious Code” means computer viruses, Trojans, software locks, drop-dead devices, malicious logic or trap door, worms, time bombs, corrupted files or other computer programme routines that are intended to delete, disable, deactivate, damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another;
8. “Prohibited purpose” means any unlawful purpose (whether such illegality arises in the country from which the funds are transferred or where they are intended to be received or in any territory with jurisdiction over the Sender or the Receiver) including, without limitation, the transfer or receipt of payment for illegal activities, the transfer of funds which constitute proceeds of crime or money laundering under the PCMLTFA or PCMLTFR which are obtained by illegal activity, the transfer of funds for the purpose of funding illegal activity, the transfer of funds for the purpose of avoiding the seizure of such funds by law enforcement authorities or under orders of any court of law, and any transfer of funds without the permission of their owner;
9. “Recipient” means the person who receives (or intends to receive) a money transfer through the Service;
10. “Reference Number” means the unique Transaction number which is issued to the Sender when he/she initiates a Transaction and which the Recipient will be required to provide to our partners in order to receive the amount transferred;
11. “Sender” means the person who initiates the carrying out of a money transfer through the Service;
12. “Transaction” means every money transfer that you initiate using the Service and/or every other use that you make of the Service,
13. “Website” means the website topratepay.com operated by Toprate Mutual Finance Ltd and its affiliates to provide online money transfer services.
2. Information about us and how to get in touch with us
   1. Toprate Mutual Finance Ltd operates the Website and the Application that enable you to transfer money using a device connected to the Internet and/or a mobile device.
   2. Toprate Mutual Finance Ltd Limited. is a company incorporated and licensed under the laws of England & Wales, (company number 11770361) engaged in the business of funds remittance with its Registered Office located at 822 High Road, Tottenham, London N17 0EY
   3. Our FINTRAC (Financial Transactions and Reports Analysis Centre of Canada Registration Number is: M20729977
   4. Toprate Mutual Finance Ltd Limited. is regulated by the PCMLTFA and the PCMLTFR as FMSB.
   5. We can be contacted via the following means:

• Mailing Address: 822 High Road, Tottenham, London N17 0EY
• Email using the email address: compliance@topratepay.com,
• Website: www.topratepay.com

4. Confidentiality/ Privacy
   1. As a money service business and with a purpose of providing the Service, we are bound by the legal requirements to obtain, verify and record information about our customers. Therefore, we may request from you or consult any legal sources to obtain personal information about you and the required Know Your Customer (“KYC”) information when offering the Service to you.
   2. Your personal information will be treated and processed securely and strictly in accordance with applicable laws and regulations.
   3. Your personal information will be treated as confidential, unless where it is already public knowledge or where it becomes public knowledge through no fault of our own.
   4. We may disclose information about you if we are required to do so by law, by our financial partners in order for them to fulfil their regulatory obligations, by court order, by any statutory, legal or regulatory requirement, by the police or any other competent authorities, foreign or domestic, in connection with the prevention or detection of crime or to help combat fraud, money laundering and terrorism financing. We may also report suspicious activity to appropriate competent law enforcement or government authorities, foreign or domestic.
   5. For more details and information regarding the confidentiality, privacy and security please refer to our Privacy Policy that can be found at www.topratepay.com.
5. Eligibility and your access right
   1. By using the Service you warrant that you are at least 18 years old and that you have a legal capacity to enter into legally binding contracts.
   2. Without prejudice to your rights in relation to any order for Service in relation to which we issued a Confirmation (in accordance with clause 7 below), we reserve the right, at any time, to terminate or suspend your access to the Service without prior notice if:

• You use the Service or attempt to use it for any Prohibited Purpose;
• You attempt to transfer or charge funds from an account that does not belong to you;
• We receive conflicting claims regarding ownership of or the right to withdraw funds from a debit card account;
• You have provided us with false evidence of your identity or you keep failing in providing us with true, accurate, current and complete evidence of your identity or details regarding transactions;
• You have failed to successfully pass our customer due diligence and sanction checks;
• You are in breach of these Terms and Conditions;
• We have reason to believe that any of the foregoing has occurred or is likely to occur;
• In case of any of the circumstances listed in clause 7.4;
• You attempt to tamper, hack, modify, overload, or otherwise corrupt or circumvent the security and/or functionality of the Website and/or the Application or to infect it with any Malicious Code; or
• A Compliance Officer has taken a discretionary decision to do so.

Clause 7.5 applies.

6. Information we provide before the Transaction is complete
   1. Before your Transaction is complete you will be provided with the following information:

• The amount the Recipient will receive,
• The maximum total Fees (including the FX Spread) that you will be charged,
• An indication of the exchange rate that we will apply to your Transaction,

The Transaction order will remain valid for 24 hours (or 5 days for bank transfers) from the moment you complete the Transaction Order, in order for you to pay the value of the Transaction to us. If we have not received the relevant funds within this timeframe, the order will be cancelled in accordance with clause 12.2 and you will be advised to initiate a new Transaction order.

7. How the contract is formed between you and us and how sending funds works in practice
   1. After you place a Transaction order via the Website using a recipient form, an e-mail will be sent to you acknowledging that your order has been received. After you place a Transaction order via the Application, you will receive a confirmation in the Application. Please note that this does not mean that your order is accepted. Any placement of a Transaction order shall be deemed to constitute your explicit approval and authorisation of such order. Any approval can be revoked by you up until the moment the Recipient has been paid in accordance with clause 12.
   2. A Transaction order constitutes solely an offer to buy our Service, which is subject to our discretionary acceptance. As part of the order, we will communicate the involved Fees and exchange rate. This does not yet constitute our acceptance. Such acceptance will be communicated to you either (i) via e-mail confirming that we are processing your request or (ii) through a confirmation in the Application (hereinafter called “the Confirmation”). The contract between you and us (hereinafter called “the Contract”) will only be formed when the Confirmation has been sent. The Transaction can still be revoked by you after Confirmation, but before payment to the Recipient in accordance with clause 12.
   3. The Contract relates solely to the Service that have been confirmed and accepted in the Confirmation.
   4. We reserve the right to refuse to perform a Transaction (including after Confirmation) if:

• We are unable to obtain satisfactory evidence of your identity;
• You provide us with false, incorrect or incomplete information;
• We are unable to reach you via contact details provided by you;
• Your transfer order, information or documentation is not provided sufficiently in advance to allow us to process it in accordance to your request;
• You are in breach of these Terms and Conditions;
• You or the order you placed are in breach of any applicable laws or regulations or are made for a Prohibited Purpose;
• Processing the Transaction in accordance with your order may expose us to liability;
• We are unable to process your Transaction due to variations in business hours, currency exchange or currency availability issues or due to any Force Majeure Event;
• We have reason to believe that any of the foregoing has occurred or is likely to occur; or
• A Compliance Officer has taken a discretionary decision to do so.

We shall notify you of any exercise of our rights in this clause, including the reasons thereof and any follow-up procedure for correction, unless prohibited by applicable laws and regulations.

5. We shall not be liable for any damages, costs or losses incurred by the Sender or the Recipient or any third party if, as a result of any of the circumstances referred to in clause 5.2 or 7.4, we fail to complete the transfer of funds in accordance with an order.
7. Information provided after we process a Transaction

After we process your Transaction to the Recipient an e-mail will be sent to you with the following information:

1. The Reference Number,
2. A confirmation of the exact amount we are sending to the Recipient on your behalf in both pay in and pay out currencies,
3. A confirmation of the Fees (including the FX Spread) that has been charged,
4. The exchange rate applied to your Transaction,
5. A location and documentation needed from the recipient in order to collect the money (in case of cash collection option),
6. A confirmation of the bank to which the money has been sent (in case of bank deposit option),
8. Limitations on our liability
   1. If a money transfer you ordered is delayed or fails, you may have a right to receive a refund or compensation. Please contact us at help@topratepay.com for more information regarding refunds and compensations.
   2. Claims for refund or compensation must be supported by all available evidence.
   3. Our total aggregate liability, whether in contract, tort or otherwise, is expressly limited to the greater of: (a) the amount of any Fees that was paid to us; or (b) CDN$700 . The foregoing cap on our liability applies to any single transaction, act, omission or event and to any number of related transactions, acts, and omissions or events. Notwithstanding the generality of the foregoing, if a Transaction in accordance with an order you made and for which you received Confirmation is delayed or fails, we expressly limit our liability in respect of any such delayed or failed transfer (including for any claimed refund) to the original transaction value of such Transaction(s).
   4. Except as provided in clause 9.5, we shall not be liable to you or to any third party in relation to the Service, whether for breach of contract, tort (including negligence), misrepresentation, unjust enrichment or any other grounds, for any indirect, incidental, consequential or special damages including any loss of profits or savings or anticipated profits or savings, loss of opportunity, loss or reputation, goodwill or business or any economic loss, even if we are advised in advance of the possibility of such loss.
   5. Nothing in this clause shall:

• Exclude or limit liability on our part for death or personal injury resulting from our negligence,
• Exclude liability for our fraud, our willful misconduct or gross negligence.

6. We are not liable for the quality, safety, legality, or delivery of the goods or services that you pay for using the Service.
7. We shall neither be liable for any breach of our obligations under a Contract to you nor for any failure or delay in performance of any obligations under a Contract arising from or attributable to acts, events, omissions or accidents beyond our reasonable control, including, without limitation, where our failure to perform our obligations arise from:

• an act of God, fire, flood, earthquake, windstorm or other natural disaster, explosion or accidental damage, war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, export controls, breaking off of diplomatic relations or similar actions, terrorist attack, civil war, civil commotion or riots, pandemic or epidemic, industrial disputes, shortages of raw materials or components, general disruptions to transportation, telecommunication systems, power supply or other utilities;
• the acts, decrees, legislation, regulations or restrictions imposed by any government or state;
• the actions or omissions of the third parties;
• malfunctions in communications facilities which cannot reasonably be considered to be under our control and that may affect the accuracy or timeliness of messages you send to us;
• any losses or delays in transmission of messages arising out of the use of any internet access service provider or caused by any browser or other software which is not under our control; or
• any Malicious Code interfering with the Service

(each, a “Force Majeure Event”).

8. Our performance under a Contract shall be deemed suspended for the period that the Force Majeure Event continues and the time for performance will be extended for the duration of that period. We will use our reasonable endeavours to find a solution by which our obligations under the Contract may be resumed despite the Force Majeure Event.
9. We do not bear any liability for you providing any incorrect details about your Recipient, including – but not limited to – errors and typos. If a Transaction has been picked up by another person than the Recipient, because of your failure to provide correct details, we will only be obliged to provide reasonable assistance to try to retrieve the funds back. We may charge you for any such assistance.
9. Your Responsibilities and Obligations
   1. You will not use the Service unless you are at least the age of majority in the province or territory in which you live and you have a legal capacity to enter into legally binding contracts.
   2. You will pay the Fees for each Service we provide to you.
   3. You will comply with these Terms and Conditions as well as with any applicable laws, rules and regulations.
   4. In relation to your registration and use of the Service you will:

• provide us with accurate, current, complete and true evidence of your identity and any additional information or evidence we may require to confirm your identity;
• supply us with all information and documentation we may ask in order to process your transfer and to comply with any legal requirements applicable to us or to our partners (including without limitation, the PCMLTFA and the PCMLTFR);
• update all information you provide to us to keep it accurate, current, complete and true;
• not use the Service for or in connection with any Prohibited Purpose or attempt to tamper, hack, modify, overload, or otherwise corrupt or circumvent the security and/or functionality of the Website and/or the Application or to infect it with any Malicious Code;
• transfer money only from your own debit card or bank account. You may not submit a Transaction order on behalf of another person;
• not open more than one account with us;
• keep your Reference Number secure. You must not share the Reference Number or any other Transaction details with anybody except the Recipient;
• use the Service to send money only to people that you know personally or to pay for goods and services purchased from suppliers of whom you have sufficient knowledge and whose identity you verified. You acknowledge that we have no control over the suppliers or over the goods and services for which you use our Services to make payments and we have no responsibility for the quality, safety, legality, or the delivery of such goods or services to you.

5. You understand and accept that:

• We are legally obliged to retain information about our users and the Transactions that we process for up to five (5) years after termination of our relationship with you or as may be required from time to time by applicable law or by any regulatory authorities;
• All currency converted as part of the Service will be converted using our rate of exchange (as published on the Website and/or the Application or as may be communicated to you before we issue a Confirmation) and a FX Spread may apply. We reserve the right to make changes to our rate of exchange at any time without providing notice;
• We reserve the right to increase the FX Spread when the markets are closed (weekends, bank holidays) to prevent loss stemming from currencies fluctuating and ensure payouts for Senders (we will still display the rate that we are offering on the homepage and the final rate on the checkout page before confirming the Transaction);
• Some countries may impose minimum and maximum thresholds in relation to the amounts that can be sent through our Service;
• You will be liable to us for all losses which we suffer or incur in relation to any fraud or fraudulent activity by you or any breach of these Terms and Conditions by you;
• You must contact us as soon as possible if you believe or suspect that a Transaction was not executed properly or that the amount has not been received or was only partly received;
• It is your responsibility to inform the Recipient of the information he/she will need to provide in order to collect the money you transfer through the Service (such as photographic identification, the exact amount of the send order and the Reference Number).

11. Fees and Payment Methods
    1. The prices for the Service consist of FX Spread and the Fees.
    2. Our Fees vary from time to time, but changes in the Fees will not apply to any orders in respect for which we have already sent you the Confirmation.
    3. If you send money via Application, you can pay for the Transaction via debit card or other alternative payment methods which we may permit.
    4. If you pay by debit card, it will be charged as soon as we accept your request for the transfer.
    5. In case of a SWIFT transfer, we are not liable for any additional fees that the banks (either on the sending or receiving side) may charge.
    6. When you pay by debit card and your payment request is refused by your bank or card issuer, your bank account will not be debited. However, it is possible that your bank or card issuer might hold the amount you tried to send. If this happens you will need to contact your bank or card issuer to resolve the issue.
    7. Discounts on our Fees may be available through promotions that we or our partners may offer from time to time. Promotions are subject to terms and conditions and will be honoured in accordance with their published terms.
12. Cancellations and Refunds
    1. You have a right to cancel a Transaction before payment has been made to the Recipient. If you have sent money via a recipient form, you may exercise this right by:

If you have sent money via the Application, you may exercise this right by:

• Cancelling in the Application; or
• Emailing us at help@topratepay.com.

2. If you exercise your right to cancel the Transaction or if we cancel the Transaction, after you have already paid us the funds to be transferred:

• we will refund money paid by you and intended for a Recipient only under the condition that it has not already been paid out to the Recipient in accordance with your original instructions prior to the cancellation request; and
• we reserve the right to retain the Fees charged for the Service (and we may charge you with those Fees if they have not yet been paid) unless the Transaction is cancelled because it was erroneously processed, not processed or delayed for reasons for which we are liable.
• if by the time you notify us of the cancellation of the transfer we have already sent the money to one of our partners in the country of destination, we may not be able to successfully cancel the order, given that the cancellation procedures with our partners differ in length and complexity, as well as often require communication across time zones.

3. Refunds can take up to seven (7) working days to be processed and this depends as well on your bank’s processes, which are beyond our control.
4. We reserve the right not to refund amounts smaller than CDN$5 and to charge a refund fee of CDN$5 (according to the currency with which you pay us) if the refund which has been requested by the customer is due to no fault of our own.
5. If we do not transfer the money to the Recipient in accordance with an order within thirty (30) days after your instructions and the funds have been received, provided that you correctly followed our procedures and complied with all our policies, you may ask for a refund of the money received by us and intended for the Recipient.
6. In any event that you have not exercised your cancellation rights or we have not cancelled the Transaction as per this clause 12, your Transaction will expire one (1) month after the date it was initiated. In case the money has not been collected by the Recipient (in the case of cash transfers) or the Transaction requires a correction, we reserve the right to cancel your order without prior notice to you and to refund to you the amount that was to be transferred. The refund will not include the Fees paid for the Service, which we will retain.
7. If, for any reason, the Transaction has not been cancelled in accordance with clauses 12.5 and 12.6 and Recipient does not collect the money within thirteen (13) months after the date it became available for collection, all rights of cancellation of the Transaction or refund of the money transferred or the Fees shall be deemed to be waived by you.
12. Promotions
    1. All promotions, bonuses or special offers run by Toprate Mutual Finance Ltd are subject to promotion specific terms and conditions and any complimentary bonus credited to your account must be used in adherence with such terms and conditions.
    2. In certain cases, we may, in our sole discretion, (usually due to abuse, limited up-take of the offer or error) conclude promotions, bonuses or special offers before the end of the advertised period or may prolong the period of a promotion, bonus or special offer.
    3. Toprate Mutual Finance Ltd reserves the right to disqualify certain countries or regions within countries from promotional offers.
    4. If Toprate Mutual Finance Ltd reasonably suspects that a user of our Service has abused, is abusing or attempting to abuse a bonus or other promotion or is likely to benefit through abuse or lack of good faith from a policy adopted by Toprate Mutual Finance Ltd, then Toprate Mutual Finance Ltd may, at its sole discretion, deny, withhold or withdraw from any user any bonus or promotion, or rescind any policy with respect to that user, either temporarily or permanently, or terminate that user's access to his/her account.
13. Complaints
    1. We value your feedback as it helps us improve our Service. We have established internal procedures for complaints. You can make a complaint in writing to us regarding any aspect of the Service by mail or e-mail to the following addresses:

• Toprate Mutual Finance Ltd Limited. 822 High Road, Tottenham, London N17 0EY
• compliance@topratepay.com

2. We will investigate your complaint and respond to you with final response by the end of fifteen (15) business days after the day on which we received your complaint.
3. For more information, our Complaints Handling Policy may be provided to you upon your request.
14. Anti-Money Laundering regulations

The PCMLTFA and the PCMLTFR govern the transfer of money to Recipients. Please contact us at compliance@topratepay.com for more information.

16. Written communications

If any applicable laws and regulations require that information we send to you or communications between you and us should be in writing, you agree to receive such written communications electronically. You also agree that electronic means of communication shall be effective for the purpose of any Contract between you and us. The foregoing does not affect your statutory rights.

17. Notices and Communications

All notices given to us must be sent to Toprate Mutual Finance Ltd Limited, 822 High Road, Tottenham, London N17 0EY . We may give notices to you in connection with any aspect of the Service or any order either through the e-mail address or the postal address that you provided to us or in any other way permitted pursuant these Terms and Conditions. Notices to you will be deemed received and properly served immediately after an e-mail is sent to you at the address you provided, or where a notice is sent to your postal address, one day after the date of posting in the case of domestic notices and six (6) days in the case of international mail.

18. Transfer of Rights and Obligations
    1. We shall be entitled, without your consent, to transfer our rights and obligations under these Terms and Conditions and under any Contract to any of our affiliates or to any entity or person that acquires our business. Any such transfer of rights and obligation will have effect upon notice being given to you (including notices given through the Website or the Application).
    2. We are entitled to perform our obligations to you through subcontractors, agents and other third parties.
    3. You may only transfer your rights and obligations under a Contract if we have agreed for this in writing.
19. Waiver
    1. If we fail, at any time, to insist upon strict performance of any of your obligations under a Contract or any clause of these Terms and Conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under a Contract or these Terms and Conditions or by law, this will not constitute a waiver of such rights or remedies and will not relieve you from compliance with such obligations.
    2. A waiver by us of any default will not constitute a waiver of any subsequent default.
    3. No waiver by us of any term in these Terms and Conditions or in any Contract will be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with these Terms and Conditions or the Contract, as the case may be.
20. Severability

If any court or competent authority holds that any of the provisions of these Terms and Conditions or any provisions of a Contract are invalid, unlawful or unenforceable to any extent, that shall not affect the other terms of these Terms and Conditions or the Contract which will continue in full force and effect to the fullest extent permitted by law.

21. Entire Agreement
    1. These Terms and Conditions and any document expressly referred to in them constitute the whole agreement between us and you and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us and you relating to the subject matter hereof.
    2. You acknowledge that, in entering into a Contract and accepting these Terms and Conditions, you do not rely on, or will have no remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not expressly set out in these Terms and Conditions or the documents referred to in them.
22. Our right to vary these Terms and Conditions
    1. We reserve the right to revise, amend or replace these Terms and Conditions from time to time. We will notify you of any changes to these Terms and Conditions by posting the revised Terms and Conditions on our Website or by posting a notice on our mobile Application. The changed Terms and Conditions as of the effective date as referenced in clause 22.2 will apply to any newly placed Transaction orders as of such effective date.
    2. Changes to these Terms and Conditions which are (1) more favourable to you; (2) required by law; or (3) relate to the addition of a new service or extra functionality to the existing Service; or (4) any other change which neither reduces your rights nor increase your responsibilities, will come into effect immediately. Changes which reduce your rights or increase your responsibi lity will come into effect seven days after the date such changes are posted. Changes to exchange rates shall come into effect immediately without notice and you shall not have the right to object to such a change. You may always determine to cease the use of our Service upon such change.
    3. Our Terms and Conditions in force at the time that you place an order using the Service will have effect between you and us for the purpose of that order. We may notify you of a change to the Terms and Conditions after you place an order but before we send you the Confirmation, in which case, unless you notify us within seven days that you wish to cancel the order, the revised Terms and Conditions will apply.
23. Third party rights

A person who is not a party to this Agreement shall have no rights to enforce the provisions of this Agreement.

24. Intellectual property
    1. The Website and the Application, the content, the name Toprate Mutual Finance Ltd and other names, logos, signs, domain names, email addresses and other indications of origin displayed on the Web site or the Application relating to our products and/or services and all intellectual property relating to them and contained in them (including but not limited to copyrights, patents, database rights, design right, trade marks,) (“IPRs”) are owned by us, our affiliates or third party licensors. Other names and logos of third party product, service and companies displayed on the Website may be the trademarks of third parties. You shall not acquire any right, title or interest in any such IPRs by reason of the Service or a Contract and all right, title and interest in and to the Website and the Application shall remain our property and/or the property of such other third parties.
    2. You may use the Website and the Application only for the purpose of the bona fide use of our Service as an individual consumer or business customer and only as permitted by these Terms and Conditions or described on the Website. You are authorized solely to view and to retain a copy of the pages of the Website for your own personal use. The Website and the Application and the Service may not be used for the purpose of testing the Service or to obtain information about the Service or about us. You may not duplicate, publish, modify, create derivative works from, participate in the transfer or sale of, post on the internet, or in any way distribute or exploit the Website, the Application or any portion thereof for any public or commercial use without our express written permission. You may not: (a) use any robot, spider, scraper or other automated device to access the Website or the Application or to use the Service; and/or (b) remove or alter any copyright, trademark or other proprietary notice or legend displayed on the Website (or printed pages of the Website).
25. Referral and Promotions Terms
    1. These Referral and Promotions Terms (‘the Referral Terms”) set out the terms which govern Toprate Mutual Finance Ltd’s referral program (‘the Referral Program”) and promotions (“the Promotion Program”).
    2. All customers transacting with Toprate Mutual Finance Ltd are subject to Toprate Mutual Finance Ltd’s onboarding procedures which include agreeing to the Terms and Conditions and Toprate Mutual Finance Ltd’s general terms of business.
    3. These Referral Terms are to be read in conjunction with the Terms and Conditions and any additional conditions associated with the Referral and Promotion Programs which may be in force.
    4. By using a Referral and Promotions Program, you confirm that you accept the Referral Terms and that you agree to comply with them.
    5. If you do not agree to and abide by the Referral Terms in their entirety, you must not use our Referral and Promotion Programs.

How to earn a Referral Credit.

6. An “Existing Toprate Mutual Finance Ltd user” means a person who has an active and registered Toprate Mutual Finance Ltd account.
7. Existing Toprate Mutual Finance Ltd users can earn a Referral Credit towards a Qualifying Transaction in an amount specified by Toprate Mutual Finance Ltd if a friend referred by the Existing Toprate Mutual Finance Ltd user clicks on the unique referral link (a unique shared URL - Referral Code) and creates an Toprate Mutual Finance Ltd account or enters the unique referral code upon registration and meet the requirements (in force at that time) of a Qualifying Transaction on an Toprate Mutual Finance Ltd platform (Website or Application).
8. A Qualifying Transaction means a Transaction which

• has a total sending Specified Value (as defined below); and
• in the case of the referred friend, is the referred friend’s first Transaction.

9. Specified Value is a minimum Transaction value determined by Toprate Mutual Finance Ltd and disclosed, in the case of the Existing Toprate Mutual Finance Ltd User, to him/her when the Referral is made and, in the case of the referred friend, when the referred friend sends his/her first Transaction. Learn about how the referral and promotions work here: Referrals and promotions.
10. If the first Transaction of the user is less than the amount of Qualifying Transaction, the Referral Code can be used in a subsequent transaction which meets the requirements of a Qualifying Transaction.
11. A Referral Credit is non-transferable, non-negotiable, non-refundable and cannot be exchanged for cash.
12. Toprate Mutual Finance Ltd reserves the right to set the expiration date of any Referral Code.
13. Same-currency transfers do not count towards the Referral Program.
14. The Referral Codes cannot be used in combination with any other voucher code.
15. Each qualified person you refer shall only make transfers via debit card, bank account or alternative payment method which is in their name.
16. A limit may be placed on the total number of Referral Credits or the period over which an Existing Toprate Mutual Finance Ltd user is entitled to participate in a Referral program. The user will be notified of such limits or restrictions at the time they register for the Referral Program or in these Referral Terms, as amended from time to time.

Referral Program Fair Use.

17. You may only use our Referral Program in good faith for lawful purposes. You may not:

• create more than one account in order to invite yourself;
• invite others that have created duplicate accounts;
• use alternative contact information to refer yourself or others that have created duplicate accounts;
• invite an existing customer of Toprate Mutual Finance Ltd;
• invite fictitious persons;
• do anything that damages Toprate Mutual Finance Ltd’s brand, goodwill or reputation;
• make payments to another user that are not genuine payments;
• use the Referral Program in:
  • any way that breaches any applicable local, national or international law or regulation; or
  • any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
• to transmit any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (this includes, mass emailing, texting or messaging people you do not know or using automated systems or bots through any channel to distribute); or
• to transmit any unsolicited or unauthorised advertising either via paid search or any other similar activity, including channels that can damage the Toprate Mutual Finance Ltd brand, goodwill or reputation.

18. Referrals should only be used for personal and non-commercial purposes and should only be shared with personal connections who would appreciate receiving these invitations.
19. You represent and warrant to us that you have obtained the express consent from the individuals
25. Our rights
    1. Toprate Mutual Finance Ltd has the right to refuse to pay you the Referral Credit if (in its sole and absolute discretion) if Toprate Mutual Finance Ltd suspects that you have not used the Referral Program in good faith or have breached these Referral Terms.
    2. Toprate Mutual Finance Ltd will determine, in our sole and absolute discretion, whether there has been a breach of these Referral Terms.
    3. When a breach of these Referral Terms has occurred, Toprate Mutual Finance Ltd may take such action as we deem appropriate, including (but not limited to) termination of these Referral Terms, closing your account(s), closing third party account(s) and suspending the Referral Program.
    4. We may revise these Referral Terms at any time. We will notify you of any changes to these Referral Terms by posting the revised Referral Terms on our Website or by posting a notice on our mobile Application. Continued use of the applicable Referral and Promotion Program shall amount to acceptance of these Referral Terms.
    5. Toprate Mutual Finance Ltd may require identification documents from you prior to paying the Referral Credit.
    6. Toprate Mutual Finance Ltd shall not be in breach of these Referral Terms (nor have any obligation to pay you a Referral Credit) if you do not (in Toprate Mutual Finance Ltd’s sole and absolute discretion) provide the identification documents requested by Toprate Mutual Finance Ltd.
    7. Toprate Mutual Finance Ltd accepts no liability for any use of the Referral Program which does not comply with these Referral Terms.
    8. Toprate Mutual Finance Ltd reserves the right to:

• amend, alter or change these Referral Terms at any time, without notice;
• terminate any Referral Program at any time, without notice;
• In the event a Referral Program is terminated, Toprate Mutual Finance Ltd will not be obliged to credit any accounts that would have otherwise qualified for Referral Credit.

9. * A Referral Credit’s currency equivalent amount (GBP / EUR / CHF / SEK / DKK / NOK / CDN Dollar) will be calculated using a system-wide rate, known as the base exchange rate. The base exchange rate may not, however, be identical to the real-time market rate.
26. Governing Law

These Terms and Conditions and any Contracts for the purchase of our services using our Website or our Application and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by the laws of England and Wales. Any dispute or claim arising out of or in connection with these Terms and Conditions or such Contracts or their formation (including non-contractual disputes or claims) will be subject to the non-exclusive jurisdiction of the courts of England. The foregoing shall be without prejudice to your statutory rights.

1. Toprate Mutual Finance Ltd terms and conditions provisions
1. The website, www.topratepay.com (“Website”), and Toprate Mutual Finance Ltd’s mobile phone application (“Application”) are operated and controlled by Toprate Mutual Finance Ltd Limited (“Toprate Mutual Finance Ltd UK”) on behalf of Toprate Mutual Finance Ltd Pty Ltd (ACN 640 504 963) (“Toprate Mutual Finance Ltd”, “we”, “our” or “us”) to you (“Sender”, “you” or “your”) in order to enable you to transfer a money (“Service”).
2. The Service is provided by Toprate Mutual Finance Ltd to you (“Sender”, “you” or “your”).
3. Where a right or obligation under these Terms relates to the Website or the Application, the terms “we”, “us” or “our” refer to Toprate Mutual Finance Ltd UK. Where a right or obligation relates to the Service, the terms “we”, “us” or “our” refer to Toprate Mutual Finance Ltd.
4. The use of the Website and the Application, and the provision of the Service, is governed by and subject to these Terms and Conditions (“Terms”). They are intended to be legally binding.
5. You hereby acknowledge and agree that this English language version of the Terms is the applicable version for all languages. Any other language version we may provide is for guidance purposes only. Any dispute or claim arising out of or in connection with the Terms or their subject matter or formation (including non-contractual disputes or claims) will be considered in relation to the English version only.
6. It is important that you understand that access and use of the Website, Application and the Service is conditional on your acceptance of these Terms. At all times, you may request to receive a copy of these Terms via post or email. Please send an email to compliance@topratepay.com.

2. Definitions

The following Terms shall have the following meaning(s) when used in the Terms, unless the context requires otherwise:

1. “Application” means the Toprate Mutual Finance Ltd mobile phone application operated by Toprate Mutual Finance Ltd UK to provide online money transfer services and the related information;
2. “AML/CTF Compliance Officer” means the staff member at Toprate Mutual Finance Ltd or its group companies who is responsible for compliance with the AML/CTF legislation and other relevant laws;
3. “AML/CTF legislation” means the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) and the Anti-Money Laundering and Counter-Terrorism Financing Rules Instrument 2007 (No.1), as amended from time to time;
4. Toprate Mutual Finance Ltd” means Toprate Mutual Finance Ltd Pty Ltd (ACN 640 504 963), incorporated in Australia;
5. “Toprate Mutual Finance Ltd UK” means Toprate Mutual Finance Ltd Limited (company number 11770361), incorporated in the United Kingdom,;
6. “Fees” means the charges and fees we charge to you for the Service, as applicable, in accordance with the price list published on the Website and/or the Application, or the prices or rates that we communicate to you before we issue a Confirmation, or as provided in these Terms.
7. “Force Majeure Event” means any acts, events, omissions or accidents beyond our reasonable control, which are not known at the time the Terms are agreed to, including, without limitation:

· an act of God, fire, flood, earthquake, windstorm or other natural disaster, explosion or accidental damage, war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, export controls, breaking off of diplomatic relations or similar actions, terrorist attack, civil war, civil commotion or riots, pandemic or epidemic, industrial disputes, shortages of raw materials or components, general disruptions to transportation, telecommunication systems, power supply or other utilities;

· the acts, decrees, legislation, regulations or restrictions imposed by any government or state;

· the actions or omissions of the third parties;

· malfunctions in communications facilities which cannot reasonably be considered to be under our control and that may affect the accuracy or timeliness of messages you send to us;

· any losses or delays in transmission of messages arising out of the use of any internet access service provider or caused by any browser or other software which is not under our control; or

· any Malicious Code interfering with the Service;

8. “FX Spread” is where you pay for a transaction in one currency and it is paid out in another currency, we apply an FX spread. The FX spread is the difference between the exchange rate we buy the currency in and the exchange rate we are able to provide to you and we communicated it in the order confirmation and it covers our costs plus a small margin
9. “IPRs” refers to Intellectual Property Rights, and means the rights to the Website, the Application, the content, the name Toprate Mutual Finance Ltd and other names, logos, signs, domain names, email addresses and other indications of origin displayed on the Website or the Application relating to Toprate Mutual Finance Ltd’s or Toprate Mutual Finance Ltd UK’s products and/or services and all intellectual property relating to them and contained in them (including but not limited to copyrights, patents, database rights, design right, trade marks);
10. “Malicious Code” means computer viruses, Trojans, software locks, drop-dead devices, malicious logic or trap door, worms, time bombs, corrupted files or other computer programme routines that are intended to delete, disable, deactivate, damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another;
11. “Privacy Policy” means the Toprate Mutual Finance Ltd Australian Privacy Policy available on the Website, as amended from time to time;
12. “Prohibited Purpose” means any unlawful purpose (whether such illegality arises in the country from which the funds are transferred or where they are intended to be received or in any territory with jurisdiction over the Sender or the Receiver) including, without limitation, the transfer or receipt of payment for illegal activities, the transfer of funds which constitute proceeds of crime under the Proceeds of Crime Act 2002 (Cth) or money laundering or terrorism financing under the AML/CTF legislation, or which are obtained by illegal activity, the transfer of funds for the purpose of funding illegal activity, the transfer of funds for the purpose of avoiding the seizure of such funds by law enforcement authorities or under orders of any court of law, and any transfer of funds without the permission of their owner;
13. “Recipient” means the person who receives (or who the Sender intends to intends to receive) the money through the Service;
14. “Reference Number” means the unique Transaction number, which will be issued to you and which the Recipient will be required to provide to our partners in order to receive the amount transferred;
15. “Sender”means the person who initiates the carrying out of a money transfer through the Service,
16. “Transaction” means a money transfer that you initiate using the Service and/or every other use that you make of the Service;
17. “Website” means the website topratepay.com operated by Toprate Mutual Finance Ltd UK to provide online money transfer services and the related information.

3. Information about us and how to get in touch with us
1. Toprate Mutual Finance Ltd UK operates the Website and the Application which enable you to transfer money using a device connected to the internet and/or a mobile phone.
2. Toprate Mutual Finance Ltd Pty Ltd is a wholly owned subsidiary of Toprate Mutual Finance Ltd UK, and provides the Services to customers in Australia.
3. We can be contacted via the following means:

· Email using the email address: compliance@topratepay.com

· Website: www.topratepay.com

4. Confidentiality/ Privacy
1. We will collect, use, store and disclose your personal information in accordance with our Privacy Policy.
2. Without limiting our Privacy Policy, you acknowledge that you expressly authorise us to disclose any of your personal or payment information to a Recipient or to any bank, card issuer, payment processor, rewards or loyalty program, or service provider used by Toprate Mutual Finance Ltd or Toprate Mutual Finance Ltd UK for the purpose of operating the Website, the Application or providing the Service.
3. Personal information will be treated as confidential, unless it is already public knowledge or where it becomes public knowledge through no fault of our own.
4. We may disclose personal information for the purposes outlined in the Privacy Policy. We may also report suspicious matters to AUSTRAC or to other appropriate government authorities.
5. For more details and information regarding the confidentiality, privacy and security of your personal information please refer to our Privacy Policy, that can be found at https://topratepay.com/en/privacy-policy-for-australia.

5. Eligibility and your access right
1. By using the Service you warrant that you are at least 18 years old and that you have full capacity to enter into, agree to and comply with these Terms.
2. Without prejudice to your rights in relation to any order for Service in relation to which we issued a Confirmation (in accordance with clause 7 below), we reserve the right, at any time, to terminate or suspend your access to the Service without prior notice if

· You use the Service or attempt to use it for any Prohibited Purpose;

· You attempt to transfer or charge funds from an account that does not belong to you;

· We receive conflicting claims regarding your ownership of or your right to withdraw funds from a debit or credit card account;

· You have provided us with false evidence of your identity or you fail to provide us with true, accurate, current and/or complete evidence of your identity or details regarding transactions;

· You have failed to successfully pass our customer due diligence and sanction checks;

· You are in breach of these Terms;

· We have reason to believe that any of the foregoing has occurred or is likely to occur;

· Upon the occurrence of any of the circumstances listed in section 7.5;

· You attempt to tamper, hack, modify, overload, or otherwise corrupt or circumvent the security and/or functionality of the Website and/or the Application or to infect the Website or the Application with any Malicious Code; or

· the AML/CTF Compliance Officer has, in their sole discretion, made a decision to terminate or suspend the provision of the Service to you.

3. You acknowledge and agree that in order to receive the Service, you must create an Toprate Mutual Finance Ltd account using the procedure set in the Website or the Application.

6. Information we provide before the Transaction is complete
1. If funds are sent via a recipient form, before your Transaction is complete you will be provided with the following information:

· The amount the Recipient will receive;

· The maximum total Fees (including the FX Spread) that you will be charged;

· The exchange rate that we will apply to your Transaction;

· The location and documentation needed from the Recipient in order to collect the money (in case of cash collection);

· An estimation of time it will take for the funds to be made available to the Recipient.

2. The Transaction order will remain valid for 24 hours (or 5 days for bank transfers) from the moment you complete the Transaction order, in order for you to pay the value of the Transaction to us. If we have not received the relevant funds within this timeframe, the order will be cancelled in accordance with section 12 and you will be advised to initiate a new Transaction order.

7. How the Contract is formed between you and us and how sending the Transaction Amount works in practice
1. After you place a Transaction order via the Website using a recipient form, an email will be sent to you acknowledging that your order has been received. After you place a Transaction order via the Application, you will receive a confirmation in the Application. Please note that this does not mean that your order is accepted. Any placement of a Transaction order shall be deemed to constitute your explicit approval and authorisation of such order. Any approval can be revoked by you up until the moment the Recipient has been paid in accordance with clause 12
2. A Transaction order constitutes solely an offer to buy our Service, which is subject to our discretionary acceptance. As part of the order, we will communicate the involved Fees and exchange rate. This does not yet constitute our acceptance. Such acceptance will be communicated to you either (i) via e-mail confirming that we are processing your request or (ii) through a confirmation in the Application (hereinafter called “the Confirmation”). The contract between you and us (hereinafter called “the Contract”) will only be formed when the Confirmation has been sent. The Transaction can still be revoked by you after Confirmation, but before payment to the Recipient in accordance with clause 12.
3. Any placement of a Transaction order shall be deemed to constitute your explicit approval and authorisation of such Transaction order.
4. The Contract relates solely to the Service that has been confirmed in the Confirmation.
5. We reserve the right to refuse to perform a Transaction (including after you have received a Confirmation) if:

· We are unable to obtain satisfactory evidence of your identity;

· You provide us with false, incorrect or incomplete information;

· We are unable to reach you via contact details provided by you;

· Your Transaction order or other information or documentation that we request is not provided sufficiently in advance to allow us to process the Transaction;

· You are in breach of the Terms;

· You or the Transaction order you placed are in breach of any applicable laws or regulations or are made for a Prohibited Purpose;

· Processing the Transaction in accordance with the Transaction Order may expose us to liability;

· We are unable to process your Transaction due to variations in business hours, currency exchange or currency availability issues or due to any Force Majeure Event;

· We have reason to believe that any of the foregoing has occurred or is likely to occur; or

· the AML/CTF Compliance Officer has, in their sole discretion, made a decision not to process the Transaction.

We are not required to provide you with the reason for exercising any of our rights in this clause, including the reasons for our decision and any follow-up procedure for correction, but may notify you of the reason in our sole discretion.

6. Neither Toprate Mutual Finance Ltd UK nor Toprate Mutual Finance Ltd shall be liable for any damages, costs or losses incurred by the Sender or the Recipient or any third party if, as a result of any of the circumstances referred to in sections 5.2 or 7.5, we fail to complete the Transaction in accordance with a Transaction Order.

8. Information provided after we process a transaction
1. After we process your Transaction, an e-mail or notification via the Application will be sent to you with the following information:

2. The Reference Number;

3. A confirmation of the exact amount we are sending to the Recipient on your behalf in both pay in and pay out currencies;

4. A confirmation of the Fees (including the FX Spread) that have been charged;

5. The exchange rate applied to your Transaction;

6. A location and documentation needed from the recipient in order to collect the money (in case of cash collection option);

7. A confirmation of the bank to which the money has been sent (in case of bank deposit option),

8. The estimated time when the money will be available to the Recipient.

9. Limitations on our liability and indemnity

1. Any liability on our part in connection with these Terms is subject to the exclusions and limitations set out in these Terms.
2. You agree that we will only be liable to you for loss or damage that is reasonably foreseeable and caused directly by our breach of the Terms, and that any liability (however arising) we may have to you is limited in accordance with these Terms.
3. We are not liable for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software.
4. We are not liable for any breach of these Terms where the breach is due to a Force Majeure event, including any abnormal and unforeseeable or regulatory circumstances beyond our control, or where the breach is due to legal requirements.
5. Subject to section 9.8, the liability of Toprate Mutual Finance Ltd, Toprate Mutual Finance Ltd UK, our affiliates or service providers, and any of their respective officers, directors, agents, employees or representatives, is limited to the Transaction Amount and the Fees as set out in the Transaction order(s) in dispute.
6. The limitation of liability in these Terms is subject to any obligations that we have under applicable law and regulation which by law we cannot exclude, including our obligation to exercise reasonable care and skill in our provision of the Service.
7. Our total aggregate liability, whether in contract, tort or otherwise, in relation to any single transaction, act, omission or event, or in relation to any number of related transactions, acts, and omissions or event is expressly limited to the greater of:

· The amount of any Fees that was paid to us; or

· AUD1,000.00.

8. Nothing in this clause shall:

· Exclude or limit liability on our part for death or personal injury resulting from our negligence; or

· Exclude liability for our fraud, our willful misconduct or gross negligence.

9. We are not liable for the quality, safety, legality, or delivery of the goods or services that you pay for using the Service.
10. We shall neither be liable for any breach of our obligations under the Contract to you nor for any failure or delay in performance of any obligations under the Contract arising from or attributable to a Force Majeure Event.
11. Our performance of our obligations under the Contract shall be suspended for the period that the Force Majeure Event continues and the time for performance will be extended for the duration of that period. We will use our reasonable endeavours to find a solution by which our obligations under the Contract may be resumed despite the Force Majeure Event.
12. We do not bear any liability for you providing any incorrect details about your Recipient, including – but not limited to – errors and typos. If a Transaction has been sent to a person other than the Recipient in error, because of your failure to provide correct details, we will not be obliged to assist you retrieve the funds. We may, in our sole discretion, provide our reasonable assistance to try to retrieve the funds. We may charge you for any such assistance.
13. You indemnify Toprate Mutual Finance Ltd, Toprate Mutual Finance Ltd UK and each of its directors, officers, shareholders, advisers, consultants, agents, employees and contractors (each an “Indemnitee”) against all liabilities, claims, losses and expenses (“Losses”) which may be incurred or suffered by the Indemnitees directly or indirectly arising out of your failure to comply with these Terms.
14. You agree to indemnify Toprate Mutual Finance Ltd for any Loss we incur due to a person’s unauthorised use of your information. Losses may include consequential losses and any legal fees incurred in defending or responding to Losses. This indemnity will apply regardless of whether a Transaction order was provided in error but will not apply to the extent that Losses were incurred or suffered by an Indemnitee due to the fraud or willful default of Toprate Mutual Finance Ltd.
15. We are not required to seek recovery or enforce any right against any other person or incur expense, loss, or damage or make any payment before enforcing a right of indemnity conferred by these Terms.

10. Your responsibilities and obligations

1. You will not use the Service unless you are at least 18 years old and have capacity to enter into legally binding contracts.
2. You acknowledge and agree that you will pay the Fees which relate to each Service we have provided to you.
3. You shall comply with these Terms, and with any applicable laws, rules and regulations.
4. In relation to your registration and use of the Service:

· you will use the Website and the Application in accordance with these Terms;

· you will disclose any matters to us that may affect the operation of these Terms, or your ability to comply with them;

· you have complied and will continue to comply with all applicable laws, statutes, ordinances, and regulations (including without limitation anti-money laundering and counter-terrorism financing laws, including the AML/CTF legislation, and any relevant data protection or privacy laws);

· your use of the Website or the Application and/or submission of Transaction order does not infringe the rights of any third party or breach any applicable law;

· you will not use the Website or the Application for illegal trade, illegal financial transactions, or legalisation of illegal proceeds;

· you will provide us with accurate, current, complete and true evidence of your identity and any additional information or evidence we may require to confirm your identity;

· you will supply us with all requested information and documentation in order to process your transfer and to comply with any legal requirements applicable to us or to our partners (including without limitation, the AML/CTF legislation);

· you will update all information you provide to us to keep it accurate, current, complete and true;

· you will not use the Service for or in connection with any Prohibited Purpose or attempt to tamper, hack, modify, overload, or otherwise corrupt or circumvent the security and/or functionality of the Website and/or the Application or to infect it with any Malicious Code;

· you will transfer money only from your own credit, debit card or bank account. You may not submit a Transaction order on behalf of another person;

· you will not open more than one account with us;

· you will keep your Reference Number secure. You must not share the Reference Number or any other Transaction details with anybody except the Recipient. If you share the Reference Number or other Transaction details with another person, or you allow another person to access that information, we may be entitled to treat any Transaction initiated by that person as valid and authorised by you and may not be responsible for any loss or damage that you incur as a result;

· you will use the Service to send money only to people that you know personally or to pay for goods and services purchased from suppliers of whom you have sufficient knowledge and whose identity you verified. You acknowledge that we have no control over the suppliers or over the goods and services for which you use our Service to make payments and we have no responsibility for the quality, safety, legality, or the delivery of such goods or services to you.

5. You understand and accept that:

· We are legally obliged to retain information about our Senders and the Transactions that we process for up to 7 years after termination of our relationship with you or as may be required from time to time by applicable law or by any regulatory authorities;

· All currency converted as part of the Service will be converted using our rate of exchange (as published on the Website and/or the Application or as may be communicated to you before we issue a Confirmation) and a FX Spread may apply. We reserve the right to make changes to our rate of exchange at any time without providing notice;

· We reserve the right to increase the FX Spread when the markets are closed (weekends, bank holidays) to prevent loss stemming from currencies fluctuating and ensure payouts for Senders. In this situation, we will display the rate that we are offering on the Website homepage and the final rate on the checkout page of the Website before confirming the Transaction;

· Some countries may impose minimum and maximum thresholds in relation to the amounts that can be sent through our Service, which we must comply with;

· You will be liable to us for all losses which we suffer or incur in relation to any fraud or fraudulent activity by you or any breach of these Terms by you;

· You must contact us as soon as possible if you believe or suspect that a Transaction was not executed properly or that the amount has not been received or was only partly received;

· It is your responsibility to inform the Recipient of the information he/she will need to provide in order to collect the money you transfer through the Service (such as photographic identification, the exact amount of the send order and the Reference Number).

6. You will not, and you will not permit any other person to:

· Decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense or otherwise attempt to construct or identify the source code, formulas or processes used by the Website or the Application;

· Do anything which will or may damage, disrupt access to or interfere with the proper operation of the Website or the Application for any period of time;

· Post, distribute or send any ‘spamming’ material or any other form of bulk communication on or using the Website or the Application;

· Impersonate any person or entity;

· Conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction or data harvesting) on, or in relation to, the Website or the Application;

· Otherwise use the Website or the Application for any purpose that may harm our reputation.

7. If you become aware, or should reasonably be aware, of any request or demand made of you to engage in any conduct by which you or a third party gains unfair financial or other advantage, including but not limited to dishonest or corrupt conduct, or any conduct in breach of any anti-corruption law or anti-money laundering and counter-terrorism financing law applicable to the Website, the Application or the Service, you must promptly report it to us via email.
8. If you have any indication or suspicion that your Reference Number, password, or other security details are lost, stolen, misappropriated, used without authorisation or otherwise compromised, you should change your password and contact us immediately. Any delay in notifying us may result in you being liable for any losses.
9. If our investigations show that a Transaction reported by you as unauthorised or incorrectly executed was in fact authorised by you, or you have acted fraudulently or with negligence (for example, by failing to keep your security information secure), we may reverse any refund made and you may be liable for any and all loss we suffer from your use of the Service.

11. Fees and payment methods
1. The prices for the Service consist of FX Spread and the Fees.
2. Our Fees vary from time to time, but changes in the Fees will not apply to any orders in respect for which we have already sent you the Confirmation.
3. If you send money via a recipient form you can pay for the Transaction via bank transfer, debit/credit card and any alternative payment methods where available. If you send money via the Application, you can pay for the Transaction via credit card or debit card.
4. If you pay by debit card it will be charged as soon as we accept your request for the transfer.
5. In case of a SWIFT transfer, we are not liable for any additional fees that the banks (either on the sending or receiving side) may charge.
6. When you pay by debit card and your order is refused by your bank or by the card issuer, your bank account will not be debited. However, it is possible that your bank or the card issuer might hold the amount you tried to send. If this happens you will need to contact your bank or card issuer to resolve the issue.
7. Discounts on our Fees may be available through promotions that we or our partners may offer from time to time. Promotions are subject to terms and conditions and will be honoured in accordance with their published terms.
8. You agree that once we receive funds in relation to a Transaction order the funds are our property. We do not hold any amount on your behalf, whether on trust or otherwise, and we do not hold any funds in a trust account. Our obligation to complete a Transaction order and remit payment to the Recipient on your behalf is a contractual obligation owing to you by Toprate Mutual Finance Ltd. To the extent permitted by law, we have no other obligations to you in relation to Transaction order.
9. We will not agree to any standing arrangement to make payments to a Recipient at a predetermined time or on a predetermined date.
10. We are not liable for any entity that issues a credit card or debit card used by you, or by any Recipient, and do not warrant their performance. If you have any disputes with the issuer of a credit card, including merchants, you should settle these with the relevant third party.
11. We are not responsible for the payment of late payment fees or any other charges applied by a Recipient or any other third party arising from your use of the Platform, regardless of why the fee was applied.
12. We may use third-party merchant facilities to process transactions. We have no control over third-party providers we engage and are not responsible for any delay in processing a Transaction order that is caused by a third-party provider, including but not limited to our merchant facility or the issuer of your credit card, debit card or your bank account.

12. Cancellations and refunds
1. You acknowledge that any payment remitted by us in accordance with a Transaction order is done on your behalf. Once a Transaction order has been processed, you are responsible for recovering any amount that you wish to recover from a Recipient that has been remitted by us. Any Fees paid by you in relation to a recovered payment are not refundable under any circumstances.
2. You have a right to cancel a Transaction before payment has been made to the Recipient. If you have sent money via a recipient form, you may exercise this right by:

· Emailing us at compliance@topratepay.com

If you have sent money via the Application, you may exercise this right by:

· Requesting Cancellation in the Application; or

· Emailing us at compliance@topratepay.com

3. If you exercise your right to cancel the Transaction or if we cancel the Transaction, after you have already paid us the funds to be transferred:

· we will refund money paid by you and intended for a Recipient only under the condition that it has not already been paid out to the Recipient in accordance with your original instructions prior to the cancellation request; and

· we reserve the right to retain the Fees charged for the Service unless the Transaction is cancelled because it was processed by us in error;

· if by the time you notify us of the cancellation of the transfer we have already sent the money to one of our partners in the country of destination, we may not be able to successfully cancel the order, given that the cancellation procedures with our partners differ in length and complexity, as well as often require communication across time zones.

4. Refunds can take up to 7 working days to be processed. Processing time may depend on a bank or third-party service provider’s processes, which are beyond our control. We are not liable for any delay caused by the processing time of a third party.
5. We reserve the right not to refund amounts smaller than AUD10.00 and to charge a refund fee of AUD10.00 if the refund is requested by the Sender and is not connected with any error on our part.
6. If we do not transfer the money to the Recipient in accordance with an order within 30 days after your instructions and the funds have been received, provided that you correctly followed our procedures and complied with all our policies, you may ask for a refund of the money transferred to us and intended for the Recipient.
7. If a Transaction order has not been completed for any reason other than you exercising your cancellation rights or Toprate Mutual Finance Ltd cancelling the Transaction in accordance with this section, the Transaction Order will expire 1 month after the day on which it is submitted.
8. If, in the case of cash collection, the funds have not been collected by the Recipient, or the Transaction requires a correction, we reserve the right to cancel your Transaction without prior notice to you and to refund the amount that was to be transferred. The refund will not include the Fees paid for the Service, which we will retain.
9. If, for any reason, the Transaction has not been cancelled in accordance with clauses 12.6, 12.7 and 12.8 and Recipient does not collect the money within 13 months after the date it became available for collection, all rights of cancellation of the Transaction or refund of the money transferred or the Fees shall be deemed to be waived by you.

13. No Guarantee
1. We take reasonable steps to ensure we can provide the Service effectively, reliably and securely. However, we do not warrant, guarantee or represent that:

· The Website, the Application or the Service, or any information or other material accessible through the Website or the Application, will be uninterrupted, timely, reliable, secure, error-free or is free of any virus, worm, trojan horse or other harmful component;

· Any Transaction order will be executed, accepted or recorded; or

· There will be operational stability, availability or continuation of, the Website, the Application or the Service;

· The Website, the Application or our computer systems are safe from hacking;

· Your use of the Website, the Application and the provision of the Service will not infringe the rights of any third party.

2. In addition, the Website, the Application and/or the Service may be suspended or discontinued in our sole discretion, and the Website and/or the Application may be inaccessible at times due to:

· Down-time and/or maintenance of the Website and its functions;

· Outages to the internet, networks or servers;

· Equipment failure, including the failure of third-party systems; or

· A Force Majeure Event.

3. You acknowledge that we have not made any warranty that the Website, the Application and/or the Service will be error free. We are not required to notify you of any malfunction in the Website, the Application or the Service, or if a Service is limited, restricted or ceases.

14. Promotions
1. All promotions, bonuses or special offers run by Toprate Mutual Finance Ltd are subject to promotion specific terms and conditions and any complimentary bonus credited to your account must be used in adherence with such terms and conditions.
2. In certain cases, we may conclude promotions, bonuses or special offers before the end of the advertised period or may prolong the period of a promotion, bonus or special offer usually due to abuse, limited up-take of the offer or error.
3. Toprate Mutual Finance Ltd reserves the right to disqualify certain countries from promotional offers.
4. In the event that Toprate Mutual Finance Ltd reasonably suspects that a Sender or other user of our Service has abused, is abusing or attempting to abuse a bonus or other promotion, or is likely to benefit through abuse or lack of good faith from a policy adopted by Toprate Mutual Finance Ltd, then Toprate Mutual Finance Ltd may, at its sole discretion, deny, withhold or withdraw from a Sender or user any bonus or promotion, or rescind any policy with respect to that user, either temporarily or permanently, or terminate that Sender or user's access to his/her account.

15. Complaints

We value your feedback as it helps us improve our Service. We have established internal procedures for complaints. You can make a complaint in writing to us regarding any aspect of the Service by by mail or e-mail to the following addresses:

1. 380 St Kilda Road melbourne 3004

2. compliance@topratepay.com

3. We will investigate your complaint and come back to you with a final response by the end of 15 business days after the day in which we received a complaint.
4. For more information a Complaints Handling Policy may be provided to you upon your request.

16. Intellectual property

1. You acknowledge and agree that the IPRs are owned by us, Toprate Mutual Finance Ltd UK, our affiliates or third party licensors. Other names and logos of third party products, services and companies displayed on the Website or the Application may be the trademarks of third parties. You shall not acquire any right, title or interest in any of our IPRs or of any IPRs owned by a third party, by reason of the Service or the Contract and all right, title and interest in and to the Website and the Application shall remain our property and/or the property of such other third parties.
2. You may use the Website and the Application only for the purpose of the bona fide use of our Service as an individual consumer and only as permitted by the Terms or described on the Website or the Application. You are authorised solely to view and to retain a copy of the pages of the Website or the Application for your own personal use. The Website and the Application and the Service may not be used for the purpose of testing the Service or to obtain information about the Service or about us.
3. You may not duplicate, publish, modify, create derivative works from, participate in the transfer or sale of, post on the internet, or in any way distribute or exploit the Website, the Application or any portion thereof for any public or commercial use without our express written permission. You may not: (a) use any robot, spider, scraper or other automated device to access the Website or the Application or to use the Service; and/or (b) remove or alter any copyright, trade mark or other proprietary notice or legend displayed on the Website (or printed pages of the Website).

17. Referral and Promotions Terms

1. Toprate Mutual Finance Ltd Referral and Promotions Terms (‘the R&P Terms”) along with Toprate Mutual Finance Ltd’s general Terms and Privacy Policy sets out the terms which govern Toprate Mutual Finance Ltd’s referral programs (‘the Referral Program”) and promotions (“the Promotion Program”).
2. All customers transacting with Toprate Mutual Finance Ltd are subject to Toprate Mutual Finance Ltd’s onboarding procedures which include agreeing to Toprate Mutual Finance Ltd’s general terms of business.
3. These Terms are to be read in conjunction with the R&P Terms (as in force at the time). If the the R&P Terms which govern a Referral Program or a Promotions Program are inconsistent with these Terms, these Terms apply to the extent of any inconsistency unless stated otherwise.
4. By participating in, registering for or using our Referral and Promotions Programs you confirm that you accept the R&P Terms and that you agree to comply with them.
5. If you do not wish to agree to and abide by the R&P Terms in their entirety, you must not participate in, register for or use our Referral and Promotion Programs.

18. How to earn a Referral Credit

1. A Sender that has an active and registered Toprate Mutual Finance Ltd account can earn a Referral Credit of Specified Value towards a Qualifying Transaction if a referred friend clicks on a Referral Code and creates an Toprate Mutual Finance Ltd account or enters the Referral Code upon registration on the Website or via the Application, and meets the requirements of a Qualifying Transaction.
2. The Referral Credit is non-transferable, non-negotiable, non-refundable and cannot be exchanged for cash.
3. A Qualifying Transaction must have a total sending Specified Value and in the case of the user receiving the referral, it must be their first transaction.
4. Specified Value is the value of Referral Credit and Qualifying Transaction as described in each Referral Program.
5. If the first transaction of the Sender is less than the amount of Qualifying Transaction, the Referral Code can be used in a subsequent transaction with the same or higher total sending value as the Qualifying Transaction
6. Toprate Mutual Finance Ltd reserves the right to impose an expiration date on the exercise of the Referral Code.
7. Same-currency transfers don't count towards your referral program.
8. The Referral Codes cannot be used in combination with any other Toprate Mutual Finance Ltd voucher code.
9. Each referred friend invited by the Sender shall only make transfers from a credit card, debit card, bank account or alternative payment method which is in their name.
10. A limit may be placed on the total number of Referral Credits or over a given time period to which a Sender is entitled in respect of a Referral Program. The Sender will be notified of such limits or restrictions at the time they register for the Referral Program.
11. A general limit of 3 Referral Credits is applied.

19. Referral Program fair use

1. You may only use the Referral Program in good faith for lawful purposes.
2. You may not:

· create more than one Toprate Mutual Finance Ltd account in order to invite yourself;

· invite others that have created duplicate Toprate Mutual Finance Ltd accounts;

· use alternative contact information to refer yourself or others that have created duplicate Toprate Mutual Finance Ltd accounts;

· invite an existing customer of Toprate Mutual Finance Ltd;

· invite fictitious persons;

· do anything that damages Toprate Mutual Finance Ltd’s brand, goodwill or reputation;

· make payments to another user that are not genuine payments;

· use the Referral Program in:

· any way that breaches any applicable local, national or international law or regulation; or

· any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

· to transmit any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (this includes, mass emailing, texting or messaging people you do not know or using automated systems or bots through any channel to distribute); or

· to transmit any unsolicited or unauthorised advertising either via paid search or any other similar activity, including channels that can damage the Toprate Mutual Finance Ltd brand, goodwill or reputation.

3. Referrals should only be used for personal and non-commercial purposes and should only be shared with personal connections who would appreciate receiving these invitations.
4. You represent and warrant to us that you have obtained the express consent from the individuals whose data you provide us with.

20. Our rights in relation to Referral Credits

1. Toprate Mutual Finance Ltd has the right to refuse to pay you the Referral Credit if (in its sole and absolute discretion) Toprate Mutual Finance Ltd suspects that you have not used the Referral Program in good faith or have breached these Terms or any other applicable the R&P Terms.
2. Toprate Mutual Finance Ltd will determine, in our sole and absolute discretion, whether there has been a breach of the the R&P Terms.
3. When a breach of the R&P Terms has occurred, Toprate Mutual Finance Ltd may take such action as we deem appropriate, including (but not limited to) termination of the R&P Terms, termination of these Terms, closing your account(s), closing third party account(s) and suspending the Referral Program.
4. We may revise the R&P Terms at any time by amending this page.
5. Continued use of the specific Referral Program and/or the Promotional Program shall amount to acceptance of the R&P Terms at that time.
6. Toprate Mutual Finance Ltd may require identification documents from you prior to paying the Referral Credit.
7. Toprate Mutual Finance Ltd shall not be in breach of the R&P Terms (nor have any obligation to pay you a Referral Credit) if you do not (in Toprate Mutual Finance Ltd’s sole and absolute discretion) provide the identification documents requested by Toprate Mutual Finance Ltd.
8. Toprate Mutual Finance Ltd accepts no liability for any use of the Referral Program which does not comply with the R&P Terms.

21. Written communications

1. Applicable laws and regulations require that some of the information we send to you or communications between you and us should be in writing. You agree to receive such written communications electronically. You also agree that electronic means of communication shall be effective for the purpose of the Contract between you and us. The foregoing does not affect your statutory rights.

22. Notices and communications

1. All notices given to us must be in the English Language and sent to Toprate Mutual Finance Ltd Pty Ltd at 380 St Kilda Road melbourne 3004 or to email address: compliance@topratepay.com.
2. We may give notices to you in connection with any aspect of the Service or any order either through the e-mail address or the postal address that you provided to us or in any other way permitted pursuant the Terms.
3. Notices to you will be deemed received and properly served immediately after an e-mail is sent to you at the address you provided, or where a notice is sent to your postal address, three business days after the date of posting in the case of domestic notices and 6 days in the case of international mail.

23. Transfer of rights and obligations

1. We shall be entitled, without your consent, to transfer our rights and obligations under these Terms and under any Contract to any of our affiliates or to any entity or person that acquires our business. Any such transfer of rights and obligation will have effect upon notice being given to you (including notices given through the Website or the Application).
2. We are entitled to perform our obligations to you through subcontractors, agents and other third parties.
3. You may only transfer your rights and obligations under the Contract if we have agreed to this in writing.

24. Waiver

1. If we fail, at any time during the term of the Contract, to insist upon strict performance of any of your obligations under the Contract or any clause of these Terms, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract or these Terms by law, this will not constitute a waiver of such rights or remedies and will not relieve you from compliance with such obligations.
2. A waiver by us of any default will not constitute a waiver of any subsequent default.
3. No waiver by us of any term in the Terms will be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with these Terms.

25. Severability

If any court or competent authority holds that any of the provisions of these Terms or any provisions of a Contract are invalid, unlawful or unenforceable to any extent, that shall not affect the other terms of these Terms or the relevant Contract which will continue in full force and effect to the fullest extent permitted by law.

26. Entire agreement

1. These Terms and any document expressly referred to in them constitute the whole agreement between us and you and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us and you relating to the subject matter hereof.
2. You acknowledge that, in entering into the Contract and accepting the Terms, you do not rely on, or will have no remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not expressly set out in the Terms or the documents referred to in them.

27. Our right to vary these terms and conditions

1. We reserve the right to revise, amend or replace these Terms from time to time. The changed Terms as of the effective date as referenced in clause 22.7 will apply to any newly placed Transaction orders as of such effective date.
2. Changes to this Terms which are (1) more favourable to you; (2) is required by law; or (3) relates to the addition of a new service or extra functionality to the existing Service; or (4) any other change which neither reduces your rights nor increase your responsibilities, will come into effect immediately. Changes to exchange rates shall come into effect immediately without notice and you shall not have the right to object to such a change. You may always determine to cease the use of our Service upon such change.
3. Our Terms in force at the time that you order Service from us will have effect between you and us for the purpose of that order. We may notify you of a change to the Terms after you place an order but before we send you the Confirmation, in which case, unless you notify us within a reasonable period of time and in any event within seven days that you wish to cancel the order, the revised Terms will apply.

28. Law and jurisdiction

1. The Terms are governed by the laws of Victoria, Australia. You and we submit to the exclusive jurisdiction of the courts of Victoria for resolution of disputes arising in relation to the Terms.
2. If any provision of the Terms becomes invalid, illegal or unenforceable in any respect under the law of any jurisdiction, the remainder of the Terms will not be affected.
3. We reserve any rights not expressly granted in the Terms.

INTRODUCTION

These terms and conditions ("Terms", "Agreement") are an agreement between Hami Express doing Business as ("Toprate Mutual Finance Ltd", "us", "we" or "our") and you ("User", "you" or "your"). This Agreement sets forth the general terms and conditions of your use of the www.topratepay.com website, mobile application and any of its services (collectively, "Website" or "Mobile application").

Accounts and membership

You must be at least 18 years of age to use Toprate Mutual Finance Ltd Website and mobile application. By using Toprate Mutual Finance Ltd Website, Mobile application and by agreeing to this Agreement you warrant and represent that you are at least 18 years of age. If you create an account on the Website or the Mobile application, you are responsible for maintaining the security of your account and you are fully responsible for all activities that occur under the account and any other actions taken in connection with it. Providing false contact information of any kind may result in the termination of your account. You must immediately notify us of any unauthorized uses of your account or any other breaches of security. We will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.

Important Notice

Make sure the account number, phone number, beneficiary name, beneficiary address and currency selected are corrected before sending. If the information you provided are incorrect. Your money may be sent to a wrong person and may not be recovered. Sensitive and private data exchange happens over an SSL secured communication channel and is encrypted and protected with digital signatures. Scans for malware are performed on a regular basis for additional security and protection. Upon registration/Successful transaction we will require you to provide us with a copy of your valid government-issued photo identification, and possibly a copy of a credit or debit card used for the remittance. We reserve the right to change orders at any time. We also reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities orders per person. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or phone number provided at the time the sign up was made.

Accuracy of information

Occasionally there may be information on the Website that contains typographical errors, inaccuracies or omissions that may relate to pricing, promotions and offers. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information on the Website or on any related Service is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information on the Website including, without limitation, pricing information, except as required by law. No specified update or refresh date applied on the Website should be taken to indicate that all information on the Website or on any related Service has been modified or updated.

Right to refund

"You, the customer, are entitled to a refund of the money to be transmitted as the result of this agreement if Toprate Mutual Finance Ltd does not forward the money received from You within 2 days of the date of its receipt, or does not give instructions committing an equivalent amount of money to the person designated by You within 48 hours of the date of the receipt of the funds from You unless otherwise instructed by You. If Your instructions as to when the moneys shall be forwarded or transmitted are not complied with and the money has not yet been forwarded or transmitted, you have a right to a refund of Your money. If You want a refund, you must send an email to customer support at compliance@topratepay.com

Links to other websites

Although this Website may be linked to other websites, we are not, directly or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with any linked website, unless specifically stated herein. We are not responsible for examining or evaluating, and we do not warrant the offerings of, any businesses or individuals or the content of their websites. We do not assume any responsibility or liability for the actions, products, services, and content of any other third-parties. You should carefully review the legal statements and other conditions of use of any website which you access through a link from this Website. Your linking to any other off-site websites is at your own risk.

Intellectual property rights

This Agreement does not transfer to you any intellectual property owned by Toprate Mutual Finance Ltd or third-parties, and all rights, titles, and interests in and to such property will remain (as between the parties) solely with Toprate Mutual Finance Ltd. All trademarks, service marks, graphics and logos used in connection with our Website or Services, are trademarks or registered trademarks of Toprate Mutual Finance Ltd or Toprate Mutual Finance Ltd licenses. Other trademarks, service marks, graphics and logos used in connection with our Website or Services may be the trademarks of other third-parties. Your use of our Website and Services grants you no right or license to reproduce or otherwise use any Toprate Mutual Finance Ltd or third-party trademarks.

Limitation of liability

To the fullest extent permitted by applicable law, in no event will Toprate Mutual Finance Ltd , its affiliates, officers, directors, employees, agents, suppliers or licenses be liable to any person for (a): any indirect, incidental, special, punitive, cover or consequential damages (including, without limitation, damages for lost profits, revenue, sales, goodwill, use or content, impact on business, business interruption, loss of anticipated savings, loss of business opportunity) however caused, under any theory of liability, including, without limitation, contract, tort, warranty, breach of statutory duty, negligence or otherwise, even if Toprate Mutual Finance Ltd has been advised as to the possibility of such damages or could have foreseen such damages. To the maximum extent permitted by applicable law, the aggregate liability of Toprate Mutual Finance Ltd and its affiliates, officers, employees, agents, suppliers and licenses, relating to the services will be limited to an amount greater of one dollar or any amounts actually paid by you to Toprate Mutual Finance Ltd for the prior one month period prior to the first event or occurrence giving rise to such liability. The limitations and exclusions also apply if this remedy does not fully compensate you for any losses or fails of its essential purpose.

Dispute resolution

The formation, interpretation, and performance of this Agreement and any disputes arising out of it shall be governed by the substantive and procedural laws of Minnesota, United States without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of United States. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the state and federal courts located in Minnesota, United States, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a jury trial in any proceeding arising out of or related to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

Changes and amendments

We reserve the right to modify this Agreement or its policies relating to the Website or Mobile application at any time, effective upon posting of an updated version of this Agreement on the Website. When we do, we will revise the updated date at the bottom of this page. Continued use of the Website, Mobile application after any such changes shall constitute your consent to such changes.

Acceptance of these terms

You acknowledge that you have read this Agreement and agree to all its terms and conditions. By using the Website, Mobile application, or its Services you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorized to use or access the Website, Mobile Application and its Services.

Contacting us

If you have any questions or concerns, contact us at: Hami Express Inc (dba Toprate Mutual Finance Ltd) 7400 Metro Blvd #350 Edina MN 55439
e-mail: compliance@topratepay.com
Toll-Free Phone: 1-833-310-4333