Terms and Conditions

Effective Date: 

1. About these Terms

1. Pesapeer Incorporated is a company incorporated and licensed under the laws of Canada with corporation number 1228106-6 with its registered office located at 600 Matheson Boulevard, Unit 5, Mississauga, Ontario L5R 4C1. We are registered as a Money Services Business (“MSB”) with the Financial Transactions and Reports Analysis Centre of Canada (“FINTRAC”) and operate under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act, S.C. 2000, c. 17 (the “PCMLTFA”) and its regulations.
2. These Terms of Use ("Terms") represent an agreement between you, the person who uses or accesses these services (“you” or “your”) and Pesapeer Incorporated ("Pesapeer", “we”, “us” or “our”).  They contain the terms and conditions governing your use of and access to our website at www.pesa.co and all affiliated websites owned and operated by us (collectively, the "Website"), our App (defined below) and our money services business activities offered by us, including remittances, foreign exchange, remitting or transmitting funds (together referred to as the "Services").
3. Please read these Terms carefully. By requesting, initiating, or completing a transaction, you acknowledge that you have read, understood, and agree to be bound by these Terms and all Applicable Law. If you do not agree, you must not use the Services.
4. Definitions
   "Account" means the account held by you with us for the purpose of accessing or using the Services;
   “AML/CFT/CPF” means anti-money laundering, combatting the financing of terrorism and countering proliferation financing of weapons of mass destruction; 
   "App" means Pesapeer’s mobile application which you can download and use to access our Services;
   “Applicable Law” means all applicable federal, provincial, territorial, and municipal laws, regulations, orders, directives, and guidelines, including the PCMLTFA, PIPEDA, and any provincial privacy legislation, as amended from time to time;
   "Authentication" means entering a code, password and/or completing biometric authentication such as a fingerprint or facial recognition to confirm your identity; 
   "Business Day" means any day (other than a Saturday or Sunday) on which banks are open in Canada for normal banking business;
   "Customer Services" means our customer support team who can be contacted via the channels referred to in clause 2 below;
   “FINTRAC” means the Financial Transactions and Reports Analysis Centre of Canada, established under the PCMLTFA;
   “Foreign Exchange” means the exchange of one currency for another at a rate agreed upon between us and you; 
   “PCMLTFA” means the Proceeds of Crime (Money Laundering) and Terrorist Financing Act, S.C. 2000, c. 17, and its regulations, as amended from time to time; 
   “PIPEDA” means the Personal Information Protection and Electronic Documents Act, S.C. 2000, c. 5, and any substantially similar provincial legislation;
   “Remittance” means the transfer of funds on behalf of a customer to a beneficiary, whether within Canada or internationally;
   “Sanctions” means all economic or trade sanctions laws, regulations, embargoes, or restrictive measures administered or enforced by the Government of Canada (including those imposed under the Special Economic Measures Act, the Justice for Victims of Corrupt Foreign Officials Act, and United Nations Act regulations), and, to the extent applicable, by the United States, the European Union, or the United Nations Security Council; 
   “Wallet” means the account made available by us to you for the receipt of remittance funds in accordance with Applicable Law. 
   "Website" means www.pesa.co.

2. Contacting us

1. If you have any questions or would like to discuss your Account, you can contact our Customer Services team by: 
   Email: support@pesa.co
   Phone: +1 844 735 0072 (toll-free); +1 343 801 4333 (local), 9 am – 5 pm Canadian Eastern Standard Time

2. Customer Services is available during Business hours, which are Monday to Friday from 8 am to 8 pm Canadian Eastern Standard Time. ‍

3. Eligibility and Account Registration

1. To use the Services, you must:
   1. register to create an Account;
   2. be at least 18 years of age (or the age of majority in your province or territory of residence, if higher);
   3. have the legal capacity to enter into a binding agreement;
   4. not be a person or entity subject to Sanctions or included on a list maintained by a government or intergovernmental body that would prohibit us from providing Services to you. 
2. When you register for the Account and from time to time thereafter, we may require you to provide and/or confirm information and documentation that will allow us identify you such as: 
   1. Your name;
   2. Email address;
   3. Valid home address;
   4. Mobile device number;
   5. A copy of Your government-issued photo ID, in some cases, your international passport; 
   6. Such other information and documentation that we may require from time to time in accordance with AML/CFT/CPF laws and our internal risk assessment policies, (collectively, “User Information”). 

3. We utilise authentication methods such as email and telephone numbers when you register with us. We will check your identity and where you live. We may use third parties to obtain this information and carry out checks on our behalf. 

4. If you open an Account, you are responsible for maintaining the accuracy of the information associated with the Account and for notifying us promptly of any changes.
5. We reserve the right to refuse to open an Account or to provide Services to any person or entity at our sole discretion, without being required to provide reasons, where doing so is consistent with Applicable Law or our risk-management policies.‍

4. Contacting you

1. We will use the information you provide us, such as your address, telephone number and email address, to contact you.
2. You must let us know as soon as possible if you change your name, address, telephone number or email address. If we contact you in relation to your Account, for example, to notify you that we will be changing the Terms, we will use the most recent contact details you have provided to us. Any email to you will be treated as being received as soon as it is sent by us.
3. We will not be held responsible to you if your contact details have changed, but you have not told us.

‍5. Changes to these Terms

1. From time to time, we may change some of the provisions in these Terms. This may include changing an existing, or introducing a new fee, or changing a feature or function. Where required, we will provide you with at least thirty (30) days’ notice before the proposed change comes into effect. All such changes will be posted in the App and on the Website with a link to the amended Terms, and the change will also be notified to you by sending an email to the email address registered with your Account. This clause does not apply to changes in the exchange rate, which may change from time to time without notice to you and will apply immediately when they occur.
2. The up-to-date version of these Terms will be posted in the App and on the Website. You should check these regularly so that you can see the latest version. You are bound by these Terms and any amendments made to them. We recommend that you download or print off a copy of these Terms to keep for your records.
3. You will be taken to have accepted any change we notify you of, unless you tell us that you do not agree before the relevant change takes effect. In such circumstance, we will treat your notice of disagreement to us as notification that you wish to terminate these Terms immediately. In such an event, we will refund the balance on your Account. If you do this, you will not be charged a refund fee.

‍6. Scope of these Terms

1. Subject to these Terms and Applicable Law, we offer the following Services:
   1. Remittances — the transmission of funds domestically and internationally on your behalf to designated beneficiaries;
   2. Foreign Exchange — the buying and selling of foreign currencies;

2. We may add, modify, or discontinue any Service at any time upon reasonable notice. 
3. We hold end user funds in Canada as a trustee for the exclusive benefit of the end users entitled to those funds. Such funds are maintained in a designated safeguarding trust account with regulated financial institution partners, separate from Pesa’s operational funds, in accordance with the Retail Payment Activities Act and the applicable guidelines thereunder. Safeguarding is not deposit insurance, and Pesa Wallet balances are not insured by the Canada Deposit Insurance Corporation. 
4. You agree that the User Information you provide is accurate, complete and up to date.  You must promptly notify us of any changes to your User Information via the App or by emailing Customer Support.

5. Providing false or inaccurate information or using any part of the Services to further fraud or unlawful activity is grounds for immediate termination of this Agreement.

6. Your use of our Services is subject to our approval, and we reserve the right to refuse at our discretion to provide any or all of our Services to you. 

7. You can use the App to do various actions relating to your Account.  See the App and Website for more information about the functions and features available to you.  

8. If you have any problems using any of our Services, please contact Customer Services.

Using our Services

7. Remittance

1. You may use the App to send a Remittance to a recipient located in a country where our Services are provided, see the App for details.  The country list is updated from time to time. 
2. If you send funds in a currency different from the currency you provide to us, the foreign exchange rate will be shown in the App at the time of your request. Our exchange rate is based on the range of rates available in currency markets (which vary daily and often more often), to which we add a margin. We will confirm the actual exchange rate which will apply and for how long this rate will be valid when you instruct us to make the Remittance.
3. Any change in an exchange rate will apply immediately and without notice. When you request currency to be converted, be aware the exchange rate may differ between the time you view the rate and the time you authorise the conversion to be processed.
4. Limits apply to the value of Remittances you can send (both individually and over a period of time) and the value of Remittances any recipient can receive. See the App for details. 
5. The funds will be made available for receipt by the recipient after the Remittance has been processed by us and our designated service providers.  We will notify you in the App and by email when this occurs. 
6. We may delay payment of your Remittance to allow us to determine that your Remittance complies with applicable law, regulation or Pesapeer’s policies, or if we suspect the Remittance is related to fraud or other illegal activity. We have the right, without notice to you, to refuse to accept or pay any Remittance that we determine in our sole discretion may violate applicable law, regulation or our policies, including laws, regulations and policies intended to help detect and prevent money-laundering, terrorist financing, fraud, and other abuses of financial services; if we accept a Remittance and then determine that it may violate any such law, regulation or policy, we may hold the Remittance until such time that the matter is resolved.
7. We reserve the right to prohibit you from using our Remittance service if you do not provide accurate and complete information during registration with us or when requesting a Remittance. Inaccurate and/or incomplete information provided by you during registration or when requesting a Remittance may cause errors in your requested Remittance.
8. If we reasonably believe you are using our Services in connection with illegal activity or for any fraudulent purpose, or are permitting a third party to do so, we are obligated to report you to the appropriate legal authorities.
9. Our Remittance service is generally available 24 hours a day, 365 days a year, although there may be times when it is unavailable to you or to your recipient. For example, when we carry out upgrades or improvements to our Services, or when we are impacted by events beyond our control, whether as a result of a power outage, network or telecommunications failure, war or civil unrest, natural disaster or other event beyond our control.
10. A transaction made using your Account will be regarded as authorised by you when you follow the instructions in your App relating to the transaction and click on the ‘submit’ or other equivalent button to indicate your authorisation for us to execute the transaction.
11. You are responsible for all transactions and applicable fees charged to your Account.

8. Execution Times

1. The instructions to make a transaction will be received when we receive them from you. If we receive instructions on a day that is not a Business Day or after 4:00 pm on a Business Day, they will be deemed received by us on the following Business Day.
2. We will ensure that a transaction you make is credited to the relevant individuals. 

9. Disputed Transactions

1. If you request a refund for an incorrectly executed transfer made by you to a recipient, we may refuse your request if we can show the payment service provider of the recipient received the funds, or that there was a mistake in the recipient’s details which you gave us. However, if there was a mistake in the recipient’s details you provided, we will still make a reasonable effort to recover the funds. If we are unable to do so, you can make a written request for us to provide you with all the information available to us which is relevant to you in order for you to file a legal claim to recover the funds.
2. In any event, if you ask us to, we will make efforts to trace any transfer which has not been made or has been made incorrectly and notify you of the outcome.

10. Authorised push payment (APP) Scams

1. If you believe you have sent a payment from your Account to a fraudster that is linked to an APP scam fraud, you must contact Customer Services as quickly as possible. 
2. We will promptly investigate your claim. We will reimburse you the APP scam amount within five (5) Business Days unless we need to gather additional information.  
3. You will not be entitled to reimbursement of an APP scam claim where you have acted fraudulently, or you have acted with gross negligence. 
4. If we have been informed by a sender (payer) or its financial institution that a payment into your Account was linked to a fraud, we will request further information from you about the transaction to help us, the sender and/or the financial institution establish the payment is legitimate. If this happens, your Account will be suspended for as long as the investigation is ongoing. 
5. If, following an investigation, it is established the transaction was fraudulent, then the value of the fraudulent amount will be debited from your Account, and your Account will be closed. If the transaction is found not to be fraudulent, your Account will be reactivated.

11. Prohibited Activities

1. You must not use the Services for or in connection with any of the following:
   
   1. money laundering, terrorist financing, or the financing of the proliferation of weapons of mass destruction;
   2. fraud, deception, or any other criminal activity;
   3. the evasion of Sanctions or transactions involving a sanctioned person, entity, or jurisdiction;
   4. structuring transactions to avoid reporting thresholds;
   5. transmitting proceeds of crime or funds derived from illegal activity; or
   6. any purpose that would cause us to be in violation of Applicable Law.
2. If we determine or reasonably suspect that you have engaged in any prohibited activity, we may immediately suspend or terminate your access to the Services, report the activity to FINTRAC or other relevant authorities, and pursue any available legal remedies. You remain liable for all losses, damages, and costs resulting from your violation.

12. Privacy and Data Protection

1. We collect, use, and disclose personal information in accordance with PIPEDA and applicable provincial privacy legislation. 
2. Please see our privacy policy, which describes the personal data we collect and what we do with it, and can be found at https://www.pesa.co/privacy-policy. By accepting these Terms, you also agree to the terms of our privacy policy. 
3. Personal information is collected for the following purposes:
   
   1. verifying your identity and complying with customer due diligence obligations under the PCMLTFA;
   2. processing and completing transactions;
   3. complying with Applicable Law, including FINTRAC reporting obligations and Sanctions screening;
   4. managing our relationship with you and communicating about the Services; and
   5. preventing and detecting fraud, money laundering, and terrorist financing.
4. By using the Services, you consent to the collection, use, and disclosure of your personal information for the purposes described in these Terms and our privacy policy. You may withdraw consent at any time, subject to legal or contractual restrictions, by contacting us; however, withdrawal of consent may result in us being unable to provide the Services to you.
5. We retain personal information only for as long as necessary to fulfill the purposes for which it was collected or as required by Applicable Law, including the minimum five-year record-retention period under the PCMLTFA.
6. In the course of providing the Services, your personal information may be transferred to, stored, or processed in jurisdictions outside of Canada, including through correspondent banks, payment processors, or other intermediaries. Such transfers are made in accordance with Applicable Law, and we take reasonable steps to ensure that your information is protected.
7. You have the right to access the personal information that we hold about you and to request correction of any inaccuracies, subject to any applicable exceptions under PIPEDA. Requests may be directed to our Customer Service at the contact information set out below.‍

13. Limitation of Liability

1. To the maximum extent permitted by Applicable Law, our total aggregate liability to you arising out of or in connection with these Terms or the Services, whether in contract, tort (including negligence), strict liability, or otherwise, is limited to the fees paid by you to us in respect of the specific transaction giving rise to the claim.
2. In no event are we liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, loss of business, loss of data, or loss of goodwill, regardless of whether such damages were foreseeable or otherwise. 
3. We are not liable for any acts or omissions of third parties, including correspondent banks, payment processors, intermediary financial institutions, or telecommunications providers, through which transactions are processed or routed.

14. Indemnification

1. You agree to indemnify, defend, and hold Pesapeer harmless and its directors, officers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
   1. your breach of any provision of these Terms;
   2. your use of the Services in violation of Applicable Law;
   3. any inaccurate, incomplete, or misleading information provided by you;
   4. your engagement in any prohibited activity; or
   5. any claim by a third party arising from your use of the Services.
2. This indemnification obligation survives the termination of these Terms and the closure of your Account.

15. Complaints and Dispute Resolution

1. If you have a complaint regarding the Services, you may submit it to us in writing. We will acknowledge receipt of the complaint within five (5) Business Days and will endeavour to resolve the matter within thirty (30) days.
2. These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. The parties submit to the exclusive jurisdiction of the courts of the Province of Ontario. 
3. Nothing in this clause prevents us from seeking injunctive or other equitable relief in any court of competent jurisdiction.

16. Termination

1. We may suspend or terminate your access to the Services or close your Account at any time, with or without notice, where:
   
   1. you breach any provision of these Terms;
   2. Pesapeer is required to do so by Applicable Law, a court order, or a regulatory directive;
   3. Pesapeer reasonably suspects that your Account is being used for prohibited activities; or
   4. Pesapeer decides, in its sole discretion, to discontinue providing Services to you.
2. You may close your Account and discontinue use of the Services at any time by providing written notice to us. Closing your Account does not relieve you of any outstanding obligations, including the completion of pending transactions and the payment of accrued fees.
3. Upon termination, any pending transactions will be completed or reversed at Pesapeer’s discretion. 

‍17. Intellectual Property

1. All rights, title and interest in and to the Website, the App and our Services, including all content, software, trademarks, logos and materials made available by us, are owned by or licensed to Pesapeer and are protected by applicable intellectual property law. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the App and the Website solely to use our Services for their intended purpose. You must not copy, modify, reverse engineer, decompile or otherwise exploit any part of the App, the Website or our Services except as expressly permitted by us or by applicable law. Nothing in these Terms transfers any intellectual property rights to you other than the limited licence expressly granted in this clause.

18. Event beyond our Control

1. We will not be liable for any delay or failure to provide our Services to the extent this is caused by an event beyond our reasonable control, including a power, network or telecommunications failure, cyberattack, industrial action, natural disaster, war, civil unrest, pandemic, epidemic, or the failure of a bank, payment scheme, or other third party we rely on to provide our Services. Where such an event occurs, we may suspend or limit the affected Services for as long as is reasonably necessary and will restore them as soon as reasonably practicable once the event has ended.

19. General

1. In these Terms we have provided headings for convenience only, and they shall not affect the interpretation of the sections relating to them.
2. If we delay or fail to exercise any right or remedy under any part of these Terms, it shall not mean that we have given up or will not exercise such right or remedy at any time in the future.
3. This agreement (these Terms) is personal to you, and you may not transfer, novate, assign, subcontract or delegate your rights or obligations in it to a third party.
4. You understand and agree that we may transfer novate, assign or subcontract our rights and obligations under these Terms at any time without prior written notice to you and without your further consent. If we exercise such right but you do not want to transfer to the new payment service provider issuer you may contact us and we will terminate your Account. Any balance remaining in your Account will be returned to you.
5. We may subcontract any of our obligations under these Terms.
6. These Terms are subject to amendment, modification or deletion if required by, or found to be in conflict with, applicable law or regulation, without affecting the validity or enforceability of the remaining terms and conditions. In the event that any part of these Terms are held by law, in a court or by direction of a relevant regulatory authority not to be enforceable, only the unenforceable term shall be excluded, and the remainder of these Terms shall remain in full force and effect.
7. You will remain responsible for complying with these Terms until your Account terminates (for whatever reason) and all sums due under these Terms have been paid in full.
8. These Terms are written and available only in English and all correspondence with you in respect of our Services shall be in English. In the event that these Terms are translated, the version in English shall take priority.