Terms & Conditions

Understanding your rights and responsibilities when using TokPay's blockchain-based financial services and platform.

Table of Contents

1. Acceptance of Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and TokPay Inc., a company incorporated in Zambia ("TokPay," "Company," "we," "us," or "our").

By accessing, downloading, or using any of our Services, including but not limited to our website (www.tokpay.xyz), mobile applications, APIs, or any related services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

Important:

If you do not agree to these Terms, you must not access or use our Services. Your continued use of the Services constitutes your acceptance of any modifications to these Terms.

2. Definitions

For the purposes of these Terms, the following definitions apply:

"Services"

All products and services offered by TokPay, including cross-border payments, cryptocurrency trading, Treasury Bill investments, digital wallet functionality, and related financial services.

"Digital Assets"

Cryptocurrencies, tokens, and other blockchain-based digital representations of value that can be digitally traded and transferred.

"Wallet"

The digital storage solution provided by TokPay for holding, managing, and transacting with fiat currencies and digital assets.

"KYC"

Know Your Customer procedures required for identity verification and regulatory compliance.

3. Eligibility Requirements

Age Requirements

  • You must be at least 18 years old or the legal age of majority in your jurisdiction
  • In certain jurisdictions, you may need to be 21 years or older
  • Proof of age may be required during account verification

Legal Capacity

  • You must have the legal capacity to enter into binding contracts
  • You must not be legally restricted from using financial services
  • You represent that all information provided is accurate and truthful

Jurisdictional Restrictions

  • Services may not be available in all countries or regions
  • You must comply with all applicable laws in your jurisdiction
  • You are not located in a sanctioned country or region
  • You are not on any government sanctions or restricted persons lists

4. Account Responsibilities

Account Creation and Maintenance

  • Provide accurate, current, and complete information during registration
  • Maintain and promptly update your account information
  • Complete identity verification (KYC) procedures as required
  • Use only one account per person unless explicitly authorized

Security Responsibilities

  • Maintain the confidentiality of your login credentials
  • Use strong, unique passwords and enable two-factor authentication
  • Immediately notify TokPay of any unauthorized access or security breaches
  • Do not share your account with others or allow others to use your credentials
  • Log out of your account when using shared or public devices

Account Activity

You are fully responsible for all activities that occur under your account, whether authorized by you or not. This includes:

  • All transactions and transfers made through your account
  • Any fees or charges incurred
  • Compliance with applicable laws and regulations
  • Monitoring your account for unauthorized activities

5. Use of Services

Permitted Use

You may use our Services only for lawful purposes and in accordance with these Terms. Permitted activities include:

  • Sending and receiving cross-border payments
  • Trading supported cryptocurrencies
  • Investing in Treasury Bills and other approved financial instruments
  • Managing your digital wallet and financial assets
  • Accessing educational resources and market information

Compliance Requirements

When using our Services, you must:

  • Comply with all applicable federal, state, and local laws and regulations
  • Adhere to anti-money laundering (AML) and counter-terrorism financing (CTF) requirements
  • Respect intellectual property rights of TokPay and third parties
  • Provide truthful and accurate information in all interactions
  • Report suspicious activities or potential violations

Service Limitations

  • Services are subject to transaction limits and geographic restrictions
  • Certain features may require additional verification or approval
  • We reserve the right to modify or discontinue Services with notice
  • Service availability may vary by jurisdiction

6. Financial Transactions

Transaction Finality

All transactions processed through our Services are final and irreversible once confirmed on the blockchain or processed through our systems. This includes:

  • Cryptocurrency transfers and trades
  • Cross-border payment transfers
  • Investment purchases and redemptions
  • Wallet-to-wallet transfers

Transaction Processing

  • Transaction processing times may vary based on network conditions
  • We are not liable for delays caused by blockchain network congestion
  • Failed transactions may result in funds being returned to your account
  • You are responsible for ensuring sufficient account balance for transactions

Exchange Rates and Market Risks

  • Exchange rates are determined at the time of transaction execution
  • Rates may fluctuate rapidly and are subject to market conditions
  • You accept all risks associated with market volatility
  • Past performance does not guarantee future results

Third-Party Service Dependencies

Our Services may rely on third-party providers for:

  • Blockchain network infrastructure
  • Banking and payment processing
  • Identity verification services
  • Market data and pricing information

TokPay is not liable for outages, delays, or failures of third-party services.

7. Fees and Charges

Fee Structure

TokPay charges fees for various services, which may include:

  • Transaction fees for cross-border payments
  • Trading fees for cryptocurrency transactions
  • Network fees for blockchain transactions
  • Currency conversion fees
  • Account maintenance fees (if applicable)
  • Premium service fees

Fee Disclosure

  • All applicable fees are disclosed before transaction confirmation
  • Fee schedules are available on our website and mobile application
  • Fees may vary based on transaction amount, type, and destination
  • Network fees are set by blockchain networks, not TokPay

Fee Changes

  • Fees may change from time to time with reasonable notice
  • Changes will be communicated through our platform or via email
  • Continued use of Services constitutes acceptance of fee changes
  • Some fees may change without prior notice due to market conditions

Payment of Fees

  • Fees are automatically deducted from your account balance
  • You must maintain sufficient balance to cover applicable fees
  • Unpaid fees may result in service suspension or account closure
  • All fees are non-refundable unless otherwise specified

8. Prohibited Activities

Strictly Prohibited

You may not use our Services for any illegal or prohibited activities, including:

  • Money laundering, terrorist financing, or other criminal activities
  • Fraud, scams, or deceptive practices
  • Transactions involving illegal goods or services
  • Gambling or gaming activities (where prohibited)
  • Tax evasion or avoidance schemes
  • Sanctions violations or prohibited country transactions

Platform Misuse

The following activities are strictly forbidden:

  • Creating multiple accounts to circumvent limits or restrictions
  • Using automated systems or bots without authorization
  • Attempting to hack, disrupt, or gain unauthorized access to systems
  • Reverse engineering, decompiling, or analyzing our software
  • Transmitting viruses, malware, or other harmful code
  • Impersonating other users or providing false information

Market Manipulation

  • Market manipulation, including pump and dump schemes
  • Insider trading or using non-public information
  • Creating artificial market conditions or false trading volumes
  • Coordinated trading activities to manipulate prices

Consequences of Prohibited Activities

Engaging in prohibited activities may result in:

  • Immediate account suspension or termination
  • Freezing of assets pending investigation
  • Reporting to law enforcement or regulatory authorities
  • Legal action to recover damages
  • Forfeiture of account balances

9. KYC and Compliance

Identity Verification

TokPay is required by law to verify the identity of our users. This process may include:

  • Providing government-issued identification documents
  • Proof of address verification
  • Facial recognition or biometric verification
  • Source of funds documentation
  • Additional information as required by regulatory authorities

Ongoing Monitoring

  • We continuously monitor transactions for suspicious activities
  • You may be required to provide updated information periodically
  • Enhanced due diligence may be required for high-risk transactions
  • We may request additional documentation at any time

Regulatory Reporting

  • We may be required to report transactions to regulatory authorities
  • Suspicious activities will be reported to financial intelligence units
  • Tax reporting may be required in certain jurisdictions
  • We cooperate with lawful requests from government agencies

Consequences of Non-Compliance

  • Failure to provide required documentation may result in account restrictions
  • Suspicious or incomplete verification may lead to account closure
  • Funds may be frozen pending investigation
  • Legal reporting obligations may be triggered

10. Intellectual Property

Ownership Rights

All intellectual property rights in our Services are owned by TokPay or our licensors, including:

  • Software, code, and algorithms
  • Brand names, logos, and trademarks
  • User interface designs and graphics
  • Documentation, whitepapers, and educational materials
  • Patents, trade secrets, and proprietary technology

License Grant

We grant you a limited, non-exclusive, non-transferable license to:

  • Access and use our Services for personal or business purposes
  • Use our software and applications as intended
  • Access educational and informational materials

This license does not permit redistribution, modification, or commercial use without authorization.

Prohibited Uses

  • Reverse engineering, decompiling, or disassembling our software
  • Creating derivative works based on our intellectual property
  • Using our trademarks without written permission
  • Scraping, crawling, or automated data collection
  • Commercial exploitation of our platform or content

User Content

You retain ownership of content you create or upload, but grant us a license to:

  • Use, reproduce, and display content necessary to provide Services
  • Modify and adapt content for technical purposes
  • Distribute content through our platform and services

11. Privacy and Data Protection

Data Collection

We collect various types of information to provide and improve our Services:

  • Personal identification information
  • Financial and transaction data
  • Device and usage information
  • Location data
  • Communication records

Data Usage

Your data is used for the following purposes:

  • Providing and maintaining our Services
  • Security and fraud prevention
  • Regulatory compliance and reporting
  • Customer support and communication
  • Service improvement and development

Data Sharing

We may share your information with:

  • Regulatory and government authorities (as required by law)
  • Financial institutions and payment processors
  • Service providers and business partners
  • Legal and professional advisors
  • In connection with business transfers

Data Security

  • We implement industry-standard security measures
  • Data is encrypted in transit and at rest
  • Regular security audits and testing
  • Employee training on data protection
  • Incident response procedures

Your Rights

Depending on your jurisdiction, you may have rights to:

  • Access and review your personal information
  • Correct inaccurate data
  • Request deletion of your data
  • Object to certain processing activities
  • Data portability

12. Disclaimers and Warranties

No Investment Advice

TokPay does not provide investment, financial, or legal advice. Our Services include:

  • Execution-only services for financial transactions
  • Market information for informational purposes only
  • No recommendations or endorsements of specific investments
  • You are solely responsible for investment decisions

As-Is Basis

Our Services are provided "as is" and "as available" without warranties of any kind:

  • No warranty of merchantability or fitness for particular purpose
  • No warranty of uninterrupted or error-free service
  • No warranty regarding accuracy of information or data
  • No warranty against viruses or harmful components

Market Risks

You acknowledge and accept the following risks:

  • Cryptocurrency markets are highly volatile
  • Prices can fluctuate rapidly and significantly
  • Past performance does not guarantee future results
  • You may lose some or all of your investment
  • Regulatory changes may affect asset values

Technical Risks

  • Blockchain networks may experience outages or congestion
  • Software bugs or vulnerabilities may exist
  • Cyber attacks and security breaches are possible
  • Technical failures may result in loss of access or funds

13. Limitation of Liability

Cap on Liability

To the maximum extent permitted by law, TokPay's total liability shall not exceed:

  • The greater of $100 USD or the fees paid to us in the past 6 months
  • Direct damages only, excluding indirect and consequential damages
  • This cap applies to all claims, regardless of the legal theory

Excluded Damages

TokPay shall not be liable for any indirect, incidental, or consequential damages, including:

  • Lost profits or revenue
  • Loss of business opportunities
  • Damage to reputation or goodwill
  • Emotional distress or inconvenience
  • Loss of data or information

Force Majeure

We are not liable for delays or failures caused by events beyond our reasonable control:

  • Natural disasters and acts of God
  • War, terrorism, or civil unrest
  • Government actions or regulatory changes
  • Internet or telecommunications failures
  • Labor disputes or strikes

Third-Party Services

We are not responsible for:

  • Actions or omissions of third-party service providers
  • Blockchain network performance or security
  • Banking or payment processor issues
  • External market data providers
  • Integration partners or API providers

14. Indemnification

Your Responsibility

You agree to indemnify, defend, and hold harmless TokPay and its affiliates from:

  • Your use or misuse of our Services
  • Your violation of these Terms
  • Your infringement of third-party rights
  • Your violation of applicable laws or regulations
  • Claims arising from your content or conduct

Indemnification Process

  • We will notify you of any claim requiring indemnification
  • You must cooperate with our defense of the claim
  • We may assume exclusive defense and control of any matter
  • You may not settle any claim without our written consent
  • Costs and expenses include legal fees and settlements

Scope of Coverage

This indemnification obligation covers:

  • All damages, losses, and liabilities
  • Legal fees and litigation costs
  • Settlements and judgments
  • Investigation and defense expenses
  • Third-party claims and government actions

15. Suspension and Termination

Termination by You

You may terminate your account at any time by:

  • Submitting a termination request through our platform
  • Contacting customer support
  • Following the account closure procedure
  • Settling all outstanding fees and obligations

Termination by TokPay

We may suspend or terminate your account for:

  • Violation of these Terms or applicable laws
  • Fraudulent or suspicious activities
  • Failure to pay fees or meet financial obligations
  • Providing false or misleading information
  • Security concerns or risk management decisions

Suspension Rights

  • We may suspend accounts pending investigation
  • Suspension may affect access to funds and services
  • We will provide notice of suspension when possible
  • Suspension may be lifted if issues are resolved

Effects of Termination

Upon termination:

  • Your right to use our Services immediately ceases
  • Outstanding fees must be paid
  • Remaining funds will be returned after deducting fees
  • We may retain records as required by law
  • Certain provisions survive termination

16. Dispute Resolution

Informal Resolution

Before initiating formal proceedings, you agree to:

  • Contact our customer support team first
  • Provide detailed description of the dispute
  • Allow 30 days for investigation and response
  • Negotiate in good faith to resolve the matter

Arbitration Agreement

Any unresolved disputes shall be resolved by binding arbitration:

  • Arbitration shall be conducted in Zambia
  • Proceedings shall be conducted in English
  • Arbitration rules of [specified institution] shall apply
  • Each party bears its own arbitration costs
  • Arbitrator's decision is final and binding

Class Action Waiver

  • Disputes must be brought on an individual basis only
  • You waive the right to participate in class actions
  • No consolidation of claims without consent
  • No representative or private attorney general actions

Exceptions

Notwithstanding the above, either party may seek:

  • Injunctive relief in court for intellectual property violations
  • Small claims court actions for disputes within jurisdictional limits
  • Regulatory complaints with appropriate authorities

17. Governing Law

Applicable Law

These Terms shall be governed by and construed in accordance with:

  • The laws of the Republic of Zambia
  • Without regard to conflict of law principles
  • International treaties and conventions may apply

Jurisdiction

For any disputes not subject to arbitration:

  • Exclusive jurisdiction shall be in the courts of Zambia
  • You consent to personal jurisdiction in these courts
  • Venue shall be proper in Lusaka, Zambia

International Use

  • We make no representation that Services are appropriate globally
  • You are responsible for compliance with local laws
  • Some provisions may be unenforceable in certain jurisdictions
  • Export controls and sanctions laws apply

18. Changes to Terms

Modification Rights

We reserve the right to modify these Terms at any time:

  • Changes may reflect new services or features
  • Updates for legal or regulatory compliance
  • Improvements based on user feedback
  • Market conditions or business needs

Notification Process

  • We will provide notice of material changes
  • Notification may be via email, platform notice, or website
  • Changes become effective after the notice period
  • Typically 30 days notice for significant changes

19. Contact Information

Official Communications

For questions, concerns, or legal notices:

  • Email: legal@tokpay.xyz
  • Website: www.tokpay.xyz
  • Support: support@tokpay.xyz
  • Compliance: compliance@tokpay.xyz

Physical Address

TokPay Inc.

Lusaka, Zambia

Response Times

  • Customer support: Within 24-48 hours
  • Legal notices: Within 5 business days
  • Compliance matters: Within 3 business days
  • Emergency security issues: Immediate attention